HomeMy WebLinkAbout23857AGREEMENT INFORMATION
AGREEMENT NUMBER
23857
NAME/TYPE OF AGREEMENT
OMNI CRA & WYNWOOD HAUS, LLC
DESCRIPTION
RENT REGULATORY AGREEMENTNVYNWOOD HAUS
PROJECT/FILE ID: 7929/CRA-R-20-0014
EFFECTIVE DATE
April 12, 2022
ATTESTED BY
TODD B. HANNON
ATTESTED DATE
4/12/2022
DATE RECEIVED FROM ISSUING
DEPT.
4/12/2022
NOTE
2 3 c3S-4-4-
Prepared by,
Saul Ewing Arnstein &Lehr LLP
701 Brickell Avenue
17th Floor
Miami, Florida 33131
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 folio numbers: 01-3136-003-0140, 01-3136-003-0150, 01-3136-003-0160, 01-3136-003-0170, 01-3136-003-0180,
and 01-3136-003-0190
RENT REGULATORY AGREEMENT FOR
WYNWOOD HAUS
THIS RENT REGULATORY AGREEMENT ("Regulatory Agreement") is entered into this 1 day
of ; , , 2022, between WYNWOOD HAUS, LLC, a Florida limited liability company, its
assigns or successors in interest, with a principal office located at 350 NE 24th Street; Suite 108; Miami,
Florida 33137 (hereinafter referred to as "Developer") and the OMNI COMMUNITY
REDEVELOPMENT AGENCY, a public agency and body corporate created by the City of Miami (the
"City") pursuant to Florida Statutes Section 163.356, with a principal office located at 1401 N. Miami
Avenue, 2nd Floor, Miami, Florida 33136 (hereinafter the "CRA").
The execution of this Regulatory Agreement by the Developer is in connection with and contingent
on the grant (the "Grant") and use of CRA funds, as authorized pursuant to Resolution No. CRA-R-20-0015
and CRA-R-20-0014 adopted September 24, 2020, subject to the terms and conditions provided in the
Economic Incentive Agreement to be executed by the Developer and the CRA (the "Agreement"), for the
construction of a total of One Hundred (100) affordable workforce CRA-assisted units (the "CRA-Assisted
Units") of that certain project known as Wynwood Haus located at the property identified by folio numbers
01-3136-003-0140, 01-3136-003-0150, 01-3136-003-0160, 01-3136-003-0170, 01-3136-003-0180, and 01-
3136-003-0190, Miami, Florida. The project means the Improvements constituting a mixed -income and
mixed -use project consisting of up to approximately Five Thousand Two Hundred (5,200) square feet of
ground floor retail, and Two Hundred and Twenty -Four (224) units of which One Hundred (100) units are
affordable and workforce housing, located on the property identified by folio numbers: 01-3136-003-0140,
01-3136-003-0150, 01-3136-003-0160, 01-3136-003-0170, 01-3136-003-0180, and 01-3136-003-0190
within the Redevelopment Area. ( the "Project")
In accordance with the requirements set forth in (i) the Agreement for the Funds and the Incentive
Payments based on the Incremental TIP (each of those terms as defined in the Agreement) the Project creates,
and (ii) the other documents of even date therewith between the Developer and the CRA, One Hundred
(100) units are considered "CRA-Assisted" and all of the CRA-Assisted Units are subject to the restrictions
provided in this Regulatory Agreement recorded on the subject property as legally described on Exhibit "A"
of this Regulatory Agreement, attached and incorporated herein by this reference. The Project will, during
the Affordability Period (as defined below), maintain the following unit mix structure:
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Total
Studios 1-Bedrooms 2 Bedrooms
Total Units 224 100% 42 126 56
Market Rate 124 55% 6 81 37
Affordable to Residents at 100% AMI 31 14% 22 9 0
Affordable to Residents at 120% AMI 44 20% 14 22 8
Affordable to Residents at 140% AMI 25 11% 0 14 11
Total Workforce
100 45%
36 45 19
Developer hereby agrees to the following terms, conditions and covenants until the end of the
Affordability Period:
(1) New -Tenant Occupancy Requirements. When an existing tenant
vacates its unit, such unit (or any other unit with an equivalent configuration) shall thereafter be
made available to tenants who qualify under the occupancy requirements of the CRA-Assisted
Unit requirements as set forth in this Regulatory Agreement as follows:
a. Maximum Rent Levels. The rents charged on all CRA-Assisted Units shall
be subject to this Regulatory Agreement. The monthly base rent charged on CRA- Assisted Units as
described by the Unit Mix are subject to the maximum income levels and maximum rents published by the
United States Department of Housing and Urban Development ("HUD") based on the adjusted median
income, as adjusted for family size, established by HUD for Miami -Dade County, Florida (as adjusted by
HUD from time to time, the "AMI").
