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HomeMy WebLinkAbout23382AGREEMENT INFORMATION AGREEMENT NUMBER 23382 NAME/TYPE OF AGREEMENT MARTIN FINE VILLAS, LLC., GALLARY ART RIVER PARC, LLC & BRISAS DEL RIO APARTMENTS DESCRIPTION EASEMENT AGREEMENT/MARTIN FINE VILLAS PORTION REMAINING AFTER RELEASE OF GALLERY AT RIVER PARC/MATTER ID: 18-3504 EFFECTIVE DATE November 27, 2019 ATTESTED BY NICOLE EWAN ATTESTED DATE 11/25/2019 DATE RECEIVED FROM ISSUING DEPT. 6/1/2021 NOTE This Instrument Was Prepared By: Patricia K. Green, Esq. Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. 150 West Flagler St., Suite 2200 Miami, Florida 33130 Record and Return To: Patricia K. Green, Esq. Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. 150 West Flagler St., Suite 2200 Miami, Florida 33130 EASEMENT AGREEMENT (Martin Fine, River Parc and Brisas del Rio) This Easement Agreement (the "Agreement") is made and entered into as of the oLt day of ON uz.4t 2019 by and between: MARTIN FINE VILLAS, LLC, a Florida limited liability company ("MFV"); THE GALLERY AT RIVER PARC, LLC, a Florida limited liability company ("Gallery"); and BRISAS DEL RIO APARTMENTS, LLC, a Florida limited liability company ("Brisas") each having its principal office located at 315 South Biscayne Boulevard, Miami, FL 33131. RECITALS A. MFV is the owner of a leasehold interest in the property legally described on Exhibit "A" attached hereto and made a part hereof _ (the "MFV Property") pursuant to that certain lease by and between MFV, as lessee, and Miami -Dade County, a political subdivision of the State of Florida (the "County") as lessor, a Memorandum of which is recorded in Official Records Book 30118, at Page 2354, of the Public Records of Miami -Dade County, Florida. B. Gallery is the owner of a leasehold interest in the property legally described on Exhibit "B" attached hereto and made a part hereof (the "Gallery Property") pursuant to that certain Ground Lease dated as of , 2019 by and between the County, as lessor, and Gallery, as lessee. #7426952 v3 30364-1078 1 C. Brisas is the owner of .a leasehold interest in the property legally described on Exhibit "C" attached hereto and made a part hereof (the "Brisas Property") pursuant to that , certain Ground Lease dated as of November 2, 2018, by and between the County, as lessor, and Brisas, as lessee. D. MFV, Gallery and Brisas are sometimes herein collectively referred to as the "Parties" and each, individually, as a "Party". The MFV Property, the Gallery Property and the Brisas Property are sometimes herein collectively referred to as the "Properties" and each, a "Property": E. For good and valuable consideration, each of the Parties has agreed to grant to the other Parties as an appurtenance to their respective properties, the non-exclusive easements described herein. AGREEMENT NOW, THEREFORE, in consideration of the sum of Ten Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto agree as follows: 1. Recitals. The above recitals are true and correct and by this reference are incorporated as if fully set forth herein. 2. Access, Walkway, Parking, Recreational and Utility Easements. a. MFV hereby grants to each of Brisas and Gallery, for their use and benefit, and the use and benefit of their respective successors and assigns who acquire an interest in the Brisas Property or the Gallery Property, as applicable, and their tenants, agents, employees, customers and invitees, a non-exclusive easement (i) for vehicular and pedestrian ingress and egress over, across and through the driveways and sidewalks constructed from time to time within the MFV Property, (ii) for the purpose of access and connection to public or private utilities that do not have direct connections to the Brisas Property or Gallery Property, as applicable, (iii) for the use and enjoyment of the exterior recreational amenities constructed on the MFV Property now or in the future, including but not limited to car care areas, playgrounds, and similar exterior amenities (collectively, the "Recreational Facilities") and' (iv) for parking in the spaces which are located on the MFV Property from time to time. b. Gallery hereby grants to each of Brisas and MFV, for their use and benefit, and the use and benefit of their respective successors and assigns who acquire an interest in the Brisas Property or the MFV Property, as applicable, and their tenants, agents, employees, customers and invitees, a non-exclusive easement (i) for vehicular and pedestrian ingress and egress over, across and through the driveways and sidewalks constructed from time to time within the #7426952 v3 30364-1078 2 J Gallery Property, (ii) for the purpose of access and connection to public or private utilities that do not have direct connections to the Brisas Property or MFV Property, as applicable, (iii) for the use and enjoyment of the exterior Recreational Facilities constructed on the Gallery Property now or in the future and (iv) for parking in the spaces which are located on the Gallery Property from time to time. c. Brisas hereby grants to each of Gallery and MFV, for their use and benefit, and the use and benefit of their respective successors and assigns who acquire an interest in the Gallery Property or the MFV Property, as applicable, and their tenants, agents, employees, customers and invitees, a non-exclusive easement (i) for vehicular and pedestrian ingress and egress over, across and through the driveways and sidewalks constructed from time to time within the Brisas Property, (ii) for the purpose of access and connection to public or private utilities that do not have direct connections to the Gallery Property or MFV Property, as applicable, (iii) for the use and -enjoyment of the exterior Recreational Facilities constructed on the Brisas Property now or in the future and (iv) for parking in the spaces which are located on the Brisas Property from time to time. 3. Maintenance. Each of the Parties agrees to maintain the driveways, sidewalks, parking spaces and Recreational Facilities within their respective Properties for the joint use thereof by the Parties hereto, in working condition and free of material defects, subject to occasional interruption of service due to (i) ordinary wear and tear and use thereof, (ii) routine or extraordinary maintenance or (iii) events beyond the reasonable control of each granting Party; ; provided, however, that any Party exercising the easement rights granted hereunder in any negligent or willful manner, which causes damage to or disturbance of the applicable Property shall be responsible for any extraordinary maintenance or repair associated with such damage or disturbance. Each Party shall have the right to perform all such maintenance and repairs itself through its management company, or to select the contractor(s) of its choice in connection with all aspects of maintenance, repair and operation of the driveways, sidewalks, parking spaces and Recreational Facilities. 