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HomeMy WebLinkAboutCRA-R-23-0054 Exhibit BExhibit "B" Document prepared by: Office of City Attorney 444 S.W. 2nd Avenue, Suite 945 Miami, FL 33130-1910 Return Recorded Copy to: City of Miami Office of Zoning, Attn.: Zoning Administrator 444 S.W. 2nd Avenue, 2nd Floor Miami, FL 33130-1910 Folio Nos: 01-3136-094-0010; 01-3136-094-0015 01-3136-064-0020; 01-3136-064-0010 Reserved for Recording COVENANT IN LIEU OF UNITY OF TITLE KNOW ALL MEN BY THESE PRESENT that the undersigned, Miami -Dade County, a political subdivision of the State of Florida (hereinafter, the "County"), and the Southeast Overtown/Park West Community Redevelopment Agency, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes (hereinafter, the "SEOPW CRA"; and together with the County, the "Parties"), hereby make, declare, and impose on the land herein described, this Covenant in Lieu of Unity of Title (this "Declaration"), and the covenants running with the title to the land contained herein, which shall be binding on the County, the SEOPW CRA, and all of their respective heirs, grantees, successors, assigns, personal representatives, and upon all mortgagees, lessees, and all others presently or in the future claiming any interest in the Property (as defined herein), as described below. WHEREAS, the County is the fee simple owner of the property under folio numbers 01- 3136-094-0010; 01-3136-094-0015; 01-3136-064-0020, located in Miami, Florida more particularly described on Exhibit "A" attached hereto and incorporated herein (the "County Property"); and WHEREAS, the SEOPW CRA is the fee simple owner of that certain property under Folio No. 01-3136-064-0010, located in Miami, Florida, more particularly described on Exhibit "B" attached hereto and incorporated herein (the "SEOPW Property"); and WHEREAS, the County Property and the SEOPW Property are collectively referred to herein as the "Property", as more particularly described on Exhibit "C" attached hereto and incorporated herein. 1 WHEREAS, the County and the SEOPW CRA are executing this Declaration to unify the Property solely for zoning purposes. NOW, THEREFORE, for valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agrees as follows: 1. Recitals. The above recitals and findings set forth in the preamble of this Declaration are trueand correct and are hereby adopted by reference and incorporated herein as if fully set forth in thisSection. 2. Use of Property. The Parties hereby agree and declare that (i) for the purpose of this Declaration, the Property shall be considered as one plot and parcel of land, and (ii) so long as this instrument shall remain in effect, any and all conveyances or transfers of all or any portion of the Property by the Parties, their heirs, grantees, successors, assigns, or personalrepresentatives shall be subject to the terms and restrictions of this Declaration as if any such heir,grantee, successor, assign, or personal representative were a party hereto or a signatory hereof, and no other purpose whatsoever. The SEOPW CRA shall retain all development rights attributable to the SEOPW Property. The County shall retain all development rights attributable to the County Property. For the avoidance of doubt, this Declaration does not, and shall not be deemed to, provide for the transfer of density, floor area, or any other development rights from the County Property to the SEOPW Property or from the SEOPW Property to the County Property. 3. Term of Declaration. The provisions of this Declaration shall become effective upon their recordation in the Public Records of Miami -Dade County, Florida, and shall continue in effectfor a period of thirty (30) years after the date of such recordation, after which time they shall be extended automatically for successive periods of ten (10) years each, unless released in writing bythe (i) then-owner(s) of the Property (or if any portion of the Property has been submitted to the condominium form of ownership, then by the association established to operate the condominiumin lieu of all of the owners thereof) AND (ii) the Zoning Administrator and Directors of the Departments of Resilience and Public Works, Planning, and Building of the City of Miami, subjectto the approval of the City Attorney as to legal form and correctness, or their respective designeesor successors, upon the demonstration and affirmative finding that the same is no longer necessaryto preserve and protect the Property for the purposes herein intended. 4. Covenant Running with the Land. This Declaration, once approved for legal form and sufficiency by the City Attorney, and accepted by the City of Miami, or the respective designees, shall run with the land and be binding upon the heirs, grantees, successors, personal representativesand assigns, and upon all owners, future owners, mortgagees, lessees and others presently or in thefuture having any interest in the Property. 