1Agenda Item No:E.1
Special City Commission Agenda Item Report
Meeting Date: July 5, 2018
Submitted by: Thomas Pepe
Submitting Department: City Attorney
Item Type: Resolution
Agenda Section: RESOLUTION(S) PUBLIC HEARING
Subject:
A Resolution approving the disposition, sale and conveyance of Madison Square properties by the City of South
Miami Community Redevelopment Agency pursuant to Florida Statutes Section 163.380(2) for the development
and operation of a mixed use affordable housing project and related documents. 3/5 (Mayor Stoddard)
Suggested Action:
Attachments:
Resolution Approving Sale to Abreu.docx
City-PSA (Revised 6-13-18)CArev.doc
[Madison Square] Assignment of PSA CArev.doc
[Madison Square]Warranty DeedCArev(2).doc
[Madison Square] Development AgreementCArev.doc
[Madison Square] Assignment of Development AgreementCArev.doc
EXHIBIT A - Madison Sq. Prop. Corrected per JT - Marshall Williamson.docx
FY 16 CDBG Agreement.pdf
$394,000 documents.pdf
CRA 37-01-86 adopting SMCRA housing study concept.pdf
CRA 41-07-294 amended auth $394K 12 jobs(40jobs).pdf
Ems June,2017 to May, 2018 re 374K CDBG grant.docx
Em to Leyani Sosa 6.22.18 re CDBG grant requirement Question.pdf
EM from L. Goodson to S. David - 08-09-2013.pdf
EXHIBIT A - Madison Sq. Prop. Corrected per JT - Marshall Williamson.pdf 1
EXHIBIT B PERFORMANCE & PAYMENT BOND.pdf
EXHIBIT D Drawings-Schematics.pdf
EXHIBIT E Insurance Requirements.pdf
EXHIBIT F HUD Income Guidelines.pdf
EXHIBIT G Grant Resolution & Agreement CRA 41-07-294.pdf
EXHIBIT H Notice of Property Disposition.pdf
[Madison Square] LURA-CArev(2).doc
DBR Advertisement.pdf
MH Advertisement.pdf
2
Page 1of 2
RESOLUTION NO. _________________1
2
A Resolution approving the disposition, sale and conveyance of Madison 3
Square properties by the City of South Miami Community 4
Redevelopment Agency pursuant to Florida Statutes Section 163.380(2) 5
for the development and operation of a mixed use affordable housing 6
project and related documents.7
8
9
WHEREAS, the South Miami Community Redevelopment Agency ("SMCRA") 10
adopted a redevelopment plan that identified the Madison Square Project as its 11
cornerstone redevelopment project and as a means of providing a development anchor at 12
a vital historic locationknown as Madison Square; and13
14
WHEREAS,the redevelopment plan directs the Agency to obtain land-use and 15
zoning amendments required to implement the project; and16
17
WHEREAS, Abreu Development,LLChas submitted a proposal and negotiated with 18
the City Manager for the development of the Madison Square project; and19
20
WHEREAS,the SMCRA applied for and obtained the necessary land use and zoning 21
approval for the development of the Madison Square project as proposed by Abreu 22
Development, LLC; and23
24
WHEREAS, Abreu Development,LLC’s attorney and the City Attorney developed the 25
basis documents for the sale, development and operation of the Madison Square project, 26
including a land use restrictive agreement (“LURA”) which is a covenant running with the 27
land and binding all owners of the property to the construction and operation of a mixed 28
use affordable residential and commercial projectfor 40 years; and29
30
WHEREAS, on June 6, 2017, the Mayor and City Commission for the City of South 31
Miami adopted Resolution No.118-17-14919 which approved thepurchase and sale 32
agreement, the development agreement and the LURA,in principal, (collectively “Land 33
Disposition Agreements”)for thesale of the Madison Square property toAbreu 34
Development, LLC;and35
36
WHEREAS, the SMCRA has reviewed the Land Disposition Agreementsand 37
negotiated modifications to thoseAgreements; and38
39
WHEREAS, the SMCRA advertised its intent to sell the Madison Square property to 40
Abreu Development, LLC for the constructionof a mixed-use affordable housing and 41
commercial retail development project and invited other proposals; and42
43
WHEREAS, the SMCRA received two proposals, one from Abreu Development, LLC 44
and one from Turnstone Development Corporation; and45
46
3
Page 2of 2
WHEREAS, the SMCRA appointed a selection committee that recommended the sale 1
of the property to Abreu Development, LLC for the construction of a mixed-use affordable 2
housing and commercial retail development project on the Madison Square property; and3
4
WHEREAS, the SMCRA, at a public meeting, approved of the award of the project to 5
Abreu Development, LLCas well as approving the Land Disposition Agreements; and6
7
WHEREAS,Florida Statutes Section 163.380(2) requires that a conveyance of theCity 8
of South Miami Community Redevelopment Agency(“SMCRA”) properties, as described on the 9
attached Exhibit A and hereinafter referred to as the Properties,must be approved at a public 10
hearing by the City Commissionif sold for less than its value; and11
12
NOW, THEREFORE, BE IT RESOLVEDBY THE MAYOR AND CITY 13
COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA:14
15
Section 1.All of the recitals set forth above are found to be true and correct and they are 16
adopted by reference as if fully set forth herein.17
18
Section 2. The sale anddisposition of the Madison Square Properties, as described in19
Exhibit A and as set forth inthe Land Disposition Agreements, all of which are attached hereto 20
and made a part hereof by reference, is hereby approved.21
22
Section 3. Severability. If any section clause, sentence, or phrase of this resolution is for 23
any reason held invalid or unconstitutional by a court of competent jurisdiction, the holding shall 24
not affect the validity of the remaining portions of this resolution.25
26
Section 4. Effective Date. This resolution shall become effective immediately upon 27
adoption by vote of the City Commission.28
29
PASSED AND ADOPTED this____ day of _____________, 2018.30
31
32
ATTEST:APPROVED:33
34
35
___________________________________________36
CITY CLERK MAYOR37
38
39
READ AND APPROVED AS TO FORM,COMMISSION VOTE:40
LANGUAGE, LEGALITY AND Mayor Stoddard:41
EXECUTION THEREOF Vice MayorHarris: 42
Commissioner Gil:43
_____________________________Commissioner Welsh:44
CITY ATTORNEY Commissioner Liebman:45
4
#5733607 v1 PSA ver2 42746-0001
1
AGREEMENT OF PURCHASE AND SALE
THIS AGREEMENT OF PURCHASE ANDSALE ("Agreement") is entered intothis _____ day of
___________, 2018(the “Effective Date”)by and between South Miami Community Redevelopment Agency
("Seller"), and Abreu Development, LLC, and/or its assigns ("Buyer").
WITNESSETH:
WHEREAS, Seller owns certain real property comprised of approximately 1.4acreslocated in the
City of South Miami, Miami-Dade County, Florida, as more particularly described in Exhibit "A" attached
hereto and madeapart hereof ("Property"),
WHEREAS, Buyer wishes to purchase the Property and any and all improvements located thereon,
from Seller,for the purpose of developing and constructing thereon the improvements described in that
agreement for development(the “DevelopmentAgreement”)attached hereto in Exhibit "B" (with such
modifications as may be agreed to by the Seller and Buyer in writingand by written resolution of the Seller
and hereinafter referred to as the "Project")and Seller wishes to sell the Property and any and all
improvements located thereon to Buyer, pursuant to the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the mutual promises hereinafter set forth, Seller and Buyer
agree as follows:
Section 1.Purchase and Sale.
1.1 Seller agrees to sell and convey and Buyer agrees to purchase the Property, which shall include all
of right, title and interest of Seller in and to (i) all easements, rights of way, privileges, licenses,
appurtenances and any other rights, privileges and benefits belonging to the owner of, running with title to,
or in any way related to, the Property; (ii) all land use or other consents, authorizations, variances, waivers,
licenses, permits, approvals, development orders, or any other entitlements issued or granted by or from
any governmental authority with respect to the Property; (iii) all percolation, soil, topographical, traffic,
engineering and environmental reports or studies in the possession or control of the Seller, and all riparian,
littoral rights, title to submerged lands and other water rights related to or benefiting the Property; (iv) all
utility mains, service laterals, hydrants, connections, hook-ups and valves located on, or adjacent to, and
servicing or available to service the Property; and (v) any and all other agreements, contracts, covenants,
variances and rights, benefits and privileges related to or benefiting the Property.
1.2The Property is conveyed AS IS WHERE IS with NO WARRANTIES other than those set forth
in the Special Warranty Deed. The Property surrounds a lot owned by a separate, private and unrelated
person or entity and neither the City, Agency nor any other party related to the City or the Agency shall
have any duty, obligation or right to acquire the surrounded parcel, undertake any action to aid the
DEVELOPER in any way with respect to the surrounded parcel, or undertake any effort at all with respect
to the surrounded parcel. Sale is contingent on compliance with conditions precedent set forth in the
Development Agreement
Section 2 Definitions:
“Buyer”shall mean Abreu Development, LLC, and/or its assignsas well as all affiliates of Abreu
Development, LLCwho have any interest in or involvement with the Property, the development of the
Property, the Project and/or theoperations of the Project.
“Effective Date”shall mean the latest of the dates this Agreement is signed by both parties.
5
#5733607 v1 PSA ver2 42746-0001
2
“Seller”shall mean the South Miami Community Redevelopment Agency and the City of South
Miami.
Section 3.Purchase Price.The purchase price for the Property ("PurchasePrice"), which Buyer
agrees to pay and Seller agrees to accept, is Ten and No/100 Dollars ($10.00), and shall be paid at Closingas
well as the promises of the Buyers as contained in the attached Development Agreement and Land Use
Restriction Agreement (“LURA”). The cash Purchase Price shall be payable by check.
Section 4.Title Insurance/Survey.
4.1. Within three (3) business days following the Effective Date, Seller shall deliver to
Buyer a copy of Seller's title insurance policy insuring Seller's fee simple title to the Property, if any, and a copy
of Seller's existing boundary survey of the Property, if any. Within twenty (20) days after the Effective Date,
Buyer, at its sole cost and expense, shall obtain an owner's title insurance commitment ("Title Commitment")
from a nationally recognized title insurance company acceptable to Buyer. Marketable title shall be determined
according to the Title Standards adopted by authority of The Florida Bar and in accordance with Florida law.
Following the Effective Date, Buyer may order an ALTA/ACSM survey or an update of Seller's existing survey,
prepared by a Florida licensed surveyor and depicting the Property and all of the plottable exceptions to the
Title Commitment ("Survey"). Buyer shall have until the expiration of the Inspection Period within which to
examine the condition of Seller's title to the Property. If the Title Commitment or the Survey reflects that title
to the Property is subject to any exceptionsor other survey matters unacceptable to Buyer, Buyer shall, prior to
the expiration of the Inspection Period, notify Seller in writing of the specific title defects ("Title Objections").
Any exceptions listed in the Title Commitment to which Buyer has nottimely objected shall be deemed to be
"Permitted Exceptions." Seller, at Seller's sole cost and expense, shall use commercially reasonable efforts to
correct or remove such Title Objections within thirty (30) days after receipt of notice from Buyer. If Seller is
not successful in correcting or removing the Title Objection within such thirty (30) day period, Buyer shall
have the option of either accepting the title in its existing condition, or of terminating this Agreement by
sending written notice of termination to Seller. In the event that Buyer elects to terminate this Agreement, then
neither Buyer nor Seller shall have any further liabilities or obligations hereunder except with respect to those
obligations which expressly survive termination.
4.2. Seller covenants and agrees that after the Effective Date it shall not enter into orrecord any
document or instrument, or enter into any lease or other agreement, affecting or burdening the Property, unless
Buyer has consented in writing to the execution or recordation of such document, instrument, lease or
agreement. If any updated endorsement to the Title Commitment or any update of the Survey obtained prior to
Closing reveals any exception or survey defect not reflected on the Title Commitment or the Survey that was not
consented to by Buyer, Seller, at Seller's sole cost and expense, shall have such exception deleted from the Title
Commitment, or such survey defect removed or cured prior to Closing. If Seller is not successful in removing
the same by the Closing Date, Buyer shall have the option of either proceeding to Closing or terminating this
Agreement by sending written notice of termination to Seller. In the event Seller fails to remove an exception
revealed in the Title Commitment, or any update thereof (whether or not objected to by Buyer), in the form of:
(1) a mortgage or other security interest entered into by Seller; (2) a lien or encumbrance of any kind or nature
voluntarily created by Seller at any time on or after the date of this Agreement; or (3) a mechanic's or
materialman's lien or a judgment docketed against the Property, in any case resulting from the non-payment by
Seller of any sums alleged to be due and owing by Seller to a contractor or materialman or otherwise voluntarily
caused or created by Seller, then Buyer shall be entitled to recover from Seller all third party costs incurred by
Buyer, including reasonable attorneys' fees and costs, in connection with this Agreement and the Property and,
in the case Buyer proceeds to Closing, any and all sums to be expended by Buyer to cure any such title exception
(which recovery may include a credit to the Purchase Price).
Section 5.Inspection Period.
6
#5733607 v1 PSA ver2 42746-0001
3
5.1 For the period (the "Inspection Period"), beginning with the Effective Date andcontinuing
until 11:59 PM Eastern Timeonthe date that is sixty(60) calendar days after the Effective Date, Seller
hereby grants to Buyer the right to make or obtain any and all investigations, tests, studies,
evaluations, assessments and reports Buyer deems necessary or desirable with respect to the Property.
5.2 During the Inspection Period, Seller hereby grants to Buyer and its agents, employees, contractors
and representatives, a right of entry upon every portion of the Property, and a right to examine all
records, documents, data or information of any kind or nature relating to or concerning the Property in
the possession or under the control of Seller or other matters pertaining to the Property (and Seller
hereby agrees to make any and all records, documents, data or information of any kind or nature
relating to or concerning the Property in the possession or under the control of Seller available to
Buyer) from time to time at all reasonable times for the purpose of making surveys, engineering
studies, drainage studies, appraisals, zoning and land use studies, impact studies, surface and
subsurface explorations, tests, excavations, borings and such other investigations, inspections,
assessments or reports as Buyer, in its sole and absolute discretion, may elect to make. Seller shall
deliver to Buyer, within within areasonable timeafter the Effective Date, and upon written request
identifying with specificity such documents asthe Agency has in its possession such asgrants used by
Seller to acquire the Property and any other document that contains restrictions and requirements
encumbering the development, construction or useof the Property. Seller shall use its best efforts to
obtain other documents requested that are in the custody of others.
