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HomeMy WebLinkAbout25714AGREEMENT INFORMATION AGREEMENT NUMBER 25714 NAME/TYPE OF AGREEMENT 8TH STREET PROPERTIES, LLC DESCRIPTION AMENDED & RESTATED DECLARATION OF RESTRICTIVE COVENANTS/ESSENCE MIAMI/FILE ID: 17577/R-25- 0174/MATTER ID: 24-3219/#76 EFFECTIVE DATE August 7, 2025 ATTESTED BY TODD B. HANNON ATTESTED DATE 8/7/2025 DATE RECEIVED FROM ISSUING DEPT. 8/14/2025 NOTE abi 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: Dollila Pinkhasov Property Manager City of Miami Department of Housing and Community Development 444 S.W. 2nd Avenue Miami, FL 33130- 1910 Property Address: 829-845-847 Southwest 8 Street Miami, FL 33130 Note to Recorder: The following Amended and Restated Declaration of Restrictive Covenants for 8« Street Properties in favor of the City of Miami, Florida, a municipal corporation of the State of Florida, amends and restates that certain Declaration of Restrictive Covenants, which recorded on February 3, 2025 in Official Records Book 34601, Pages 1793-1798, of the Public Records of Miami -Dade County Florida. AMENDED AND RESTATED DECLARATION OF RESTRICTIVE COVENANTS FOR ESSENCE MIAMI (MIAMI FOREVER BOND FUNDS) This Amended and Restated Declaration of Restrictive Covenants for Essence Miami (the "Amended Covenant") made this 1 day oft025 ("Effective Date") by 8TH STREET PROPERTIES, 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 fee simple owner of a the property legally described in Exhibit "A," attached hereto and incorporated herein; 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 Amended 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 Project Sponsor is developing a project that will, among other things, Page 1 of 7 increase the supply of rental housing units for Low, and Moderate Income Households in the community known as Little Havana (hereinafter referred to as the "Project"), which consists of a newly constructed, mixed -use, eight -story building located at 829-845-847 Southwest 8 Street Miami, FL 33130, as legally described in Exhibit "A" (hereinafter referred to as the "Property"). The Project consists of a total of eighty-eight (88) residential apartment units. All eighty-eight (88) Project Units are Bond -Assisted Units (the "Bond Assisted Units") developed on that certain Property and are all subject to the terms, covenants, and restrictions contained herein; and WHEREAS, the City has previously loaned $5,000,000.00 in Miami Forever Bond funds to Project Sponsor ("Loan") in order to develop the Project, as more particularly described below and memorialized in a declaration executed on the 27`h day of April, 2022, and recorded on the 3rd day of February, 2025, in the Public Records of Miami -Dade County, Florida, Official Records Book 34601, Pages 1793-1798; and WHEREAS, in order to ensure the Project's advancement in the wake of substantial escalation in the Project cost, the City has approved an additional $7,000,000.00 in Project funding, comprised of $5,390,000.00 in Miami Forever Bond funds and $1,610,000.00 in Public Benefits Trust funds, thereby increasing the amount of the Loan to the Project Sponsor to a total of $12,000.000.00 (the "Amended Loan"); and WHEREAS, the City's allocation of funds for the Project is subject to that certain Miami Forever Bond Loan Agreement for 8th Street Properties, LLC (the "Amended Loan Agreement" or "Amended Bond Loan Agreement") and other loan documents of even date herewith between the City and the Project Sponsor (collectively the "Amended Loan Documents"); and 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 Amended 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 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 Amended 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, successors and assigns as follows: Section 1. Recitals: The recitals and findings set forth in the preamble of this Amended 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 there shall be eighty-eight (88) Bond Assisted Units out of the Project's total eighty-eight (88) residential Page 2 of 7 apartment units. Bond Assisted Units shall remain Affordable during the thirty (30) year Affordability Period. The eighty-eight (88) Bond Assisted Units shall remain affordable to Low and Moderate Income Households for the period of time commencing on the Close -Out of the Project and ending thirty (30) years thereafter (the "Expiration of the Affordability Period"). The City Assisted Units shall be comprised as follows: twelve (12) one-bedroom/one-bathroom Units to be occupied by Low Income Households, six (6) two-bedroom/one-bathroom Units to be occupied by Low Income Households, forty-five (45) one-bedroom/one-bathroom Units to be occupied by Moderate Income Households, and twenty-five (25) two-bedroom/one-bathroom Units to be occupied by Moderate Income Households. "Low Income Household" shall mean a household whose annual income does not exceed sixty percent (60%) of the median income for the area, as determined by FHFC, with adjustments and certain exceptions as provided by FHFC. "Moderate Income Household" shall mean