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HomeMy WebLinkAbout24424AGREEMENT INFORMATION AGREEMENT NUMBER 24424 NAME/TYPE OF AGREEMENT BRISAS DEL ESTE, LLC DESCRIPTION AFFORDABLE HOUSING COVENANT/ROADS IN CONNECTION WITH THE BRISAS DEL ESTE APARTMENTS/MATTER ID: 22-3338/#54 EFFECTIVE DATE December 1, 2022 ATTESTED BY NICOLE EWAN ATTESTED DATE 3/6/2023 DATE RECEIVED FROM ISSUING DEPT. 5/10/2023 NOTE CITY OF MIAMI DOCUMENT ROUTING FORM 4/5'1 ORIGINATING DEPARTMENT: Housing and Community Development DEPT. CONTACT PERSON: Maria T. Ason EXT. 1971 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: Brisas del Este, LLC IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? ❑ YES ® NO TOTAL CONTRACT AMOUNT: $ o FUNDING INVOLVED? ❑ YES ® NO TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT OTHER: (PLEASE SPECIFY) Housing Covenant ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT PURPOSE OF ITEM (BRIEF SUMMARY): Execution of the Miami -Dade County Housing Covenant for Roads in connection with the Brisas del Este Apai thuents.. COMMISSION APPROVAL DATE: / / FILE ID: N/A ENACTMENT NO.: IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: Loan Committee approval 4/16/21 ROUTING.. INFORMATION, Date PLEASE) -1 , T AND SIGN APPROVAL BY DEPARTMENTAL DIRECTOR 211() ? 3 George Mensah/ • I- do SIGNATURE: ,,I Duran_ SUBMITTED TO RISK MANAGEMENT �) it Ann -Marie Sharpe 1 SIGNATURES , SUBMITTED TO CITY ATTORNEY ��� fS� �- I i ird, roia.--33's V on dez SI A l - fr----- APPROVAL BY ASSISTANT CITY MANAGER 1 / 1 PRINT: Larry Spr. SIGNATURE: ' RECEIVED BY CITY MANAGER �J / 7 Art Noriega SIGNATURE: p 1) ONE ORIGINAL TO CITY CLERK, 2) ONE COPY TO CITY ATTORNEY'S OFFICE, 3) REMAINING ORIGINAL(S) TO ORIGINATING_3 DEPARTMENT 010 / 3 0,3. j b ! f i PRINT: 1/4 ,,1-p 1.1 SIGNATURE: 4 ''1'4 PRINT: ,-iiia,4 77 • oo SIGNATURE: `W ' PRINT: y�l 4i ,/:4, `r c� %'t SIGNATURE: iv PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER This instrument was prepared by, Record and return to: P. Taylor Yawney, Esq. Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. 150 West Flagler Street, Suite 2200 Miami, FL 33130 (Space reserved for Clerk) AFFORDABLE HOUSING COVENANT KNOW ALL BY THESE PRESENTS THAT the undersigned Owner hereby makes, declares and imposes on the land herein described, these covenants running with the title to the land, which shall be binding on the Owner, all heirs, successors, and assigns, personal representatives, mortgagees, lessees, and against all persons claiming by, through or under them; WHEREAS, Owner holds a long term leasehold interest in the land in Miami -Dade County, Florida described in Exhibit "A," attached hereto and made a part hereof, hereinafter called the "property," which is supported by the attorney's opinion attached as Exhibit "B," WHEREAS, the Board of County Commissioners of Miami -Dade County has adopted the Miami -Dade County Road, Fire, Police, and Parks Impact Fee Ordinances (the Ordinances) Chapters 33E, 33J, 33I, and 33H respectively of the Code of Miami -Dade County, Florida; and WHEREAS, the Ordinances exempt from the required payment of impact fee housing units which provide affordable housing for low and very low income families, as defined in the Ordinances; and WHEREAS, Owner seeks the following exemptions (check all that apply): Road ❑ Fire ❑ Police ❑ Parks WHEREAS, the Miami -Dade County Department of Regulatory and Economic Resources (the Department) through its Director is given authority to administer and effectuate the Ordinances; and WHEREAS, Owner will construct a project in Miami -Dade County to be occupied by low or very low income families on the property afore described (the Project). WHEREAS, Owner has agreed to assure the Department that the project will be occupied by low or very low income families according to the Ordinances and the terms states herein. WHEREAS, Owner is submitting this covenant to induce the Director of the Department to grant an exemption of the aforesaid impact fees in the total amount of the road, fire, police, and parks impact fees, whichever fees are applicable. F:\forms\1846968 (2/7/23) Affordable Housing Covenant Page 2 of 10 NOW THEREFORE, in consideration of the covenants