HomeMy WebLinkAbout25366AGREEMENT INFORMATION
AGREEMENT NUMBER
25366
NAME/TYPE OF AGREEMENT
DFI MUNDI, LLC
DESCRIPTION
PROMISORY NOTE/$450,000 3173 MUNDY ST & 3121 MUNDY
ST, MIAMI, FL 33133/#55
EFFECTIVE DATE
December 31, 2024
ATTESTED BY
ATTESTED DATE
DATE RECEIVED FROM ISSUING
DEPT.
12/30/2024
NOTE
$450,000.00
PROMISSORY NOTE
DFI MUNDY, LLC (MIAMI FOR EVERYONE FUNDS)
Miami, Florida
December 31, 2024
FOR VALUE RECEIVED the undersigned, DFI MUNDY , LLC, a Florida limited liability
company (hereinafter referred to as the "Maker"), whose address is 19 West Flagler Street, Suite
1001, Miami, FL 33130, promises to pay to the order of the CITY OF MIAMI (hereinafter
referred to as the "Lender"), at 444 S.W. 2nd Avenue, Miami, Florida 33130, or such other location
or address as the Lender may direct from time to time, the principal sum of Four Hundred Fifty
Thousand and 00/100 Dollars ($450,000.00), together with interest thereon on funds outstanding
as indicated on Attachment 1 hereto.
This Promissory Note evidences a Loan from the Lender to the Maker for payoff of the
CDBG Grant funds used to acquire the Property as defined below, property acquisition, and hard
construction costs for DFI Mundy, a rental Project, as described more fully in that certain Miami
For Everyone ("MFE") Loan Agreement between the Maker and the Lender of even date herewith
(the "Loan Agreement"). All capitalized terms not defined herein shall have the meanings provided
in the Loan Agreement and the Exhibits thereto.
This Promissory Note is secured by that certain Mortgage and Security Agreement (the
"Mortgage") and the other Loan Documents of even date herewith executed in favor of the Lender,
relating to real properties located at 3173 Mundy Street, Miami Florida 33133 and 3121 Mundy
Street, Miami, Florida 33133 (the "Property").
All sums advanced hereunder together with accrued interest thereon and all other sums due
hereunder shall become immediately due and payable, without notice or demand, upon the
occurrence of any one or more of the following Events of Default, subject to any applicable cure
period as provided in the Loan Documents: (a) the Maker's failure to promptly pay in full any
payment of principal or interest due under this Promissory Note; (b) the Maker's failure to pay any
insurance premium when due; (c) the dissolution, termination of existence, insolvency of, business
failure, appointment of a receiver for any part of the property or assignment for the benefit of
creditors by, or the commencement of any proceedings under any bankruptcy or insolvency laws,
by or against any maker or guarantor hereof which shall continue beyond any applicable cure
period set forth in the Loan Agreement; (d) any uncured breach, following the giving of notice of
breach and the expiration of any applicable cure period(s), by the Maker of any of the terms,
covenants or conditions set forth in the Loan Agreement, the Mortgage, the Declaration of
Restrictive Covenants, or any of the other Loan Documents executed in connection therewith, or
any other instrument, document or agreement which secures, collateralizes or otherwise pertains
to the Loan evidenced by this Promissory Note; or (e) upon the occurrence of an Event of Default
as provided in the Loan Agreement. Upon the occurrence of any of the foregoing events, and in
addition to any other remedies provided in the Loan Agreement, the amount of the MFE Funds
disbursed, together with interest accrued thereon at the rate provided herein, and all unpaid fees,
charges and other obligations of the Maker due under any of the Loan Documents, shall, at Lender's
option, be immediately due and payable.
Any property of any maker or guarantor hereof now or hereafter in the possession of the
Lender, may at all times be held and treated as collateral and security for the payment of this
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Promissory Note and all other indebtedness or liability, direct or indirect, joint or several, absolute
or contingent, now existing or hereafter created, acquired or contracted, of the Maker to the Lender.
The Lender may apply or set-off any funds or other sums against said liabilities at any time in the
case of the Maker(s), but only with respect to matured liabilities in the case of guarantors.
