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HomeMy WebLinkAbout26277AGREEMENT INFORMATION AGREEMENT NUMBER 26277 NAME/TYPE OF AGREEMENT GALLERY AT LUMMUS PARC, LLC, MIAMI DADE COUNTY & FLORIDA HOUSING FINANCE CORPORATION DESCRIPTION SUBORDINATION AGREEMENT/FINANCING OF PORTION OF COSTS OF IMPROVEMENTS/MATTER ID: 24-2614 #15 EFFECTIVE DATE ATTESTED BY TODD B. HANNON ATTESTED DATE 8/31/2026 DATE RECEIVED FROM ISSUING DEPT. 9/1/2026 NOTE CITY OF MIAMI DOCUMENT ROUTING FORM RUSH 9.00 ORIGINATING DEPARTMENT: Housing and Community Development DEPT. CONTACT PERSON: Maria T. Ason EXT. 1971 NAME OF CONTRACTUAL PARTY/ENTITY: Gallery at Lummus Parc, LLC IS THIS AGREEMENT TO BE EXPEDITED/RUSH: TOTAL CONTRACT AMOUNT: $ TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT 0 PROFESSIONAL SERVICE AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT EOTHER (PLEASE SPECIFY): 4 subordination agreements 7 YES — NO FUNDING INVOLVED? YES J NO ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT 0 INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT PURPOSE OF ITEM (DETAILED SUMMARY/ADD ADDITONAL PAGES IF NECESSARY): for the Gallery at Lummus Parc project. Execute 4 subordination agreements COMMISSION APPROVAL DATE: FILE ID: ENACTMENT No.: IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: HCLC approval dated 9/20/24; 7/29/25 and 3/25/26 ROUTING INFORMATION DATE PLEASE PRINT AND SIGN APPROVAL BY DEPARTMENT DIRECTOR/ DESIGNEE Q />46/2(0' PRINT: VICTOR TURNER /JOHN QUADE ,� SIGNATURE: (/ APPROVAL BY RISK MANAGEMENT At -A / PRINT: DAVID RUIZ JD CPCU SIGNATURE: APPROVAL BY��CITY ATTORNEY OPW3=z1i / 6/)''// PRINT: GEORGE K WYSONG III SIGNATURE: APPROVAL BY ASSISTANT CITY MANAGER / F� G PRINT: ERICA P 1SCHAL DA"LI SIGNATURE: 'r`''`-, G 14 APPROVAL BY DEPUTY CITY MANAGER 01 2Ie• PRINT: NATASHA COLEBROOK-WILLIAMS SIGNATURE: fr/.e�l APPROVAL BY CITY MANAGER 3/ PRINT: JAMES EYES SIGNATURE: Y''''''')APPROVAL BY CITY CLERK 0 y? i/ PRINT: TODD B. HANNON ' SIGNATURE: PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER THIS INSTRUMENT PREPARED BY AND RETURN TO: Jan Albanese Carpenter, Esq. Latham, Luna, Eden & Beaudine, LLP P.O. Box 3353 Orlando, Florida 32802 ABOVE SPACE RESERVED FOR RECORDING PURPOSES ONLY SUBORDINATION AGREEMENT (Subordinate Mortgagee Subordination to FHFC SAIL) (Gallery at Lummus Parc / SAIL / RFA 2024-213 / 2025-300BS) THIS SUBORDINATION AGREEMENT (this "Agreement") is made and entered into as of September _, 2026, by (i) FLORIDA HOUSING FINANCE CORPORATION, a public corporation and a public body corporate and politic duly created and existing under the laws of the State of Florida ("Florida Housing"), in its capacity as mortgage lender of SAIL Program funds (the "Senior Mortgagee") (which term as used in every instance shall include Senior Mortgagee's successors and assigns); (ii) MIAMI-DADE COUNTY, a political subdivision of the State of Florida in connection with its loan (the "Third Mortgagee"); (iii) The CITY OF MIAMI in connection with its loan in connection with its loan (the "Fourth Mortgagee"); and (vi) GALLERY AT LUMMUS PARC, LLC, a Florida limited liability company (the "Borrower"). Each of the above referred to as a "Party" and collectively, the "Parties". RECITALS A. The Senior Mortgagee has agreed to finance a portion of the costs of the Improvements pursuant to a second mortgage loan to the Borrower of State Apartment Incentive Loan("SAIL") Program funds under the Florida Housing Finance Corporation Request for Applicatiohs 2024-213, in effect as of November 20, 2024 ("RFA"), and SAIL Program, Section "4205087,`. Fla. Stat., and governed by the rules of Florida Housing Finance Corporation, as lt h .. r'codifi'ed at Chapter 67-48, Fla. Admin. Code, in effect as of August 27, 2024, and Chapter 67-53, n Fla. Admin. Code, in effect as of August 20, 2009 (collectively, including the RFA, the "Rule"), the• original principal amount of TWELVE MILLION SEVEN HUNDRED FIFTY r THOUSAND'AND NO/100 DOLLARS ($12,750,000) (the "Senior Mortgage Loan"), secured by "a second mortgage and other loan documents (the "Senior Mortgage"). B. Miami -Dade County, political subdivision of the State of Florida has also agreed to finance a portion of the costs of the Improvements pursuant to a third mortgage loan to the Borrower in the original principal amount of $5,000,000 (the "Third Mortgage Loan"), secured by a third leasehold mortgage and other loan documents. 