5. Amendments, Modifications, Releases. The provisions of this Declaration may be amended, modified, or released by a written instrument executed by the (i) then-owner(s) of the Property (or if any portion of the Property has been submitted to the condominium form of ownership, then by the association established to operate the condominium in lieu of all of the owners thereof) and (ii) the Zoning Administrator and Directors of the Departments of Resilienceand Public Works, Planning, and Building of the City of Miami, subjectto the approval of the CityAttorney as to legal form and correctness, or their respective designees or successors 2 upon the demonstration and affirmative finding that the Covenant is no longer necessary to preserve and protect the Property for the purposes herein intended. All amendments, modifications, or releasesof this Declaration shall be executed in the manner enumerated in this section and shall be recordedin the Public Records of Miami -Dade County, Florida in order for the amendment, modification, or release to be valid and effective. 6. Termination. Subject to the terms of certain Ground Lease between the County and Mourning Family Foundation, Inc. f/k/a Alonso Mourning Charities, Inc (the "Developer"), dated December 19, 2008, which such lease has been amended by those certain Amendment to Ground Lease, dated December 13, 2012, Second Amendment to Ground Lease, dated August 26, 2013, Third Amendment to Ground Lease, dated October 23, 2013, Fourth Amendment to Ground Lease, dated November 28, 2016, and Fifth Amendment to Ground Lease, dated September 17, 2018 (collectively the "Lease"), in the event the Developer does not comply with the terms of the Lease, including but not limited to obtaining a building permit or Certificate of Occupancy as set forth therein, then the County shall have the right upon written notice to the City of Miami, the SEOPW CRA, and the Developer to terminate the Lease and this Covenant at the County's sole discretion. 7. Inspection and Enforcement. It is understood and agreed that any official inspectorof the City of Miami may have the right at any time during normal business hours to enter upon the Property for the purpose of investigating the use of the Property and for determining whether the conditions of this Declaration are being complied with. Enforcement of this Declaration shall be by action against the parties to this Declaration or persons violating or attempting to violate anycovenants in this Declaration or the then owner(s) at the time the violation is committed. This enforcement provision shall be in addition to any other remedies available at law, in equity, or both. The violations may also be enforced by City Code, Chapter 2, Article X, titled Code Enforcement. 8. Severability. Invalidation of any of these covenants by judgment of a court shall not affect any of the other provisions, which shall remain in full force and effect. 9. Cumulative and Waiver. All rights, remedies and privileges granted herein shall be deemed to be cumulative and the exercise of any one or more shall neither be deemed to constitute an election of remedy, nor shall it preclude the party exercising the same from exercising such other additional rights, remedies, or privileges as may be available to it. 10.Declaration Binding on Subsequent Owners. The Parties to this Declaration and each of the subsequent owners shall be bound by the terms, provisions, and conditions of this Declaration. Further, except for sales to condominiumowners, the Parties agree to execute and deliver, in recordable form, an instrument to be known as an "easement and operating agreement" which shall include, to the extent applicable, but is not limited to: (i) Easements in the common area of each parcel for ingress to and egress from the other parcels; (ii) Easements in the common area of each parcel for the passage 3 and parking of vehicles; (iii) Easements in the common area of each parcel for the passage and accommodation of pedestrians; (iv) Easements for access roads across the common area of each parcel to public and private roadways; (v) Easements for the installation, use, operation, maintenance, repair, replacement, relocation, and removal of utility facilities in appropriate areas in each such parcel; (vi) Easements on each such parcel for construction of buildings andimprovements in favor of each such other parcel; (vii) Easements upon each such parcel in favor of each adjoining parcel for the installation, use, maintenance, repair, replacement, and removal of common construction improvements such as footing, supports, and foundations; (viii) Easements on each parcel for attachment of buildings; (ix) Easements on each parcel for building overhangs and other overhangs and projections encroaching upon such parcel from adjoining parcel such as, by way of example, marquees, canopies, lights, lighting devices, awnings, wing walls, and the like; (x) Appropriate reservation of rights to grant easements to utility companies; (xi) Appropriate reservation of rights to road rights -of -way and curbcuts; (xii) Easements in favor of each such parcel for pedestrian and vehicular traffic over dedicated private ring roads and access roads; (xiii) Appropriate agreements between the owners of the several parcels as to the obligation to maintain and repair all private roadways, parking facilities, common areas, common facilities, andthe like; and The "Easement and Operating Agreement" shall be recorded by the County and a copy furnished to the Zoning Administrator and Directors of the Depail,uients of Resilience and Public Works, Planning, and Building of the City of Miami, or their respective designees or successors. These instruments or portions may be waived if approved by each of the directors of Resilience and Public Works, Planning, and Building Departments, as well as the Office of 4 Zoning, or their respective designees, if the provisions are inapplicable to the subject Property. Such provision may be modified or amended by such parties (or the applicable association governing such parties) without approval or joinder by the directors, or their designees, if it will beconstructed, conveyed and operated in accordance with an approved site plan for the Property. 