5.3. Buyerassumes liability for all acts of its agents who enter onto the Property and agrees to
indemnify and hold harmless the Seller from any loss, damage, cost or expense incurred by Seller as a
result of such acts of Buyer and its agents that cause injury to persons or damage to the Property.
5.4. A condition to the sale is that all utilities, including, without limitation, water, sewer, electricity,
telephone, gas and cable television which are necessary or desirable and in the capacities or size
required fordevelopment of the Property are available at or near the boundaries of the Property at the
rates generally chargeable to developers in Miami-Dade County, Florida;
5.5 Notwithstanding any provision in this Agreement to the contrary, at any time on or before the end
of the Inspection Period, Buyer may, without liability to Seller and for any reason or no reason
whatsoever, terminate this Agreement by written notice to Seller. Upon such termination, both parties
shall be released from all further obligationsor liability under this Agreement except for those
obligations which expressly survive termination.
5.6. If Buyer has not terminated this Agreement, as provided herein, the right of entry and
investigation granted herein shall continue unabated through Closing.
Section 6.Government Approvals.
6.1. Buyer's obligation to purchase the Property from Seller is contingent upon obtaining
the final issuance of: (i) all zoning and other governmental approvals from applicable governmental authorities
having jurisdiction over the Property, to permit the construction, completion and operation of the Project; (ii)
final site plan approval, for which all appeal periods have expired with no appeal having been filed, for the
Project from the applicable governmental and regulatory authority(ies); (iii) concurrency and utility
approvals; (iv) storm water drainage permit issued by the relevant drainage district; (v) building permits
issued by the relevant municipality or county; and (v) any other governmental and regulatoryapprovals
and/or permits required in connection with the construction of the Project (collectively the "Government
Approvals"). Buyer shall direct the process of obtaining the Government Approvals and Seller agrees to
cooperate with Buyer in performing its due diligence with respect to the Property and in seeking any and all
Government Approvals regarding the Property as Buyer may request, and Seller shall promptly cooperate
7
#5733607 v1 PSA ver2 42746-0001
4
with Buyer in all applications for Government Approvals and other permits or approvals, the granting of or
entry into which, by any governmental or quasi-governmental authority having jurisdiction over the Property,
is, in Buyer's reasonable opinion, necessary to permit the development, construction, use or occupancy of the
Project. Buyer shall pay all reasonable and documented costsincurred by Buyer, inobtaining the
Government Approvals necessary to proceed to Closing.
6.2. Final issuance of the Government Approvals shall be deemed to occur only when allof the
Government Approvals have been issued or granted by the applicable governmental and quasi-governmental
boards and agencies, all appeal periods have expired and any appeals filed have been finally and favorably
determined. If this condition precedent is not satisfied on or before the Closing Date then Buyer shall be
entitledto extend the Closing Date, for up to three (3) periods of up to thirty (30)dayseach,in which to
obtain the Government Approvals, or in the alternative, Buyer mayterminate this Agreement and upon such
termination by Buyer, the parties shall be relieved of all further liability under this Agreement, except for
those obligations which expressly survive termination of this Agreement.
Section 7.Equity and Debt Financing Approvals.Buyer's obligation to purchase the Property from
Seller is contingent upon Buyer obtaining the final issuance of a sufficient amount of debt and equity
financing to finance the development, construction and operation of the Project on terms acceptable to Buyer
("Financing Approvals"). Buyer shall direct the process of obtaining the Financing Approvals. Seller agrees
to cooperate with Buyer and shall take such actions as Buyer shall reasonably request in making its
application for the Financing Approvals and closing the debt and equityfinancing obtained in connection
therewith.If this condition precedent is not satisfied on or before the Closing Date then Buyer shall be
entitled to extend the Closing Date, for up to three (3) periods of up to thirty (30) days each, in which to
obtain the Financing Approvals, or in the alternative, Buyer may terminate this Agreement and upon such
termination by Buyer, Buyer and Sellershall be relieved of all further liability under this Agreement, except
for those obligations which expressly survive termination of this Agreement.
Section 8.Covenants of Seller; Operation of the Property.Seller hereby covenants and agrees that
from and after the Effective Date:
8.1. Seller will not, without the Buyer's prior written consent, create by its consent any encumbrances
on the Property. For purposes of this provision the term "encumbrances" shall include, but not be
limited to, any liens, claims, options, or other encumbrances, encroachments, rights-of-way,
easements, covenants, conditions or restrictions.
8.2. Seller shall pay all assessments and taxes prior to becoming delinquent.
8.3. Seller will not create or consent to the creation of any special taxing districts or associations with
the authority to impose taxes, liens or assessments on the Property. Seller will not remove any fill or
cause any change to be made to the condition of the Property without the prior written consent of the
Buyer.
8.4. Seller shall take no action with respect to the Property that would alter or affect any of the
representations or warranties of Seller under this Agreement or which would in any manner affect
Buyer's future use and development of the Property.
8.5. The Seller shall use reasonable efforts to obtain the consent to Miami-Dade County and the
CommunityAction Committee (“CAC”), if required.for the sale of the property as set forth in this
Purchase and Sale Agreement.
Section 9.Closing Conditions.
8
#5733607 v1 PSA ver2 42746-0001
5
9.1. Buyer's obligation to close this transaction shall be subject to the satisfaction ofeach of the
following conditions on or before the Closing Date:
9.1.1 Seller shall not be in default under any term, covenant or conditions of this Agreement
or shall have cured such default within 30 days of prior written notice from Buyer.
9.1.2 Each of the representations and warranties of Seller set forth in this Agreement shall be
true, complete and correct at the date of the Closing as if made at that time, and the Seller shall
have delivered its certificate to such effect.
9.1.3 Buyer shall have received all necessary Government Approvals, FHFC Approval and
Financing Approvals.
9.1.4 There shall not be a sewer, water, building or other moratorium in effect which would
interfere with the immediate construction and occupancy of the Project ("Moratorium").
9.1.5 At the Closing, the Title Insurance Company shall irrevocably commit to issue to
Buyer an ALTA Owner's Policy of title insurance, dated as of the date and time of the
recording of the deed, in the amount of the Purchase Price, insuring Buyer as owner of good,
marketable and indefeasible fee simple title to the Property, free and clear of liens and
encumbrances, and subject only to the Permitted Exceptions ("Title Policy
9.1.6 All utilities, including, without limitation, water, sewer, electricity, telephone, gas and
cable television which are necessary or desirable and in the capacities or size required for
development of the Property are available at or near the boundaries of the Property at the rates
generally chargeable to developers in Miami-Dade County, Florida;
9.1.7 Sole and exclusive possession of the Property shall be delivered to Buyer at Closing.
9.1.8 Miami-Dade County and the CommunityAction Committee (“CAC”), if requiredby
any agreements executed Seller,shall have consented to the sale of the property as set forth in
this Purchase and Sale Agreement.
In the event that any of the foregoing conditions precedent to Closing have not been satisfied as of the Closing
Date, Buyer shall have the right to waive any or all of the foregoing conditions and close this transaction or
Buyer shall have the right to terminate the Agreement, and in such event neither party shall have any further
rights or obligations hereunder, except those obligations which survive termination of the Agreement. If at the
time of Closing, there is a Moratorium in effect with respect to the Property as described herein, then at Buyer's
option (by written notice to Seller): (i) this Agreement shall be terminated and neither party shall have any
further rights or obligations hereunder, except those obligations which survive termination of the Agreement; or
(ii) the Closing Date may be extended to the earlier of twenty (20) days after the date the Moratorium is lifted or
six (6) months from the scheduled Closing. If the Closing Date is extended and if the Moratorium is still in effect
six (6) months from the scheduled Closing, then unless Buyer waives the existence of such Moratorium as a
Closing condition and elects to close this transaction, this Agreement shall be terminated and neither party shall
have any further rights or obligations hereunder, except those obligations which survive termination of the
Agreement. If Buyer waives such condition, the Closing shall take place within twenty (20) days after expiration
of such six (6) month period.
9.2 Seller's obligation to close this transaction shall be subject to the satisfaction ofeach of the
following conditions on or before the Closing Date:
9.2.1 Buyer shall not be in default under any term, covenant or conditions of this Agreement
9
#5733607 v1 PSA ver2 42746-0001
6
or shall have cured such default within 30 days of prior written notice from Seller.
9.2.2 Buyer shall have met all of the conditions precedent set forth in the Development
Agreement
9.2.3 Buyer shall have acknowledged and agreed to assume and be bound by the restrictions
imposed on the owner of the Property pursuant to the grant agreements described in the
DevelopmentAgreement.
9.2.4 Buyer's financing shall:(i) allow the construction of a project which does not materially
deviate from the Projectdescribed in the LURA and in the Development Agreement,(ii) allow
for a payment and performance bond in an amount equal to no less than 100% of the cost of
construction as evidenced by a construction contractor a letter of credit in an amount equal to
no less than fifteen percent(15%) of the cost of constructing the Project, supporting the
completion of construction of the Project,(iii) allow insurance requirements meeting the
conditions set forth in the DevelopmentAgreement, at a minimum,(iv) allow the
Developer/Owner to commit to completion of construction no later than 15 months after the
date of Closing, subject to such extensions as the Agency, lender or equity provider may agree
to for matters outside the control of the Buyer,(v) allow for compliance with applicable
building codes and (vi) allow applicable affordable housing restrictions,(vii) allow the Seller
to enforce the rights and remedies provided to the Seller in the LURAand the Development
Agreement.
9.2.5 Each of the representations and warranties of Buyer set forth in this Agreement shall be
true, complete and correct at the date of the Closing as if made at that time, and the Buyer
shall have delivered its certificate to such effect. These representations and warranties shall
survive the closing.
In the event that any of the foregoing conditions precedent to Closing have not been satisfied as of the Closing
Date, Seller shall have the right to waive any or all of the foregoing conditions and close this transaction or
Seller shall have the right to terminate the Agreement, and in such event neither party shall have any further
rights or obligations hereunder, except those obligations which survive termination of the Agreement.
Section 10.Closing Documents.The Closing documents shall beprovided by the parties as set forth
below, in form acceptable to Buyer:
10.1 At Closing, Seller shall execute and/or deliver to Buyer:
10.1.1 Special Warranty Deed. A special warranty deed in recordable form, duly executed by
the Seller, conveying to the Buyer good, marketable and insurable fee simple title, as
described and set forthin and limitedbythe Development Agreement,to the Property subject
to the Permitted Exceptions, with the legal description provided in the Commitment.
10.1.2 Affidavit.An owner's affidavit adequate for title insurance to be issued by the Title
Company without exception for parties in possession, mechanics' or materialmens’liens, taxes
and assessments which are not shown as existing liens in the public recordsand to permit the
Title Company to delete the "gap" in the Title Commitment.
10.1.3. FIRPTA Affidavit. In order to comply with the requirements of the Foreign Investment
Real Property Tax Act of 1980 ("FIRPTA"), Seller will deliver to Buyer at Closing Seller's
affidavit under penalty of perjury stating the Seller is not a "foreign person," as defined in
Section 1445 of the Internal Revenue Code of 1986 and the U.S. Treasury Regulations
10
#5733607 v1 PSA ver2 42746-0001
7
thereunder, setting forth Seller's taxpayer identification number, and that Seller intends to file a
United States income tax return with respect to the transfer, if required.
10.1.4. Seller represents and warrants to Buyer that it has not made nor does Seller have any
knowledge of any transfer of the Property or any part thereof that is subject to any provisions
of FIRPTA that has not been fully complied with by either transferor or transferee.
10.1.5 A duly executed certification that every representation and warranty of Seller under this
Agreement is true and correct as of the Closing as if made by Seller at such time;
10.1.6 Any and all documents reasonably requested by Buyer or the title company in
connection with Seller's authority to execute this Agreement, the deed and all other documents
contemplated under this Agreement;
10.1.7 A closing statementprepared by the Buyer’s closing agentsetting forth all amounts
paid, credited and otherwise due, payable and paid hereunder ("Closing Statement"); and
10.1.8 Such additional documents or instruments as may be required to effectuate the terms,
conditions and provisions hereof and to carry out the intent of the parties hereto, or as may be
reasonably required by the title insurance company, so as to be able to delete at Closing all of
the requirements of Schedule B-Section 1 of theTitle Commitment and all of the standard
printed exceptions (other than the exception for taxes and assessments for the current year not
yet due and payable, and the survey exception, which shall be limited to the specific matters
affecting the Property reflected on the Survey) from Schedule B-Section 2 of the Title
Commitment, and to insure the gap between the effective date of the Title Commitment and
the recording of the deed conveying title to the Property from Seller to Buyer.
10.2.1 At Closing, Buyer shall deliver to Seller:
10.2.1 Closing Statement executed in counterpart setting forth all amounts paid, credited and
otherwise due, payable and paid hereunder ("Closing Statement");
10.2.2 The Purchase Price (as adjusted for all credits, adjustments and prorations set forth in
this Agreement);
10.2.3 Fully executed Development Agreement
10.2.4 Such additional documents or instruments as may be reasonably required or requested
by Seller to effectuate the terms, conditions and provisions of this Agreement;
10.2.5 A duly executed certification that every representation and warranty of Buyer under
this Agreement is true and correct as of the Closing as if made by Buyer at such time; and
10.2.6 An Agency Land Use Restriction Agreement(“LURA”) inthe form attached to the
Development Agreement which Development Agreement is attached hereto,which shall be
recorded immediately following the recording of the deed and before the recording of any
encumbrance.