1 Subord Agt t (Gallery at Lummus Parc / SAIL / RFA 2024-213 / 2025-300BS) 0 C. The City of Miami has also agreed to finance a portion of the costs of the Improvements pursuant to a fourth leasehold mortgage loan to the Borrower in the original principal amount of $3,000,000 (the "Fourth Mortgage Loan"), secured by a fourth leasehold mortgage (the "Fourth Mortgage"), and secured by a fourth leasehold mortgage and other loan documents. The Third Mortgage and the Fourth Mortgage are sometimes hereinafter collectively referred to as the "Subordinate Mortgage," the Third Mortgagee and the Fourth Mortgagee are sometimes hereinafter collectively referred to as the "Subordinate Mortgagee," and the Third Mortgage Loan and the Fourth Mortgage Loan are sometimes hereinafter collectively referred to as the "Subordinate Mortgage Loan." D. To induce the Senior Mortgagee to make the Senior Mortgage Loan, the Subordinate Mortgagee is willing to subordinate the Subordinate Mortgage to the Senior Mortgage. AGREEMENT NOW, THEREFORE, in consideration of the sum of TEN AND NO/100 DOLLARS ($10.00) and other good and valuable consideration, from one to the other paid, the receipt and sufficiency whereof is hereby acknowledged, and to induce Senior Mortgagee to make the Senior Mortgage Loan, the parties do hereby agree: 1. Recitals. The Recitals are true and correct and are made a part hereof. 2. Subordination. (a) The Subordinate Mortgage is now and forever hereafter made subordinate and inferior to the Senior Mortgage and to all debt evidenced or secured thereby including ;:;,principal, interest, costs and expenses, and to any and all extensions, modifications, amendments, t enlargements or renewals thereof or future advances made thereunder. Further, the terms of the 1Subordinate Mortgage and all rights and remedies of the Subordinate Mortgagee available to the Subordinate Mortgagee pursuant to the Subordinate Mortgage, including but not limited to the right;`to claim or receive any insurance or condemnation awards or proceeds, are hereby expressly subordinate to the terms of the Senior Mortgage and the rights and remedies of Senior Mortgagee under_the Senior Mortgage. Lrtv (b) The indebtedness of Borrower, and any other obligor pursuant to the Subordinate Mortgage, and any and all other indebtedness and other obligations of Borrower to Subordinate Mortgagee, and the Subordinate Mortgage and all other liens, encumbrances and security interests given to secure the payment of the Subordinate Mortgage and any other obligations of payment or performance of Borrower to Subordinate Mortgagee, whether now existing or hereafter created or acquired, shall be and hereby are subordinated in lien, priority and payment of principal and interest and all other charges and fees, including, without limitation, taxes and insurance premiums paid by Senior Mortgagee and interest accruing after any default or petition in bankruptcy, to the indebtedness of Borrower pursuant to the Senior Mortgage, and all 2 Subord Agt (Gallery at Lummus Parc / SAIL / RFA 2024-213 / 2025-300BS) liens, encumbrances and security interests given to secure the payment thereof, whether now existing or hereafter created or acquired, including, without limitation, the Senior Mortgage and to any and all other loans, advances, extensions of credit, or other accommodations to or for the account of Borrower as Senior Mortgagee may elect to make from time to time, and any and all other indebtedness of Borrower to Senior Mortgagee, whether now existing or hereafter created or acquired, and any and all liens, encumbrances, and security interests given to secure the repayment or payment thereof, whether now existing or hereafter created or acquired, and to such renewals and extensions thereof as Senior Mortgagee may elect to make from time to time. 3. Conditions Precedent to Remedial Action. If a default occurs under the Subordinate Mortgage (a "Subordinate Loan Default") and