and undertakings set forth herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Owner, its successors and assigns, does hereby covenant and agrees as follows: 1. General A. That the project shall be occupied on a continuous basis by members of the general public who comply with the affordable housing exemptions of the Ordinances for a time period no less than fifteen (15) years from the date of this covenant; and B. That impact fees will become due and payable by the current owner of the project at such time it loses its status as an affordable housing unit within fifteen (15) years from the date of this covenant; C. In the event Owner rents or enters into a rent -purchase agreement, Owner shall furnish to the Department a report each year for a period of five (5) years from the date of this covenant certifying the income of the owners/lessees of the project and compliance with the provisions of the covenant; D. In the event Owner sells the project, Owner shall provide all documentation as required by the Director of the Department to prove that the prospective occupants comply with the affordable housing exemption of the Ordinances. Upon Department approval of the affordable housing exemption, Owner shall have the right, upon written request delivered to the Department, to be released from this covenant. 2. Termination. Owner, its successors or assigns, shall have the right, upon written request delivered to the Department, to be released and have the project released from the terms and conditions contained herein upon tender to Miami -Dade County of the full amount of the applicable impact fees in effect at the time of the requested release, payable in accordance with the provisions of the Ordinances. 3. Covenant Running with the Land. This covenant shall constitute a covenant running with the land and may be recorded in the Public Records of Miami -Dade County, Florida, and shall remain in full force and effect and be binding upon Owner and its successors and assigns until such time as the same is modified or released or as otherwise provided in this covenant. 4. Governing Law. This covenant shall be governed by and construed in accordance with the laws of the State of Florida, both as to substantive rights and those governing remedies. 5. Notice. Any notice required to be given herein shall be given by personal delivery of by certified U.S. mail at the address specified below or at such other address as may be specified in writing by the parties. DEPARTMENT: Department of Regulatory and Economic Resources Stephen P. Clark Center 111 NW 1st Street, Suite 1210 F:\forms\1846968 (2/7/23) Affordable Housing Covenant Page 3 of 10 Miami, Florida 33128 Attn: Director OWNER: Brisas Del Este Apartments, LLC 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 Attn: Alberto Milo 6. Severability. If any provision of this covenant shall be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not be affected or impaired. 7. Counterparts and Electronic Signatures. This Agreement 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 Agreement. The parties shall be entitled to sign and transmit an electronic signature of this Agreement (whether by facsimile, PDF or other email transmission), which signature shall be binding on the party whose name is contained therein. Any party providing an electronic signature agrees to promptly execute and deliver to the other parties an original signed Agreement upon request. [Signatures to Follow] F:\forms\1846968 (2/7/23) Affordable Housing Covenant Page 4 of 10 Signed, witnessed, executed and acknowledged on this day of , 2022. OWNER: BRISAS DEL ESTE APARTMENTS, LLC, a Florida limited liability company STATE OF FLORIDA ) SS: COUNTY OF MIAMI-DADE By: Brisas Del Este Apartments Manager, LLC, a Florida limited liability company, its manager By: 19..a/Il Tony Del Pozzo, Vice President The foregoing instrument as acknowledged before me this (4 day of ,,,, pp 2022, bymeans of physicalpresence or 0 online notarization, byTony p Y Del Pozzo, as Vice President of Brisas Del Este Apartments Manager, LLC, a Florida limited liability company, the manager of Brisas Del Este Apartments, LLC, a Florida limited liability company, who is ersonally known to me or who has produced as iden�t fication. Notary Public, State of Florida Commission No.:: tt2 133S My Commission Expires:2 1iJ2' '=o`.