In no event will the monthly base rent on a CRA-Assisted Unit exceed the maximum rent levels as
provided for in this Paragraph (1)(a). The monthly base rents shall not be adjusted for changes in tenants
income or HUD published maximum rents prior to the expiration of each tenant's then current term,
excluding any future renewal options or extensions, if any, or the termination of such lease, as applicable.
Subject to Sections 5.5 and 13 of the Agreement, the Project will maintain the Unit -Mix until the earlier to
occur of (i) the expiration of the life of the CRA, or (ii) July 7, 2047. As HUD adjusts the AMI, the Projects
income level restrictions and rents will be adjusted accordingly.
b. Income Re -certification. Tenant income restrictions for CRA- Assisted
Units shall be certified by the Developer annually on the anniversary of each tenant's lease and maintained
in the tenant file, subject to inspection by the CRA, in accordance with Paragraph (4) of this Regulatory
Agreement.
c. Deposits and Pre -payments. Developer shall not require, as a condition of
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occupancy or leasing of any CRA-Assisted Unit, any other consideration or deposit from the tenant, except
for the prepayment of one month's rent, a security deposit not to exceed one additional month's rent and, if
applicable, a one-time pet fee not to exceed Three Hundred Dollars ($300.00).
(2) Prohibited Lease Provisions. The Developer's leases for CRA-
Assisted Units shall not contain any of the following provisions:
a. Agreement to be sued. A tenant lease may not contain a provision whereby the
tenant agrees to be sued, admits guilt or consents to judgment in favor of the
landlord in a lawsuit brought in connection with the lease.
b. Agreement regarding treatment of property. A tenant lease may not contain a
provision whereby the tenant agrees that the landlord may take, hold or sell personal
property of the tenant household without notice and a court decision. This
prohibition does not apply to personal property remaining in the unit after the tenant
has moved out.
c. Waiver of notice. A tenant lease may not contain a provision whereby the tenant
agrees that the landlord may institute a lawsuit without notice to the tenant.
d. Waiver of legal proceedings. A tenant lease may not contain a provision whereby
the tenant agrees that the landlord may evict the tenant or a household member
without instituting a civil court proceeding in which the tenant has the opportunity
to present a defense or before a court decision on the rights of the parties.
e. Waiver of right to appeal a court decision. A tenant lease may not contain a
provision whereby the tenant agrees to waive the tenant's right to appeal or
otherwise challenge in court a court decision in connection with the lease.
f. Agreement to pay legal costs, regardless of outcome. A tenant lease may not contain
a provision whereby the tenant agrees to pay attorneys' fees or other legal costs
even if the tenant wins the court proceeding brought by the landlord against the
tenant. The tenant, however, may be obligated to pay the attorneys' fees and costs
if the tenant loses the court proceeding brought by the tenant or landlord.
g•
Excusing owner from responsibility. A tenant lease may not contain a provision
whereby the tenant agrees not to hold the landlord or the landlord's agents legally
responsible for any gross negligence or willful misconduct.
(3) Annual Reporting. Each year, on the anniversary of the issuance of the
certificate of occupancy/certificate of completion for the Project in accordance with the
Agreement, and at other times at the request of the CRA (but in no event more than three (3)
times in any twelve (12) month period), the Developer shall furnish occupancy reports in a form
approved by the CRA, and shall provide the CRA with such other information as may be
reasonably requested by the CRA relative to the Project's ongoing compliance with this
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Regulatory Agreement related to Unit Mix and the tenants' income certification. Not providing
the annual report is a material breach as outlined in the Grant and Economic Incentive
Agreement.