No delay or omission on the part of the Lender in the exercise of any right hereunder shall
operate as a waiver of such right or of any other right under this Promissory Note. A waiver by
the Lender of any right or remedy conferred to it hereunder on any one occasion shall not be
construed as a bar to, or waiver of, any such right and/or remedy as to any future occasion.
The Maker agrees that in the event each and every of the terms and conditions of this
Promissory Note or any instrument which secures or collateralizes the payment of the sums
hereunder is not duly performed, complied with, or abided by, subject to applicable notice and
cure period(s) set forth in the Loan Agreement, the whole of said indebtedness then outstanding
shall thereupon, at the option of the Lender, become immediately due and payable, as provided in
the Loan Agreement. If this Promissory Note becomes in default and is placed in the hands of an
attorney for collection, then Maker and Lender shall each bear its own respective costs, expenses,
and attorney's fees.
The indebtedness evidenced by this Promissory Note is and shall be subordinate in right of
payment to the prior payment in full of the indebtedness evidenced by (i) the Senior Loan; and
(ii) the ARPA Loan. The Mortgage and other documents securing this Promissory Note are and
shall be subject and subordinate in all respects to the liens, terms, covenants and conditions as
more fully set forth in the Subordination Agreement, if any. The rights and remedies of the lender.
and each subsequent holder of this Promissory Note under the Mortgage securing this Promissory
Note are subject to the restrictions and limitations set forth in the Subordination Agreement. Each
subsequent holder of this Promissory Note shall be deemed, by virtue of such holder's acquisition
of this Promissory Note, to have agreed to perform and observe all of the terms, covenants and
conditions to be performed or observed by the Subordinate Lender under the Subordination
Agreement.
The Maker and all persons now or hereafter becoming obligated or liable for the payment
hereof, do jointly and severally waive demand, notice of non-payment, protest, notice of dishonor
and presentment.
The Maker does not intend or expect to pay, nor does the Lender intend or expect to charge,
collect or accept, any interest greater than the highest legal rate of interest which may be charged
under any applicable law. Should the acceleration hereof or any charges made hereunder result in
the computation or earning of interest in excess of such legal rate, any and all such excess shall be
and the same is hereby waived by the Lender, and any such excess shall be credited by the Lender
to the balance hereof
Each Maker, endorser, or any other person, firm or corporation now or hereafter becoming
liable for the payment of the Loan evidenced by this Promissory Note, hereby consents to any
renewals, extensions, modifications, releases of security or any indulgence shown to or any
dealings between the Lender and any party now or hereafter obligated hereunder, without notice,
and jointly and severally agree that they shall remain liable hereunder notwithstanding any such
renewals, extensions, modifications or indulgences, until the debt evidenced hereby is fully paid.
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The Maker agrees to pay a late charge equal to ten percent (10.0%) of each payment of
principal and/or interest which is not paid within five (5) calendar days of the date on which it is
due. In the event that any payment is returned on account of insufficient or uncollected funds, the
Maker shall additionally be liable for a return check charge of five percent (5.0%) of the amount
of the check and Lender may require that all future payments be made by cashier's check.
Any payment of principal and/or interest due under this Promissory Note which is not
promptly paid on the date such payment becomes due, shall bear interest at the highest rate
allowable by law ("Default Rate") commencing on the date immediately following the day upon
which the payment was due. Upon the occurrence of any event of default as defined herein or an
Event of Default as defined in the Agreement, all sums outstanding under this Promissory Note
shall thereon immediately bear interest at the Default Rate from the date of disbursement, without
notice to the Maker or any guarantor or endorser of this Promissory Note, and without any
affirmative action or declaration on the part of the Lender.
In the event of the sale of Project or the Property in violation of the requirements set forth
in the Agreement, all sums outstanding under this Promissory Note shall bear interest at the highest
rate allowable by law from the date of disbursement, without notice to the Maker or any guarantor
or endorser of this Promissory Note, and without any affirmative action or declaration on the part
of the Lender.