11. Counterparts/Electronic Signature. This Declaration may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, and such counterparts shall together constitute but one and the same Declaration. 12. Recordation. This Declaration will be e-recorded by the City of Miami, at the County's expense, in the public records of Miami -Dade County, Florida upon full execution. [Signature Page(s) to Follow] 5 Signed, witnessed, executed and acknowledged this day of , 2023 WITNESSES: MIAMI-DADE COUNTY, a political subdivision of the State of Florida By: Mayor or Designee Print Name Print Name Attest: JUAN FERNANDEZ-BARQUIN Clerk of the Court and Comptroller By: Deputy Clerk Date: Approved as to form and legal sufficiency: By: Terrence A. Smith Assistant County Attorney WITNESSES: SOUTHEAST OVERTOWN/PARK WEST Signature: COMMUNITY REDEVELOPMENT Print Name AGENCY, a public agency and body corporate created pursuant to Section 163.356 Signature: Florida Statutes Print Name By: Name: James McQueen Title: Executive Director Approved for legal sufficiency; By: STATE OF FLORIDA COUNTY OF ) SS ) The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization this day of , 2023, by James McQueen, the Executive Director of SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes. Personally Known ❑ or Produced Identification O. Type of Identification Produced Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: CITY OF NIIANII: APPROVED AS TO LEGAL FORM APPROVED: AND CORRECTNESS: VICTORIA MENDEZ, ESQ. DANIEL S. GOLDBERG, ESQ. City Attorney Zoning Administrator APPROVED: APPROVED: LAKISHA HULL Planning Director APPROVED: JUVENAL SANTANA, JR., P.E, CFM Director Department of Resilience and Public Works ASAEL MARRERO, RA, RID, AIA, ICC Director Building Department JOINDER AND CONSENT OF LENDER The undersigned, CITIBANK, N.A. a national banking association, ("Mortgagee") hereby certifies that Mortgagee is the holder of a mortgage, lien, or other encumbrance upon the Property described in the foregoing Easement and Operating Agreement (the "Agreement"), and that Mortgagee hereby joins in and consents to the Agreement and agrees that its mortgage, lien, or other encumbrance, which is recorded in Official Records Book 29552, Page 1513 of the Public Records of Miami -Dade County, Florida, shall be and hereby is subordinated to the Agreement. Signed, sealed and delivered CITIBANK, N.A., a national banking corporation in the presence of: Witness (print name): Witness (print name): STATE OF COUNTY OF By: Name: Title: The foregoing instrument was acknowledged before me by means of [ ] physical presence OR [ ] online notarization, this day of , 2023, by as of . [ ] Personally Known to me or [ ] Produced Identification. Type of Identification Produced Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: JOINDER BY MORTGAGEE The undersigned, U.S. BANK TRUST COMPANY, a national association, as Trustee, under that certain Assignment of Security Instrument and Loan Documents (the "Mortgage") dated June 28, 2022, recorded in Official Records Book 33281, Page 1493, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this day of , 2023. STATE OF COUNTY OF U.S. BANK TRUST COMPANY, a national association, as Trustee By: Name: Title: Address: [lender address] The foregoing instrument was acknowledged before me by means of [ ] physical presence OR [ ] online notarization, this day of , 2023, by as of . [ ] Personally Known to me or [ ] Produced Identification. Type of Identification Produced Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: JOINDER BY MORTGAGEE The undersigned, Affordable Lending Company, LLC, as Mortgagee under that certain Leasehold Mortgage and Security Agreement and Assignment of Leases (the "Mortgage") dated March 24, 2015, recorded in Official Records Book 29552, Page 1519, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this day of , 2023. STATE OF COUNTY OF Affordable Lending Company, LLC By: Name: Title: Address: [lender address] The foregoing instrument was acknowledged before me by means of [ ] physical presence OR [ ] online notarization, this day of , 2023, by as of . [ ] Personally Known to me or [ ] Produced Identification. Type of Identification Produced Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: JOINDER BY MORTGAGEE The undersigned, Miami -Dade County, as Mortgagee under that certain Leasehold Multifamily Mortgage, Assignment of Rents, Security Agreement and Fixture Filing (the "Mortgage") dated March 24, 2015, recorded in Official Records Book 29552, Page 