(4) Inspections. The Developer agrees to submit the CRA-Assisted Units
to an annual re -inspection to ensure continuing compliance with all applicable housing codes,
federal and local housing quality standards and regulatory requirements. The Developer will be
furnished a copy of the results of each inspection within thirty (30) days of completion, and will
be given thirty (30) days thereafter to correct any deficiencies or violations (provided however,
in the event that the deficiencies or violations are not of a type which can be resolved in thirty
(30) days, the Developer shall have an additional sixty (60) days of time to correct the same so
long as Developer is diligently endeavoring to cause such correction). At any time, other than
an annual inspection, the CRA may, in its discretion, inspect any CRA-Assisted Unit. The
Developer and the tenant will be provided with the results of the inspection and the time and the
method of compliance and corrective action that must be taken. All inspections by the CRA
shall (1) be done during normal business hours, (2) upon at least seventy-two (72) hours prior
notice to the Developer and tenant, and (3) in a manner so as to not materially interfere with the
tenant's occupancy of the CRA- Assisted Unit.
(5) Record -keeping. Developer shall keep copies of all records,
calculations and information necessary to support tenant occupancy eligibility and monthly
rental charges in addition to all leases and written notices to tenants with respect to the terms of
this Regulatory Agreement.
(6) Default. Upon the occurrence of a violation of any provision of this
Regulatory Agreement, the CRA shall give written notice thereof to the Developer, by registered
or certified mail, FedEx or similar overnight courier (with tracking confirmation), addressed to
the Developer's address as stated in this Regulatory Agreement, or to such other address(es) as
may subsequently, upon appropriate written notice thereof to the CRA, be designated by the
Developer. In the case of a Developer which is a corporation or partnership, notices may also
be sent by the CRA to the address of the corporation's chief executive officer or to all general
partners, as applicable, at the CRA's discretion. If such violation is not corrected to the CRA's
reasonable satisfaction, within thirty (30) days after the date such notice is delivered (as
evidenced by tracking information or USPS return receipt), without further notice the CRA may
declare a default under this Regulatory Agreement and under the Agreement executed in
connection therewith, and may proceed to initiate any or all remedies at law or in equity provided
for in the event of a default under such the Agreement or this Regulatory Agreement. If the
violation cannot practicably be cured within thirty (30) calendar days, then, subject to CRA's
written approval the Developer may be granted an additional sixty (60) calendar days to cure
the event of default. No additional time to cure shall be granted unless the Developer can show
good cause for its inability to cure the event of default and the CRA, in writing, grants in whole
or with conditions the Developer's written request for additional time to cure the violation, such
approval not to be unreasonably withheld.
Notwithstanding anything stated herein to the contrary, the Developer may cure any default
hereunder by (a) returning to the CRA the amount set forth in Section 15.4 of the Agreement,
and (b) simultaneously with such payment terminating this Regulatory Agreement without
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penalty to either party, upon written notice to the CRA.
All notices under this Regulatory Agreement shall be in writing and addressed as follows:
To Developer:
With Copy to:
To CRA:
With Copy to:
Wynwood Haus, LLC
350 NE 24th Street; Suite 108
Miami, Florida 33137
Saul Ewing Arnstein & Lehr, LLP
701 Brickell Avenue
17th Floor
Miami, Florida 33131
Omni Community Redevelopment Agency
1401 North Miami Avenue
Miami, Florida 33136
Attn: Jason Walker, Executive Director
Victoria Mendez
General Counsel
Office of the City Attorney, City of Miami
444 S.W. 2nd Avenue
Miami, Florida 33130-1910
(7) Fines. Upon the occurrence (and continuance beyond applicable grace,
notice and/or cure periods) of a violation of any provision of this Regulatory Agreement, and
regardless of the nature of the violation, the CRA will assess (commencing upon the expiration
of the applicable grace, notice and/or cure period) a flat monthly fine in the amount of Fifty
Dollars and no/cents ($50.00) per CRA- Assisted Unit that is the subject of such violation up to
a maximum of Five Thousand Dollars and no/cents ($5,000.00) per month, for each month the
violation is not corrected, and pay same over to the CRA. The Developer shall pay said fines to
the CRA, or its successor, within thirty (30) calendar days of receiving notice of the fines
assessed against the Developer. If the Developer fails to pay the fines within thirty (30) calendar
days of receiving notice, then the CRA shall withhold the amount of fines due and owing from
Incentive Payments in subsequent years. The remedy for violation provided in this section of
this Regulatory Agreement is cumulative with any and all remedies at law or in equity provided
in the event of a default under this Regulatory Agreement and the Agreement.
