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Home My WebLink About24687AGREEMENT INFORMATION AGREEMENT NUMBER 24687 NAME/TYPE OF AGREEMENT STADIUM TOWER APARTMENTS DESCRIPTION DECLARATION OF RESTRICTIVE COVENANTS/2320 NW 8TH AVENUE, MIAMI FLORIDA 33127/FILE ID: 12775/R-22- 0420/MATTER ID: 22-2776K EFFECTIVE DATE December 19, 2022 ATTESTED BY NICOLE EWAN ATTESTED DATE 12/19/2022 DATE RECEIVED FROM ISSUING DEPT. 12/8/2023 NOTE 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: 2320 Northwest 8th Avenue Miami, Florida 33127 Folio Number: 01-3126-077-0020 DECLARATION OF RESTRICTIVE COVENANTS FOR STADIUM TOWER APARTMENTS This Declaration of Restrictive Covenants for Stadium Tower Apartments (the "Covenant") made this t91 day of NQetwiber , 2022 by STADIUM TOWER APARTMENTS, 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"). Project Sponsor and the City are sometimes collectively referred to as the "Parties" and singularly referred to as "Party." RECITALS WHEREAS, the Project Sponsor is the fee simple owner of the property legally described in Exhibit A, attached hereto and incorporated here ("Property"); and WHEREAS, the Project Sponsor hereby agrees and covenants that the 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 City has loaned $1,800,000.00 in American Rescue Plan Act of 2021 ("ARPA") funds to Project Sponsor ("Loan") in order to construct 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 Very Low and Low -Income Households in the community to be known as Stadium Tower Apartments (hereinafter referred to as the "Project"), which consists of the new construction of a 7-floor mix -income residential building located at 2320 Northwest 8th Avenue Miami, Florida 33127; and WHEREAS, the Project consists of a total of one hundred forty-nine (149) residential apartment units, of which sixty (60) ARPA-assisted units (the "ARPA-Assisted Units") developed on the Property and are all subject to the terms, covenants, and restrictions contained in this Covenant; and WHEREAS, the City's allocation of funds for the Project is subject to that certain ARPA Loan Agreement for Stadium Tower Apartments ("Loan Agreement" or "ARPA 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 ARPA Assisted Units and the Property in general are maintained and operated in accordance with the provisions of the Loan Documents and this Covenant; and Page 1 of 7 WHEREAS, Project Sponsor, as a condition for receiving the Loan funds, 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 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 ARPA 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: TERMS: 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 sixty (60) ARPA Assisted Units in the Project that shall remain Affordable for eligible tenants. Ten (10) of the sixty (60) units shall remain affordable to Very Low Income households and fifty (50) of the sixty (60) units shall remain Affordable to 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) ARPA Assisted Units shall consist of three (3) one bedroom apartment units that are occupied by Very Low Income households, thirteen (13) one bedroom apartment units that are occupied by Low Income households, five (5) two bedroom/two bathroom apartment units that are occupied by Very Low Income households, twenty-three (23) two bedroom/two bathroom apartment units that are occupied by Low Income households, two (2) three bedroom/two-bathroom apartment units that are occupied by Very Low Income households, and fourteen (14) three bedroom/two-bathroom apartment units that are occupied by Low Income households. "Very 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 U.S. Department of Housing and Urban Development. "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"). 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, transferees, 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 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, 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 as required by the Loan Agreement, Page 2 of 7 except for those encumbrances and/or conveyances as authorized under the ARPA 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. 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 City's prior written consent as required by the Loan Documents (except as otherwise provided in the 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 Loan funds disbursed and outstanding, with interest thereon as provided in the Note, all Program Income (as defined in 2 CFR Part 200,307(e)(2)) 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 ARPA 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, or their respective successors -in -interest. 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 ARPA 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. 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 Page 3 of 7 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. Floating Units. ARPA-Assisted Units shall be designated as "Floating Units," meaning that the total number of ARPA-Assisted Units in the Project is fixed for the Affordability Period but the Project Sponsor may from time to time change the designation of individual units from a ARPA-Assisted Units to unassisted units so long as the aggregate number of units remains the same and are of comparable size by square foot and amenities. Section 14. Costs, Including Attorney's Fees. In the event litigation, arbitration, or mediation, between the Parties, 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. [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: Print Name: 4\ktet0 (14 if:34eraft<42, Print Name: PROJECT SPONSOR'S ADDRESS: Stadium Tower Apartments, LLC 7735 NW 146th Street Miami Lakes, FL 33016 Attention: Lewis Swezy STATE OF FLORIDA COUNTY OF MIAMI-DADE PROJECT SPONSOR: STADIUM TOWER APARTMENTS, LLC, a Florida limited liability company e: Lewis Sw itle: Manager ACKNOWLEDGMENT The foregoing instrument was acknowledged before me by means of "physical presence or El online notarization, this today of C , 2022 by Lewis Swezy as Manager of Stadium Tower Apartments, LLC. He is personally known to isle or has produced as identification. (NOTARY PUBLIC SEAL) .•� '•%SLe,;;FLOR M PADILLA 49 ti Notary Public -State of Florida Rf LT o�c Commission # HH 177130 -;;;, 0 s.. My Commission Expires �� September 20, 2025 Si_ .tl l Person Taking Ackno ent (Printed, Typed, or Stamped Name of Notary Public) Serial Number, if any Page 5 of 7 CITY OF MIA corporation o By: A ur Nora City Manage I, a municipal e State of Florida STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me by means of C9' ssical presence or O online notarization, this 16\ day of C .Aftbu' , `j lAby Arthur Noriega V, as City Manager for the City of Miami, a municipal corporation of the State of Florida, on behalf of the municipal corporation. He is personally known to me or has produced as identification. (NOTARY PUBLIC SEAL) SANDRA GILBERT MY COMMISSION # HH 112572 EXPIRES: April 20, 2025 'Foc :?.• Bonded Thru Notary Public Underwriters Approved by Housi g and Community Development Deparmentt George Mensah Director Approved as to legal form and correctness: VictoMendez, Esq. City Attorney C21,��11 Signature of Pers • -- g Ack owledgment (Printed, Typed, or Stamped Name of Notary Public) Title or Rank Serial Number, if any Page 6 of 7 Exhibit A Le2a1 Description Of The Property Tract B of MIAMI STADIUM SUBDIVISION, according to the Plat thereof as recorded in Plat Book 157, at Page 76, of the Public Records of MIAMI-DADE County, Florida. Page 7 of 7 aLUQv