This Promissory Note shall be construed and enforced according to the laws of the State of
Florida, excluding all principles of choice of laws, conflict of laws or comity. Any action
pursuant to a dispute under this Promissory Note must be brought in Miami -Dade County
and no other venue. All meetings to resolve said dispute, including voluntary arbitration,
mediation, or other alternative dispute resolution mechanism, will take place in this
venue. The parties both waive any defense that venue in Miami -Dade County is not
convenient.
This Promissory Note shall not be changed, modified, terminated, or discharged, in whole
or in part, except by an instrument in writing signed by both parties hereto, or their respective
successors or assignees.
Except as provided in the Loan Documents, this Promissory Note is a non -recourse
obligation of the Maker and its members and neither Maker nor its members have personal liability
for repayment of the Loan.
THE MAKER OF THIS PROMISSORY NOTE HEREBY KNOWINGLY,
VOLUNTARILY AND INTENTIONALLY WAIVES THE RIGHT TO A TRIAL BY JURY
WITH RESPECT TO ANY LITIGATION BASED HEREON OR ARISING OUT OF,
UNDER, OR IN CONNECTION WITH THIS PROMISSORY NOTE OR ANY LOAN
DOCUMENT(S) EXECUTED IN CONNECTION HEREWITH, OR THE FINANCING
CONTEMPLATED HEREBY, OR ANY COURSE OF CONDUCT, COURSE OF
DEALING, STATEMENTS (WHETHER ORAL OR WRITTEN) OR THE ACTIONS OF
ANY PARTY HERETO. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE
LENDER EXTENDING THE LOAN EVIDENCED BY THIS PROMISSORY NOTE.
[Signature Page Follows]
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IN WITNESS WHEREOF, the Maker has hereunto set its hand and seal the day and year first
above written.
�TESSES:
Print Name: J i . I
Print Name: uo5 /��ues72Il
PROJECT SPONSOR'S ADDRESS:
DFI MUNDY, LLC
19 West Flagler Street
Suite 1001
Miami, FL 33130
Attention: Irving Weisselberger
STATE OF FLORIDA
}
COUNTY OF MIAMI-DADE } SS:
MAKER:
DFI MUNDY, LLC, a Florida limited
liability company
BY: DRAGONFLY INVESTMENTS,
LLC, a Florida limited liability
company, its manager
ACKNOWLEDGMENT
g Wei selberger Title: Manager
The foregoing instrument was acknowledged before me by means of O'physical presence or O online
notarization, thisa(2 `day of December, 2024 by Irving Weisselberger as Manager of Dragonfly
Investments, LLC, a Florida limited liability company, the manager of DFI Mundy, LLC, a Florida limited
liability company. He is personally known to me or has produced as identification.
(NOTARY PUBLIC SEAL)
JULIE QUITTNER
Commission #HH181787
My Commission Expires
October 5 2025
Sigature of Person Taking
Acknowledgment
(Printed, Typed, or Stamped Name of Notary
Public)
Serial Number, if any
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Attachment 1
DFI Mundy at 3173 Mundy Street, Miami Florida 33133 and 3121 Mundy Street, Miami,
Florida 33133
Payment of principal, interest, and all other charges, expenses, and fees set forth in the
Loan Documents shall be deferred and no payments of principal and interest shall be due until the
end of the Affordability Period (as defined in the Loan Agreement). Interest on Principal
outstanding shall accrue as follows:
The Principal of this Promissory Note shall bear zero percent (0%) from the Effective Date
until the Close -Out of the Project. Upon the Close -Out of the Project, the loan will be converted
to a permanent loan that shall bear interest at the rate of zero percent (0%) per annum simple
interest only, with the entire principal balance and any accrued and unpaid interest and other
charges due at the end of the Affordability Period. The City may, at its sole discretion, forgive all
remaining indebtedness and other sums due on the Loan and release all documents given as
collateral security for no additional consideration at its maturity.
If during the Affordability Period any MFE Assisted Unit fails to comply, beyond any
applicable cure period, with the affordability requirements of the applicable funding source and
the Agreement and/or the other Loan Documents, the Maker shall repay to the Lender all funds
received by the Maker pursuant to this Note, all unpaid interest accrued thereon, all Program
Income derived therefrom, as described in MFE, or in connection therewith, and all unpaid fees,
charges and other obligations of the Maker due under any of the Loan Documents.
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