is continuing, the Subordinate Mortgagee agrees that, without the Senior Mortgagee's prior written consent, it will not commence foreclosure proceedings with respect to the Property under the Subordinate Mortgage or exercise any other rights or remedies it may have under the Subordinate Mortgage, including, but not limited to accelerating the Subordinate Loan (and enforcing any "due on sale" provision included in the Subordinate Mortgage), collecting rents, appointing (or seeking the appointment of) a receiver or exercising any other rights or remedies thereunder unless and until it has given the Senior Mortgagee at least thirty (30) days' prior written notice. The Senior Mortgagee shall have the right, but not the obligation, to cure any Subordinate Loan Default within the same time period for curing a default which is given to the Borrower under the Subordinate Loan Documents, except that the Senior Mortgagee's time period for cure shall begin on the date on which it receives notice of the Subordinate Loan Default. All amounts advanced or expended by the Senior Mortgagee to cure a Subordinate Loan Default shall be deemed to have been advanced by the Senior Mortgagee pursuant to, and shall be secured by the lien of, the Senior Mortgage. 4. Insurance, Condemnation. In the event of partial or total destruction of the Property which results in the payment of insurance proceeds, or in the event of a condemnation or similar proceeding which results in the payment of an award, the proceeds or award shall be applied in accordance with the relevant provisions of the Senior Mortgage. 5. Modifications to Subordinate Mortgage. Borrower agrees that it will not modify the Subordinate Mortgage without the prior written consent of the Senior Mortgagee. Borrower and Subordinate Mortgagee agree that no future advances may be made under the Subordinate Loan without the prior written consent of Senior Mortgagee. 6. Notices. Each notice, request, demand, consent, approval or other communication (hereinafter in this section referred to collectively as "notices" and referred to singly as a "notice") which the Senior Mortgagee or the Subordinate Mortgagee is required or permitted to give to the other party pursuant to this Agreement shall be in writing and shall be deemed to have been duly and sufficiently given if: (a) personally delivered with proof of delivery thereof (any notice so delivered shall be deemed to have been received at the time so delivered); or (b) sent by Federal Express (or other similar national overnight courier) designating early morning delivery (any notice so delivered shall be deemed to have been received on the next Business Day following receipt by the courier); or (c) sent by United States registered or certified mail, return receipt requested, postage prepaid, at a post office regularly maintained by the United States Postal Service (any notice so sent shall be deemed to have been received two (2) days after mailing in the United States), addressed to the respective parties as follows: 3 Subord Agt (Gallery at Lummus Parc / SAIL / RFA 2024-213 / 2025-300BS) Bond Mortgagee: with a copy to: SAIL Mortgagee: with a copy to: The Bank of New York Mellon Trust Company, N.A. 4655 Salisbury Road, Suite 300 Jacksonville, Florida 32256 Attention: Mirnesa Velic Telephone: (904) 645-1957 Email: mirnesa.velic@bny.com Akerman, LLP 50 North Laura Street, Suite 3100 Jacksonville, Florida 32202 Attention: Timothy J. Bramwell, Esq. Telephone: (904) 798-3700 Email: tim.bramwell@akerman.com Florida Housing Finance Corporation 227 North Bronough Street, Suite 5000 Tallahassee, Florida 32301-1329 Attention: Executive Director Telephone: (850) 488-4197 Latham, Luna, Eden & Beaudine, LLP 201 South Orange Ave., Suite 1400 Orlando, Florida 32801 Attention: Jan Albanese Carpenter, Esq. Telephone: (407) 481-5800 Email: Jcarpenter@a,lathamluna.com Third Miami -Dade County Mortgagee: Housing and Community Development 701 N.W. lst Court, 16th Floor Miami, Florida 33128 Attention: Nathan Kogon, Director Email: Nathan.Kogon@miamidade.gov Telephone: 786-4694106 with a copy to: Miami -Dade County Attorney's Office Address: 111 N.W. 1st Street, Suite 2810 