4. Common Driveway and Driveway Extension; Shared Maintenance. a. That portion of the MFV Property which is depicted as the "Common Driveway" on Exhibit "D" attached here may be used by all of the Parties to access their respective Properties. MFV agrees to maintain the Common Driveway for the joint use thereof by the Parties hereto, in working condition and free of material defects, subject to occasional interruption of service due to (i) ordinary wear and tear and use thereof, (ii) routine or extraordinary maintenance or (iii) events beyond the reasonable control of MFV. MFV shall have the right to perform all such maintenance and repairs itself through its management company, or to select the contractor(s) of its choice in connection with all aspects of maintenance, repair and operation of the Common Driveway. #7426952 v3 30364-1078 3 b. That portion of the River Parc Property which is depicted as the "River Parc Driveway Extension", and that part of the MFV Property which is depicted as the "MFV Driveway Extension on Exhibit "D" attached here may be used solely by Brisas to access the Brisas Property. Brisas agrees to maintain the River Parc Driveway Extension and the MVF Driveway Extension in working condition and free of material defects, at its sole expense. c. Upon completion of the respective housing communities to be constructed on each Property, each of the Parties shall pay one third (1/3) of the operating and maintenance costs of the Common Driveway, including routine and extraordinary expenses of such maintenance and repair ("Operating Costs"); provided, however, that (a) any party using the Common Driveway in any negligent or willful manner, which causes damage to or disturbance of the Common Driveway shall be responsible for any extraordinary maintenance or repair associated with such damage or disturbance, and (b) neither Brisas nor Gallery shall have no obligation to contribute its share prior to receipt of a Certificate ,of Occupancy for its project to be constructed on its Property (and if Certificates of Occupancy are issued for two of the Properties, they shall each pay for one half (1/2) of the Operating Costs, pending the issuance of the Certificate of Occupancy for the third Property). MFV shall provide the other Parties with copies of all maintenance contracts and service agreements entered into that will generate fixed costs, and shall provide notice to the other parties prior to incurring any extraordinary costs for unanticipated service or repairs. MFV shall invoice the other Parties for all routine and extraordinary aspects of the use, maintenance or repair of the Common Driveway, and payment shall be made to MFV within ten (10) days following the date of any invoice for Operating Costs associated with the Common Driveway. Invoices shall include copies of all bills and statements pertaining to the Common Driveway for the billing period in question. MFV shall use reasonable efforts to tender invoices on a semi-annual basis but reserves the right to alter the billing period in,any manner consistent with its bookkeeping procedures. In the event MFV discovers that any previously tendered invoice was in an amount which was insufficient to cover the other Parties' respective shares of Operating Costs for any billing period, payment shall be made within ten (10) days following receipt of a supplemental invoice therefor. 5. Exercise of Utility Easements. With regard to the respective grants of easement rights for the purpose of access and connection to public or private utilities that do not have direct connections to the property owned by a Party, no Party shall exercise such rights in any way that will disturb any buildings, structures or other permanent improvements on the other Party's property or otherwise unduly interfere with the other Party's use and enjoyment of its own property. Any temporary disturbance of the surface required to install utility equipment shall be promptly repaired by the Party causing such disturbance, at its own expense. 6. Indemnity. Each of the Parties hereto agrees to indemnify the other and hold it harmless from and against any and all loss, cost, expense, claims or damages suffered by a Party as a result of the negligent or willful act or omission of the other, its employees, agents and contractors, as a result of the exercise of the rights and obligations of the Parties under this Agreement, except for any such liability, loss, damage, cost or expense as may arise in whole or #7426952 v3 30364-1078 4 in part from the acts of the Party seeking indemnification. Each Party shall obtain and maintain commercial general liability insurance which provides coverage for acts occurring not only on its own property but also on the other Properties in connection with the exercise of any of the easement rights granted herein, and shall name the other Parties as an additional insured. Further, each Party agrees to indemnify the others and hold them harmless from and against any and all loss, cost, expense, claims or damages arising from any construction liens placed on the other Properties by, any subcontractors or materialmen providing services or materials to them, respectively. 7. Successors and Assigns; No Merger. This Agreement shall bind, and the benefit thereof shall inure to, the respective successors and assigns of the Parties hereto. It is. expressly intended that there shall be no merger of the interests created by this Agreement arising as a result of any future common ownership of any of the Properties. 8. No Public Dedication. Nothing contained in this Agreement shall, in any way, be deemed or constituted a gift of or dedication of any portion of any lands described herein to the general public or for the benefit of the general public whatsoever, it being the intention of the Parties hereto that this Agreement shall be limited to and utilized for the purposes expressed herein and only for the benefit of the persons herein named. 9. Remedies. Upon a default by any Party hereto the non -defaulting Party shall have any and all remedies available at law or in equity; provided, however, that no Party shall have the right to invoke any equitable remedy which would deny another Party physical access to its property. 10. Enforcement. In the event it becomes necessary for any Party including the holder of any mortgage lien to defend or institute legal proceedings as a result of the failure of either Party to comply with the terms, covenants and conditions of this Agreement, the prevailing Party in such litigation shall recover from the other Party all costs and expenses incurred or expended in connection therewith, including, without limitation, reasonable attorneys' fees and costs, at all levels. 11. Notices to Mortgagees and Investor Members. Each of the Parties agrees to furnish duplicate copies of any notices of default delivered to the other, to the holder of any mortgage lien encumbering their respective properties, provided that the identity and address of such mortgagees have been made known to the Party sending any such notice. Copies of such notices shall also be delivered to the respective investor members of the Parties, provided that the identity and address of such members have been made known to the Party sending any such notices. 12. Amendment. The Parties hereto agree that this Agreement may not be amended, released or terminated without the prior written consent of (i) respective investor members of the Parties and (ii) the holder of any mortgage encumbering the property to be affected by such amendment. #7426952 v3 30364-1078 5 13. Third Party Beneficiary. So long as any mortgage loan remains outstanding with respect to any Property, or any amounts are owed to the holder(s) of such mortgages, such holder(s) shall be deemed ` an intended third -party beneficiary hereof and entitled to enforce -the provisions hereof. In addition, the respective investor members of the Parties, together with their partners, members or shareholder, as applicable, shall be deemed an intended third -party beneficiary hereof and entitled to enforce the provisions hereof. 14. No Partnership. None of the terms or provisions of this Agreement shall be deemed to create a partnership between or among the Parties in their respective businesses or otherwise, nor shall it cause them to be considered joint venturers or members of any joint enterprise. Each Party shall be considered a separate owner, and no Party shall have the right to act as an agent for another Party, unless expressly authorized to do so in this Agreement. 