Section 11.Closing/Closing Expenses.Except as otherwise providedherein, the consummation of
the transaction described in this Agreement ("Closing") shall take place at the offices of Buyer's counsel in
Miami-Dade County, Florida or by mail no later than one hundred eighty (180)days after the Effective Date
("Closing Date"). At Closing, Buyer shall payall closing costs includingthe cost of state documentary
11
#5733607 v1 PSA ver2 42746-0001
8
stamps and surtax on the warranty deed, all title search fees and othercosts pertaining to the Title
Commitment and for the title insurance premium on the owner's title insurance policy to be issued to Buyer
pursuant to the Title Commitment in an amount equal to the Purchase Price(or such other amount as Buyer
requires), the fee for recording the warranty deed, and the costs of the Survey. Each party shall pay its own
attorneys' fees. If Closing does not occur by the Closing Date, then any party not in material default
hereunder may terminate this Agreement, subject to provisions which survive termination.Provided
however, if closing does not occur as a result of Buyer’s inability to obtain the Government Approvals or the
Financing Approvals,Buyer shall be entitled to extend the Closing Date, for up to three (3) periods of up to
thirty (30) days each, in which to obtain the Government Approvals and/or Financing Approvals or in the
alternative, if Buyerdoes not request an extension, either partymay terminate this Agreement and upon such
termination by Buyeror Seller, the parties shall be relieved of all further liability under this Agreement,
except for those obligations which expressly survive termination of this Agreement.
Section 12.Prorations.The following items shall be adjusted, apportioned, and allowed as of the
Closing Date:
12.1 Special Assessment Liens.If, on the Closing Date, the Property or any part thereof, shall be
or shall have been affected by any certified, confirmed, and ratified special assessment liens, the same
shall be paid and discharged by Seller. Pending liens shall be assumed by Buyer; provided, however, that
once the amount of a pending special assessment lien has been finally determined, the amount of the
special assessment lien shall be prorated and Seller shall reimburse Buyer for any amounts paid by Buyer
which are allocable to the period of time Seller owned theProperty within thirty (30) days of Buyer's
delivery to Seller of the proration statement.
12.2 Real Estate Taxes.If the Closing shall occur before the tax rate is fixed, the apportionment
of taxes shall be based upon the real estate taxes for the previous year. If the tax rate is not fixed at
Closing, the parties agree to make an appropriate adjustment upon the issuance of the actual statement for
the taxable year. Thus, if at the time of Closing, the taxes for the current year have not been finally
determined, Seller or Buyer, as the case may be, agree to pay any balance later found to be due on the
reproration of the actual taxes for the year in which the Closing occurred, within thirty (30) days of the
determination thereof.
12.3 The provisions of this Sectionshall survive the Closing.
Section 13.Representations and Warranties.
13.1 Seller represents and warrants to Buyer and covenants and agrees with Buyer as
follows:
13.1.1 Except as disclosed in writing to Buyer, Seller has not entered into anycontracts,
subcontracts, arrangements, leases, licenses, concessions, easements, or other agreements, either
recorded or unrecorded, written or oral, affecting all, or any portion of, or any interest in the
Property, which will not have been terminated orexpired prior to Closing;
13.1.2 Except as disclosed in writing to Buyer, there are no: (1) existing or pending
improvement or special assessment liens affecting the Property; (2) violations of building codes
and/or zoning ordinances or other governmental or regulatory laws, ordinances, regulations,
orders or requirements affecting the Property; (3) existing, pending or threatened lawsuits, or
appeals of prior lawsuits, affecting the Property; (4) existing, pending or threatened
condemnation proceedings affecting the Property; (5) existing, pending or threatened zoning,
building or other moratoria, downzoning petitions, proceedings, restrictive allocations or similar
matters that could adversely affect the development of the Project; or (6) unrecorded easements,
restrictions or encumbrances affecting all or any part of the Property; Seller has not used,
12
#5733607 v1 PSA ver2 42746-0001
9
manufactured, stored, or released any "Hazardous Materials" (as hereinafter defined) on, in or
around the Property, and, to the best of Seller's knowledge,no other person or entity has ever
used, manufactured, stored or released anyHazardous Materials on, in or around the Property,
and, to the best of Seller's knowledge, no Hazardous Materials are present in, on, under or
around the Property. As used herein, "Hazardous Materials" shall mean (i) any hazardous,
toxic, or dangerous waste, substance or material, as defined for purposes of the
Comprehensive Environmental Response Compensation and Liability Act of 1980, as
amended, the Resource Conservation and Recovery Act of 1976, as amended, or any other
federal, state or local law, ordinance, rule or regulation applicable to the Property and
establishing liability, standards, or requiring action as to discharge, spillage, storage,
uncontrolled loss, seepage, filtration, disposal, removal, use or existence of a hazardous,
toxic, or dangerous waste, substance or material (collectively, "Environmental Laws") and
(ii) any waste, substance or material which, even if not so regulated, is known to pose a
hazard to thehealth and safety of the occupants or future occupants of the Property, or of the
property adjacent to the Property.Seller further represents and warrants that, to the best of
Seller's knowledge, no portion of the Property has ever been used as a landfill or a dump;
13.1.3 Except as disclosed in writing to Buyer. there are no agreements currently in effect which
prohibit or restrict the sale of the Property;
13.1.4 Seller has the right, power and authority to execute and deliver this Agreement, to perform each
and every obligation of Seller hereunder, and to consummate the transactions contemplated by it; no
consent is required for the execution of this Agreement or the consummation of the transactions set forth
hereinother than that which has already been given; neither the execution and delivery of this
Agreement, and, to the best of Seller's knowledge, neither the performance or consummation of the
obligations and transactions contemplated by it, nor the fulfillment of, nor the compliance with, the
terms, conditions and provisions of this Agreement will conflict with, or result in a violation or breach
of, any relevant law, or any other instrument or agreement of any nature to which Seller is a party or by
which it is bound or may be affected, or constitute (with or without the giving of notice or the passage of
time) a default under such an instrument or agreement; no consent, approval, authorization or order of
any person is required with respect to the execution or delivery of this Agreement or the performance
and consummation of the transactions contemplated by this Agreementother than the City of South
Miami and the SMCRA;
13.1.5 Except as disclosed in writing to the Buyer, no commitments or agreements have been or will
be made by Seller to any governmental authority, utility company, school board, church or other
religious body, any homeowners or homeowners' association, or any other organization, group or
individual, relating to the Property which would impose an obligation upon Buyer to make any
contributions or dedications of money, land, or any interest in land, to construct, install or maintain
any improvements of a public or private nature on or off the Property, or otherwise impose any
obligations or liability on Buyer or the Property;
13.1.6 The Propertyknown as Madison Square, under the applicable zoning ordinance affecting the
Property,is currently zoned for mixed use and allows for multifamilyother than one lot under folio
number 09-4025-010-0050 that is currently zoned RS-4.
13.1.7 Seller has received no notice of and to its knowledge there is no violation of any law,
regulation, ordinance, order or judgment affecting the Property;
13.1.8 Seller owns the Property in fee simple, subject only to those matters disclosedin the Title
Commitment.
13
#5733607 v1 PSA ver2 42746-0001
10
At all times during the term of this Agreement and as of the Closing Date, all of Seller's representations,
warranties and covenants in this Agreement shall be true and correct, to the best of Seller's knowledge; no
representation or warranty by Seller contained in this Agreement and no statement delivered or information
supplied to Buyer pursuant to this Agreement contains any untrue statement of a material fact or omits to state
a material fact necessary in order to make the statements or information contained in them or in this
Agreement, to the best of Seller's knowledge. In the event that any of the foregoing representations or
warranties becomes untrue as a result of an act of a third party which is unrelated to and unaffiliated with
Seller then such inaccuracy shall not be deemed to be a breach by the Seller, but such material inaccuracy
shall permit Buyer to terminate this Agreement. The provisions of this Sectionshall survive the Closing.
13.2. Buyer represents and warrants to Seller and covenants and agrees with Seller asfollows:
13.2.1 that Buyer has the right, power and authority to execute and deliver this Agreement, to
perform each and every obligation of Buyer hereunder, and to consummate the transactions
contemplated by it; no consent is required for the execution of this Agreement or the
consummation of the transactions set forth herein; neither the execution and delivery of this
Agreement, and, to the best of Buyer's knowledge, neither the performance or consummation
of the obligations and transactions contemplated by it, nor the fulfillment of, nor the
compliance with, the terms, conditions and provisions of this Agreement will conflict with, or
result in a violation or breach of, any relevant law, or any other instrument or agreement of any
nature to which Buyer is a party or by which it is bound or may be affected, or constitute (with
or without the giving of notice or the passage of time) a default under such an instrument or
agreement; no consent, approval, authorization or order of any person is required with respect
to the execution or delivery of this Agreement by Buyer or the performance and consummation
of the transactions contemplated by this Agreement by Buyer;
13.2.2 that Buyer shall diligently pursue all matters required in the debt and equity financing
commitments, preliminary plans, preliminary construction quotes andcertain Governmental
Approvals;
13.2.3 that Buyer acknowledges the restrictions and requirements imposed by the Grant
Agreements, Miami-Dade County Directives and Agency requirements, to the extent disclosed
to the Buyer and/or set forth in DevelopmentAgreement, the documents attached to the
Agreement and in the Land Use Restriction Agreement; that Buyer shall make such reports to
Seller from time to time as Seller shall reasonably request in a manner sufficient to inform
Seller of Buyer's compliance with the terms hereof.
13.2.4 The Buyer shall not discriminate upon the basis of race, color, religion, creed, ethnicity,
sex, sexual orientation, age, familial status, disability or national origin in the performance of its
duties hereunder; and this covenant shall be binding to the fullest extent permitted by law and
equity, for the benefit and in favor of, and enforceable by the Seller.
At all times during the term of this Agreement and as of the Closing Date, all of Buyer's representations,
warranties and covenants in this Agreement shall be true and correct. The provisions of this section shall
survive the Closing.
Section 14.Broker.Seller and Buyer represent and warrant each to the other that they have not dealt
with any real estate broker, sales person or finder in connection with this transaction. Each of Seller and Buyer
shall pay, through separate agreement, their own broker, if any. In the event of any claim for a broker's or a
finder's fee or commission in connection with the negotiation, execution or consummation of this Agreement
or the transactions contemplated hereby, each party shall defend, indemnify and hold harmless the other party
from and against any such claim based upon any statement, representation or agreement of such party. The
14
#5733607 v1 PSA ver2 42746-0001
11
mutual indemnities and representations and warranties of each of Seller and Buyer in this Sectionshall survive
the Closing.
Section 15.Condemnation.
15.1 If the Property, or any part thereof, or any interest therein, shall be taken by eminent domain or
condemned prior to the Closing Date, or if Seller shall receive any notice or knowledge that any
agency or entity having the power of eminent domain is contemplating or is seeking the taking or
condemnation of the Property, or any part thereof, or any interest therein, Seller shall promptly notify
Buyer thereof ("Condemnation Notice").
15.2 Subject to the provisions of subsections (c) and (d) of this Section,if Buyer pays the fair value
of the property, Buyer shall be entitled to the proceeds of any condemnation proceeding relating to
any taking after the Closing Date.
15.3 If a condemnation, eminent domain or other taking proceeding shall have been overtly
threatened or commenced against the Property, or a portion thereof, or an interest therein, then in any
such event, Buyer shall have the option within thirty (30) days after receiving each Condemnation
Notice, either to: (i) notify Seller of Buyer's election to terminate this Agreement in which case the
parties shall thereafter be relieved of any further obligation or liability hereunder; or (ii) complete the
sale without any adjustments to the Purchase Price.,
15.4 Notwithstanding anything in this Agreement to the contrary, unless Buyer has elected to
terminate this Agreement, as provided in subsection (c) above, the Closing Date shall be thirty (30)
days after receiving any Condemnation Notice, or the date set forth in Section 9, whichever is later.
15.5 The provisions of this Sectionshall survive the Closing.
Section 16.Default.In the event that Buyer shall fail to perform its obligations or otherwise
defaulthereunder and continue to fail to perform its obligations or fail to cure such default hereunder after 30
days’ noticeof such failure, unless such default is of a nature that it cannot be remedied in thirty days and
Buyer is diligently working towards curing such defaultand such failure or default is through no fault or
failure of Seller to comply with its obligations hereunderand if the default continuesafter the time to cure
has expired, Seller may, as its sole, exclusive and absolute remedy, terminate this Agreementor seek any
other remedy available at law or equity.If Seller shall refuseto close, despite its obligation to close
hereunder, or if any of the representations, warranties and covenants of Seller shall at any time on or before
Closing be found to be false or misleading in any material respect, or if Seller is otherwise in default in any
material respect under the terms and provisions of this Agreement and Sellershall fail to cure any such
default after 30 days notice of such default from Buyer, unless such default is of a nature that it cannot be
remedied in thirty days and Buyer is diligently working towards curing such default, and if such failure or
default is through no fault or failure of Buyer to comply with its obligations hereunder and if the default
continues after the time to cure has expired,Buyer may (i) terminate this Agreement,or (ii) Buyer may seek
specific performance of Seller's obligations hereunder, unless specific performance is not available to Buyer,
in which case Buyer may seek any other remedy available at law or equity.
Section 17.Limitation of Liability.
17.1 Notwithstanding anything to the contrary herein, the Seller desires to enter into this Agreement
only if in so doing the Seller can place a limit on the Seller's liability for any cause of action arising
out of this Agreement, so that its liability never exceeds its maximum potential monetary
contribution of the current tax assessor's valuation of the Property. The Buyer expresses its
willingness to enter into this Agreement with recovery from the Seller for any action arising out of
15
#5733607 v1 PSA ver2 42746-0001
12
this Agreement to be limited to the value of the Property provided by the Seller. Accordingly, the
Buyer agrees that the Seller shall not be liable for any claim or damage in connection with the
Project in excess of the Seller's maximum potential monetary contribution as provided under this
Agreement, for any action or claim arising out of this Agreement. The Seller does not waive
sovereign immunity and nothing contained in this paragraph or elsewhere in this Agreement is in any
way intended to be a waiver of the limitation placed on the Seller's liability as set forth in Chapter
768, Florida Statutes.
17.1 Neither party shall hold the other responsible for damages or for delays in performance caused
by force majeure, acts of God, or other acts or circumstances beyond the control of a party or that
could not have been reasonably foreseen, prevented or avoided. For this purpose, such acts or
circumstances shall include, but not be limited to, weather conditions affecting performance, floods,
epidemics, war, riots, strikes, lockouts, or other industrial disturbances, or protest demonstrations.