(8) Tenant Notice. Developer agrees, during the Term (as defined in
Section 13) of this Regulatory Agreement, to furnish each tenant of a CRA-Assisted Unit, at the
execution or renewal of any lease or upon initial occupancy, if there is no lease, with a written
notice in the following form:
The rent charged for your apartment and the services included in that rent are
subject to a certain Rent Regulatory Agreement between the landlord and the
Omni Community Redevelopment Agency, for the term of the Affordability Period
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(as defined in such Rent Regulatory Agreement). A copy of the Rent Regulatory
Agreement will be made available by the landlord to each tenant upon request.
If there is no lease for a CRA-Assisted Unit, Developer shall maintain a file copy of such notice
delivered to the tenant, with a signed acknowledgement of receipt by the tenant. All such notices to tenants
will be made available for inspection upon request by the CRA.
(9) No Conflict with the Agreement. The provisions of this Regulatory
Agreement are in addition to, and do not amend, alter, modify, or supersede in any respect, the
provisions of the Agreement executed in connection with the Grant and TIP Incentive Payments.
(10) Other Provisions and Restrictions
i. In the event of any conflict between any provision contained
elsewhere in this Regulatory Agreement and the Agreement and any provision
contained in this Section 10, the provision contained in this Section 10 shall govern
and be controlling in all respects as set forth more fully herein.
ii. Developer covenants that it will not take or permit any action that
would result in a violation of the Internal Revenue Code of 1986, as amended, state
or federal or local law, this Regulatory Agreement, or Agreement. Notwithstanding
the foregoing, nothing herein limits the CRA's ability to enforce the terms of the
this Regulatory Agreement or the Agreement, provided such terms do not conflict
with statutory provisions of the National Housing Act or the regulations related
thereto. The Developer represents and warrants that to the best of Developer's
knowledge, this Regulatory Agreement and the Agreement impose no terms or
requirements that conflict with the National Housing Act and related regulations.
iii. This Regulatory Agreement contains the entire agreement between
the Parties. There are no promises, agreements, undertakings, warranties or
representations, oral or written, express or implied, between the parties hereto other
than as herein set forth. No amendment or modification of this Regulatory
Agreement shall be valid unless the same is in writing and signed by the lawful
representatives of the parties hereto.
iv. The CRA may require the Developer to indemnify, defend, and
hold the CRA harmless from all loss, cost, damage and expense arising from any
claim or proceeding instituted against CRA relating to the covenants set forth in this
Regulatory Agreement.
v. The provisions of this Regulatory Agreement including this Section
10 will be incorporated by reference into the Agreement.
(11) Omitted
(10) Partial Invalidity. The invalidity of any paragraph or provision of this
Regulatory Agreement shall not affect the validity of the remaining paragraphs and provisions
hereof.
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(11) Term. This Regulatory Agreement shall be effective until the expiration
of the Affordability Period. On the expiration of such period, this Regulatory Agreement 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 such expiration, the Developer
shall be permitted to prepare and record an instrument evidencing the expiration of and other
termination of this Regulatory Agreement in the Public Records of Miami -Dade County,
Florida.
(12) Definitions. All capitalized terms used herein and not otherwise defined
shall have the meanings provided in the Agreement.