15. Interpretation. No provision of this Agreement will be interpreted in favor of, or against, either of the Parties hereto by reason of the extent to which any such Party or its counsel participated in the drafting thereof or by reason of the extent to which any such provision is inconsistent with any prior draft hereof or thereof. 16. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute a single document. 17. Notices. All notices, demands, requests or other communications required or permitted to be given hereunder shall be deemed delivered and received upon actual receipt or refusal to receive same, and shall be made by United States certified or registered mail, return receipt requested, by nationally recognized overnight courier service such as Federal Express, or by hand delivery, and shall be addressed to (a) the respective Parties at the addresses set forth in the preamble to this Agreement, (b) the investor members of the Parties, as specified in Section 10 above, and (c) the holder of any mortgage lien encumbering their respective properties, as provided in Section 10 above. 18. Entire Agreement. This Agreement constitutes the entire agreement between the Parties hereto relating in any manner to the subject matter of this Agreement. No prior agreement or understanding pertaining to same shall be valid or of any force or effect, and the covenants and. agreements herein contained cannot be altered, changed or supplemented except in writing and signed by the Parties hereto. 19. Severability. If any clause or provision of this Agreement is deemed illegal, invalid or unenforceable under present or future laws effective during the term hereof, then the validity of the remainder of this Agreement shall not be affected thereby and shall be legal, valid and enforceable. #7426952 v3 30364-1078 6 20. Venue; Jurisdiction. This Agreement shall be governed and construed in all respects in accordance with the laws of the State of Florida, without regard to its conflicts of laws provisions. Further, all Parties hereto agree to avail themselves of and submit to the personal jurisdiction of the Courts of the State of Florida in Miami -Dade County. 21. Bankruptcy. In the event of any bankruptcy affecting any Party hereto this Agreement shall, to the maximum extent permitted by law, run with the land and not be capable of rejection by the bankrupt debtor. SIGNATURES APPEAR ON FOLLOWING PAGES #7426952 v3 30364-1078 7 i IN WITNESS WHEREOF, the Parties hereto have duly executed this Agreement as of the date and year first set forth above. Witnesses: MFV: Print: WAR. A IkhG_p STATE OF FLORIDA COUNTY OF MIAMI-DADE MARTIN FINE VILLAS, LLC, a Florida limited liability company ,By: Martin Fine Villas Manager, LLC, a Florida liability company, its manager ) SS: By: 9ti Tony Del Pozzo, Vice President The foregoing instrument was acknowledged before me this `i day of bc,40,10, 2019, by Tony Del Pozzo, as Vice President of Martin Fine Villas Manager, LLC, a Florida limited liability company, the manager of Martin Fine Villas, LLC, a Florida limited liability company, on behalf of the companies. Personally Known OR Produced Identification Type of Identification Produced: #7426952 v3 30364-1078 „sNA Pu% VERONICA NARANJO sNotary Public:-StatA of Florida Commission # GG 286583 My Commission Expires December 26, 2022 Print or StName: Notary Public, State of Florida Commission No.: G U PS c0 5$3 My Commission Expires: (al a5--1 a2 8 Witnesses: GALLERY: Print:2RFIk[L. MkI4-c.p STATE OF FLORIDA COUNTY OF MIAMI-DADE ) ) SS: ) THE GALLERY AT RIVER PARC, LLC, a Florida limited liability company By: The Gallery at River Parc Manager, LLC, a Florida liability company, its manager By: 9-JP� Tony Del Pozzo, Vice President The foregoing instrument was acknowledged before me this L-j day ofba-o6er, 2019, by Tony Del Pozzo as Vice President of The Gallery at River Parc Manager, LLC, a Florida limited liability company, the manager of The Gallery at River Parc, LLC, a Florida limited liability company, on behalf of the companies. Personally Known OR Produced Identification Type of Identification Produced: #7426952 v3 _ 30364-1078 Commission No.: G U S(o5s3 My Commission Expires: la J WSJ 2a- 9 Witnesses: Print: 2J Rea., A? tFli STATE ,OF FLORIDA ) SS: COUNTY OF MIAMI-DADE BRISAS: BRISAS DEL RIO APARTMENTS, LLC, a Florida limited liability company By: Brisas del Rio Apartments Manager, LLC, a Florida liability company, its manager By: Tony Del Pozzo, Vice President The foregoing instrument was acknowledged before me this day OcAvov- 2019,9, by Tony Del Pozzo as Vice President of Brisas del Rio Apartments Manager, LLC, a Florida limited liability company, the manager of Brisas del Rio Apartments, LLC, a Florida limited liability company, on behalf of the companies. Personally Known OR Produced Identification Type of Identification Produced: #7426952 v3 30364-1078 P VERONICA NARANJO � 1PAY f/8i non -Notary Public -State of Florida *= Commission # GG 286583 ;hbl'P11�.a` My rnmmiaainn Fxpiraa Or 26, 2022 otary Public, tate of Florida Commission No.: Ca (PSfs 3 ,UFf. My Commission Expires: I ?1 ash a 10 Exhibit "A" MARTIN FINE VILLAS --PORTION REMAINING AFTER RELEASE OF GALLERY AT RIVER PARC A PARCEL OF LAND BEING A PORTION OF TRACT "A", MIAMI RIVER COMPLEX FLORIDA, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 92, AT PAGE 39, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, AND ALSO BEING A PORTION OF LOTS 7 AND 8, OF CORRECTED PLAT OF RIVERMONT, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK B, AT PAGE 95 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE SE CORNER OF SAID TRACT "A", THENCE RUN S88°50'45"W, ALONG THE SOUTHERLY LINE OF SAID TRACT "A", FOR A DISTANCE OF 301.87 FEET TO THE POINT OF BEGINNING; THENCE CONTINUE S88°50'45"W, ALONG SAID SOUTHERLY LINE OF TRACT "A", FOR A DISTANCE OF 24.00 FEET; RUN N00°00'00"W FOR A DISTANCE OF 335.42 FEET; THENCE RUN N67°21'34"W FOR A DISTANCE OF 21.92 FEET; THENCE RUN S00°38'51"W FOR A DISTANCE OF 85.95 FEET; THENCE RUN S90°00'00"W FOR A DISTANCE OF 159.45 FEET; THENCE RUN S00°06'04"W FOR A DISTANCE OF 6.11 FEET; THENCE N69°13'36"W, FOR A DISTANCE OF 184.77 FEET; THENCE RUN N23°53'09"E FOR A DISTANCE OF 293.03 FEET; THENCE RUN S67°46'32"E FOR A DISTANCE OF 233.63 FEET; THENCE RUN SOO°38'51"W FOR A DISTANCE OF 127.17 FEET; THENCE RUN S67°21'34"E FOR A DISTANCE OF 47.61 FEET; THENCE RUN S00°00'00"E FOR A DISTANCE OF 350.93 FEET TO THE POINT OF BEGINNING. #7426952 v3 30364-1078 11 Exhibit `B" THE GALLERY AT RIVER PARC GALLERY AT RIVER PARC A PARCEL OF LAND BEING A PORTION OF TRACT "A", MIAMI RIVER COMPLEX FLORIDA, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 92, AT PAGE 39, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, AND ALSO BEING A PORTION OF LOTS 7 & 8, OF CORRECTED PLAT OF RIVERMONT, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK B, AT PAGE E 95 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: PARCEL "1-A": COMMENCE AT THE SE CORNER OF SAID TRACT "A", THENCE RUN S88°50'45"W, ALONG THE SOUTHERLY LINE OF SAID TRACT "A", FOR A DISTANCE OF 24.51 FEET, TO THE POINT OF BEGINNING; THENCE CONTINUE S88°50'45"W, ALONG THE SOUTHERLY LINE OF SAID TRACT "A", FOR A DISTANCE OF 277.36 FEET; THENCE RUN N00°00'00"W FOR A DISTANCE OF 350.93 FEET; THENCE RUN N67°21'34"W FOR A DISTANCE OF 47.61 FEET; THENCE RUN N00°38'51"E FOR A DISTANCE OF 127.17 FEET; THENCE RUN S67°46'32"E FOR A DISTANCE OF 76.28 FEET; THENCE RUN S00°02'31 "E FOR A DISTANCE OF 159.48 FEET; THENCE RUN N89°58'31 "E FOR A DISTANCE OF 273.45 FEET; THENCE SOO°01'30"E, FOR A DISTANCE OF 277.61 FEET, TO A POINT OF TANGENCY OF A CIRCULAR CURVE CONCAVE TO THE NORTHWEST; THENCE ALONG THE ARC OF SAID CIRCULAR CURVE, HAVING FOR ITS ELEMENTS A RADIUS OF 25.00 FEET, A CENTRAL ANGLE OF 88°52'15", FOR AN ARC DISTANCE OF 38.78 FEET TO THE POINT OF BEGINNING. AND PARCEL "1-B": COMMENCE AT THE SE CORNER OF SAID TRACT "A", THENCE RUN S88°50'45"W, ALONG THE SOUTHERLY LINE OF SAID TRACT "A", FOR A DISTANCE OF 325.87 FEET, TO THE POINT OF BEGINNING; THENCE CONTINUE S88°50'45"W, ALONG THE SOUTHERLY LINE OF SAID TRACT "A", FOR A DISTANCE OF 181.15 FEET; THENCE RUN N00°06'04"E FOR A DISTANCE OF 261.56 FEET; THENCE RUN N90°00'00"E FOR A DISTANCE OF 159.45 FEET; THENCE RUN N00°3 8'S 1 "E FOR A DISTANCE OF 85.95 FEET; THENCE RUN S67°21'34"E FOR A DISTANCE OF 21.92 FEET; THENCE S00°00'00"E, FOR A DISTANCE OF 335.42 FEET TO THE POINT OF BEGINNING. #7426952 v3 30364-1078 12 EXHIBIT "C" BRISAS DEL RIO A PARCEL OF LAND BEING A PORTION OF TRACT "A", MIAMI RIVER COMPLEX FLORIDA, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 92, AT PAGE 39, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, AND ALSO BEING A PORTION OF LOT 7, OF CORRECTED PLAT OF RIVERMONT, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK B, AT PAGE 95 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE SE CORNER OF SAID TRACT "A", THENCE RUN N00°01'30"W, ALONG THE EASTERLY LINE OF SAID TRACT "A", FOR A DISTANCE OF 614.19 FEET, TO THE POINT OF BEGINNING; THENCE CONTINUE N00°01'30"W, FOR A DISTANCE OF 281.58 FEET; THENCE RUN N65°04'34"W FOR A DISTANCE OF 357.30 FEET; THENCE RUN S24°55'26"W FOR A DISTANCE OF 251.97 FEET; THENCE RUN N67°46'03"W FOR A DISTANCE OF 61.13 FEET; THENCE RUN 822°13'57"W FOR A DISTANCE OF 311.47 FEET; THENCE S67°46'03"E FOR A DISTANCE OF 30.11 FEET; THENCE RUN N23°53'09"E FOR A DISTANCE OF 40.94 FEET; THENCE RUN S67°46'32"E FOR A DISTANCE OF 225.85 FEET; THENCE RUN N22°35'15"E FOR A DISTANCE OF 246.55 FEET; THENCE RUN S67°24'44"E FOR A DISTANCE OF 277.86 FEET TO THE POINT OF BEGINNING. #7426952 v3 30364-1078 13 #7426952 v3 30364-1078 EXHIBIT "D" DEPICTION OF COMMON DRIVEWAY AND DRIVEWAY EXTENSION 14 w '(3 w of COMMON DRIVEWAY River Parc Driveway Extension 0 MFV Driveway Extension A+ 4 r1 El GotG� Mirn t Itca t JOINDER TO EASEMENT AGREEMENT BY MFV FIRST MORTGAGEE (Bond Loan; Martin Fine Villas) The undersigned, as Mortgagee under that certain Mortgage, Security Agreement and Assignment of Rents, Leases and Profits (Leasehold) dated as of March 1, 2017, from Martin Fine Villas, LLC, a Florida limited liability company, as mortgagor, to the Housing Finance Authority of Miami -Dade County (Florida), as mortgagee, recorded on March 6, 2017, in Official Records Book 30445, Page 4534; and as assigned by Assignment of Mortgage and Security Documents dated as of March 1, 2017, by the Housing Finance Authority of Miami - Dade County (Florida), as assignor, to The Bank of New York Mellon Trust Company, N.A., as Trustee, as assignee, recorded on March 6, 2017, in Official Records Book 30445, Page 4596, all of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Easement Agreement does hereby acknowledge that the terms of the Easement 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 2019. MORTGAGEE: The Bank of New York Mellon Trust Company, N.A., as Trustee By: Name: , Vice President ., STATE OF FLORIDA) COUNTY OF DUVAL) The foregoing instrument was acknowledged before me this of , 2019, by as Vice President of The Bank of New York Mellon Trust Company, N.A. ❑ Personally Known ❑ Produced Drivers License No. ❑ Produced: #7426952 v3 30364-1078 Print or Stamp Name: Notary Public, State of Florida at Large Commission No.: My Commission Expires: 15 JOINDER BY SECOND MORTGAGEE (County Loan) The undersigned, as Mortgagee under that certain Leasehold Mortgage and Security Agreement and Assignment of Leases, Rents and Profits dated March 3, 2017, by Martin Fine Villas, LLC, a Florida limited liability company, as mortgagor, in favor of Miami -Dade County, as mortgagee, recorded on March 6, 2017, in Official Records Book 30445, Page 4612, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Easement does hereby acknowledge that the terms of the Easement shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this day of , 2019. MORTGAGEE: Approved as to form and legal sufficiency: MIAMI-DADE COUNTY, a political subdivision of the State of Florida By: By: Asst. County Attorney Maurice L. Kemp, Deputy Mayor STATE OF FLORIDA ) COUNTY OF MIAMI-DADE) The foregoing instrument was acknowledged before me this of , 2019, by Maurice L. Kemp, Deputy Mayor of Miami -Dade County, a political subdivision of the State of Florida ❑ Personally Known ❑ Produced Drivers License No. ❑ Produced: #7426952 v3 30364-1078 Print or Stamp Name: Notary Public, State of Florida at Large Commission No.: My Commission Expires: 16 JOINDER BY THIRD MORTGAGEE (City Loan) The undersigned, as Mortgagee under that certain Leasehold Mortgage and Security Agreement for Martin Fine Villas, LLC dated as of February 23, 2017, by Martin Fine Villas, LLC, a Florida limited liability company, as mortgagor, to the City of Miami, as mortgagee, recorded on March 6, 2017, in Official Records Book 30445, Page 4671 of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Easement does hereby acknowledge that the terms of the Easement are and shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this day of , 2019. Appr ficiency: ttorney(?•A /?-as o/ Todd . nnon ity Clerk STATE OF FLORIDA ) COUNTY OF MIAMI-DADE) �, �f fore oing ins ent was acknowledged before me this�j of 2019, by �� I VU � f 4(jCh�� City of Miami, a municipal corporation of the Stat of Flonlda 1 MORTGAGEE: CITY OF MIAMI, a municipal corporation of the State of Florida By: Name: / ilio T. Gonzalerz.% Title: C. Manager Approved as to in, By: Ann -Marie Sharpe Director, Risk Man. ement .onally Known ❑ Produced Drivers License No. ❑ Produced: #7426952 v3 30364-1078 Pn'nt or Stamp Name: .G1 Notary Public, State of Florida at Large Commission No.: My Commission Expires: 17 EDITH Y. MCCRA" <. Notary Public — State o' F1 Commission # GG ' 7'..: -' My Comm. Expires Jar r.= "F .. 0, Bonded through Naoona- \.:3-: • CONSENT BY FEE OWNER MIAMI-DADE COUNTY, a political subdivision of the State of Florida, as the owner of fee simple title to the Property, hereby consents to the foregoing Easement and agrees to be bound thereby upon theexpiration or termination of any applicable ground lease of any of the Parties. Nothing herein shall be deemed to alter the terms of any of the respective the ground leases between the County and the respective Parties. Attest: MIAMI-DADE COUNTY, a political Harvey Ruvin, County Clerk subdivision of the State of Florida By: Deputy Clerk By: Maurice. L. Kemp Deputy Mayor Approved for legal sufficiency: By: Terrence Smith Assistant County Attorney STATE OF FLORIDA ) SS: COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me this day of , 2019, by Maurice L. Kemp as Deputy Mayor of MIAMI-DADE COUNTY, a political subdivision of the State of Florida. He is personally known to me or has produced as identification. #7426952 v3 30364-1078 Print or Stamp Name: Notary Public, State of Florida at Large Commission No.: My Commission Expires: 18 This Instrument Was Prepared By: Patricia K. Green, Esq. Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. 150 West Flagler St., Suite 2200 Miami, Florida 33130 Record and Return To: Patricia K. Green, Esq. Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. 