Miami, Florida 33128 Attention: Terrence A. Smith, Assistant County Attorney Fourth City of Miami Mortgagee: 14 NE 1 Avenue, 2nd Floor City of Miami Department of Housing and Community Development 4 Subord Agt (Gallery at Lummus Parc / SAIL / RFA 2024-213 / 2025-300BS) with a copy to: Borrower: with a copy to: 444 S.W. 2nd Avenue Miami, FL 33130-1910 Attention: Victor Turner, Director Email Address: vturner@miamigov.com George K. Wysong III City Attorney City of Miami 444 S.W. 2nd Avenue Miami, FL 33130-1910 Gallery at Lummus Parc, LLC c/o The Related Group 2850 Tigertail Avenue, Suite 800 Miami, Florida 33133 Attention: Tony Del Pozzo Telephone: (305) 460-9911 Email Address: tdelpozzo@relatedgroup.com Stearns Weaver Miller Weissler Alhadeff & Sitterson, P.A. 150 West Flagler Street, 22nd Floor Miami, Florida 33130 Attention: Brian J. McDonough, Esq. Email: bmcdonough@stearnsweaver.com Bilzin Sumberg Baena Price & Axelrod LLP 1450 Brickell Avenue, 23rd Floor Miami, Florida 33131 Attention: Terry M. Lovell, Esq. Telephone: (305) 350-2428 Email: tlovell@bilzin.com with a copy to Borrower's Investor Member: Greystone RE Capital MTE 17 LLC c/o Greystone Real Estate Capital 152 W. 57th Street, 60th Floor New York, New York 10019 Attn: Gary Levine, Senior Deputy General Counsel Email: Gary.Levine@greyco.com with a copy to: Kutak Rock LLP 1650 Farnam Street Omaha, Nebraska 68102 Attention: Greg Grattan, Esq. Telephone: 402-231-8972 Email: gregory.grattan@kutakrock.coln 5 Subord Agt (Gallery at Lummus Parc / SAIL / RFA 2024-213 / 2025-300BS) Servicer: AmeriNat® 5130 Sunforest Drive, Suite 150 Tampa, Florida 33634 Attention: Mark Fredericks Telephone: (813) 282-4800 ext. 1517 Email: mfredericks@amerinatls.com Either party may, by notice given pursuant to this Section, change the person or persons and/or address or addresses, or designate an additional person or persons or an additional address or addresses for its notices, but notice of a change of address shall only be effective upon receipt. 7. Subordinate Mortgagaee Executes Solely In Capacity As Lender. Subordinate Mortgagee executes this Agreement solely in its capacity as a lender toward the Property. Nothing contained in this Agreement is intended, nor will it be construed, to in any way restrict, limit or govern the rights of Subordinate Mortgagee under circumstances, including, but not limited to (i) when acting in its capacity as a sovereign, (ii) when exercising its governmental powers (including police, regulatory and taxing powers), (iii) when exercising its powers to take by eminent domain, or (iv) when acting in its capacity as an enforcement authority with respect to Borrower or the Property to the same extent as if it were not a party to this Agreement. Therefore, nothing contained herein shall affect Subordinate Mortgagee's ability to lawfully (i) enforce its local laws, (ii) take property and give just compensation for said taking, (iii) to be compensated if the Property is taken by a sovereign other than Miami -Dade County or the City of Miami, or (iv) exercise any other rights and powers outside its role of Subordinate Mortgagee. Notwithstanding the sovereign rights of Subordinate Mortgagee set forth in this subsection (d), nothing in this subsection shall limit, restrict or govern Senior Mortgagee's rights or the exercise of any of its remedies under the Senior Mortgage Loan and this Agreement 8. No Waiver. The giving of consent by Senior Mortgagee to the giving of the Subordinate Mortgage is not and shall not be deemed a waiver of the Senior Mortgagee's rights to prohibit any other junior mortgage of the Property. No delay on the part of Senior Mortgagee or Subordinate Mortgagee in the exercise of any right or remedy hereunder or under the Senior Mortgage or Subordinate Mortgage, respectively, shall operate as a waiver of any right hereunder. 9. Counterparts. The parties hereto agree that this Subordination Agreement may be executed in two or more counterparts, each of which shall be an original, but all of which shall constitute one and the same instrument. 10. Costs of Enforcement. Should suit be brought to enforce the provisions of this Agreement, the prevailing party shall be entitled to recover its reasonable attorneys' fees incurred both at trial and on appeal. 