a household whose annual income does not exceed one hundred percent (100%) of the median income for the area, as determined by FHFC, with adjustments and certain exceptions as provided by FHFC. Section 3. Term of Amended Covenant: This Amended 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 Effective Date 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 Amended 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 Amended Covenant in the Public Records of Miami -Dade County, Florida. Section 4. Prohibited Conveyances: The Project Sponsor covenants and agrees not to encumber or convey its interest in the Project, Property, or any portion thereof, without City's prior written consent to the extent required by the Amended Loan Agreement. For the purposes of this Amended Covenant, any change in the ownership or control of the Project Sponsor, which is not permitted under the Amended Loan Documents, shall be deemed a conveyance of an interest in the Project. Section 5. Repavment 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 City's prior written consent as required by the Amended Loan Documents (except as otherwise provided in the Amended Loan Documents), 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 Amended Loan funds disbursed and outstanding, with interest thereon as provided in the Amended Note, and all unpaid fees, charges and other obligations of the Project Sponsor due under any of the Amended 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 Amended Covenant are in compliance, subject to the rights of residential tenants under their leases. Section 7. Amendment and Modification: This Amended Covenant may be modified, amended, or released as to any portion of the Property by a written instrument executed by the Page 3 of 7 City and the Project Sponsor or their respective successors -in -interest. Should this instrument be modified, amended, or released, the City Manager, or such person who hereafter is delegated such authority, 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 Amended Bond Loan Agreement. Section 9. Severabilitv: Invalidation of one of the provisions of this Amended Covenant by judgment of Court shall not affect any of the other provisions of the Amended Covenant, which shall remain in full force and effect. Section 10. Recordation: This Amended 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. 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 Amended 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 nm 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 Amended 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 Amended Covenant. Section 12. Governing Law and Venue. This Amended 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 Amended 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. Section 13. Miami Forever Bond Funds. Project Sponsor acknowledges and agrees that this Amended Covenant is intended to evidence and memorialize the use of proceeds of the Miami Forever 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 Amended Covenant is a material inducement to the City making the aforementioned Amended Loan. [Signatures on following page] Page 4 of 7 THIS AMENDED REGULATORY AGREEMENT has been and delivered as of the day and year first above written. WITNESSES: PROJECT SPONSOR: 8th Street Properties, LLC, a Florida limited liability company Print Name: Print Name: 12011--ro Peek/N PROJECT SPONSOR'S ADDRESS: 16426 N.E. 32'd Avenue North Miami Beach, FL 33160 STATE OF FLORIDA } } COUNTY OF MIAMI-DADE } By: �1■ Print Nam Title: Date: O9-/-L1/ z, ACKNOWLEDGMENT • The foregoing inst ment was aoknoyyrrledged before me by means of physical presence or online notarization this day of .) (l`] , 2025 by Nuri Dorra, as Manager, of 8h Street Properties, LLC, a Florida limited liability company, who is rsonally own to m- or has produced as identification. Page 5 of 7 Print Public, State of Florida at -large THIS AMENDED REGULATORY AGREEMENT has been executed and delivered as of the day and year first above written. ATTEST: d B. Hann City Clerk R Date: V 1 faog. 5 APPROVED AS TO FORM AND CORRECTNESS: George K.WVysong III, s City Attorney (Q wZ-3 29 Page 6 of 7 CITY CITY OF MIAMI, a municipal corporation of of the State of Florida By: (1'h/,�-�Y�fi ci-'I 12e/7 Arthur Noriega V. City Manager EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY LEGAL DESCRIPTION: PARCEL A THE SOUTH 35 FEET OF LOTS 2 AND 3, LOT 10 AND 11, LESS THE SOUTH 10 FEET THEREOF, IN BLOCK R, OF "RIVERVIEW MRS. MARY BRICKELL SUBDIVISION" AS RECORDED IN PLAT BOOK 5 AT PAGE 43, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. PARCEL B THE WEST Y2 OF LOT 12, LESS THE SOUTH 10 FEET THEREOF, ALL IN BLOCK R, OF "RIVERVIEW MRS. MARY BRICKELL SUBDIVISION" AS RECORDED IN PLAT BOOK 5 AT PAGE 43, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. PARCEL C THE EAST %2 OF LOT 12, LESS THE EAST 6.35 OF THE SOUTH 74.88 FEET, AND LESS THE SOUTH 10 FEET THEREOF, IN BLOCK R, OF "RIVERVIEW MRS. MARY BRICKELL SUBDIVISION" AS RECORDED IN PLAT BOOK 5 AT PAGE 43, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA. 51 °' Page 7 of 7