•°'YP; VANESSAPILOTO MY COMMISSION#HH213353 'W'EXPIRES: February 18, 2026 F:\forms\1846968 (2/14/23) Affordable Housing Covenant Page 5 of 10 EXHIBIT "A" A portion of Tract "A" of "FORMAN SUBDIVISION", according to the Plat thereof, as recorded in Plat Book 90, at Page 99, of the Public Records of Miami -Dade County, Florida, being more particularly described as follows: BEGIN at the NE corner of said Tract "A"; thence S02°30'10"E along the East boundary line of said Tract "A", said line also being the West Right of Way line of NW 18th Avenue, for 297.08 feet; thence S87°42'42"W for 17.28 feet to a Point of Curvature of a circular curve to the left, concave to the Southeast; thence Southwesterly along the arc of said curve, having for its elements a radius of 41.00 feet, a central angle of 50°17'42", for an arc distance of 35.99 feet to a Point of Tangency; thence S37°25'01 "W for 21.88 feet; thence NO2°37'25"W for 87.95 feet; thence S87°55'01"W along a line parallel with and 241 feet South of the North boundary line of said Tract "A", for 115.28 feet; thence NO2°30'42"W for 241.00 feet; thence N87°55'01 "E along the North boundary line of said Tract "A", for 178.42 feet to the Point of Beginning. F:\forms\1846968 (2/7/23) Affordable Housing Covenant Page 6 of 10 JOINDER BY MORTGAGEE (Bond Loan) The undersigned, as Mortgagee under that certain Leasehold Mortgage, Assignment of Rents, Security Agreement and Fixture Filing in favor of Housing Finance Authority of Miami -Dade County, Florida, as mortgagee, recorded in Official Records Book 32867 Page 151, as assigned to The Bank of New York Mellon Trust Company, N.A., a national banking association, as Fiscal Agent, by Assignment of Leasehold Mortgage and Collateral Loan Documents, recorded in Official Records Book 32867, Page 204, all 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 this 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 , 2022. The Bank of New York Mellon Trust Company, N.A., a national banking association By: Name: Title: STATE OF ) ) SS: COUNTY OF ) The foregoing instrument was acknowledged before me by means of ❑ physical presence or 0 online notarization this of , 2022, by as of The Bank of New York Mellon Trust Company, N.A., a national banking association, as Fiscal Agent, who is personally known to me or has produced , as identification Print or Stamp Name: Notary Public, State of Florida at Large Commission No.: My Commission Expires: F:\forms\1846968 (2/7/23) Affordable Housing Covenant Page 7of10 JOINDER BY MORTGAGEE (FHFC Loan) The undersigned, as Mortgagee under that certain Leasehold Mortgage and Security Agreement in favor of Florida Housing Finance Corporation, as mortgagee, recorded in Official Records Book 32867, Page 249 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 this agreement are and shall be binding upon the undersigned and its successors in title. WITNESSES: MORTGAGEE: Print Name: Print Name: STATE OF FLORIDA COUNTY OF FLORIDA HOUSING FINANCE CORPORATION By: Print Name: Title: The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this day of , 2022 by , as of Florida Housing Finance Corporation. He/She ❑ is personally known to me or ❑ has produced as identification. Notary Public, State of Florida Commission No.: My Commission Expires: F:\farms\1846968 (2/7/23) Affordable Housing Covenant Page 8 of 10 JOINDER BY MORTGAGEE (County Surtax/HOME Loan) The undersigned, as Mortgagee under that certain Leasehold Mortgage and Security Agreement and Assignment of Leases, Rents and Profits in favor of Miami -Dade, County, as mortgagee, recorded in Official Records Book 32867 Page 369, 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 this 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 ,2022. Approved as to form and legal sufficiency MORTGAGEE: Miami -Dade County, a political subdivision of the State of Florida By: Terrence A. Smith By: Asst. County Attorney STATE OF FLORIDA ) ) SS: COUNTY OF MIAMI-DADE) Name: Title: Attest: Miami -Dade County Clerk The foregoing instrument was acknowledged before me