11. Paragraph Headings. The headings of the various paragraphs of this Subordination Agreement have been inserted only for the purposes of convenience, and are not part of this Subordination Agreement and shall not be deemed in any manner to modify, explain or restrict any of the provisions of this Subordination Agreement. 6 Subord Agt (Gallery at Lummus Parc / SAIL / RFA 2024-213 / 2025-300BS) 12. Choice of Law. This Agreement shall be construed, interpreted, enforced and governed by and in accordance with the laws of the State of Florida, excluding the principles thereof governing conflicts of law. If any provision shall be held prohibited or invalid under applicable law, such provision shall be ineffective to the extent of such prohibition or invalidity without invalidating any other provision of this Agreement. 13. Binding Effect. This Agreement shall be binding upon the Borrower and the Subordinate Mortgagee and their respective successors and assigns and shall inure to the benefit of the Senior Mortgagee, its successors and assigns. 14. Senior Debt and/or Senior Refinancing. Subordinate Mortgagee further agrees that its agreement to subordinate hereunder shall, subject to favorable credit underwriting and the approval of its Board of Directors, extend to any new mortgage debt which is for the purpose of refinancing all or any part of the Senior Mortgage Loan (including reasonable and necessary costs associated with the closing and/or the refinancing); and that all the terms and covenants of this Agreement shall inure to the benefit of any holder of any such refinanced debt; and that all references to the Senior Mortgage Loan, the senior note, the Senior Mortgage, the senior loan documents and Senior Mortgagee shall mean, respectively, the refinance loan, the refinance note, the mortgage securing the refinance note, all documents evidencing securing or otherwise pertaining to the refinance note and the holder of the refinance note. In the event the principal amount of any new mortgage debt is greater than the original principal amount of the Senior Mortgage Loan and such excess is not used to either improve the Property or to compensate Senior Mortgagee for costs, fees and/or expenses incurred in protecting the security of the Senior Mortgage Loan, Fiscal Agent and mortgagor agree to seek the written consent of Florida Housing which consent shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the above, the new mortgage debt shall not increase the principal amount of the Senior Loan beyond the original principal amount (excluding any amounts that have been advanced by the Senior Mortgagee for the protection of its security interest pursuant to the Senior Mortgage Loan), increase the interest rate of the Senior Mortgage Loan, or decrease the original maturity term of the Senior Mortgage Loan, without the prior written consent of the Subordinate Mortgagee. All terms and covenants of this Agreement will inure to the benefit of any holder of any such refinanced debt, and all references to the Senior Mortgage Loan and Senior Mortgagee will mean, respectively, the refinance loan documents and the holder of such refinanced debt. Senior Mortgagee shall notify Subordinate Mortgagee in writing within ninety (90) days of the closing of any refinance of the Senior Mortgage Loan, but Senior Mortgagee's failure to do so shall not invalidate any such refinance or this Agreement. 7 Subord Agt (Gallery at Lummus Parc / SAIL / RFA 2024-213 / 2025-300BS) COUNTERPART SIGNATURE PAGE TO SUBORDINATION AGREEMENT (Subordinate Mortgagee Subordination to FHFC SAIL) (Gallery at Lummus Parc / SAIL / RFA 2024-213 / 2025-300BS) IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above. WITNESSES: SENIOR MORTGAGEE: FLORIDA HOUSING FINANCE CORPORATION, a public corporation and a public body corporate and politic duly created and existing under the laws of the State of Florida Print: 227 N. Bronough Street, Suite 5000 By: Tallahassee, Florida 32301-1329 Print: 227 N. Bronough Street, Suite 5000 Tallahassee, Florida 32301-1329 STATE OF FLORIDA COUNTY OF LEON Melissa Levy