1432, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this day of , 2023. STATE OF COUNTY OF Miami -Dade County, a political subdivision of the State of Florida By: Name: Title: Address: [lender address] The foregoing instrument was acknowledged before me by means of [ ] physical presence OR [ ] online notarization, this day of , 2023, by as of . [ ] Personally Known to me or [ ] Produced Identification. Type of Identification Produced Print or Stamp Name: Notary Public, State of Commission No.: My Commission Expires: JOINDER BY LESSEE The undersigned, Mourning Family Foundation, Inc., as Lessee under that certain Ground Lease (the "Ground Lease") dated March 24, 2015, recorded in Official Records Book 29552, Page 1320, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. WITNESSES: LESSEE Signature Print Name Signature Print Name Mourning Family Foundation, Inc, a Florida corporation, f/k/a Alonzo Mourning Charities, Inc. By: Name: Title: STATE OF FLORIDA ) ) SS COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this day of , 2023 by as of Mourning Family Foundation, Inc, a Florida corporation, f/k/a Alonzo Mourning Charities, Inc., on behalf of such corporation, and who is ❑ personally known to me or who ❑ has produced as identification and who executed the foregoing instrument and acknowledged the execution thereof to be his free act and deed as such officer for the purposes therein expressed and who did (did not) take an oath. Witness my signature and official seal this day of , A.D., 2023. Notary Public, State of Florida My Commission Expires: JOINDER BY SUB -LESSEE The undersigned, AMC HTG 1, Ltd., as Sub -lessee under that certain Sublease Agreement (the "Sublease Agreement") dated March 24, 2015, recorded in Official Records Book 29552, Page 1325, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Agreement does hereby acknowledge that the terms of the Agreement are and shall be binding upon the undersigned and its successors in title. WITNESSES: SUB -LESSEE Signature Print Name Signature Print Name STATE OF FLORIDA ) ) SS COUNTY OF MIAMI-DADE) AMC HTG 1, Ltd., a Florida limited liability partnership By: AMC HTG 1 GP, LLC., a Florida Limited Liability Company, its Managing General Partner By: Name: Title: The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this day of , 2023 by as of AMC HTG 1 GP, LLC., a Florida limited liability company, as Managing General Partner of AMC HTG 1, Ltd., a Florida limited liability partnership, and who is ❑ personally known to me or who ❑ has produced as identification and who executed the foregoing instrument and acknowledged the execution thereof to be his free act and deed as such officer for the purposes therein expressed and who did (did not) take an oath. Witness my signature and official seal this day of , A.D., 2023. Notary Public, State of Florida My Commission Expires: EXHIBIT "A" COUNTY PROPERTY LEGAL DESCRIPTION All OF TRACT 10, "TOWNPARK SUBDIVISION 4 U.R. PROJECT FLORIDA R-10", ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 87 AT PAGE 52 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA; INCLUSIVE OF THAT PORTION OF SAID TRACT 10 RE -PLATTED AS TRACT "A", COURTSIDE APARTMENTS, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 171 AT PAGE 71 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. LESS AND EXCEPT THEREFROM THAT PORTION OF TRACT 10 CONVEYED FROM THE CITY OF MIAMI TO THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY IN OFFICIAL RECORDS BOOK 28222 AT PAGE 4315, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. SAID LAND LYING IN AND BEING IN SECTION 36, TOWNSHIP 53 SOUTH, RANGE 41 EAST, CITY OF MIAMI, MIAMI-DADE COUNTY, FLORIDA. EXHIBIT "B" SEOPW PROPERTY LEGAL DESCRIPTION TRACT 9 OF TOWNPARK SUBDIVISION 4, U.R PROJECT FLA. R-10, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 87, AT PAGE 52 OF THE PUBLIC RECORDS OF MIAMI- DADE COUNTY, FLORIDA; AND A PORTION OF TRACT 10 OF TOWNPARK SUBDIVISION 4, U.R PROJECT FLA. R-10, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 87, AT PAGE 52 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, BEING PARTICULARLY DESCRIBED AS FOLLOWS: BEGIN AT THE SOUTHEAST CORNER OF SAID TRACT 10; THENCE SOUTH 87°49'21" WEST ALONG THE SOUTH LINE OF SAID TRACT 10 FOR 170.98 FEET; THENCE NORTH 03°21'00" WEST FOR 70.02 FEET; THENCE NORTH 87°49'22" EAST FOR 50.98 FEET; THENCE NORTH 03°21'00" WEST FOR 125.60 FEET; THENCE NORTH 87°43'20" EAST FOR 120.00 FEET TO A POINT ON THE EAST LINE OF THE AFORESAID TRACT 10; THENCE SOUTH 03°21'00" EAST ALONG THE WEST RIGHT-OF-WAY LINE OF N.W. 3RD AVENUE, THE SAME BEING THE EAST LINE OF TRACT 10 FOR 195.83 FEET TO THE POINT OF BEGINNING. EXHIBIT "C" PROPERTY LEGAL DESCRIPTION All OF TRACTS 9 AND 10, "TOWNPARK SUBDIVISION 4 U.R. PROJECT FLORIDA R-10", ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 87 AT PAGE 52 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA; INCLUSIVE OF THAT PORTION OF SAID TRACT 10 RE -PLATTED AS TRACT "A", COURTSIDE APARTMENTS, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 171 AT PAGE 71 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. SAID LAND LYING IN AND BEING IN SECTION 36, TOWNSHIP 53 SOUTH, RANGE 41 EAST, CITY OF MIAMI, MIAMI-DADE COUNTY, FLORIDA.