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HomeMy WebLinkAbout24152AGREEMENT INFORMATION AGREEMENT NUMBER 24152 NAME/TYPE OF AGREEMENT EDISON TOWERS, LLLP DESCRIPTION DECLARATION OF RESTRICTIVE COVENANTS/RENTAL HOUSING UNITS FOR LOW-INCOME HOUSEHOLDS & VERY - LOW INCOME HOUSEHOLDS-5821 NW 7TH AVENUE EFFECTIVE DATE September 29, 2022 ATTESTED BY TODD B. HANNON ATTESTED DATE 9/29/2022 DATE RECEIVED FROM ISSUING DEPT. 11/16/2022 NOTE (9,i4 I5 Prepared by, and after recording return to: Victoria Mendez, Esq. City Attorney, City of Miami 444 S.W. 2nd Avenue Miami, FL 33130-1910 Tel: (305) 416-1800 Property Address: 5821 NW 7th Avenue, Miami, Florida 33127 Folio No.: 01-3113-090-0010 DECLARATION OF RESTRICTIVE COVENANTS FOR EDISON TOWERS As, This Declaration of Restrictive Covenants for Edison Towers (the "Covenant") made this 2 day of SP,r PArbu, 2022 by EDISON TOWERS, LLLP, a Florida limited liability limited partnership (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 owner 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 and 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, increase the supply of rental housing units for Low -Income Households and Very Low -Income Households in the community to be known as Edison Towers (hereinafter referred to as the "Project"), which consists of the rehabilitation of an existing 8-floor residential rental building located at 5821 NW 7th Avenue, Miami, Florida 33127, (hereinafter referred to as the "Property"), legally described in Exhibit "A"; and WHEREAS, the Project consists of a total of a total of one hundred and fifteen (115) Affordable residential apartment units, all of which are CDBG-assisted units (the "CDBG-Assisted Units"); and WHEREAS, the City's loan of funds for the Project is subject to that certain CDBG Loan Agreement for Edison Towers (the "CDBG Loan Agreement") and other loan documents of even date herewith between the City and the Project Sponsor (collectively the "Loan Documents"); and WHEREAS, Project Sponsor desires to make a binding commitment to assure that the CDBG 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 for the Property is required to record in the Public Records of Miami -Dade County, Florida, this Covenant obligating the Project Sponsor, its successors, and assigns to maintain and operate the Property in accordance with the Loan Documents; and Page 1 of 6 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; NOW THEREFORE, Project Sponsor voluntarily covenants and agrees that the CDBG 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: There shall be a total of One hundred and fifteen (115) CDBG Assisted Units in the Project that shall remain Affordable for eligible tenants during the Affordability Period. All one hundred fifteen (115) units shall remain affordable to and occupied by Low Income Households and Very 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"). Nine (9) one -bedroom one -bathroom CDBG Assisted Units shall be occupied by Very Low Income Households. Three (3) two - bedroom one -bathroom CDBG Assisted Units shall be occupied by Very Low Income Households. Eighty (80) one -bedroom one -bathroom CDBG Assisted Units shall be occupied by Low Income Households. Twenty three (23) two -bedroom one -bathroom CDBG Assisted Units shall be occupied by Low Income Households. "Low Income" shall mean a household whose annual income does not exceed sixty percent (60%) of the median income for the area, as determined by the U.S. Department of Housing and Urban Development ("HUD"), with certain exceptions and adjustments for family size. "Very Low Income" shall mean a household whose annual income does not exceed fifty percent (50%) of the median income for the area, as determined by HUD, with certain exceptions and adjustments for family size. The Affordability Period is the period of time that the CDBG Assisted Units must remain Affordable. The Affordability Period for this Project will be thirty (30) years, commencing on the Close -Out of the Project. 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 Effective Date until the Expiration of the Affordability Period. 