Should such acts or circumstances occur, the parties shall use their best efforts to overcome the
obstacles at hand and to resume performance hereunder with dates and times adjusted accordingly.
Section 18.Notice.All notices, consents, approvals, waivers and elections which any party shall be
required or shall desire to make or give under this Agreement shall be in writing and shall be sufficiently
made or given only when delivered in person, or sent by facsimile or email, as provided below:
If to the SELLER:Director, Evan Fancher
South Miami Community Redevelopment Agency
6130 Sunset Drive
Miami, Florida 33143
Fax: 305-668-7356
E-mail: EFancher@southmiamifl.gov
With a copy to:City Manager
City of South Miami
6130 Sunset Drive
Miami, Florida33143
Fax: 305-668-7356
E-mail: salexander@southmiamifl.gov
If tothe BUYER:DanielAbreu
Abreu Development LLC
14011 SW 20th Street
Miami FL 33175
Phone: 305-345-7475
E-mail:DG@CANDELADEV.COM
Withcopy to:Stearns Weaver Miller Weissler Alhadeff
& Sitterson, P.A.
150 West Flagler Street, Suite 2200
Miami, FL 33130
Attn: Brian J. McDonough
Phone: 305-789-3200
16
#5733607 v1 PSA ver2 42746-0001
13
Email: bmcdonough@stearnsweaver.com
Notices, consents, approvals, waivers and elections given or made as aforesaid shall be deemed to have been
dated, given and received: (i) on the date of actual receipt if transmitted by overnight courier, hand delivery,
or U.S. Mail, return receipt requested, if a signed receipt is obtained; (ii) on the date of transmission, if
transmitted by telecopier/facsimile transmission and confirmation of successful transmission is provided by
such telecopier/facsimile transmission or by email, provided the recipient mails acknowledgement of receipt,
in the absence of which a copy shall also be sent via overnight courier, effective as of the date of delivery to
the overnight courier. All notices and other documents,sent to the addresses listed above that are retuned by
the postal service, or delivery service, as undeliverableor unclaimed, or if sent by facsimile transmission or
email,andthe transmission fails due to a change in the recipient’s address or facsimile transmission number,
shall be considered delivered, forall purposes of this Agreement, as of the date sent.
Section 19.Assignment.It is acknowledged and agreed that as a result of the anticipated financing:
(1)an affiliate of the Buyer will serve as the actual owner of the Property and the Project; (2) an affiliate of
the Buyer will serve as a manager or developing memberof the owner (the "ManagerAffiliate"); and (3) an
affiliate of the Buyer will serve as a manager of the actual developer of theProject (the "Developer
Affiliate"). Accordingly, if this Agreement isassigned by Buyer to an affiliate of Buyer, the Buyer will be
responsible for compliance by its affiliates with the terms of the Development Agreement and the LURA.
The Buyer's affiliates as well as the City of South Miami shall be third party beneficiaries of this PSA. Upon
termination of the Seller's authority to act as aRedevelopment Agency all rights that the Seller has to enforce
this Agreement, the Development Agreement, the LURA and the conditions, covenants and restrictions
contained inthe warranty deed shall automatically be assigned to the City of South Miami. The City of South
Miami ("City") shall be named as an intended third-partybeneficiary to all agreements signed by the Seller
concerning this sale, including the conditions, covenants and restrictions contained in the warranty deed.
Nothing contained in this Agreement shall be construed to benefit any other third parties not named herein.
Each and every affiliate of the Buyer who shall serve as the owner of the property, the manager of the owner
and the manager of the actual developer of the Project, as a condition precedent to the sale of the property
shall sign this Agreement DevelopmentAgreement and the LURA. The actual owner, the Manager Affiliate
and the Developer Affiliate,shall be jointly and severally liable to the Seller and the City, for the faithful
performance of all of the terms and conditions of this Agreement, as well as the faithful performance of and
compliance with the terms and conditions of the DevelopmentAgreement, the LURAand of the conditions,
covenants and restrictions contained in the special warranty deed. The City of South Miami and the Seller
shall be an additional obligee on all construction bonds
Section 20.Radon Gas Notice.Pursuant to Florida Statutes Section 404.056(5), Seller hereby makes,
and Buyer hereby acknowledges, the following notification:
RADON GAS: Radon is a naturally occurring radioactive gas that, when it has accumulated in a
building in sufficient quantities, may present health risks to persons who are exposed to it over time.
Levels of radon that exceed federal and state guidelines have been found in buildings in Florida.
Additional information regarding radon and radon testing may be obtained from your county public
health unit.
Section 21.General Provisions.The following general terms and conditions apply to this Agreement:
21.1 Singular/Plural -Masculine/Feminine. Words used herein in the singular shall include the
plural and words in the masculine/feminine/neuter gender shall include words in the
masculine/feminine/neuter where the text of this Agreement requires.
17
#5733607 v1 PSA ver2 42746-0001
14
21.2 Titles. Headings in this Agreement are for convenience onlyand shall not be used or relied upon
in the interpretation of this Agreement.
21.3 Successors. The terms, covenants, and conditions of this Agreement shall be binding upon and
inure to the benefit of the parties hereto and their respective heirs, successors, and assigns, except as
herein limited.
21.4 Choice of Law. This Agreement shall be interpreted according to the laws of the State of
Florida.
21.5 Time. Time is of the essence in the performance of each and every one of the obligation of the
parties to this Agreement. Unless otherwise specified, in computing any period oftime described
herein, the day of the act or event for which the designated period of time begins to run is not to be
included and the last day of the period so computed is to be included, unless such last day is a
Saturday, Sunday or legal holiday, in which event the period shall run until the end of the next day
which is neither a Saturday, Sunday or legal holiday. The word "day" or "days" shall mean calendar
days.
21.6 Jury Trial Waiver.In the event that it becomes necessary for either party to bring suit to
enforce the terms of this Agreement, then each party hereby irrevocably and unconditionally waives
any right it may have to a trial by jury.
21.7 Liability Joint and Several. If more than one party is named herein as Seller or Buyer, then such
parties hereby agree that the liability of each hereunder shall be joint and several.
21.8 Entire Agreement; Construction; Severability. This Agreement integrates and supersedes all
other agreements and understandings of every character of the parties and comprises the entire
agreement between them. This Agreement may not be changed, except in writing signed by the duly
authorized representative of the parties and, as to Seller, it shall not bechanged without awritten
resolution of Sellerand the City approving the change. No waiver of any rights or obligations
hereunder shall be deemed to have occurred unless in writing signed by the party against whom such
waiver is assertedin the same manner as required in this Sectionfor a change in the Agreementand
no waiver shall be deemed a waiver of any other or subsequentbreach,right or obligations. The
parties acknowledge that the parties and their respective counsel have reviewed and revised this
Agreement and, therefore, the normal rule of construction of contracts that any ambiguities are to be
resolved against the drafting party shall not be employed in the interpretation of this Agreement and
any exhibits or amendments thereto. If any portion of this Agreement is held to be invalid or
inoperative, the remainder of it shall be deemed valid and operative. However, the portion held
invalid or inoperative may be used to prove the intent of those portions of the Agreement held to be
valid and enforceable, to the extent possible.
Section 22.Financing.
22.1 All equity and debt financing ("Financing") documents shall be delivered to theSeller before the
closing on said Financing. All Financing documents, including the mortgage, and any amendments to
the Financing documents shall be delivered to the Seller before they are recorded.The Seller shall be
made a party to the applicable Financing distribution lists so that the Seller is copied on
communications to Buyer including the communication regarding the closing of the Financingand
regarding any default or potential default.
22.2 Any of the Buyer, the Owner, the Developer and their affiliates who provide guarantees to any
lender or equity providers (the "Syndicate") shall deliver to the Seller, prior to the closing on any
18
#5733607 v1 PSA ver2 42746-0001
15
financing of any kind, and yearly thereafter (for as longas the applicable guarantees are in effect),
financial statements, which shall be, if allowed by law,confidential and not part of the Public Record.
All financial assurances and protection related to the construction of the Project that are provided by the
Buyer, the Owner or its affiliatesand any of the Syndicate to any person or entity that provides
financing for the Property shall also be provided, in a like manner and contemporaneously, to the Seller
for its assurance and protection. Buyer shall provide Seller with Buyer's certified pro forma within 30
days of the signing of this Agreement, and yearly thereafter until closing and quarterly thereafter.
22.3 All Financing documents, including all construction loan documents, as well as the general
contract for the construction of the Property, shall include a provision that requires the lender/investor,
or contractor, to provide the Seller with contemporaneous copies of written communication[s]
regarding allegations of default under such documents as well as all written communication[s]
regarding threatened and/or actual litigation/arbitration. Buyer shall use commercially reasonable
efforts to cause all lenders and equity partners to acknowledge that Seller may purchase from the lender
any defaulted debt and thereby step in the shoes of such lender as to the debt purchased. Such purchase
shall be on terms as the Seller and Lender may agree. As between the Seller and the Buyer, if the
Seller, or its successors and/or assigns, purchase from the lender any defaulted debt, the purchaser shall,
to the extent permitted by applicable law, therebystep in the shoes of such lender for the purpose of
enforcing the same rights that the Lender has against the Buyer under similar conditions.
22.4 The provisions hereof which relate to the period after Closing shall survive Closingas
hereinabovestatedand shall be amended in the same manner as other amendments to this
Agreement.
(signatures continue onto the next page)
19
IN WITNESS WHEREOF, each of the parties has executed this Agreement, containing 22 sections
the last paragraph of which is subsection 22.4,on the dates set forth below.
BUYER:
ABREU DEVELOPMENT, LLC, a Florida limited
liability company
By:__________________________________
Daniel Abreu, Manager
Dated: ______________
SELLER:
SOUTH MIAMI COMMUNITY
REDEVELOPMENT AGENCY
By:_______________________________
Print Name:Philip K Stoddard
Title: Chairman
Date: _____________________________
20
EXHIBIT “A”
Legal Description of the Property
21
EXHIBIT “B”
Agreement for Development
22
ASSIGNMENT OF AGREEMENT OF PURCHASE AND SALE
THIS ASSIGNMENT OF AGREEMENT OF PURCHASE AND SALE
(“Assignment”) is made as of this ____ day of _____, 2018, by Abreu Development, LLC, a
Florida limited liability company(“Assignor”) and Madison Square South Miami, LLC, a
Florida limited liability company.
WHEREAS, Assignoris the “Buyer” and South Miami Community Development
Agency(“Seller”),is theseller,under that certain Agreement of Purchase and Sale by and
between Seller and Assignor, dated on or about the date hereof(the “Contract”), relating to the
acquisitionand developmentof that certain propertycomprised of approximately 1.4acres
located in the City of South Miami, Miami-Dade County, Florida and legally described on
Exhibit “A” attached hereto, and all improvements thereon (the “Premises”); and
WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to acquire
from Assignor all of Assignor’s right, title and interest in and to the Contract.
NOW, THEREFORE, for good andvaluable considerationpaid by Assignee to
Assignor, the receipt and sufficiency of which are hereby acknowledged, it is hereby agreed as
follows:
1. Assignor hereby assigns to Assignee all of Assignor’sright, title and interest in and
to the Contract.
2. Assignee hereby assumes all the obligations on the part of the Assignor, as Buyer
under the Contract.
3. This assignment is subject to the terms, conditions and provision of the Development
Agreement between Agency and Assignor, the Land Use Restriction Agreement between
Agency and Assignor, dated on or about the date hereof, and the Purchase and Sale Agreement
between Agency and Assignor, dated on or about the date hereof, to the extent applicable to the
Assignee, and the Assignee, by accepting this assignment, agrees to comply with all applicable
terms, conditions and provision of those agreements. This Assignment shall not become
effective until (a) it is accepted by the Assignee, (b) the acceptance is acknowledged before a
notary public by a person with authority to execute the acceptance of the Assignment and (c) a
duplicate original of the fully executed and notarized Assignment, as well as a duplicate original
of an appropriate resolution of the entity in question, acknowledging the authority of the person
signing the acceptance of the Assignment, is delivered to the Agency.
3. This Assignment may be executed in anynumber of counterparts, each of which shall
be an original, and all of which taken together shall constitute a single agreement. For purposes
of this Assignment, an electronic version of an executed counterpart shall constitute an original.
[Signatures on Following Page]
23
IN WITNESS WHEREOF, the parties have duly executed this Assignmentas of this __ day of
________________,2018.
ASSIGNOR:
ABREU DEVELOPMENT, LLC,a Florida limited
liability company
By:__________________________________
Daniel Abreu, Manager
STATE OF ________)
) SS
COUNTY OF _________)
I HEREBY CERTIFY that on this day before me, an officer duly qualified to take
acknowledgments, personally appeared, __________, the person described in and who executed
the foregoing agreement and acknowledged before me that he executed the same, and who
presented as identification the following: ____________________________________, and he
did take an oath (or affirmed).
WITNESS my hand and official seal in the County and State last aforesaid this ___ day of
______, 2018.
_________________________________
Notary Public
Printed: _________________________
24
ASSIGNEE:
MADISON SQUARE SOUTH MIAMI, LLC, a
Florida limited liability company
By: Abreu Development, LLC, a Florida limited
liability company, its Manager
By:__________________________________
Daniel Abreu, Manager
STATE OF ________)
) SS
COUNTY OF _________)
I HEREBY CERTIFY that on this day before me, an officer duly qualified to take
acknowledgments, personally appeared, __________, the person described in and who executed
the foregoing agreement and acknowledged before me that he executed the same, and who
presented as identification the following: ____________________________________, and he
did take an oath (or affirmed).
WITNESS my hand and official seal in the County and State last aforesaid this ___ day of
______, 2018.
_________________________________
Notary Public
Printed: _________________________
25
#6608469 v3
EXHIBIT A
LEGAL DESCRIPTION
(TO BE ATTACHED)
26
Page 1of 4
This instrument was prepared by:
Thomas F. Pepe, General Counsel
City of South Miami Community
Redevelopment Agency
1450 Madruga Avenue, Ste 202
Coral Gables, Florida 33146
Property Appraisers Parcel
Identification (Folio) Number: ______________
SPECIAL WARRANTY DEED
THIS INDENTURE, made this _____ day of ______________, 2018between South
Miami Community Redevelopment Agency, a community redevelopment agency of the City of
South Miami, a Florida municipal corporation, whose address is 5825 SW 68th Street
Suite 4, Office 400, South Miami, Florida 33143 (hereinafter referred to as “Grantor”) and Abreu
Development, LLC, a Florida limited liability company (hereinafter referred to as “Grantee”)
(Grantor and Grantee collectively referred to as the “Parties”).
