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HomeMy WebLinkAbout25583AGREEMENT INFORMATION AGREEMENT NUMBER 25583 NAME/TYPE OF AGREEMENT 5215 FLAGLER STREET, LLC DESCRIPTION DECLARATION OF RESTRICTIVE COVENANTS/FLAGLER VILLAS/FILE ID: 16635/R-24-0373/MATTER ID: 24-2617/#10 EFFECTIVE DATE ATTESTED BY TODD B. HANNON ATTESTED DATE 5/12/2015 DATE RECEIVED FROM ISSUING DEPT. 5/15/2025 NOTE %./b Prepared by, and after recording return to: Raymond Pereira, Esq. City Attorney, City of Miami 444 S.W. 2nd Avenue Miami, FL 33130-1910 Tel: (305) 416-1800 After recording return to: Maria T. Ason Contract Compliance Analyst City of Miami Department of Housing and Community Development 444 S.W. 2nd Avenue Miami, FL 33130-1910 Property Address: 5215 Flagler Street, Miami, Florida 33134 DECLARATION OF RESTRICTIVE COVENANTS FOR FLAGLER VILLAS This Declaration of Restrictive Covenants for Flagler Villas (the "Covenant") made this _ day of , 2025 ("Effective Date") by 5215 FLAGLER STREET, LLC, a Florida limited liability company (hereinafter referred to as "Project Sponsor"), is in favor of the CITY OF MIAMI, a municipal corporation of the State of Florida (hereinafter referred to as the "City"). RECITALS WHEREAS, the Project Sponsor is the long-term, ground lessee of the property legally described in Exhibit "A," attached and incorporated hereto; and WHEREAS, the Project Sponsor hereby agrees and covenants that the following described property shall be subject to the provisions, covenants, and restrictions contained herein; and WHEREAS, this Covenant is made for the express benefit of the City of Miami ("City"), a Florida municipal corporation. It shall remain in full force and effect until released by the City; and WHEREAS, the City has loaned $2,100,000.00 in Miami Forever Affordable Housing Limited Ad Valorem Bond ("Bond") funds to Project Sponsor ("Loan") in order to develop the Project, as more particularly described below; and WHEREAS, the Project Sponsor is developing a project that will, among other things, increase the supply of rental housing units for Extremely Low Households in the Flagami community, to be known as Flagler Villas (hereinafter referred to as the "Project"), which will consist of a 6-floor residential building on the Property. The Project will consist of a total of sixty (60) residential apartment units all of which will be Bond -assisted units (the "Bond -Assisted Units") developed on the Property, and are all subject to the terms, covenants, and restrictions contained herein; and WHEREAS, the City's allocation of funds for the Project is subject to that certain Miami Forever Bond Loan Agreement for Flagler Villas (the "Loan Agreement") and other loan documents of even date herewith between the City and the Project Sponsor (collectively the "Loan Documents"); and Page 1 of 7 WHEREAS, Project Sponsor desires to make a binding commitment to assure that the Bond Assisted Units and the Property in general are maintained and operated in accordance with the provisions of the Loan Documents and this Covenant; and WHEREAS, Project Sponsor, as a condition for receiving the Loan funds to construct the Project, is required to record in the Public Records of Miami -Dade County, Florida, this Covenant obligating the Project Sponsor, its successors, transferees, and assigns to maintain and operate the Property in accordance with the Loan Documents; and WHEREAS, the Project Sponsor hereby declares that this Covenant shall be and is a covenant running with the Property and, unless released by the City, is binding on the Property for the entire Affordability Period, and is not merely a personal covenant of the Project Sponsor; and NOW THEREFORE, Project Sponsor voluntarily covenants and agrees that the Bond Assisted Units and the Property in general shall be subject to the following restrictions that are intended and shall be deemed to be covenants running with the land and binding upon Project Sponsor, and its heirs, transferees, successors and assigns as follows: Section 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. Section 2. Use of Property: The Project shall be developed on the Property and all of the Project's sixty (60) units shall be Bond Assisted Units. All sixty (60) of the Bond Assisted Units shall remain Affordable to Extremely Low Income Households for the period of time commencing on the date of the Close -Out of the Project and ending thirty (30) years thereafter (the "Expiration of the Affordability Period"). The sixty (60) Bond Assisted Units shall consist of sixty (60) one bedroom/one bathroom apartment units. "Extremely Low Income" shall mean a household whose annual income does not exceed thirty percent (30%) of the median income for the area, as determined by the Florida Housing Finance Corporation ("FHFC") with adjustments for smaller and larger families and with certain exceptions as provided by FHFC. Section 3. Term of Covenant: This Covenant is a covenant running with the land. This Covenant shall remain in full force and effect and shall be binding upon the Project Sponsor, its successors and assigns from the closing of all financing until the Expiration of the Affordability Period. The Affordability Period of this Project will be thirty (30) years commencing on Close - Out of the Project. Upon the Expiration of the Affordability Period, this Covenant shall immediately lapse and be of no further force and effect without the necessity of any other written document or instrument. Notwithstanding the foregoing, upon the Expiration of the Affordability Period, the City shall prepare for recording an instrument evidencing the expiration of and other termination of this Covenant in the Public Records of Miami -Dade County, Florida. Section 4. Prohibited Conveyances: Other than as provided in the Loan Agreement (including, but not limited to, the Permitted Senior Financing and the Permitted Subordinate Financing), the Project Sponsor covenants and agrees not to encumber or convey its interest in the Project, Property, or any portion thereof', without prior written consent as required by the Loan Agreement. For the purposes of this Covenant, any change in the ownership or control of the Project Sponsor, which is not permitted under the