by means of 0 physical presence or 0 online notarization this of , 2022, by as of Miami -Dade County, a political subdivision of the State of Florida who is personally known to me or has produced , as identification. Print or Stamp Name: Notary Public, State of Florida at Large Commission No.: My Commission Expires: F:\forms\1846968 (2/7/23) Affordable Housing Covenant Page 9 of 10 JOINDER BY MORTGAGEE (City Loan) The undersigned, as Mortgagee under that certain Leasehold Mortgage and Security in favor of the City of Miami, as mortgagee, recorded in Official Records Book 32867, Page 476, 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 this 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. CITY OF MIAMI, a municipal corporation of the State of Florida ATT , ST: Bv: LtTodd : Hannon x City C Date: 3I (01202.3 APPROVED AS TO FORM AND CORRECTNESS: Arth Noriega V. City Manager Victoria endez XEA City Attorney o2a — 333 i' F:\forms\1846968 (2/7/23) Affordable Housing Covenant Page 10 of 10 JOINDER BY MORTGAGEE (Breakage Fees) The undersigned, as Mortgagee under that certain Leasehold Mortgage, Assignment of Rents, Security Agreement and Fixture Filing (Breakage Fees) in favor of Barings Affordable Housing Mortgage Fund III LLC, a Delaware limited liability company, as mortgagee, recorded in Official Records Book 32867, Page 533 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 this agreement are and shall be binding upon the undersigned and its successors in title. WITNESSES: MORTGAGEE: Print Name: Print Name: STATE OF FLORIDA COUNTY OF BARINGS AFFORDABLE HOUSING MORTGAGE FUND III LLC, a Delaware limited liability company By: Print Name: Title: The foregoing instrument was acknowledged before me by means of ❑ physical presence or 0 online notarization, this day of , 2022 by , as of Barings Affordable Housing Mortgage Fund III LLC, a Delaware limited liability company. He/She 0 is personally known to me or El has produced as identification. t • - L. 1 Notary Public, State of Florida Commission No.: My Commission Expires: I P . F:\forms\1846968 (2/7/23) L.riv. cvcov rorcar DATE:03/20/2023 02:13:10 PM LUIS G. MONTALDO, CLERK AD INTERIM MIAMI-DADE COUNTY, FL This instrument was prepared by, Record and return to: P. Taylor Yawney, Esq. Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. 150 West Flagler Street, Suite 2200 Miami, FL 33130 (Space reserved for Clerk) AFFORDABLE HOUSING COVENANT KNOW ALL BY THESE PRESENTS THAT the undersigned Owner hereby makes, declares and imposes on the land herein described, these covenants running with the title to the land, which shall be binding on the Owner, all heirs, successors, and assigns, personal representatives, mortgagees, lessees, and against all persons claiming by, through or under them; WHEREAS, Owner holds a long term leasehold interest in the land in Miami -Dade County, Florida described in Exhibit "A," attached hereto and made a part hereof, hereinafter called the "property," which is supported by the attorney's opinion attached as Exhibit "B," WHEREAS, the Board of County Commissioners of Miami -Dade County has adopted the Miami -Dade County Road, Fire, Police, and Parks Impact Fee Ordinances (the Ordinances) Chapters 33E, 33J, 33I, and 33H respectively of the Code of Miami -Dade County, Florida; and WHEREAS, the Ordinances exempt from the required payment of impact fee housing units which provide affordable housing for low and very low income families, as defined in the Ordinances; and WHEREAS, Owner seeks the following exemptions (check all that apply): Road ❑ Fire ❑ Police ❑ Parks WHEREAS, the Miami -Dade County Department of Regulatory and Economic Resources (the Department) through its Director is given authority to administer and effectuate the Ordinances; and WHEREAS, Owner will construct a project in Miami -Dade County to be occupied by low or very low income families on the property afore described (the Project). WHEREAS, Owner has agreed to assure the Department that the project will be occupied by low or very low income families according to the Ordinances and the terms states herein. WHEREAS, Owner is submitting this covenant to induce the Director of the Department to grant an exemption