WITNESSETH, that said Grantor, for and in consideration of thesum of Ten Dollars
($10.00), given or in hand paid by said Granteeto Grantor, andother good and valuable in kind
considerationin the form of promises of the Grantee as described in that certain Development
Agreementbetween the Grantor and theGrantee dated on or about the date hereof (the
“Development Agreement”), the Purchase and Sale Agreement, and the Land Use Restriction
Agreementbetween the Grantor and the Grantee dated on or about the date hereof (“LURA”),
the latter of which has been recorded contemporaneously with this deedand all of which were
contemporaneously executed by theGrantor and Grantee, the receiptand sufficiency of whichis
hereby acknowledged,has granted, bargained and sold to said Grantee, and Grantee’s heirs and
assigns forever, the following described land situated, lying and being in Miami-Dade County,
State of Florida, described in Exhibit A, attached hereto and made a part hereof by reference
(hereinafter known as the “Property”).
THIS CONVEYANCE IS MADE SUBJECT TO the followingconditions, restrictions and
limitations:
1.Conditions, restrictions, limitations, and easements of record, if any; but any such interests
that may have been terminated are not hereby re-imposed; and
2.Applicable zoning ordinances,and assessments for theyear 2018and subsequent years;
and
3.The Land Use RestrictionAgreementrecorded contemporaneously withthe recording of
this Deed; and
4.Real estate taxesfor the year 2018and anyassessments on the propertyor any partthereof;
and
27
Page 2of 4
5.Grantee shall not suffer any lien, levy or attachment to be made, or any incumbrance,not
authorized by the Development Agreement, Purchase and Sale Agreement or LURA,to attach
to the Propertyexcept:
5.1Any mortgage(s) in favor ofany lender for the purpose of financing any hard costs or
soft costs relating to the construction of the improvementsto the property contemplated
by the Development Agreementin an amount(s) not to exceed the market value of the
Property andall improvementsmade theretoby Grantee, or its affiliate,as determined
by an MAI appraiser; and
5.2Any mortgage(s) in favor of any lender refinancing any mortgage of the character
described in clause (a) hereof, in an amount(s) not to exceed the fair market value of the
Property and all improvementsmade theretoas contemplated by the Development
Agreement,as determined by an MAI appraiser; and
5.3No mortgage or othersimilarincumbrance (“Incumbrance”) shall be given by the
Grantee, nor shall Grantee allow the property to be incumbered unless (i) authorized by
the Development Agreement, the Purchase and Sale Agreement or the LURA; and (ii)
the incumbering party agrees to give the Grantor notice of any uncured event of default
under the terms of the Incumbrance within 20 days of such event; and (iii) the
incumbering party agrees to give the Grantor the right, but not the obligation, to cure
any default under the terms of theIncumbrance (for a reasonable period of time not to
exceed thirty (30) days; provided, however, if such default cannot reasonably be cured
within such thirty (30) day period and Grantor has diligently commenced to cure such
default promptly within such thirty (30) day period, such thirty (30) day period shall be
extended for so long as it shall require Grantor, in the exercise of due diligence, to cure
such default, but, unless the parties otherwise agree, in no event shall the entire cure
period be more than sixty (60) days); and (iv) in the event that the Grantor cures any
default, the Grantor shall be allowed, in its discretion, tostep into the shoes of the
Grantee and,in such event, the Grantee shall assign to Grantor all of Grantee’srights,
title and interest in and to the Property, and the incumbering party agrees to accept the
Grantor as the obligor under the terms of the Incumbrance; provided, however, the
Grantor may only step into the shoes of the Grantee after the Grantor has either paid off
or assumed all of the Grantee’s liabilities under the Incumbrance, which assumption
must be in form and substance reasonably acceptable to the lender of the Incumbrance;
and (v) Grantor shall, after an event of default by the Grantee has occurred pursuant to
the Incumbrance, be given the right, at Grantor’s discretion, to pay off the Incumbrance
and, in such event,upon the satisfaction and release of the Incumbrance, Grantee shall
assign to Grantor all of Grantee’s rights, title and interest in and to the Property,
including all of the improvements that have been made to the Property.
6.Grantee shall not convey title to,or an interest in,the Property to anyone by any
recordable instrument or otherwise that does not comply with the terms and conditions of the
LURA and that does not contain the same deedrestrictions as contain herein.
7.The title to the Property shall revert back to Grantor(the “Reversion”)in the event that
the Project(as defined in the Development Agreement)is not completed in a substantially
similar manner as contemplated by the Development Agreement, subject to the extension of
28
Page 3of 4
time periods as a result offorce majeure; provided, however, in the event of a Reversion, any
Incumbrance shall remain a first lien mortgage on the Property, any Incumbrance shall
remain as an encumbrance on the Property, and Grantor shall thereafter be liable under any
such Incumbrance. For the avoidance of doubt, non-material changes and changes approved
by theAgency shall not trigger the Reversion. This reversionary interest (the “Reversionary
Interest”) shall automatically terminate upon the completion of the construction of the
Project, as evidenced by a temporary certificate of occupancy for each of the buildingson the
Property. Although the termination of the Reversionary Interest is self-operative, Grantor
agrees to record an instrument in the public records terminatingthe Reversionary Interest at
such point. Notwithstanding anything contained herein, in the LURA or in the Development
Agreement, the Reversionary Interest shall not apply unless the Grantor has provided notice
and an opportunity to cure to any institutional lender pursuant to Section 8 of the
Development Agreement. In addition, in the event that an institutional lender takes
possession of the Property by foreclosure or a deed in lieu, the reversionary interest shall
automatically expireupon such transfer.
Grantor does hereby specially warrant the title to said land, and will defend the same against
the lawful claims of all persons whomsoeverfrom the date of the Grantor’s initial purchase of
the property to the date of this deed and solely warrant the title to the extent of the value of
Grantor’stitle insurance policyand Grantor’s liability islimited to that coverage.
*“Grantor” and “Grantee” are used for singular or plural, as context requires.
[SIGNATURE ON FOLLOWING PAGE]
29
#6608600 v2
Page 4of 4
IN WITNESS WHEREOF, Grantor has hereunto set its hand and seal the day and year
first above written.
GRANTOR
____________________________City of South Miami
Witness Community Redevelopment Agency
Printed: _____________________
By: __________________________SEAL
_____________________________Philip K Stoddard, Chairman
Witness
Printed: ______________________
STATE OF FLORIDA )
) SS
COUNTY OF MIAMI-DADE )
I HEREBY CERTIFY that on this day before me, an officer duly qualified to take
acknowledgments, personally appeared, Philip K. Stoddard, the person described in and who
executed the foregoingSpecialWarranty Deed and acknowledged before me that he executed the
same, and who presented as identification the following:
____________________________________, and he did take an oath(or affirmed).
WITNESS my hand and official seal in the County and State last aforesaid this ___ day
of _______, 2018.
_________________________________
Notary Public
Printed: _________________________
30
#5717694 v3 42746-0001
1
DEVELOPMENT AGREEMENT BETWEEN DEVELOPER AND
SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY
ThisAgreement between ABREU DEVELOPMENT, LLC (“DEVELOPER”)and the
SOUTH MIAMI COMMUNITY DEVELOPMENT AGENCY (“AGENCY”)
(“Agreement”) is made on this __ day of _______________,, 2018.
WHEREAS,pursuant to the DEVELOPER's submittal of its letter of interest and
qualifications for the development of Madison Square, the AGENCY and the DEVELOPER
desire for the DEVELOPER to develop the property commonly knownas Madison Squareand
the property knownas the Marshall Williamsonproperty in accordance with the terms hereof;
WHEREAS,the AGENCY and the DEVELOPER desire for a mixed use
development to be undertaken at a siteinSouth Miami, Florida andthatis described on
Exhibit A, attached hereto and made a part hereof (“Property”);
WHEREAS,the AGENCY is the current owner of the Property having acquired same
for the purpose of providing affordable housing and affordable commercial space for rent and to
eliminate the blight within the AGENCY boundaries (“SMCRA Area”);
WHEREAS,the AGENCY has elected to enter into this Agreement with the
DEVELOPER to provide affordable housing and commercial space to residents of the SMCRA
Area; and
WHEREAS,the DEVELOPER proposes to construct amixed use development of Very
Low-Income and Low-Income residential units and affordable and proprietary commercial uses
("Project") consisting of approximately 3,600 square feet of ground floor affordable commercial
space, approximately 8,400square feetof ground floor commercial space, as designated in the
site plans as an integral part of the Project, and to be used exclusively and solely as a Family
Dollar store, and forty (40) residential rental units on the eastern and western Madison Square
parcels, as designated in the site plans, with each residential unit having approximately 850
square feet of livable space, and the maximum number of townhouses or duplexes allowed by
zoning, (approximately 8.7 duplex units or 6 townhouses, or a mix of bothor asmutually agreed
upon, in writing, between the parties and approved by written resolution of the Agency and the
City. ) on the parcel known as the Marshall Williamson property,as well as all residential
appurtenances, fixtures, and improvements ("Improvements") and as further set forth in the
Project Schematics that is attached to this Agreement as Exhibit D,as may be amended by
written agreement of the AGENCY and DEVELOPER; and
WHEREAS,the DEVELOPER proposes to construct approximately 300 square feet of
ground floor space in addition to the deliniations above, as designated in the site plans, to be
used exclusively as management office for the housing and affordable commercial component
of the Project; and 31
#5717694 v3 42746-0001
2
WHEREAS, the consideration being provided to theDEVELOPER includes the right of
the DEVELOPER to construct approximately 8,400square feet of ground floor commercial
space on the western Madison Square parcel, as designated in the site plans as an integral part of
the Project, and to be used exclusively and solely as a Family Dollar store.
NOW, THEREFORE , in consideration of the covenants, mutual promises stated
herein and other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged by the parties, the parties agree as follows:
Section 1. Recitals.Each of the above stated recitals are true and correct and are
hereby incorporated by reference into this Agreement. The following list of documents shall
comprise the Agreement between the parties and shall constitute,collectively, the “Contract
Documents”:
This Agreement;
Legal description in the form as found in Exhibit A;
Bonds,100% Performance and Payment Bond (the “Bond”) or a letter of credit
(“LOC”) in an amount equal to no less than fifteen(15%) percent of the projected
cost of constructing the project, supporting completion of construction of the
Project, in the form as found in Exhibit B (which shall be subject to modificationas
to form (but not as to content or substance)as approved by AGENCY General
Counsel and DEVELOPER)within tendays of Closing;
Special Warranty Deed, Land Use Restriction Agreement(“LURA”)and
Purchase and Sale Agreement (the “PSA”) found in Exhibit C;[Note: the special
warranty deed shall solely warrant the title to the extent of that the AGENCY and
DEVELOPER’S title insuranceinsure the title and liability is limited to that coverage.]
Project Schematics described in Exhibit D, as may be amended;
Insurance Requirements found in Exhibit E (which shall be subject to
modification as approved by Agency staff and DEVELOPER);
HUD Guidelines Affordable Income Guidelines as found in Exhibit F;
Grants and Miami-Dade County Directives –Exhibit G;
AdvertisedNotice,required by Florida Statue, Section 163.380,is attached as
Exhibit H.
Section 2.Title and Certain Property Matters.The AGENCY shall provide the
DEVELOPER, or the entity that is designated in the Purchase and Sale Agreement,with title to
the Property in the form described in Exhibit C in exchange for the DEVELOPER’s express
commitment, as evidenced by this Agreement, to undertake the activities set forth in this
Agreement and performing the covenants and duties set forth in this Agreement. The
AGENCY shall transfer the Property to the DEVELOPER by Special Warranty Deed in the
form as found in Exhibit C and in accordance with the Purchase and Sale Agreement (the
“PSA”) also found in Exhibit C.
32
#5717694 v3 42746-0001
3
The Property is conveyed AS IS, WHERE IS with NO REPRESENTATIONS AND
WARRANTIES other than those set forth in the Special Warranty Deed. It is understood and
acknowledged that the Madison Square parcels surround a lot owned by a separate, private and
unrelated person or entity and that neither the City, AGENCY, nor any other party related to the
City or the AGENCY, shall have any duty, obligation or right to acquire the surrounded parcel,
undertake any action to aid the DEVELOPER in any way with respect to the surrounded parcel,
or undertake any effort at all with respect to the surrounded parcel;
Section 3. Definitions.
“AGENCY”shall mean the South Miami Community Redevelopment Agency
until such time as its authority expires and, thereafter it shall mean the City of South Miami.
“City”means the City of South Miami, Florida.
”DEVELOPER”means the entity executing this Agreement, its officers,
directors, managers, affiliates,successors, and/or successors and assigns and any other party
that owns the Propertyor owns any interest in the title to the Property.
“Project”means the design and construction of the proprietary commercial
space, the community commercial space and the residential housingin accordance with this
Agreement.
“Shell Unit”shall mean as concrete floor slab, exteriorwalls, roof, storefront
and electric (w/o panel),HVAC Curb mount(w/o unit) gas, water and sewer services stubbed to
the premises. Fire sprinklers to meet shell building code and installed with the shell.
Section 4. Conditions Precedent to the AGENCY conveying the Property to the
DEVELOPER or any other party.
4.1Regardless of the terms set forth in thePSA, AGENCYshall not convey the
Property to the DEVELOPERor other party designated to receive title in the Purchase
and Sale Agreement,and the DEVELOPER shall have no rights under this Agreement
or otherwise whatsoever,untilDEVELOPER provides evidence to the CITY and the
AGENCY, in such form as is satisfactory to the CITY and the AGENCY, that the
DEVELOPER has met allof the followingconditions precedent:
4.1.1the DEVELOPER provides evidence acceptable to AGENCYthat each
and every one of the DEVELOPER’S Representations set forth hereinbelow in this
Agreement made by the DEVELOPER are true and correct;
4.1.2the DEVELOPER has prepared a full, final, unamended or unchanged, 33
#5717694 v3 42746-0001
4
and complete set of construction plansthat have beenapproved by the City's Planning
and Zoning Department and Building Department as well as by the Miami-Dade
County Building and Zoning Departments before the property is conveyed and before
any permit is issued permitting any commencement of construction, including site
preparation and grading;
4.1.3the DEVELOPER first provides the AGENCY with evidence acceptable
to the AGENCY, in its reasonable discretion, of commerciallyreasonable and adequate
financing that will allow the development and construction of the Project; and
4.1.4 the closing of the conveyance of the Property pursuant to the PSA, shall
take place after or contemporaneously with the execution of this Agreement.