Loan Documents, shall be deemed a conveyance of an interest in the Project. Notwithstanding the foregoing, the City's prior written consent shall not be required for the conversion of the Permitted Senior Financing Bond Loan to the permanent loan. Page 2 of 7 Section 5. Repayment Upon Default: The Project Sponsor covenants and agrees that in the event (i) of the sale or conveyance of any interest in the Project and/or the Property without prior written consent as required by the Loan Documents (except as otherwise provided in the Loan Documents or the foreclosure or assignment in lieu of foreclosure under the Permitted Senior Financing), or (ii) that the Project Sponsor ceases to exist as an organization, the Project Sponsor shall immediately make payment to the City in an amount equal to the full amount of Loan funds disbursed and outstanding, with interest thereon as provided in the Note, and all unpaid fees, charges and other obligations of the Project Sponsor due under any of the Bond Loan Documents. Section 6. Inspection and Enforcement: It is understood and agreed that any official inspector of the City shall have the right any time during normal working hours to enter and investigate the use of the Property to determine whether the conditions of this Covenant are in compliance, subject to the rights of Residential tenants under their leases. Section 7. 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 City and the Project Sponsor. Should this instrument be modified, amended, or released, the City Manager shall execute a written instrument in recordable form to be recorded in the Public Records of Miami -Dade County, Florida, effectuating and acknowledging such modification, amendment, or release, as necessary in order to comply with the City's Bond Requirements. Section 8. Definitions: All capitalized terms not defined herein shall have the meanings provided in the Loan Agreement. Section 9. Severability: Invalidation of one of the provisions of this Covenant by judgment of Court shall not affect any of the other provisions of the Covenant, which shall remain in full force and effect. Section 10. Recordation: This Covenant shall be filed of record among the Public Records of Miami -Dade County, Florida, at the sole cost and expense of the Project Sponsor. r; Section 11. Deed Restriction/Covenant Running with the Land. Any and all requirements of the laws of the State of Florida that must be satisfied in order for the provisions of this Covenant to constitute a deed restriction and covenant running with the land shall be satisfied in full, and any requirements or privileges of estate are intended to be satisfied, or in the alternate, an equitable servitude has been created to insure that these restrictions run with the land. For the term of this Covenant, each and every contract, deed, or other instrument hereafter executed conveying the Property or portion thereof shall expressly provide that such conveyance is subject to this Covenant, provided, however, that the covenants contained herein shall survive and be effective regardless of whether such contract, deed, or other instrument hereafter executed conveying the Property or portion thereof provides that such conveyance is subject to this Covenant. Section 12. Governing Law and Venue. This Covenant shall be construed and enforced pursuant to the laws of the State of Florida, excluding all principles of choice of laws, conflict of laws and comity. Any action pursuant to a dispute under this Covenant 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. 1 Section 13. Miami Forever Bond Funds. Project Sponsor acknowledges and agrees that this Covenant is intended to evidence and memorialize the use of proceeds of the Miami Forever Page 3 of 7 Bond for the paramount public purpose of providing affordable housing in the City of Miami, Florida, as approved at referendum in November 2017. Project Sponsor acknowledges and agrees that the Project Sponsor entering into this Covenant is a material inducement to the City making the aforementioned Loan. [Signature Page Follows] Page 4 of 7 IN WITNESS WHEREOF, the Project Sponsor has caused this Declaration of Restrictive Covenants to be executed by its duly authorized officers and the corporate seal to be affixed hereto on the day and year first above -written. WITNESSES: Signature: Print Name: L A.i. Tr ;..tt,ke� Address: 2850 Tigertail Avenue, Suite 800, Miami, Florida 33133 Signature: Print Name: Tos _• r .,ad,X-c / Lot k% Address: 2850 Tigertail Avenue, Suite 800, Miami, Florida 33133 STATE OF FLORIDA COUNTY OF MIAMI-DARE PROJECT SPONSOR: 5215 FLAGLER STREET, LLC, a Florida limited liability company By: 5215 FLAGLER STREET MANAGER, LLC, a Florida limited liability company, its manager By: Print Name: Tony Del Pozzo Title: Vice President Date: ACKNOWLEDGMENT } } SS: The foregoing instrument was acknowledged before me by means of V physical presence or ❑ online notarization this %-f?lay of IN0,0 ► \ , 2025 by Tony Del Pozzo, as Vice President of 5215 Flagler Street Managei', LLC, a Florida limited liability company, the manager of 5215 FLAGLER STREET, LLC, a Florida limited liability company, who is pets known to me or has produced as identification. Print Name: Notary Public Stale of Florida W .., Jazzlne C. Herrera ��•�Ijp!r.!!, My Commission HH 465431 Expires 1/8/2028 Page 5 of 7 Notary Public, State of Florida at large Hann Date: APPROVED CORRECT Ann -Marie` arp ATTEST: CITY OF MIAM2 a municipal corporation of the State of Florida By: Arthur . riega Sty " anager CE APPROVED AS TO FORM AND REQUIREMENTS George I Wysong Director of ' 'sk , anagement City Attorney 94 (,4 -Vol Page 6 of 7 Exhibit A Legal Description Of The Property Leasehold estate created by that Lease by and between the City of Miami, a Florida municipal corporation, as Landlord, and 5215 Flagler Street, LLC, a Florida limited liability company dated 2025, as evidenced by the Memorandum of Lease recorded , 2025, in Official Records Book _, Page , over, the following described lands: Lots 15, !16, 17, 18, 19, 20, 21, and 22 of COLSKY'S RE -SUBDIVISION, according to the Plat thereof, as recorded in Plat Book 13, at Page 16, of the Public Records of Miami -Dade County, Florida. _ Page 7 of 7 a5 5P