(13) Exclusion of Commercial Spaces. Notwithstanding anything to the
contrary in this Regulatory Agreement or in the Agreement, it is expressly understood and
agreed that all other terms, conditions, restrictions, and requirements of this Regulatory
Agreement shall exclude, and shall not apply to, or otherwise restrict or affect, the operation,
maintenance, leasing, improvement, base rent and other additional rent determination and
collection, and all other aspects of the Developer's management, leasing, and ownership of all
or any portion of the commercial and retail spaces located in the Project, if applicable.
(14) Severability. Invalidation of one of the provisions of this Regulatory
Agreement by judgment of Court shall not affect any of the other provisions of the Covenant,
which shall remain in full force and effect.
(15) Recordation. This Regulatory Agreement shall be filed of record among
the Public Records of Miami -Dade County, Florida, at the sole cost and expense of the
Developer within fifteen (15) calendar days after all parties have executed this Regulatory
Agreement.
(16) Governing Law and Venue. This Regulatory Agreement 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
Regulatory Agreement must be brought in Miami -Dade County and no other venue. All
meetings to resolve said dispute, including voluntary arbitration, mediation, or other alternative
dispute resolution mechanism, will take place in this venue. The parties both waive any defense
that venue in Miami -Dade County is not convenient. Each party shall bear its own attorneys'
fees and costs.
(17) Counterparts; 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.
(18) OMITTED
(19) Waiver of Jury Trial. Developer and the CRA hereby knowingly,
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irrevocably, voluntarily, and intentionally waive any right either may have to a trial by jury in
respect to any action, proceeding, claim, or counterclaim based on this Regulatory Agreement
and/or the Project, or arising out of, under, or in connection with this Agreement, the Project,
any renewal(s) hereof, any amendment, extension, or modification of this Regulatory
Agreement, or any other agreement executed between the parties in connection with this
Regulatory Agreement, the Project or any other course of conduct, course of dealing, statements
(whether verbal or written), or any other actions of any party hereto. This waiver is a material
inducement for the CRA and the Developer to enter into this Regulatory Agreement.
(20) Mortgage Loan. Developer and the CRA hereby agree and
acknowledge that Developer may obtain mortgage financing from a lender or lenders secured
by a mortgage on the Project to be recorded in the Official Records of Miami -Dade County.
Notwithstanding anything herein to the contrary, this Regulatory Agreement shall not be subject
to termination, subject to the CRA's written approval which shall not be unreasonably,
conditioned or delayed, for any collateral assignment or transfer of Developer's interest in this
Regulatory Agreement for the purpose of obtaining financing for the Project.
THIS RENT REGULATORY AGREEMENT has been executed and delivered as of the day and
year first above written.
[Signature Page Follows]
[Remainder of page intentionally left blank]
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IN WITNESS WHEREOF, the parties hereto have caused this Regulatory Agreement to be executed
by their undersigned officials as duly authorized.
ATTEST:
lib
Todd Hannol1111.27f the Board
Date:
,.APPROVE'�
UI'i
aria S
Di - ctor of
SURANCE
agement
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
CRA:
OMNI COMMUNITY REDEVELOPMENT
AGENCY oft s - ity of Miami, a public agency and
body co -. orate c ated pursuant to Florida Statutes
Secti
By:
•
xecutive Director
APPROVED AS TO FORM AND
CO' CTNESS
Date: 1
'ria Mendez
General Counsel
The foregoing instrument was acknowledged before me by means of o physical
presence or o online notarization, this 1y day of M4114 , 2022, by
at nA&1 Min , tielatitebtraitiof OMNI COMMUNITY REDEVELOPMENT
AGENCY of the City of Miami, a public agency and body corporate created pursuant to Florida
Statutes Section 163.356, on behalf of the agency. He/she is personally known to me or has
produced as identification.
My Commission Expires
812.11 241/.
Notary Public, State of Florida
o` m,,, FRANCES LLOP-NOY
;i` '=1..Notery Public -State of Florida
� i re Commission # GG 905986
• My Commission Expires
August 21, 2023
Page 10 of 10
IN WITNESS WHEREOF, the parties hereto have caused this Regulatory Agreement to be
executed by their undersigned officials as duly authorized.