4.2 Neither the City nor AGENCY shall unreasonably withhold or delay any
request to extend the time by which the DEVELOPER shall undertake performance of the
conditions precedent. The request for an extension of time, after a prior extension was granted
and abused, shall be deemed to be an unreasonable request and may be withheld or delayedby
the AGENCYand under such circumstances the AGENCY shall be deemed to have acted
reasonably in withholding or delayingsuch request and in withholding or delayingany
subsequent request for extension of time.
Section 5. Project Scope.The DEVELOPER, after meeting the conditions precedent set
forth in Section 4of this Agreement,shall professionally and diligently construct (by the
DEVELOPER itself or, at the DEVELOPER’s option,through the engagement of third party
contractors) and provide (or cause to be provided) construction services to complete the entire
Project, including the commercial space and residential housingin accordance with this
Agreement and the building plans approved by the City including, without limitation, a
finished grade and landscaping as set forth in any landscaping plans approved by the City.
The Project shall be constructed in substantial accordance with the Project Schematics as set
forth in Exhibit D, or as may be amended by agreement of the parties to this Agreement.
5.1 The DEVELOPER'S obligation to construct the Projectsubstantially in
accordance with the Project Schematics as set forth above shall be secured, in addition to a
payment and performance bond, or Letter of Credit, by a guaranty of completion by the
DEVELOPER (or such other person or entity that provides a similar guaranty to the first
mortgage lender). All security in the form of bonds and guaranties or Lettersof Credit, as
approved by the AGENCYas to form, and as required by this Agreement, shall be in place,
and in full force and effect,before any construction commences.
34
#5717694 v3 42746-0001
5
5.1.1 Each Bond or Letter of Credit, shall guarantee to AGENCY the completion and
performance of the Work covered in this Agreement as well as full payment of all suppliers,
material man, laborers, or subcontractor employed pursuant to this Project. The Bond and/or
Letter of Credit shall be issued by a surety company in the case of bonds and a financial
institution in the case of letters of credit. The letter of credit shall be reasonably acceptable to the
Agency and the bond shall be in a form used by the City of South Miami for its public works
projects. The qualifications shall meet the requirements of Sections 5.1.4, 5.1.5, and 5.1.6.
5.1.2Each Bond or Letter of Credit shall continue in effect for one yearafter final
completion and acceptance of the Work.
5.1.3Pursuant to the requirements of Section 255.05(1), Florida Statutes,
DEVELOPER shall ensure that the Bondor Letter of Credit(s) referenced above shall be
recorded in the public records of Miami-Dade County and provide CITY with evidence of
such recording.
5.1.4Each Bond must be executed by a surety company authorized to do business in
the State of Florida as a surety, having a resident agent in the State of Florida and having
been in business with a record of successful continuous operation for a least five (5) years.
5.1.5The surety company shall hold a current certificate of authority as acceptable
surety on federal bonds in accordance with the United States Department of Treasury
Circular 570, current revisions.
5.1.6The AGENCYshall only be required to accept a surety bond from a company
with a ratingofA. VIIor betteror a letter of credit from a financial institution that is rated
by Bankrate.com with a rating of 4 stars or better, or BauerFinancial’s Bank Star Ratingswith a
rating of 4 stars or better, or suchothersurety or financialinstitution whose financial rating is
acceptable to Agencyand City.
Section 6. Termination; Survival of this Agreement’s Provisions.This Agreement
shall automatically terminate if the DEVELOPER fails to close on the purchase of the Property
under the terms set forth herein and in the PSA.The DEVELOPER waives any and all rights of
action upon such termination and shall have no rightof legal action of any kind, whether at law
or in equity, against the City or AGENCYwhatsoever. This Agreement shall terminate prior to
closing under the PSA if the DEVELOPER breaches any of the terms, conditions or provision 35
#5717694 v3 42746-0001
6
hereof or if the Owner breaches any of the terms, conditions or provisions of the PSAand fails to
cure such noncompliance within thirty (30) days after the AGENCYprovides DEVELOPER
with written notice of default and demand to cure. If the cure period extends beyond the closing
date, the closing date shall be extended to a date 10 days following the end of the cure period
The AGENCYmay, in its sole and absolute discretion, provide such longer period of time to
close,and the time by which the DEVELOPER must cure a default of thisAgreement,if the
DEVELOPER demonstrates to the AGENCY’s sole and exclusive satisfaction that the
DEVELOPER is diligently pursuing efforts to cure all such defaults in a timely manner and in
good faith. If the AGENCYgrants any extension of time to cure a default beyond the initial
thirty (30) day cure period, then the DEVELOPER shall report weekly in writing to the
AGENCY’S Chairman and the AGENCYDirector detailing all efforts that were taken during
that week. The contents of such report must be reasonably satisfactory to the AGENCY
Chairman and Director. Failure to provide a report as set forth in this Section 6 in any given
week or failure to timely report such actions shall, in AGENCY’s sole and exclusive discretion,
be deemed an uncureable breach of this Agreement.
Section 7. Limitation of Liability.The AGENCY shall not be liable for any claim
or damage in connection with the Project in excess of the AGENCY's maximum potential
contribution as provided under this Agreement, for any action or claimarising out of this
Agreement. The AGENCY does not waive sovereign immunity and nothing contained in
this Agreement is in any way intended to be a waiver of the limitation placed on the
AGENCY's liability as set forth in Chapter 768, Florida Statutes.
Section 8. Project Financing Documents.In addition to any other provision in this
Agreement, all financing agreements with third parties, shall include a provision that gives
the AGENCY, at its sole and exclusive discretion, the rights provided to the AGENCY in the
Land Use Restriction Agreement (“LURA”), attached as Exhibit C, including the right, at the
AGENCY’s option, to cure any default of the DEVELOPER upon notice and within a
reasonable period of time not to exceed thirty (30) days; provided, however, if such default
cannot reasonably be cured within such thirty (30) day period and Agency has diligently
commenced to cure such default promptly within such thirty (30) day period, such thirty (30)
day period shall be extended for so long as it shall require Agency, in the exercise of due
diligence, to cure such default, but, unless the parties otherwise agree, in no event shall the
entire cure period be more than sixty (60) days. Further, the Special Warranty Deed will
contain a provision that specifically provides for a reverter of title to the Property in the event
that the DEVELOPER does not complete the Project in a substantially similar manner as
contemplated by this Agreement, subject to the extension of time periods as a result of force
majeure. For the avoidance of doubt, non-material changes and changes approved by the
Agency shall not trigger the reverter. DEVELOPER agrees that any and all financing
agreements and/or mortgages shall contain a provision that grants the AGENCY such a right
and acknowledges the rights, remedies and restrictions set forth in the LURA. Likewise, the 36
#5717694 v3 42746-0001
7
AGENCY will give institutional lenders the right to cure any defaults of the DEVELOPER to
complete the Project, which opportunity to cure such defaults shall be the longer of (i) thirty
(30) days after the cure period provided under the applicable mortgage, (ii) thirty (30) days
from the institutional lender’s receipt of Agency’s notice to the institutional lender of a
Developer default, or (iii) if the cure of such default requires possession of the Property,
thirty (30) days after the institutional lender has obtained possession of the Property;
provided that, in each case, if such default cannot reasonably be cured within such thirty (30)
day period and institutional lender has diligently commenced to cure such default promptly
within the time contemplated by this Agreement, such thirty (30) day period shall be
extended for so long as it shall require the institutional lender, in the exercise of due
diligence, to cure such default, but, unless the parties otherwise agree, in no event shall the
entire cure period be more than ninety (90) days. Institutional lender acknowledges that it is
not obligated to cure any Developer default, but if the institutional lender elects to do so,
Agency agrees to accept cure by the institutional lender as that of the Developer under the
applicable mortgage and will not exercise the reversionary interest. Upon satisfactory
completion of the Project, which shall be evidenced by temporary certificates of occupancy,
the AGENCY shall record a notice of completion which shall also provide that any right of
reverter that the AGENCY may have relating to completion of the Project has been
terminated.
Section 9. Risk of Loss.Subsequent to the conveyance of the Property by the
AGENCYto the Developer, risk of loss from any casualty, whether before or after
construction upon the Property is commenced, shall be entirely upon the DEVELOPER and
the DEVELOPER shall maintain adequate limits for all insurance, including builders’ risk,
general liability, construction, workers compensation, property and casualty, and all other
applicable lines for a sum not less than the full replacement value of the Project to be
constructed. The DEVELOPER shall not commence work under this Agreement until it has
obtained and submitted proof, to the satisfaction of the AGENCY, thatall insurance required
by the AGENCY, including the insurance requirements set forth in Exhibit E has been
obtained and is in full force and effect.
Section 10. Independent Contractor.The AGENCY, the City and the DEVELOPER
are not partners in any way and have no business affiliation whatsoever. The DEVELOPER is
not an agent of the City or AGENCY. The DEVELOPER, its officers, shareholders,
principals, owners, directors, partners, employees,agents, licensees, invitees or affiliates have
no rights whatsoever as employees, agents, contractors, partners, licensees, invitees, affiliates
or any other kind of role whatsoever because of the existence of this Agreement.
Section 11. AGENCY’s Duties. The AGENCY shall:
11.1 use reasonable efforts to assist DEVELOPER in the DEVELOPER’s
application for permitting and in obtaining the permits necessary to develop the Project.37
#5717694 v3 42746-0001
8
11.2 assign any interest it mayhave in the permits to DEVELOPER at closing.
11.3 at closing under the PSA, at its expense, deliver any improved portions of the
Property vacant of tenants and without any claim by any former tenant. Currently,the
AGENCYis renting two homes that are on the Property. The AGENCYshall provide these
tenantswith whatever notice is required to allow the tenants time to move so that the
Developer can demolish the existing structures without delay caused by the existence of
these tenantsliving on the Property following the closing. Any delay in the vacating of these
homes that prevents the DEVELOPER from demolishing these homes, after the
DEVELOPER has obtained all the necessary permits and after the DEVELOPER is ready
and able to start the demolition process, shall toll any time frames established for the
DEVELOPER to commence and for it to complete construction. It is understood and agreed
that the Agency is the party responsible for the tenants vacating such premises; and
11.4 the current zoning, parking requirements and impervious coverage requirements
as set forth in the City’s Land Development Code are sufficient for the Project. The
AGENCY, at its expense will apply for and/or support any special exception or special use
approval for the construction of the Project as necessary, without further condition by the City,
to permit the DEVELOPER to build the Project as currently designed.
Section 12. DEVELOPER’S Duties.The DEVELOPER shall:
12.1 preparea full, final, unamended or unchanged, and complete set of
construction plans that have been approved by the City's Planning and Zoning Department
and Building Department as well as by the Miami-Dade County Building and Zoning
Departments before any permit is issued permitting any commencement of construction,
including site preparation and grading; and
12.2 other than in connection with the lien or encumbrance of Project financing, not
permit any liens to be recorded against the Property regarding the Project. If a construction,
materialmen, labor,or otherperson authorized to record a construction lien, records a
construction lien or if aconstruction-related lien,is recordedagainst the Property, and if the
DEVELOPERhas chosen to secure the constructionwith a LOC, DEVELOPER shallremove
such liento bond as provided and allowedby Florida law within thirty (30) days of recording
of the lien. The City and AGENCYshall be madeadditional obligees on such bondand the
amount of the bond shall be not less than one hundred percent (100%) of the amountclaimed
under the recorded and asserted lien; and
12.3 make timely payment(s) to subcontractors or suppliers for materials or labor
regarding the Project unless the DEVELOPER has reasonable grounds to withhold payment;
and
38
#5717694 v3 42746-0001
9
12.4 maintain the constructionsources of financing in balance in accordance with the
applicable project financing documents; and
12.5 timely start construction and complete the Project and obtain all applicable
certificates of occupancy and applicable certificates of use in accordance with the terms
hereof; and
12.6 obtain all construction financingnecessaryto design the Project, to the
reasonable satisfaction of the AGENCY,and to construct the Project in accordance with the
plans approved by the AGENCY; prepare all of the construction documents, including but
not limited to the plans, working drawings, specifications and all necessary as-built
drawings; obtain all necessary permits for the construction of the approved design on the
properties identified in Exhibit A (the "Property"); do all things necessary to complete
construction; obtain permanent financing; lease the residential and affordable commercial
properties that are part of the Project; comply with the terms and conditions of the Purchase
and Sale Agreement as well as all grants, whose funds were used by the AGENCY to
purchase and/or develop the property, and all Miami-Dade County mandates, copies of
which are attached as Exhibit G; provide affordable housing and affordable commercial
space to tenants who meet the guidelinesasset forth in the LURA.
12.7construct the affordable housing rental project with the designated residential rent
for each residential unit not to exceed applicable rental restrictions as set forth in the LURA,
together with approximately threethousand six hundred (3,600) square feet of Commercial
CommunitySpaceas defined in the LURA. The space set aside for community based
commercialtenantsshall be divided into four (4) separate Shell Units.
12.8 perform or comply with the covenants set forth in the Land Use Restriction
Agreement, the form of which is attached hereto as Exhibit C(the “LURA”). The
DEVELOPER shall be obligated to comply with and acknowledge the restrictions set forth in
such LURA. The initial rents to be charged to suchresidentialtenantsshallbeas set forthin
the LURA. The LURA shallbe entered into between the AGENCYand the DEVELOPER
(or its affiliate) contemporaneously with the transfer of the Property pursuant to the terms of
the PSA.In addition, the Property shallbe subject to the above rental restrictions for a 40
year period from the date a certificate of occupancy is issued for the Project (the
“Compliance Period”). The Project may not be sold or resold by DEVELOPER or its
affiliates, or any of their grantees,successors or assigns, during such period without the new
buyer's written assumption of the preferences, affordability and use restrictions set forth in
the LURA. The assumption document shall be, as toform and substance,reasonably
satisfactory to the AGENCY or, once the Agency is dissolved, the City.