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: Except as provided in the Loan Documents, including the Permitted Senior Financing described therein, 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 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. 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 Page 2 of 6 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 Loan funds disbursed and outstanding, with interest thereon as provided in the Note, all Program Income (as defined in 24 CFR Part 570) derived from or in connection with the Project, the Property and/or the Loans, and all unpaid fees, charges and other obligations of the Project Sponsor due under any of the CDBG 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. Section 8. Definitions: All capitalized terms not defined herein shall have the meanings provided in the CDBG 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 for record in 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 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 ensure 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. Section 13. Costs, Including Attorney's Fees. In the event litigation, arbitration, or mediation, between the parties hereto, arises out of the terms of this Covenant, each party shall be responsible for its own attorney's fees, costs, charges, and expenses through the conclusion of all appellate proceedings, and including any final settlement or judgment. Page 3 of 6 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: Sign Print Name: Sign Print Name: ?eukt By: STATE OF FLORIDA COUNTY OF MIAMI-DADE PROJECT SPONSOR: EDISON TOWERS, LLLP, a Florida limited liability limited partnership By: EDISON TOWERS GP, LLC, a Florida limited Liability company, its genera toartner Uo,\, ACKNOWLEDGMENT Carol Gardner, Pre nt THE FOREGOING INSTRUMENT was acknowledged before me by means of physical presence or online notarization this 0.4friday of3..Q ffl / , 2022 by Carol Gardner, as President of Edison Towers GP, LLC., the general partner of Edison Towers, LLLP, a Florida limited liability limited partnership, on behalf of the partnership. She is personally known to me or has produced a Florida Driver's License No. as identification. My Commission Expires: oq I rj'av� Borrower's Signature Page CDBG Covenant 12p444414, &am. Notary Public State of Florida at Large Notary public State of Florida ,Ql'. Sltamika S. Gordon My Commission HH 042939 100- fir Expires 09115/2024 as Page 4 of ATTESTED: odd B. Hann City Clerk STATE OF FLORIDA COUNTY OF MIAMI-DADE CITY OF MIAMI, a municipal corporation of the State of Florida By: Arthur City Manager The foregoing instrumetitwas acknowledged before me by means of, physical presence or l online notarization, this day of 42,0 ,029y Arthur Noriega V, as City Manager for the City of Miami, a municipal corporation of the State of Florida, on behalf of the municipal or has produced as corporation. He/she identification. (NOTARY PUBLIC SEAL) OFELIA E. PEREZ MY COMMISSION August 2G20o EXPIRES: ry Public ers �on23 eed m� Notarythicierait Approv d by Housing and Community velo s ment D - . . ment: \ Geor' ��1= al; ' • a Ap = ov: as to legal fgrm and correctness: Victoria Mend Esq. City Attorney Signture of Person Taking Acknowledgment (Printed, Typed, or Stamped Name of Notary Public) Title or Rank Serial Number, if any Page 5 of 6 Exhibit A Legal Description Of The Property A PORTION OF TRACT A OF TACOLCY GARDENS, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 137, PAGE 51, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGINNING AT THE N.W. CORNER OF AFOREMENTIONED TRACT A; THENCE RUN S 89°24'55 E ALONG THE NORTH LINE OF SAID TRACT A, A DISTANCE OF 116.00 FEET TO A POINT; THENCE RUN S 00°00'01" E A DISTANCE OF 21.00 FEET; THENCE RUN S 89°24'55" E A DISTANCE OF 20.37 FEET; THENCE RUN S 00°00'01" E A DISTANCE OF 28.89 FEET; THENCE RUN N 89°41'23" E A DISTANCE OF 19.21 FEET; THENCE RUN S 00°03'12" E A DISTANCE OF 355.65 FEET TO THE A POINT ON THE SOUTH LINE OF TRACT A; THENCE RUN N 89°24'30" W A DISTANCE OF 131.18 FEET TO A POINT ON A CIRCULAR CURVE CONCAVE TO NORTHEAST, HAVING A RADIUS OF 25.00 FEET, A CENTRAL ANGLE OF 89°24'30" AND AN ARC LENGTH OF 39.01 FEET; THENCE RUN NORTH ALONG THE WEST LINE OF TRACT A, A DISTANCE OF 380.47 FEET TO THE POINT OF BEGINNING. al-kt5a Page 6 of 6