Managing Director of Multifamily Programs 227 N. Bronough Street, Suite 5000 Tallahassee, Florida 32301-1329 The foregoing instrument was acknowledged before me by means of 0 physical presence or 0 online notarization, this day of , 2026, by MELISSA LEVY, as Managing Director of Multifamily Programs of the FLORIDA HOUSING FINANCE CORPORATION, a public corporation and a public body corporate and politic duly created and existing under the laws of the State of Florida, on behalf of Florida Housing. Said person is personally known to me or has produced a valid driver's license as identification. Notary Public; State of Florida Print Name: My Commission Expires: My Commission No.: S-1 COUNTERPART SIGNATURE PAGE TO SUBORDINATION AGREEMENT (Subordinate Mortgagee Subordination to FHFC SAIL) (Gallery at Lummus Parc / SAIL / RFA 2024-213 / 2025-300BS) IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above. WITNESSES: Witness: Printed Name: A kXa+i166(670 weal Gz 2850 Tigertail Avenue, Suite 800 Miami, Florida 33133 Witness: Printed Name: 2850 Tigertail Avenue, Suite 800 Miami, Florida 33133 STATE OF FLORIDA COUNTY OF MIAMI-DADE BORROWER: GALLERY AT LUMMUS PARC, LLC, a Florida limited liability company By: GALLERY AT LUMMUS PARC MANAGER, LLC, a Florida limited liability company, its manager By: 10-eic Tony Del Pozzo, Vice President 2850 Tigertail Avenue, Suite 800 Miami, Florida 33133 The foregoing instrument vassaacknowledged before me by means of physical presence or ❑ online notarization, thi—'day of A{cyckS 4— , 2026, by TONY DEL POZZO as Vice President of GALLERY AT LUMMUS PARt MANAGER, LLC, a Florida limited liability company, the Manager of GALLERY AT LUMMUS PARC, LLC, a Florida limited li ility company, on behalf of the limited liability companies. Said person is (check one) errersonally known to me or ❑ has produced a valid driver's license as identification. a P,i0-6 Print or Stamp Name: �(Q„�p Sic M �k v otary Public, State of Florida ommission No.: .t-15- 1 (P lam/ y Commission Expires: VANESSA PILOTO MY COMMISSION # NH 751619 EXPIRES: February 18, 2030 S-2 COUNTERPART SIGNATURE PAGE TO SUBORDINATION AGREEMENT (Subordinate Mortgagee Subordination to FHFC SAIL) (Gallery at Lummus Parc / SAIL / RFA 2024-213 / 2025-300BS) IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above. THIRD MORTGAGEE: WITNESSES: MIAMI-DADE COUNTY, a political subdivision of the State of Florida Print: By: Address: Name: Title: Print: Business Address: 111 N.W. First Street, Address: Miami, Florida 33128 Approved for form and legal sufficiency: By: Terrence A. Smith Assistant County Attorney STATE OF FLORDA COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization this day of , 2026, by , as of MIAMI-DADE COUNTY, a political subdivision of the State of Florida, who [ ] is personally known to me or [ ] has produced as identification. Print or Stamp Name: Notary Public, State of Florida Commission No.: My Commission Expires: S-3 COUNTERPART SIGNATURE PAGE TO SUBORDINATION AGREEMENT (Subordinate Mortgagee Subordination to FHFC SAIL) (Gallery at Lummus Parc / SAIL / RFA 2024-213 / 2025-300BS) IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above. ATTESTED: odd B. Ha City Clerk WITNESSES: Print: Pat -It(' g. d 5 u G Z Address:3500 rim Alertearl 1)r Ma cm( F( 3 3/3 3 Print: Ofeit'A 6011za le Address:11LN 5‘41 a Ale , f'V1cann; i •FL 33 GO STATE OF FLORDA COUNTY OF MIAMI-DADE OURTH MORTGAGEE: CITY OF MIAMI James Reyes City Manager APPROVED AS TO LEGAL FORM AND CORRECTNESS: By: George .L Wyson City Attorney Q itZ'4 -1 \ Business Address: 444 S.W. 2nd Avenue Miami, FL 33130-1910 The foregoing instrument was acknowledged before me by means of Q'physical presence or 0 online notarization thisaL day of y,3-1- , 2026, byJ)..vi4 , as a:146 of The CITY OF MIAMI, apolitical subdivision of the State of Florida, who [ is personally known to me or [ ] has produced as identification. Notary Public State of Florida Gabriella Bravo My Commission NH 835210 Expires 8/14/2030 Print or Notary Publ Commission My Commission Expires: ame: , tate of Flon . a o.: eti 1kt 203 S-4 EXHIBIT "A" LEGAL DESCRIPTION (Gallery at Lummus Parc / SAIL / RFA 2024-213 / 2025-300BS) A-1