WITNESSES:
Print Name: �^—
Date: —5/X/p2a
STATE OF FLORIDA
) ss:
COUNTY OF MIAMI-DADE )
DEVELOPER:
WYNWOOD HAUS, LLC,
a Florida limited liability company
By: WYNWOOD HAUS JV, LLC,
a Delaware limited liability company,
its Sole Member
By: WYNWOOD HAUS HOLDINGS II, LLC,
a Florida limit- i bility company,
its O
By:
Name: -"go Bonet Cassuto
Title: Manager
The foregoing instrument was acknowledged before me, by means of t 1' physical
presence or ❑ online notarization, this` day of March, 2022, by Diego Bonet Cassuto, as manager
of Wynwood Haus Holdings II, LLC, a Florida limited liability company, as operating member of
Wynwood Haus JV, LLC, a Delaware limited liability company, as sole me .+ber of Wynwood Haus,
LLC, a Florida limited liability company, who is kno • to ,or who has produced
as identification.
PPr
.011177State of Flori • a
My Commission Expires:
V
CHUCK
J WE b1ic
Co{Florida-Notary
lorida-No223512
State
Commission COsio Commission Expires
MY May 30, 2022
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2 3g5q
Exhibit A
Legal Description of the Properties
LOT 11, LOT 12, LOT 13, LOT 14, LESS THE WEST 10 FEET THEREOF, LOT 15, LESS THE
WEST 10 FEET THEREOF, AND LOT 16, LESS THE WEST 10 FEET THEREOF, OF
AMENDED MAP, SEITTER ADDITION, ACCORDING TO THE PLAT THEREOF, AS
RECORDED IN PLAT BOOK 2, PAGE 60, OF THE PUBLIC RECORDS OF MIAMI-DADE
COUNTY, FLORIDA.
LESS RIGHT OF WAY CONVEYED BY THAT CERTAIN RIGHT OF WAY DEED
RECORDED IN OFFICIAL RECORDS BOOK 32522, PAGE 2719, OF THE PUBLIC
RECORDS OF MIAMI-DADE COUNTY, FLORIDA, MORE PARTICULARLY DESCRIBED
AS FOLLOWS:
A PORTION OF LOTS 11, 12, 13 AND 16, OF AMENDED MAP, SEITTER ADDITION,
ACCORDING TO THE PLAT THEREOF, AS RECORDED IN PLAT BOOK 2, PAGE 60, OF
THE PUBLIC RECORDS OF MIAMI-DADE COUNTY, FLORIDA, BEING MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
BEGINNING OF THE SOUTHEAST CORNER OF SAID LOT 11:
THENCE SOUTH 89°38' 10" EAST ALONG THE SOUTH LINE OF SAID LOTS AND THE
NORTH RIGHT OF WAY LINE OF NE 17 TERRACE, DISTANCE OF 239.86 FEET;
THENCE NORTH 00°51'09" EAST ALONG A LINE 10.00 FEET EAST OF AND PARALLEL
WITH THE WEST LINE OF SAID LOT 16, A DISTANCE OF 32.71 FEET TO A POINT OF A
CURVE CONCAVE TO THE NORTHEAST (A RADIAL LINE THROUGH SAID LINE BEAR
SOUTH 89°08'5" EAST);
THENCE SOUTHEASTERLY ALONG THE ARC OF SAID CURVE HAVING A RADIUS OF
25.00 FEET, A CENTRAL ANGEL OF 90°29' 19" AND AN ARC DISCTANCE OF 39.48 FEET
TO THE POINT OF TANGENCY;
THENCE NORTH 89°38' 10" WEST ALONG A LINE 7.50 FEET NORTH OF AND PARALLEL
WITH THE SOUTH LINE OF SAID LOTS, DISTANCE OF 214.65 FEET TO A POINT ON THE
EAST LINE OF SAID LOT 11;
THENCE SOUTH 00°51'09" WEST, A DISTANCE OF 7.50 FEET TO THE POINT OF
BEGINNING.
ADDRESS: 1765 N. Miami Avenue, Miami, FL
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