of the aforesaid impact fees in the total amount of the road, fire, police, and parks impact fees, whichever fees are applicable. F:\torrns\Affordable Housing Covenant.DOC (3/16/23) CFN: 20230187257 BOOK 33630 PAGE 1315 Affordable Housing Covenant Page 2 of 10 NOW THEREFORE, in consideration of the covenants and undertakings set forth herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Owner, its successors and assigns, does hereby covenant and agrees as follows: 1. General A. That the project shall be occupied on a continuous basis by members of the general public who comply with the affordable housing exemptions of the Ordinances for a time period no less than fifteen (15) years from the date of this covenant; and B. That impact fees will become due and payable by the current owner of the project at such time it loses its status as an affordable housing unit within fifteen (15) years from the date of this covenant; C. In the event Owner rents or enters into a rent -purchase agreement, Owner shall furnish to the Department a report each year for a period of five (5) years from the date of this covenant certifying the income of the owners/lessees of the project and compliance with the provisions of the covenant; D. In the event Owner sells the project, Owner shall provide all documentation as required by the Director of the Department to prove that the prospective occupants comply with the affordable housing exemption of the Ordinances. Upon Department approval of the affordable housing exemption, Owner shall have the right, upon written request delivered to the Department, to be released from this covenant. 2. Termination. Owner, its successors or assigns, shall have the right, upon written request delivered to the Department, to be released and have the project released from the terms and conditions contained herein upon tender to Miami -Dade County of the full amount of the applicable impact fees in effect at the time of the requested release, payable in accordance with the provisions of the Ordinances. 3. Covenant Running with the Land. This covenant shall constitute a covenant running with the land and may be recorded in the Public Records of Miami -Dade County, Florida, and shall remain in full force and effect and be binding upon Owner and its successors and assigns until such time as the same is modified or released or as otherwise provided in this covenant. 4. Governing Law. This covenant shall be governed by and construed in accordance with the laws of the State of Florida, both as to substantive rights and those governing remedies. 5. Notice. Any notice required to be given herein shall be given by personal delivery of by certified U.S. mail at the address specified below or at such other address as may be specified in writing by the parties. DEPARTMENT: Department of Regulatory and Economic Resources Stephen P. Clark Center 111 NW 1st Street, Suite 1210 F\torms\Affordable Housing Covenant.DOC (3/16/23) CFN: 20230187257 BOOK 33630 PAGE 1316 Affordable Housing Covenant Page 3 of 10 Miami, Florida 33128 Attn: Director OWNER: Brisas Del Este Apartments, LLC 2850 Tigertail Avenue, Suite 800 Miami, FL 33133 Attn: Alberto Milo b. Severabilitv. If any provision of this covenant shall be invalid, illegal, or unenforceable, the validity, Iegality, and enforceability of the remaining provisions shall not be affected or impaired. 7. Counterparts and Electronic Signatures. This Agreement 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 Agreement. The parties shall be entitled to sign and transmit an electronic signature of this Agreement (whether by facsimile, PDF or other email transmission), which signature shall be binding on the party whose name is contained therein. Any party providing an electronic signature agrees to promptly execute and deliver to the other parties an original signed Agreement upon request. [Signatures to Follow] FAforms\Affordable Housing Covenant.000 (3/16/23) CFN: 20230187257 BOOK 33630 PAGE 1317 Affordable Housing Covenant Page 4 of 10 Signed, witnessed, executed and acknowledged on this 1st day of December, 2022. OWNER: STATE OF FLORIDA ) SS: COUNTY OF MIAMI-DADE BRISAS DEL ESTE APARTMENTS, LLC, a Florida limited