150 West Flagler St., Suite 2200 Miami, Florida 33130 111111111111111111111111111111111111111111111 C.F11 2019W )74.72213 OR BK. 31709 Pss 2633-2651 (19Pss) RECORDED 12/02/2019 13:48:20 DEED DOC TAX $0.60 SURTAX $0.45 HARVEY RUVIN► CLERK OF COURT MIAMI-DADE COUNTY, FLORIDA EASEMENT AGREEMENT (Martin Fine, River Parc and Brisas del Rio) r� This Easement Agreement (the "Agreement") is made and entered into as of the 61 ay of NCB . , 2019 by and between: MARTIN FINE VILLAS, LLC, a Florida limited liability company ("MFV"); THE GALLERY AT RIVER PARC, LLC, a Florida limited liability company ("Gallery"); and BRISAS DEL RIO APARTMENTS, LLC, a Florida limited liability company ("Brisas") each having its principal office located at 315 South Biscayne Boulevard, Miami, FL 33131. RECITALS A. MFV is the owner of a leasehold interest in the property legally described on Exhibit "A" attached hereto and made a part hereof (the "MFV Property") pursuant to that certain lease by and between MFV, as lessee, and Miami -Dade County, a political subdivision of the State of Florida (the "County") as lessor, a Memorandum of which is recorded in Official Records Book 30118, at Page 2354, of the Public Records of Miami -Dade County, Florida. B. Gallery is the owner of a leasehold interest in the property legally described on Exhibit "B" attached hereto and made a part hereof (the "Gallery Property") pursuant to that certain Ground Lease dated as of Ncv, , 2019 by and between the County, as lessor, and Gallery, as lessee. #7426952 v3 30364-1078 1 Book31709/Page2633 CFN#20190747228 Page 1 of 19 C. Brisas is the owner of a leasehold interest in the property legally described on Exhibit "C" attached hereto and made a part hereof (the "Brisas Property") pursuant to that certain Ground Lease dated as of November 2, 2018, by and between the County, as lessor, and Brisas, as lessee. D. MFV, Gallery and Brisas are sometimes herein collectively referred to as the "Parties" and each, individually, as a "Party". The MFV Property, the Gallery Property and the Brisas Property are sometimes herein collectively referred to as the "Properties" and each, a "Property". E. For good and valuable consideration, each of the Parties has agreed to grant to the other Parties as an appurtenance to their respective properties, the non-exclusive easements described herein. AGREEMENT NOW, THEREFORE, in consideration of the sum of Ten Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereto agree as follows: 1. Recitals. The above recitals are true and correct and by this reference are incorporated as if fully set forth herein. 2. Access, Walkway, Parking, Recreational and Utility Easements. a. MFV hereby grants to each of Brisas and Gallery, for their use and benefit, and the use and benefit of their respective successors and assigns who acquire an interest in the Brisas Property or the Gallery Property, as applicable, and their tenants, agents, employees, customers and invitees, a non-exclusive easement (i) for vehicular and pedestrian ingress and egress over, across and through the driveways and sidewalks constructed from time to time within the MFV Property, (ii) for the purpose of access and connection to public or private utilities that do not have direct connections to the Brisas Property or Gallery Property, as applicable, (iii) for the use and enjoyment of the exterior recreational amenities constructed on the MFV Property now or in the future, including but not limited to car care areas, playgrounds, and similar exterior amenities (collectively, the "Recreational Facilities") and (iv) for parking in the spaces which are located on the MFV Property from time to time. b. Gallery hereby grants to each of Brisas and MFV, for their use and benefit, and the use and benefit of their respective successors and assigns who acquire an interest in the Brisas Property or the MFV Property, as applicable, and their tenants, agents, employees, customers and invitees, a non-exclusive easement (i) for vehicular and pedestrian ingress and egress over, across and through the driveways and sidewalks constructed from time to time within the #7426952 v3 30364-1078 2 Book31709/Page2634 CFN#20190747228 Page 2 of 19 Gallery Property, (ii) for the purpose of access and connection to public or private utilities that do not have direct connections to the Brisas Property or MFV Property, as applicable, (iii) for the use and enjoyment of the exterior Recreational Facilities constructed on the Gallery Property now or in the future and (iv) for parking in the spaces which are located on the Gallery Property from time to time. c. Brisas hereby grants to each of Gallery and MFV, for their use and benefit, and the use and benefit of their respective successors and assigns who acquire an interest in the Gallery Property or the MFV Property, as applicable, and their tenants, agents, employees, customers and invitees, a non-exclusive easement (i) for vehicular and pedestrian ingress and egress over, across and through the driveways and sidewalks constructed from time to time within the Brisas Property, (ii) for the purpose of access and connection to public or private utilities that do not have direct connections to the Gallery Property or MFV Property, as applicable, (iii) for the use and enjoyment of the exterior Recreational Facilities constructed on the Brisas Property now or in the future and (iv) for parking in the spaces which are located on the Brisas Property from time to time. 3. Maintenance. Each of the Parties agrees to maintain the driveways, sidewalks, parking spaces and Recreational Facilities within their respective Properties for the joint use thereof by the Parties hereto, in working condition and free of material defects, subject to occasional interruption of service due to (i) ordinary wear and tear and use thereof, (ii) routine or extraordinary maintenance or (iii) events beyond the reasonable control of each granting Party; ; provided, however, that any Party exercising the easement rights granted hereunder in any negligent or willful manner, which causes damage to or disturbance of the applicable Property shall be responsible for any extraordinary maintenance or repair associated with such damage or disturbance. Each Party shall have the right to perform all such maintenance and repairs itself through its management company, or to select the contractor(s) of its choice in connection with all aspects of maintenance, repair and operation of the driveways, sidewalks, parking spaces and Recreational Facilities. 4. Common Driveway and Driveway Extension; Shared Maintenance. a. That portion of the MFV Property which is depicted as the "Common Driveway" on Exhibit "D" attached here may be used by all of the Parties to access their respective Properties. MFV agrees to maintain the Common Driveway for the joint use thereof by the Parties hereto, in working condition and free of material defects, subject to occasional interruption of service due to (i) ordinary wear and tear and use thereof, (ii) routine or extraordinary maintenance or (iii) events beyond the reasonable control of MFV. MFV shall have the right to perform all such maintenance and repairs itself through its management company, or to select the contractor(s) of its choice in connection with all aspects of maintenance, repair and operation of the Common Driveway. #7426952 v3 30364-1078 3 Book31709/Page2635 CFN#20190747228 Page 3 of 19 b. That portion of the River Parc Property which is depicted as the "River Parc Driveway Extension", and that part of the MFV Property which is depicted as the "MFV Driveway Extension on Exhibit "D" attached here may be used solely by Brisas to access the Brisas Property. Brisas agrees to maintain the River Parc Driveway Extension and the MVF Driveway Extension in working condition and free of material defects, at its sole expense. c. Upon completion of the respective housing communities to be constructed on each Property, each of the Parties shall pay one third (1/3) of the operating and maintenance costs of the Common Driveway, including routine and extraordinary expenses of such maintenance and repair ("Operating Costs"); provided, however, that (a) any party using the Common Driveway in any negligent or willful manner, which causes damage to or disturbance of the Common Driveway shall be responsible for any extraordinary maintenance or repair associated with such damage or disturbance, and (b) neither Brisas nor Gallery