12.9 maintain all audits, books, records, documents and other evidence pertaining
to all costs and expenses incurred and revenues acquired under this Agreement to the
extent and in such detail as reasonably required by the AGENCY and make such audits, 39
#5717694 v3 42746-0001
10
books, records, documents and other evidence immediately available to the AGENCY
within 72 hours after DEVELOPER receives written demandto inspect the records or for
copies by the AGENCY. All costs of copyingsuch records incurred by the DEVELOPER
shall be paid by the AGENCY. AGENCYshall have the right to make its own copies of
these records without cost to DEVELOPER.
Section 13. DEVELOPER REPRESENTATIONS AND WARRANTIES:
13.1 The DEVELOPER represents and warrants that:
13.1.1 the DEVELOPER is a limited liability company organized under the
laws of the State of Florida in good standing and shall remain in good standing throughout
the term of this Agreement;
13.1.2 this Agreement is signed by persons who have been duly authorized to
sign on the DEVELOPER’s behalf;
13.1.3 it will perform each of the duties set forth in Section 12 using best
efforts and commercial diligence;
13.1.4 the DEVELOPER’S rights, duties and obligations may not be
assigned,sold, leased, optioned, conveyed, gifted or otherwise alienated from the
DEVELOPER (“Transfer”)and any such Transfer shall be void ab initio without the prior
written consent of the AGENCY; provided, however, the Developer’s rights hereunder
may be assignedto an institutional lender and a subsequent buyer in connection with the
possession of the property by either in connection with a foreclosure, a deed in lieu or
with a subsequent sale of the Property by an institutional lender;
13.1.5 there are no proceedings or actions pending, threatened or contemplated
against the DEVELOPER including but not limited to any action for the liquidation,
termination or dissolution of DEVELOPER;
13.1.6 DEVELOPER shall apply for site plan approval within 60 days of the
date of this Agreement and construction permits within sixty (60) days of site plan
approval. However, in the event that DEVELOPER is diligently pursuing the approval of
the site plan and construction permits and if DEVELOPER is in need of additional time, a
request for an extension of time will not be unreasonably withheld by the Agency to obtain
either site plan approval or for the issuance of the permits;
13.1.7 DEVELOPER shall cause the Property to be developed in substantial
accordance with the Project Schematics and the building plans that are to comply with
the City's Code and are to be approved by the South Miami Planning and Zoning 40
#5717694 v3 42746-0001
11
Department, its Building Department and the Miami-Dade County Building and Zoning
Department and any other agency having jurisdiction over the approval of building
plans and the development of the Property;
13.1.8 DEVELOPER shall complete construction within the time allowed by the
construction schedule set forth in the Project financing documents but no later than as set
forth in this Agreement;
13.1.9theconstruction of the Project and compliance with this Agreement shall
be in accordance with all applicable codes, ordinances, statutes, regulations of the federal
government, the State of Florida, the Cityand Miami-Dade County;and
13.1.10 the use of the Property shall be in compliance with this Agreementand
shall be in accordance with all applicable codes, ordinances, statutes, regulations of the
federal government, the State of Florida, the City and Miami-Dade County.
13.2 All of the Representations and Warranties set forth in thisSection shall survive
the termination of this Agreementand the closing on the sale of the property in question.
13.3Warranty: All work that was not performed in a workmanlike fashion or not
furnished in accordance with the terms, condition and provision of the Contract and Contract
Documentsshall be considered defective work. All work that is not in substantial compliance
with the Project Schematics shall be considered defective work. The DEVELOPERshall
repair or replace (or caused to have repaired or replaced) such defective work. The
DEVELOPERshall repair or replace (or cause to have repaired or replaced) all defective
materials and equipment furnished. The DEVELOPERshall repair or replace (or cause to
have repaired or replaced) all patent defects that have become apparent before the expiration of
one (1) year following the date of Final Acceptance as indicated in the CONSULTANT Letter
of Recommendation of Acceptance, if issued, the Certificate of Occupancy, if issued, or the
Certificate of Completion, if issued by the City, whichever is applicable and if more than one
is applicable, the one that is issued last,and correct any and all latent defects that are
discovered before the expiration of the third (3rd) year following the date of Final Acceptance
as indicated in the CONSULTANT Letter of Recommendation of Acceptance, if issued, the
Certificate of Occupancy, if issued, or the Certificate of Completion, if issued by the City,
whichever is applicable and if more than one is applicable, the one that is issued last. The
DEVELOPERshall have a reasonable amount of time to proceed against third parties, such as
the contractor, to cure any such defects. The DEVELOPERagrees to diligently pursue all
rights and remedies against third parties for patent and latent defects. This provision shall
survive the completion of the project and the termination of this Agreement.
Section 14. Force Majeure.Neither party shall hold the other responsible for
damages or for delays in performance caused by Acts of God, war, terrorist actions in the
City or in Miami-Dade County, riots, violent civil disturbances or strikes declared by any
union pursuant to existing and executed collective bargaining agreement but excluding any 41
#5717694 v3 42746-0001
12
strike, work stoppage or work slow down undertaken by any individual union hall regardless
of trade. For this purpose, Acts of God include tornados, hurricanes named by the
National Weather Service, tropical storms identified by the National Weather Service,
floods that have been declared Part A and B disaster by the President of the United
States of America under the Stafford Act, and epidemics declared by the United States
Center for Disease Control. Should such acts or circumstances occur, the parties shall
use their commercially reasonable best efforts to overcome the difficulties and to resume
the work as soon as reasonably possible and the construction schedule shall be adjusted
accordingly.
Section 15. Default.
15.1The DEVELOPER shall be in default of this Agreement if the DEVELOPER:
15.1.1 fails to apply for site plan approval within sixty (60) days of the date of the
delivery of the deed to the Property (or within the extended time period allowed, if any) or
fails to apply for any building permit necessary for the commencement of construction
within sixty (60) days of site plan approval (or within the extended time period allowed, if
any); or
15.1.2 fails to start construction within 90 days following the issuance of
construction permits; or
15.1.3 abandons or substantially suspends construction for a period of more than 30
days.A delay caused by force majeure or by a subcontractor or supplier shall not be
included in the calculation of the 30-day period, provided the delay of the subcontractor or
supplier is not due, in anyway, to the fault or negligence of the DEVELOPER; or
15.1.4 fails to timely cure any breach of this Agreement. DEVELOPER shall have
thirty (30) days, after receipt of written notice of any breach to cure any notice of default
sent by the AGENCY. Such period may be extended by the AGENCY, at its reasonable
discretion, provided that the DEVELOPER demonstrates to the AGENCY’s reasonable
satisfaction that it is diligently pursuing a cure to such breach. If thetime is extended
beyond 30 days, then the DEVELOPER shall report weekly in writing to the CRA Agency
Chairman and the CRA Director as to all efforts that were taken during that week. Failure
to take action in any given week or failure to timely report such action shall be a
substantial and material breach of this Agreement; or
15.1.5 fails to complete construction within fourhundred fiftyfive (455) days from
the date of the delivery of the SpecialWarranty Deed to the Property other than due to
force majeure.In the event of force majeure, such delay shall extend the number of days
for completion of construction accordingly. Notwithstanding the foregoing, AGENCY 42
#5717694 v3 42746-0001
13
shall provide DEVELOPER a reasonable period of additional time to complete the Project
provided that DEVELOPER is reasonably and diligently pursuing completion of same with
all due haste. In such event, the DEVELOPER shall report weekly in writing to the CRA
Agency Chairman and the CRA Director as to all efforts that were taken during that week.
Failure to timely report such action shall be a substantial and material breach of this
Agreement; or
15.1.6 breaches any warranty made under this Agreement, including without
limitation those made under Section 13; or
15.1.7 partially or entirely assigns, leases, sells, options, conveys, gifts or
otherwise alienates its interest in this Agreement without the express prior written
consent of AGENCYwhich must be approved by written resolution of the AGENCY,
other than as expressly permitted hereunder.
15.2 All notices of default may be made by U.S. Mail or hand delivered by courier
or other partyor sent by e-mailand be deemed received on the date such notice is posted or
made, as may be applicable.
Section 16. Venue, Law and Attorney's Fees and Costs. All legal and/or equitable
actions concerning or arising out of this Agreement shall have original jurisdiction solely in
courts of the State of Florida located in Miami-Dade County, Florida. In any action brought
by either party, the prevailing party shall be entitled to recover all costs of such actions
through all appellate levels and all appeals, to the fullest extent allowed by the laws of the
State of Florida however, each party shall bear their own attorney fees in any such action.
This Agreement and all legal causes of action hereunder, if asserted, shall be governed and
construed in accordance with the laws of Florida without regard to the State of Florida’s
conflicts of law provisions.
Section 17. Best Efforts on Construction Timetable.DEVELOPER agrees to use
its commercially reasonable best efforts to complete the construction on or before the
schedule provided by this Agreement.
Section 18. Notices.All notices, demands, correspondence and
communications between the AGENCY and DEVELOPER shall be deemed sufficiently given
under the terms of this Agreement if sent by facsimile transmission, e-mail, or dispatched by
registered or certified mail, postage prepaid, return receipt requested, and addressed as follows:
If to the AGENCY:Director, Evan Fancher 43
#5717694 v3 42746-0001
14
South Miami Community Redevelopment
Agency
6130 Sunset Drive
Miami, Florida 33143
Fax: 305-668-7356
E-mail: EFancher@southmiamifl.gov
With a copy to:
City Manager
City of South Miami
6130 Sunset Drive
Miami, Florida 33143
Fax: 305-668-7356
If to DEVELOPER:
DanielAbreu
Abreu Development, LLC
14011 SW 20TH STREET
MIAMI, FL 33175
Phone: 305-345-7475
Email:DG@CANDELADEV.COM
with copy to:
Stearns Weaver Miller Weissler Alhadeff
& Sitterson, P.A.
150 West Flagler Street, Suite 2200
Miami, FL 33130
Attn: Brian J. McDonough
Phone: 305-789-3200
Email: bmcdonough@stearnsweaver.com
Section 19. Records and Costs.The books and accounts, files and other records
of the DEVELOPER, which are applicable to this Agreement, shall be available for
inspection, review and audit by the AGENCY and its representatives, at all reasonable
times. DEVELOPER and all of its subcontractors are required to comply with the public
records law (s.119.0701) whileproviding goods and/or services on behalf of the CITY
and the DEVELOPER, under such conditions, shall incorporate this paragraph in all of
its subcontracts for this Project and shall:
19.1 Keep and maintain public records required by the public agency to perform
the service;
19.2Upon request from the public agency's custodian of public records, provide
the public agency with a copy of the requested records or allow the records to be 44
#5717694 v3 42746-0001
15
inspected or copied within a reasonable time at a cost that does not exceed the cost
provided in this chapter or as otherwise provided by law;
19.3 Ensure that public records that are exempt or confidential and exempt from
public records disclosure requirements are not disclosed except as authorized by law for
the duration of the Contract term and following completion of the Contract if
DEVELOPER does not transfer the records to the public agency; and
19.4Upon completion of the Contract, transfer, at no cost, to the public agency all
public records in possession of DEVELOPER or keep and maintain public records
required by the public agency to perform the service. If DEVELOPER transfers all
public records to the public agency upon completion of the Contract, DEVELOPER shall
destroy any duplicate public records that are exempt or confidential and exempt from
public records disclosure requirements. If DEVELOPER keeps and maintains public
records upon completion of the Contract, DEVELOPER shall meet all applicable
requirements for retaining public records. All records stored electronically must be
provided to the public agency, upon request from the public agency's custodian of public
records, in a format that is compatible with the information technology systems of the
public agency.
IF DEVELOPER HAS QUESTIONS REGARDING THE APPLICATION
OF CHAPTER 119, FLORIDA STATUTES, TO THE DEVELOPER 'S DUTY TO
PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT
THE CUSTODIAN OF PUBLIC RECORDS AT 305-663-6340; E-mail:
mmenendez@southmiamifl.gov; 6130 Sunset Drive, South Miami, FL .33143 .
Section 20. Indemnification.
20.1 The parties agree that 1% of the total value of the property deeded to the
DEVELOPER shall represent the specific consideration for the DEVELOPER'S
agreement to indemnify the AGENCY. To the fullest extent allowed by law,
DEVELOPER shall indemnify, defend, save and hold harmless the AGENCY, its
officers, agents and employees, from or on account of all third party claims and any and
all actual out of pocket damages, losses, liabilities and expenses incurred by the
AGENCY and arising out of this Agreement including, but not limited to, fees and
charges of purchasers, engineers, architects, attorneys, consultants and other
professionals and court costs at all trial and appellate levels. Indemnification shall
specifically include, but not be limited to third party claims and any and all actual out
of pocket damages, losses, liabilities and expenses incurred by the AGENCY arising out
of or from:
45
#5717694 v3 42746-0001
16
20.1.1any negligent or defective work or any defectivedesign of the Project;
20.1.2any negligent act or omission of the DEVELOPER, its subcontractors,
agents, invitees, servants or employees;
20.1.3any damages, liabilities, or losses received or sustained by any person or
persons during or on account of any negligent operations under the care custody or
control of DEVELOPER connected with the construction of this Project;
20.1.4the use of any improper materials;
20.1.5any construction defect including both patent and latent defects;
20.1.6failure to timely complete the work;
20.1.7the violation of any federal, state, or county or city laws, ordinances or
regulations by DEVELOPER, its subcontractors, agents, servants, independent
contractors or employees;
20.1.8 the breach or alleged breach by DEVELOPER of any term of this
Agreement;
20.1.9the failure to comply with any requirement of any grant used to finance the
purchase of the Property by the AGENCYor for the design, plans, drawings,construction
and/or completion of the Project. As a condition to this indemnity, the AGENCYagrees
that it shall give the DEVELOPER notice of any obligations or requirements imposed on
the Project or Property by virtue of any grants received in connection the Property and
with this agreement to indemnify the AGENCY for failure to comply with such
requirements and provide the DEVELOPER with a reasonable time to cure the default
20.2 In any and all claims against the AGENCY, or any of its agents or employees by
any employee of the DEVELOPER, any subcontractor, any person or organization directly
or indirectly employed by any of them to perform or furnish any of the work or anyone for
whose acts any of them may be liable, the indemnification obligation under this section shall
not be limited in any way by any limitation on the amount or type of damages, compensation
or benefits payable by or for DEVELOPER or any such subcontractor or other person or
organization under workers or workman's compensation acts, disability benefit acts or other
employee benefit acts.