liability company By: Brisas Del Este Apartments Manager, LLC, a Florida limited liability company, its manager By: 1 Tony Del Pozzo, Vice President The foregoing instrument as acknowledged before me this 1 day of 2022, by means of ("physical presence or 0 online notarization, by Tony Del Pozzo, as Vice President of Brisas Del Este Apartments Manager, LLC, a Florida limited liability company, the manager of Brisas Del Este Apartments, LLC, a Florida limited liability company, who is )ersonally known to me or who has produced as idea Notary ' ublic, State of Florida Commission No.: *tilt ' My Commission Expires: ally Zg VANESSAPILOT° _" MYC0MMISSION#HH213353 EXPLRES: February 18, 2028 Flforrm\Affordab a Housing Covenant (Final approved by TA5 12-01-22) (12/1R21 CFN: 20230187257 BOOK 33630 PAGE 1318 Affordable Housing Covenant Page 5of10 EXHIBIT "A" A portion of Tract "At' of "FORMAN SUBDIVISION", according to the Plat thereof, as recorded in Plat Book 90, at Page 99, of the Public Records of Miami -Dade County, Florida, being more particularly described as follows: BEGIN at the NE comer of said Tract "A"; thence S02°30'10"E along the East boundary line of said Tract "A", said line also being the West Right of Way line of NW 18th Avenue, for 297.08 feet; thence S87°42'42"W for 17.28 feet to a Point of Curvature of a circular curve to the left, concave to the Southeast; thence Southwesterly along the arc of said curve, having for its elements a radius of 41.00 feet, a central angle of 50°17'42", for an are distance of 35.99 feet to a Point of Tangency; thence S37°25'01"W for 21.88 feet; thence NO2°37125"W for 87.95 feet; thence S87°55'0l "W along a line parallel with and 241 feet South of the North boundary line of said Tract "A", for 115.28 feet; thence NO2°30'42"W for 241.00 feet; thence N87°55'01 "E along the North boundary line of said Tract "A", for 178.42 feet to the Point of Beginning. FAIorms\Affordable Housing Covenant DOC (3/16/23) CFN: 20230187257 BOOK 33630 PAGE 1319 Affordable Housing Covenant Page 6of10 JOINDER BY MORTGAGEE (Bond Loan) The undersigned, as Mortgagee under that certain Leasehold Mortgage, Assignment of Rents, Security Agreement and Fixture Filing in favor of Housing Finance Authority of Miami -Dade County, Florida, as mortgagee, recorded in Official Records Book 32867 Page 151, as assigned to The Bank of New York Mellon Trust Company, N.A., a national banking association, as Fiscal Agent, by Assignment of Leasehold Mortgage and Collateral Loan Documents, recorded in Official Records Book 32867, Page 204, all 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 this 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 Mifuvy, 2023. STATE OF714C1G1 ) ) SS: COUNTY OF D4va-1 ) The Bank of New York Mellon Trust Company, N.A., a national banking association By: Name: tiG#1 r R.i 3ANc r Title:'V< ':V.e-5 cl The foregoing instrument was acknowledged before me by means of 114-kysical presence or 0 online notarization this a of Fr294.44ey2023, by k'CA efiNtit-S as Vl(C of The Bank of New York Mellon Trust Company, NA., a national banking association, as Fiscal Agent, who is personally known to me or has produced , as identification ©NDY A. SHELDON Notary Public - State of Florida Commission: HH 206011 Expires:12/08/2025 Print o amp Name: ernr.7 A-. S4td.li.doti Notary Public, State of Florida at Large Commission No.: HH 2ccO t 1 My Commission Expires: 12 / 6i Z62-5 FMorms\Affordable Housing Covenant (2/9/23) CFN: 20230187257 BOOK 33630 PAGE 1320 Affordable Housing Covenant Page 7oflo JOINDER BY MORTGAGEE (FHFC Loan) (Brisas del Este Apartments / CDBG-DR / RFA 2019-102 / 2020-056D) The undersigned, as Mortgagee under that certain Leasehold Mortgage and Security Agreement in favor of Florida Housing Finance Corporation, as mortgagee, recorded in Official Records Book 32867, Page 249 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 this agreement are and shall be binding upon the undersigned and its successors in title. WITNESSES: cAA4k)frvit,ra Print Name: n nrz 0. 6Zf STATE OF FLORIDA COUNTY OF Ls!