shall have no obligation to contribute its share prior to receipt of a Certificate of Occupancy for its project to be constructed on its Property (and if Certificates of Occupancy are issued for two of the Properties, they shall each pay for one half (1/2) of the Operating Costs, pending the issuance of the Certificate of Occupancy for the third Property). MFV shall provide the other Parties with copies of all maintenance contracts and service agreements entered into that will generate fixed costs, and shall provide notice to the other parties prior to incurring any extraordinary costs for unanticipated service or repairs. MFV shall invoice the other Parties for all routine and extraordinary aspects of the use, maintenance or repair of the Common Driveway, and payment shall be made to MFV within ten (10) days following the date of any invoice for Operating Costs associated with the Common Driveway. Invoices shall include copies of all bills and statements pertaining to the Common Driveway for the billing period in question. MFV shall use reasonable efforts to tender invoices on a semi-annual basis but reserves the right to alter the billing period in any manner consistent with its bookkeeping procedures. In the event MFV discovers that any previously tendered invoice was in an amount which was insufficient to cover the other Parties' respective shares of Operating Costs for any billing period, payment shall be made within ten (10) days following receipt of a supplemental invoice therefor. 5. Exercise of Utility Easements. With regard to the respective grants of easement rights for the purpose of access and connection to public or private utilities that do not have direct connections to the property owned by a Party, no Party shall exercise such rights in any way that will disturb any buildings, structures or other permanent improvements on the other Party's property or otherwise unduly interfere with the other Party's use and enjoyment of its own property. Any temporary disturbance of the surface required to install utility equipment shall be promptly repaired by the Party causing such disturbance, at its own expense. 6. Indemnity. Each of the Parties hereto agrees to indemnify the other and hold it harmless from and against any and all loss, cost, expense, claims or damages suffered by a Party as a result of the negligent or willful act or omission of the other, its employees, agents and contractors, as a result of the exercise of the rights and obligations of the Parties under this Agreement, except for any such liability, loss, damage, cost or expense as may arise in whole or #7426952 v3 30364-1078 4 Book31709/Page2636 CFN#20190747228 Page 4 of 19 in part from the acts of the Party seeking indemnification. Each Party shall obtain and maintain commercial general liability insurance which provides coverage for acts occurring not only on its own property but also on the other Properties in connection with the exercise of any of the easement rights granted herein, and shall name the other Parties as an additional insured. Further, each Party agrees to indemnify the others and hold them harmless from and against any and all loss, cost, expense, claims or damages arising from any construction liens placed on the other Properties by any subcontractors or materialmen providing services or materials to them, respectively. 7. Successors and Assigns; No Merger. This Agreement shall bind, and the benefit thereof shall inure to, the respective successors and assigns of the Parties hereto. It is expressly intended that there shall be no merger of the interests created by this Agreement arising as a result of any future common ownership of any of the Properties. 8. No Public Dedication. Nothing contained in this Agreement shall, in any way, be deemed or constituted a gift of or dedication of any portion of any lands described herein to the general public or for the benefit of the general public whatsoever, it being the intention of the Parties hereto that this Agreement shall be limited to and utilized for the purposes expressed herein and only for the benefit of the persons herein named. 9. Remedies. Upon a default by any Party hereto the non -defaulting Party shall have any and all remedies available at law or in equity; provided, however, that no Party shall have the right to invoke any equitable remedy which would deny another Party physical access to its property. 10. Enforcement. In the event it becomes necessary for any Party including the holder of any mortgage lien to defend or institute legal proceedings as a result of the failure of either Party to comply with the terms, covenants and conditions of this Agreement, the prevailing Party in such litigation shall recover from the other Party all costs and expenses incurred or expended in connection therewith, including, without limitation, reasonable attorneys' fees and costs, at all levels. 11. Notices to Mortgagees and Investor Members. Each of the Parties agrees to furnish duplicate copies of any notices of default delivered to the other, to the holder of any mortgage lien encumbering their respective properties, provided that the identity and address of such mortgagees have been made known to the Party sending any such notice. Copies of such notices shall also be delivered to the respective investor members of the Parties, provided that the identity and address of such members have been made known to the Party sending any such notices. 12. Amendment. The Parties hereto agree that this Agreement may not be amended, released or terminated without the prior written consent of (i) respective investor members of the Parties and (ii) the holder of any mortgage encumbering the property to be affected by such amendment. #7426952 v3 30364-1078 5 Book31709/Page2637 CFN#20190747228 Page 5 of 19 13. Third Party Beneficiary. So long as any mortgage loan remains outstanding with respect to any Property, or any amounts are owed to the holder(s) of such mortgages, such holder(s) shall be deemed an intended third -party beneficiary hereof and entitled to enforce the provisions hereof. In addition, the respective investor members of the Parties, together with their partners, members or shareholder, as applicable, shall be deemed an intended third -party beneficiary hereof and entitled to enforce the provisions hereof. 14. No Partnership. None of the terms or provisions of this Agreement shall be deemed to create a partnership between or among the Parties in their respective businesses or otherwise, nor shall it cause them to be considered joint venturers or members of any joint enterprise. Each Party shall be considered a separate owner, and no Party shall have the right to act as an agent for another Party, unless expressly authorized to do so in this Agreement. 15. Interpretation. No provision of this Agreement will be interpreted in favor of, or against, either of the Parties hereto by reason of the extent to which any such Party or its counsel participated in the drafting thereof or by reason of the extent to which any such provision is inconsistent with any prior draft hereof or thereof. 16. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute a single document. 17. Notices. All notices, demands, requests or other communications required or permitted to be given hereunder shall be deemed delivered and received upon actual receipt or refusal to receive same, and shall be made by United States certified or registered mail, return receipt requested, by nationally recognized overnight courier service such as Federal Express, or by hand delivery, and shall be addressed to (a) the respective Parties at the addresses set forth in the preamble to this Agreement, (b) the investor members of the Parties, as specified in Section 10 above, and (c) the holder of any mortgage lien encumbering their respective properties, as provided in Section 10 above. 18. Entire Agreement. This Agreement constitutes the entire agreement between the Parties hereto relating in any manner to the subject matter of this Agreement. No prior agreement or understanding pertaining to same shall be valid or of any force or effect, and the covenants and agreements herein contained cannot be altered, changed or supplemented except in writing and signed by the Parties hereto. 19. Severability. If any clause or provision of this Agreement is deemed illegal, invalid or unenforceable under present or future laws effective during the term hereof, then the validity of the remainder of this Agreement shall not be affected thereby and shall be legal, valid and enforceable. #7426952 v3 30364-1078 6 Book31709/Page2638 CFN#20190747228 Page 6 of 19 20. Venue., Jurisdiction. This Agreement shall be governed and construed in all respects in accordance with the laws of the State of Florida, without regard to its conflicts of laws provisions. Further, all Parties hereto agree to avail themselves of and submit to the personal jurisdiction of the Courts of the State of Florida in Miami -Dade County. 21. Bankruptcy. In the event of any bankruptcy affecting any Party hereto this Agreement shall, to the maximum extent permitted by law, run with the land and not be capable of rejection by the bankrupt debtor. #7426952 v3 30364-1078 SIGNATURES APPEAR ON FOLLOWING PAGES 7 Book31709/Page2639 CFN#20190747228 Page 7 of 19 IN WITNESS WHEREOF, the Parties hereto have duly executed this Agreement as of the date and year first set forth above. Witnesses: MFV: Print: Z.A-FOr1'L MA-CIE-9 pat t4-i r V•a. STATE OF FLORIDA COUNTY OF MIAMI-DADE MARTIN FINE VILLAS, LLC, a Florida limited liability company By: Martin Fine Villas Manager, LLC, a Florida liability company, its manager ) SS: By: Tony Del Pozzo, Vice President The foregoing instrument was acknowledged before me this < day of 2019, by Tony Del Pozzo, as Vice President of Martin Fine Villas Manager, LLC, a Florida limited liability company, the manager of Martin Fine Villas, LLC, a Florida limited liability company, on behalf of the companies. Personally Known OR Produced Identification Type of Identification Pro ,,„L. VERoruCA NARANJO , r`�;,Notary Public -State of Florida Commission # GG 286583 'P4 My Commission Expires O"`�` December 25, 2022 Anna ` #7426952 v3 30364-1078 n or tamp Name: Notary Public, State of Florida Commission No.: 6 LL a &Go 5�3 My Commission Expires: 1 Di �S, 8 Book31709/Page2640 CFN#20190747228 Page 8 of 19 Witnesses: GALLERY: Print: 7.-A FPt 2. kNMEi nnt: 744(.1,61- V 4a STATE OF FLORIDA COUNTY OF MIAMI-DADE ) SS: THE GALLERY AT RIVER PARC, LLC, a Florida limited liability company By: The Gallery at River Parc Manager, LLC, a Florida liability company, its manager By: -1 'q,(La,,- Tony Del Pozzo, Vice President The foregoing instrument was acknowledged before me this '71' day off✓, 2019, by Tony Del Pozzo as Vice President of The Gallery at River Parc Manager, LLC, a Florida limited liability company, the manager of The Gallery at River Parc, LLC, a Florida limited liability company, on behalf of the companies. Personally Known OR Produced Identification Type of Identification Produced: N7426952 v3 30364-1078 VERONICA NARANJO "',Notary Public -State of Florida Commission # GG 286583 l • ',> M emion Expiro3 int orSm��taan rsom22 1Ctftarg'r tirlic, tate orrrorrda Commission No.: Fs to5S 3 My Commission Expires: 1?( 2 S` 2 2 9 Book31709/Page2641 CFN#20190747228 Page 9 of 19 Witnesses: Print: 2-A Mt— MINED STATE OF FLORIDA ) SS: COUNTY OF MIAMI-DADE BRISAS: BRISAS DEL RIO APARTMENTS, LLC, a Florida limited liability company By: Brisas del Rio Apartments Manager, LLC, a Florida liability company, its manager By: Tony Del Pozzo, Vice President The foregoing instrument was acknowledged before me this $ day of QC-4doej( 2019, by Tony Del Pozzo as Vice President of Brisas del Rio Apartments Manager, LLC, a Florida limited liability company, the manager of Brisas del Rio Apartments, LLC, a Florida limited liability company, on behalf of the companies. Personally Known v OR Produced Identification Type of Identification Pro #7426952 v3 30364-1078 VERONICA NAI-SAN1J0 4Ja/pr n 9 ice.of /'i" • Commissionii,f,..,Notary Public-S# GG 286583a My Commission Expires Notary Public, State of Florida Commission No.: (C aV° �� 3 My Commission Expires: 1 a a� 10 Book31709/Page2642 CFN#20190747228 Page 10 of 19 Exhibit "A" MARTIN FINE VILLAS --PORTION REMAINING AFTER RELEASE OF GALLERY AT RIVER PARC A PARCEL OF LAND BEING A PORTION OF TRACT "A", MIAMI RIVER COMPLEX FLORIDA, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 92, AT PAGE 39, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, AND ALSO BEING A PORTION OF LOTS 7 AND 8, OF CORRECTED PLAT OF RIVERMONT, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK B, AT PAGE 95 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: COMMENCE AT THE SE CORNER OF SAID TRACT "A", THENCE RUN S88°50'45"W, ALONG THE SOUTHERLY LINE OF SAID TRACT "A", FOR A DISTANCE OF 301.87 FEET TO THE POINT OF BEGINNING; THENCE CONTINUE S88°50'45"W, ALONG SAID SOUTHERLY LINE OF TRACT "A", FOR A DISTANCE OF 24.00 FEET; RUN N00°00'00"W FOR A DISTANCE OF 335.42 FEET; THENCE RUN N67°21'34"W FOR A DISTANCE OF 21.92 FEET; THENCE RUN S00°38'51"W FOR A DISTANCE OF 85.95 FEET; THENCE RUN S90°00'00"W FOR A DISTANCE OF 159.45 FEET; THENCE RUN SOO°06'04"W FOR A DISTANCE OF 6.11 FEET; THENCE N69°13'36"W, FOR A DISTANCE OF 184.77 FEET; THENCE RUN N23°53'09"E FOR A DISTANCE OF 293.03 FEET; THENCE RUN S67°46'32"E FOR A DISTANCE OF 233.63 FEET; THENCE RUN SOO°38'51"W FOR A DISTANCE OF 127.17 FEET; THENCE RUN S67°21'34"E FOR A DISTANCE OF 47.61 FEET; THENCE RUN S00°00'00"E FOR A DISTANCE OF 350.93 FEET TO THE POINT OF BEGINNING. #7426952 v3 30364-1078 11 Book31709/Page2643 CFN#20190747228 Page 11 of 19 Exhibit "B" THE GALLERY AT RIVER PARC GALLERY AT RIVER PARC A PARCEL OF LAND BEING A PORTION OF TRACT "A", MIAMI RIVER COMPLEX FLORIDA, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 92, AT PAGE 39, OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, AND ALSO BEING A PORTION OF LOTS 7 & 8, OF CORRECTED PLAT OF RIVERMONT, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK B, AT PAGE 95 OF THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: PARCEL "1-A": COMMENCE AT THE SE CORNER OF SAID TRACT "A", THENCE RUN S88°50'45"W, ALONG THE SOUTHERLY LINE OF SAID TRACT "A", FOR A DISTANCE OF 24.51 FEET, TO THE POINT OF BEGINNING; THENCE CONTINUE S88°50'45"W, ALONG THE SOUTHERLY LINE OF SAID TRACT "A", FOR A DISTANCE OF 277.36 FEET; THENCE RUN N00°00'00"W FOR A DISTANCE OF 350.93 FEET; THENCE RUN N67°21'34"W FOR A DISTANCE OF 47.61 FEET; THENCE RUN N00°38'51 "E FOR A DISTANCE OF 127.17 FEET; THENCE RUN S67°46'32"E FOR A DISTANCE OF 76.28 FEET; THENCE RUN S00°02'31 "E FOR A DISTANCE OF 159.48 FEET; THENCE RUN N89°58'31 "E FOR A DISTANCE OF 273.45 FEET; THENCE SOO°01'30"E, FOR A DISTANCE OF 277.61 FEET, TO A POINT OF TANGENCY OF A CIRCULAR CURVE CONCAVE TO THE NORTHWEST; THENCE ALONG THE ARC OF SAID CIRCULAR CURVE, HAVING FOR ITS ELEMENTS A RADIUS OF 25.00 FEET, A CENTRAL ANGLE OF 88°52'15", FOR AN ARC DISTANCE OF 38.78 FEET TO THE POINT OF BEGINNING. AND PARCEL "1-B": COMMENCE AT THE SE CORNER OF SAID TRACT "A", THENCE RUN S88°50'45"W, ALONG THE SOUTHERLY LINE OF SAID TRACT "A", FOR A DISTANCE OF 325.87 FEET, TO THE POINT OF BEGINNING; THENCE CONTINUE S88°50'45"W, ALONG THE SOUTHERLY LINE OF SAID TRACT "A", FOR A DISTANCE OF 181.15 FEET; THENCE RUN NOO°06'04"E FOR A DISTANCE OF 261.56 FEET; THENCE RUN N90°00'00"E FOR A DISTANCE OF 159.45 FEET; THENCE RUN N00°38'51 "E FOR A DISTANCE OF 85.95 FEET; THENCE RUN S67°21'34"E FOR A DISTANCE OF 21.92 FEET; THENCE S00°00'00"E, FOR A