-, MORTGAGEE: FLORIDA HOUSING FINANCE CORPORATION By, G £,1"1,1 Print Name: 1444 R. f•I'ts Title: _Aiiihr,►j ltic.)1;ir4f.t . o hit' r roar, The foregoing instrument was acknowledged before me by means of it3hysical presence or 0 online notarization, this ,((147 day of ,31/4,-,J 2023 by " .2 , as Lesattegv_K2a40...ect..1.4,01,Fjprida Housing Finance Corporation. t She ►=it personally known to me or 0_ 1't p oduced as identification. DONNA P. PHILIPS • Notary Public • State of Fterlda Commission r HH Ot 95!9 '` My Comm. Exolres Jul 27. 2014 Bonded through Nation3t Notary Assn. Notary Public, State of Florida Commission No.: My Commission Expires: CFN: 20230187257 BOOK 33630 PAGE 1321 Affordable Housing Covenant Page 8 of 10 JOINDER BY MORTGAGEE (County Surtax/HOME Loan) The undersigned, as Mortgagee under that certain Leasehold Mortgage and Security Agreement and Assignment of Leases, Rents and Profits in favor of Miami -Dade, County, as mortgagee, recorded in Official Records Book 32867 Page 369, 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 this agreement are and shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this 6th day of December, 2022. Approved as to form and legal sufficiency By i'erlencc A. Smith Assistant County Attorney STATE OF FLORIDA ) SS:. COUNTY OF MIAMI-DADE)? MORTGAGEE: Miami -Dade County, a political subdivision of the Statet,f Florida rne:.' .orris Copeland ___ Title: Chief Community Services Officer Attest: HARVEY RUVI By: Deputy The foregoing instrument was ack owledged before me by means of hysical presence or 0 online notarization this of 2022, by Mei , as Chief - - _ = _ x • f Miami -Dade County, a political subdivision of the Stat of Florida, who i per onally known to me or has produced , as 1 entifiction. lit4. YVONNE RAMIREZ =�++orikel;Notary Public -State of Florida -� "� •- Commission # HH 312751 :? if `- My Commission Expires .",/,„Av.% January 13, 2027 r Stamp Name: _ altleRI Public, State o i_yorida at Large nission No.: 2,7S My Commission Expires: F.lfonns\Affordable Housing Covenant (Final approved by TA512.01.22) (12/1/22) CFN: 20230187257 BOOK 33630 PAGE 1322 Affordable Housing Covenant Page 9 of 10 JOINDER BY MORTGAGEE (City Loan) The undersigned, as Mortgagee under that certain Leasehold Mortgage and Security in favor of the City of Miami, as mortgagee, recorded in Official Records Book 32867, Page 476, 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 this agreement are and shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this 6th day of March, 2023 CITY OF MIAMI, a municipal corporation of the State of Florida A l/fbST: By: ft To B. Hannon Date: 3) 4012 APPROVED AS TO FORM AND CORRECTNESS: Arthur'Noriega V. City Manager Victoria dez XEA City Attorney 04 3s513, FAfoirnA1646968(2/7/23) CFN: 20230187257 BOOK 33630 PAGE 1323 Affordable Housing Covenant Page 10 of 10 JOINDER BY MORTGAGEE (Breakage Fees) The undersigned, as Mortgagee under that certain Leasehold Mortgage, Assignment of Rents, Security Agreement and Fixture Filing (Breakage Fees) in favor of Barings Affordable Housing Mortgage Fund III LLC, a Delaware limited liability company, as mortgagee, recorded in Official Records Book 32867, Page 533 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' this agreement are and shall be binding upon the undersigned and its successors in title. WITNESSES: CaliP t N�amme:: 4�s teo at ' eLti Cry Print Nam`enTr cc . 14, MORTGAGEE: BARINGS AFFORDABLE HOUSING MORTGAGE FUND III LLC, a Delaware limited liability company By: Barin By: Print Name: t . • uoski Title: Managing Director on -member manager COMMONWEALTH OF MASSACHUSETTS COUNTY OF HAMPDEN The foregoing instrument was acknowledged before me by means of -4 physical presence or 0 online notarization, this 31st day of January, 2023 by Mark F. Pinkowski, as Managing Director of Barings LLC, the non-member manager of Barings Affordable Housing Mortgage Fund III LLC, a Delaware limited liability company. He ❑ is personally known to me or I has produced a Massachusetts drivers' license as identification. �?itV Notary Public, Commonwealth of Massachusetts Commission No.: My Commission Expires: F/„ram, , i 6/ 6 KATi Y-ANN PELCHAT Notary Public Con�mhCommission sorhauseit February 6, 2,026 F:\forrns\Affordable Housing Covenant (Mark Pinkowski signature under BAHM III block),doc (1/31/23) akaa