DISTANCE OF 335.42 FEET TO THE POINT OF BEGINNING. #7426952 v3 30364-1078 12 Book31709/Page2644 CFN#20190747228 Page 12 of 19 EXHIBIT "C" BRISAS DEL RIO A PARCEL OF LAND BEING A PORTION OF TRACT W. MIAMI :RIVER COMPLEX FLORIDA, ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK•92, AT PAGE 39, OF THE PUBLIC RECORDS OF:MIAMI-DADE COUNTY, FLORIDA, AND ALSO BEING A PORTION OF LOT 7, OF CORRECTED PLAT OF RIVERMONT, ACCORDING TO THE PLAT THEREOF, AS: RECORDED IN PLAT BOOK,B,; AT PAGE 95 OF THE PUBLIC. RECORDS OF MIAMI-DADE COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS. COMMENCE AT THE SE CORNER OF SAID TRACT "A", THENCE RUN NOO°01 `30"W, ALONG THE EASTERLY LINE OF SAID TRACT "A", FOR A DISTANCE OF 814.19 FEET, TO THE POINT OF BEGINNING; THENCE CONTINUE NOO°01'30'W, FOR A DISTANCE OF 281.58' FEET; THENCE RUN N65°04'34"W FOR A. DISTANCE OF 357.30 FEET; THENCE RUN S24°55'26"W FOR A DISTANCE OF 251.07 FEET; THENCE RUN N87°46103' W FOR A DISTANCE OF 61.13 FEET; THENCE RUN S22°13'57"W FOR A DISTANCE OF 311.47 FEET;; THENCE S67°46'03"E FORA DISTANCE OF 3011 FEET; THENCE RUN N23°53'09"E FOR A DISTANCE OF 40.94 FEET;`THENCE RUN S67°46'32"E FOR A DISTANCE OF 225.85 FEET; THENCE RUN N22°35'1.5"E FOR A DISTANCE OF'246.55 FEET; THENCE RUN S67°24'44"E FOR A DISTANCE OF 277.86'FEET TO THE. POINT OF BEGINNING. #7426952 v3 30364-1078 13 Book31709/Page2645 CFN#20190747228 Page 13 of 19 #7426952 v3 30364-1078 EXHIBIT "D" DEPICTION OF COMMON DRIVEWAY AND DRIVEWAY EXTENSION ia-1-taQ,kve 0( . 14 Book31709/Page2646 CFN#20190747228 Page 14 of 19 •i r Ott I;O 4 .97 COMMON DRIVEWAY VACUUM MAKER. VC OF ftW SOLW+ E8 River Parc Driveway Extension 0 t MFV Driveway Extension 0 t i6'CI Book31709/Page2647 CFN#20190747228 Page 15 of 19 JOINDER TO EASEMENT AGREEMENT BY MFV FIRST MORTGAGEE (Bond Loan; Martin Fine Villas) The undersigned, as Mortgagee under that certain Mortgage, Security Agreement and Assignment of Rents, Leases and Profits (Leasehold) dated as of March 1, 2017, from Martin Fine Villas, LLC, a Florida limited liability company, as mortgagor, to the Housing Finance Authority of Miami -Dade County (Florida), as mortgagee, recorded on March 6, 2017, in Official Records Book 30445, Page 4534; and as assigned by Assignment of Mortgage and Security Documents dated as of March 1, 2017, by the Housing Finance Authority of Miami - Dade County (Florida), as assignor, to The Bank of New York Mellon Trust Company, N.A., as Trustee, as assignee, recorded on March 6, 2017, in Official Records Book 30445, Page 4596, all of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Easement Agreement does hereby acknowledge that the terms of the Easement Agreement are and shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this 17th day of September , 2019. MORTGAGEE: The Bank of New York Mellon Trust Company, N.A., as Trustee Name: Nathan Turner , Vice President STATE OF FLORIDA) COUNTY OF DUVAL) The foregoing instrument was acknowledged before me this 17th of September , 2019, by Nathan Turner as Vice President of The Bank of New York Mellon Trust Company, N.A. ® Personally Known [] Produced Drivers License No. Produced: N7426952 v3 30364-1078 Charles G. Nelson NOTARY PUBLIC pp . STATE OF FLORIDAt or Stamp Name: Charles G. Nelson Comm* GG057445 NOtary Public, State of Florida at Large Expires 12/22/2000mmission No.: GG OS 7l f C/ j My Commission Expires: I?, ) Li20?c., 15 Book31709/Page2648 CFN#20190747228 Page 16 of 19 JOINDER BY SECOND MORTGAGEE (County Loan) The undersigned, as Mortgagee under that certain Leasehold Mortgage and Security Agreement and Assignment of Leases, Rents and Profits dated March 3, 2017, by Martin Fine Villas, LLC, a Florida limited liability company, as mortgagor, in favor of Miami -Dade County, as mortgagee, recorded on March 6, 2017, in Official Records Book 30445, Page 4612, of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Easement does hereby acknowledge that the terms of the Easement shall be binding upon the undersigned and its successors in title. / 61- , IN WITNESS WHEREOF, these presents have been executed this ` day of Si 019. Approved as to MORTGAGEE: form and legal sufficiency: MIAMI-DADE COUNTY, a . elitical subdivisio . o the t e of F I. a B Asst. Cuunty"Attomey metnC.ti A. Sccii STATE OF FLORIDA ) COUNTY OF MIAMI-DADE) By: Maurice L. Kemp, Deputy Mayor The foregoing instrument was acknowledged before me this Maurice L. Kemp, Deputy Mayor of Miami -Dade County, a political subdivision of Florida KPersonally Known ❑ roduced Drivers License No. ❑ Produced: Deputy Clerk #7426952 v3 30364-1078 tamp Name: ublic, State of Flbrida at Large sion No.: My Commission E GOMM1S MIo i<61 16 , 2019, by he State of YVONNE RAMIREZ Notary Public -State of Florida Commission # GG 290774 My Commission Expires ,,,, January 13, 2023 Book31709/Page2649 CFN#20190747228 Page 17 of 19 JOINDER BY THIRD MORTGAGEE (City Loan) The undersigned, as Mortgagee under that certain Leasehold Mortgage and Security Agreement for Martin Fine Villas, LLC dated as of February 23, 2017, by Martin Fine Villas, LLC, a Florida limited liability company, as mortgagor, to the City of Miami, as mortgagee, recorded on March 6, 2017, in Official Records Book 30445, Page 4671 of the Public Records of Miami -Dade County, Florida, covering all/or a portion of the property described in the foregoing Easement does hereby acknowledge that the terms of the Easement are and shall be binding upon the undersigned and its successors in title. IN WITNESS WHEREOF, these presents have been executed this 6141 day of 14(,)( ftbA4'2019. ved as to orm and le • . sufficiency: By: Victoria M MORTGAGEE: CITY OF MIAMI, a municipal corporation of the State of Florida ty Attorney By: d ON Name: I : _ ::. r. 4,T/ /83so Title: fy Manager/ Approved as tc tnsur on, City Clerk STATE OF FLORIDA ) COUNTY OF MIAMI-DADE) By: Ann -Marie Sharp Director, Risk ent ts: TIN foregoing instrument was acknowledged before me this o?J of/t'4't`2U , 2019, by 15)-tiL ! V Gt t ( as City of Miami, a municipal corporation of the Statt of Florida Personally Known ❑ Produced Drivers License No. ❑ Produced: #7426952 v3 30364-1078 ./tice6o44 rint or Stamp Name: Notary Public, State of Florida at Large Commission No.: My Commission Expires: 17 EDITH Y MCCRAY Notary Public - State of Florida Corrrriasior a GG 178989 Corrrr. Expires Jar 24.2022 • -CST: ^_y^ Name \C2r.:.SBn. • EDITH Y. Mf ,37# Ao{ary PLbf14 --ItUsteorReivg Cotrmtraell-f #63G lneet Comm. EOM Jan 24. V,: _rcec :•r.i7i'Want Now', s Book31709/Page2650 CFN#20190747228 Page 18 of 19 OR BK 31709 PG 2651 LAST PAGE CONSENT BY FEE OWNER MIAMI-DADE COUNTY, a political subdivision of the State of Florida, as the owner of fee simple title to the Property, hereby consents to the foregoing Easement and agrees to be bound thereby upon the expiration or termination of any applicable ground lease of any of the Parties. Nothing herein shall be deemed to alter the terms of any of the respective the ground leases between the County and the respective Parties. Attest: Harvey Ruvin, By: Deput Approved for legal suf iency: By: Terrence Smith Assistant County Attorney STATE OF FLORIDA COUNTY OF MIAMI-DADE AA1 AA :�ical su: MIAMI-DADE COUNTY, a political subdivision of the State of Florida By: Maurice L. Kemp Deputy Mayor coway ` 2 p .—Im cr e foregoing instrument was acknowledged before me this 1 day of , 2019 by Maurice L. Kemp as Deputy Mayor of MIAMI-DADE COUNTY, a division of the State of Florida. He is personally known to me or has produced t r Stamp Name: N . tary ' ublic, State of C 6 u uu ' ion No.: My Commission Expire #7426952 v3 30364-1078 18 as identification. 10. I L►►` ]�M f _I " to " YVONNE RAMIREZ s.r ;Notary Public -State of Florida .16 •= Commission # GG 290774 My Commission 202 Expires January Book31709/Page2651 CFN#20190747228 Page 19 of 19