46
#5717694 v3 42746-0001
17
20.3 It is the specific intent of the parties hereto that the foregoing indemnification
complies with Florida Statute 725.06 (Chapter 725), if applicable. It is further the
specific intent and agreement of the parties that all of the Contract Documents on this
Project shall include the foregoing indemnification and the specific consideration
therefore in the same percentage as provided in this section as between the AGENCY
and DEVELOPER.
Section 21. Assignment.
21.1 DEVELOPER shall not partially or entirely assignsell, lease, option, convey,
gift, or otherwise alienate its interest, in whole or in part, in this Agreement without the
express prior written consent of AGENCYwhich consent shall be governed by the
provisions for transfer set forth in the LURA. AGENCY shall have the right to assign all
of its rights and obligationsunder the provisions of this Agreement to the City. The
DEVELOPER’s right, if any,to assign this Agreement to an affiliate is subject to the
affiliate agreeing in writing to abide by all of the terms, conditions and provision of this
Agreement, the PSA and the LURA. Any assignment authorized by this Agreement shall
be first be executed by the assignee, acknowledged before a notary public and shall
include the following statement:
"This assignment is subject to the terms, conditions and provision of the
Development Agreement dated __________entered into by and between the South
Miami Community Redevelopment Agency, the Land Use Restriction Agreement dated
___________, and the Purchase and Sale Agreement dated _____________, to the
extent applicable to the assignee, and the assignee, by accepting this assignment,
agrees to comply with all applicable terms, conditions and provision of those
agreements. This assignment shall not become effective until (a) it is accepted by the
assignee, (b) the acceptance is acknowledged before a notary public by a person with
authority to execute theacceptance of the assignment and (c) a duplicate original of
the fully executed and notarized assignment, as well as a duplicate original of an
appropriate resolution of the entity in question, acknowledging the authority of the
person signing the acceptance of the assignment, is delivered to the AGENCY."
21.2 If AGENCYor the City acting as its successor,consents to the assignment of this
Agreement in writing, the DEVELOPER shall not be released from performing all of the
obligations hereunder and will remain responsible for compliance by its affiliates with the
terms of this Agreement unless the City or AGENCYspecifically release the DEVELOPER
from its obligations hereunder. Upon termination of the AGENCY's authority to act as
the South Miami Redevelopment Agency, all rights that the AGENCY has to enforce the
Purchase and Sale Agreement, this Agreement for development, the Land Use
Restriction Agreement and the conditions, covenants and restrictions contained in the
warranty deed shall automatically be assigned to the City by operation of this
Agreement without the prior or other consent of any party. The City shall be named 47
#5717694 v3 42746-0001
18
as an intended third party beneficiary to all agreements signed by the AGENCY
concerning the sale, development and operations of the Property, including this
Agreement, the Land Use Restriction Agreement and the conditions, covenants and
restrictions contained in the Warranty Deed. Other than the City which is a third
party beneficiary of this Agreement, nothing contained in this Agreement shall be
construed to benefit any other third parties not named herein. The City shall be an
additional obligee on all construction surety bonds.
Section 22. Taxes, Mortgage and Obligations.
22.1DEVELOPER (or successor in interest), shall pay the real estate taxes or
assessments on the Property or any part thereof when duesubject to proration of same at
closing. DEVELOPER shall not allow any lien to be recorded, or any levy or attachment to
be made, that is not transferred to a bond withinthirty (30) days of the recording of the lien,
levy or attachment. DEVELOPER shall not allow any encumbrances to be recorded other
than the following:
22.1.1A mortgage(s) in favor of any institutional lender for the purpose of financing
any hard costs or soft costs relating to the construction of the Improvements in an amount(s)
that does not exceed the fair market value of the Development as determined by an MAI
appraiser, chosen by the institutional lender with the approval of the AGENCYwhich will
notbe unreasonably withheld or delayed, who regularly conducts appraisals in Miami-Dade
County of both commercial and residential properties of the type contemplated by this
Agreement.; and
22.1.2 A mortgage(s) in favor of any institutional lender refinancing or converting to
permanent financing any mortgage, in an amount(s) that does not exceed the fair market
value of the Development as determined by an MAI appraiser, chosen by the institutional
lender with the approval of the AGENCYwhich will not be unreasonably withheld or
delayed,who regularly conducts appraisals in Miami-Dade County of both commercial and
residential properties of the type contemplated by this Agreement.”
Section 23. Severability.If any provision or provisions of this Agreement shall, to any
extent, be invalid or unenforceable, the remainder of this Agreement shall not be affected thereby
and the remaining provisions shall be valid and enforceable to the fullest extent allowed by law.
Section 24. Miscellaneous Provision.In the eventa court must interpret any word or
provision of this Agreement, the word or provision shall not be construed against either party by
reason of their involvement in the drafting or negotiating of this Agreement.
Section 25. Inspection.AGENCY may make or cause to be made reasonable entries
upon and inspections of the Property. The AGENCY will indemnify and hold the DEVELOPER 48
#5717694 v3 42746-0001
19
and its affiliates harmless from any and all damages relating to such inspection. However,
nothing contained herein shall be construed to be a waiver of the AGENCY’s right to immunity
as provided by Florida Statutes.
Section 26. Nondiscrimination.The DEVELOPER agrees for itself, its subcontractors,
its successors and assigns, to or of the Property or any part thereof, that the DEVELOPER and
such subcontractors, successors or assigns shall comply with the Americans with Disabilities
Act and, in addition, shall not discriminate upon the basis of race, creed, color, ethnicity,
religion, sex, sexual orientation, age, familial status, or national origin in the sale, lease or rental
or in the use or occupancy of the Property or in any act or omission arising out of the
construction of any improvements erected or to be erected in or on any part thereof; and this
covenant shall be binding to the fullest extent permitted by law and equity, for the benefit and in
favor of, and enforceable by the AGENCY, its successors and assigns, and any successor in
interest to the Property, or any part thereof. The AGENCY shall have the right, in the event
of any breach of any such covenants, to exercise all the rights and remedies and to maintain
any actions or suits at law or in equity or other proper proceedings to enforce the curing of
such breach of covenant, to which it or any other beneficiaries of such covenant may be
entitled.
Section 27. Authorized Agent.The AGENCY and the DEVELOPER shall each
designate one person who shall be their authorized representative with respect to this
Agreement. The representative of the AGENCY shall be the City Manager; the
representative of the DEVELOPER shall be provided at the time of the joint execution of this
Agreement. However, the City Manager shall not have the authority to amend, modify or
waive any of the provisions of this Agreement without the approval of the AGENCY's Board
by written resolution of the Board.
Section 28. Waiver.The passing, approval and/or acceptance of any part of the work
or material by the AGENCY, its Architect or Engineer, if any, or by any agent or
representative of the AGENCY shall not operate as a waiver of the AGENCY's right to
demand strict compliance with the terms and conditions of this Agreement. No act or
omission or verbal representation or statement shall be treated as an express or implied waiver
and all waivers shall be in writing signed by the party who is alleged to have waived any of
the terms and/or conditions of this Agreement and, as to AGENCY, by a resolution passed by
the AGENCYand as to the City, by a resolution passed by the City Commission. This
Agreement contains the entire Agreement of the parties and no modification or amendment of
any terms or provisions of this Agreement shall be valid or binding unless it complies with
this paragraph. This Agreement in general and this paragraph in particular, shall not be
modified, amended or waived except in writing signed by both parties after being approved by
resolution of the appropriate party. The waiver of any breach or default of any of the terms of
this Agreement shall not act as a waiver of any subsequent breach ordefault. This Agreement
shall be binding upon the heirs, guardians, personal representatives and assigns of both of the 49
#5717694 v3 42746-0001
20
parties.
Section 29. Waiver of Jury Trial.AGENCY and DEVELOPER knowingly, irrevocably
voluntarily and intentionally waive any right either may have to a trial by jury in State or Federal
Court proceedings in respect to any action, proceeding, lawsuit or counterclaim arising out of
this Agreement and the Contract Documents or the performance of the Work thereunder.
Section 30. Termination of AGENCY.In the event of the termination or
expiration of the AGENCY's authority, the Cityshall have the right to enforce this Agreement.
Section 31. Grants, Directives and AGENCYRequirements. The DEVELOPER
shall, after delivery of the deed, comply with all grant and Miami-Dade County Directives, as
setforth herein. All applicable grants, directives and requirements are found in the attached
Exhibit G. DEVELOPER shall timely provide the AGENCY with all information reasonably
required by the AGENCYfor it to timely file all reports required by the terms of the grant,
directives, and AGENCYrequirements. In all respects that the DEVELOPER fulfills the terms
of the grants, directives and requirements, including the goal ofhiring of SMCRA Area
residents for construction and in the commercial business located on the developed Project, the
DEVELOPER shall report such efforts to the AGENCY as frequently as required by the grants,
directives and SMRCRA requirements, but not less frequently than quarterlyas applicable. The
DEVELOPER will use all reasonable efforts to hire residents located in the SMCRA or
secondarily. The DEVELOPER will use all reasonable efforts to hire residents located in the
SMCRA Area or,secondarily,in the City to fill at least fifty (50%) of all construction jobs and
fifty (50%) of all permanent jobsto the greatest extent possible. Notwithstanding the foregoing,
the DEVELOPER will not be obligated to hire individuals that it reasonably believes are not
qualified to handle such job responsibilities but it shall comply with the requirements of the
Grant agreements in question concerning job creation. Notwithstanding anything to the
contrary in this Agreement, neither DEVELOPER nor its affiliates shall be responsible for any
defaults or breaches underthe terms of the Grant Agreements caused by the fault of the
AGENCY.
Section 32. Design.The DEVELOPER shall submit the conceptual site plan and
renderings to the AGENCY for the AGENCY’s approval at least thirty (30) days prior to thedate
that the DEVELOPER submits its first permit application. No permit application shall be
submitted until the AGENCY approves the conceptual site plan and renderings. Such approval
shall not be withheld if the conceptual site plan is materially similar to the Project Schematic.
Section 33. Recording. This Agreement may not be recorded by either party.
Section 34.Specific Performance. The parties hereto shall have the right to enforce
this Agreement by specific performance.
Section 35. Remedies. All remedies provided by this Agreement or allowed in law or
equity to the AGENCY shall be exercisable by the AGENCY. All remedies shall be
cumulative and the enforcement of one remedy shall not prevent the enforcement of any other 50
#5717694 v3 42746-0001
21
of the AGENCY'S remedies.
Section 36. Letter of Credit. The Letter of Credit (“LOC”) authorized by this
Agreement shall be an irrevocable standby letter of credit in a form that is substantially similar to
the form attached to this Agreement. No permit shall be issued unless theLOC is approved as to
form by the Agency’s general counsel, which approval shall not be unreasonably denied.A
condition of the LOC shall be that the DEVELOPER and Contractor comply with all of the terms
and conditions of this Development Agreement, including timely completion of the Project. A
Notice of Commencement shall be recorded naming the AGENCY as an additional party having
an interest in the property pursuant to a Development Agreement and LURA, naming the
financial institution issuing the irrevocable standby letter of credit and stating the amount of the
LOC. A copy of the recorded Notice of Commencement shall be delivered to AGENCY before
any permits are issued.
Section 37. Consent, Approval or other Action. All action of the Agency or the City
required or contemplated by this agreement, including acceptance, approval and consent, shall
require that such action, to be enforceable, must be done by written resolution or, in the case of
the City, by resolution or ordinance.
[SIGNATURES ON FOLLOWING PAGE]
51
#5717694 v3 42746-0001
22
IN WITNESS WHEREOF, the AGENCY and DEVELOPER have caused this
Agreement to take effect on the day and year first above written.
DEVELOPER:
ABREU DEVELOPMENT, LLC, a Florida limited
liability company
By:__________________________________
Daniel Abreu, Manager
52
#5717694 v3 42746-0001
23
AGENCY:
SOUTH MIAMI COMMUNITY
REDEVELOPMENT AGENCY
By:____________________________
Name:The Honorable Philip K. Stoddard
Title:Chairperson
53
ASSIGNMENT OF DEVELOPMENT AGREEMENT
THIS ASSIGNMENT OF DEVELOPMENT AGREEMENT(“Assignment”) is made
as of this ____ day of _____, 2018, by Abreu Development, LLC, a Florida limited liability
company(“Assignor”) and Madison Square South Miami, LLC, a Florida limited liability
company(“Assignee”).
WHEREAS, Assignoris the “Developer under that certain Development Agreement
between Developer and South Miami Community Redevelopment Agency(“Agency”)by and
between Developer and Agency, dated on or about the date hereof (the “Development
Agreement”), relating to the acquisitionand development of that certain propertycomprised of
approximately 1.4acres located in the City of South Miami, Miami-Dade County, Floridaand
legally described on Exhibit “A” attached hereto, and all improvements thereon (the
“Premises”); and
WHEREAS, Assignor desires to assign to Assignee, and Assignee desires to acquire
from Assignor all of Assignor’s right, title and interest in and to the Development Agreement.
NOW, THEREFORE, for good and valuable considerationpaid by Assignee to
Assignor, the receipt and sufficiency of which are hereby acknowledged, it is hereby agreed as
follows:
1. Assignor hereby assigns to Assignee, all of Assignor’sright, title and interest in and
to the Development Agreement.
2. Assignee hereby assumes all the obligations on the part of the Assignor, as
Developerunder the Development Agreement.
3. This assignment is subject to the terms, conditions and provision of the
Development Agreementbetween Agency and Assignor, the Land Use Restriction Agreement
between Agency and Assignor, dated on or about the date hereof, and the Purchase and Sale
Agreementbetween Agency and Assignor, dated on or about the date hereof, to the extent
applicable to the Assignee, and the Assignee, by accepting this assignment, agrees to comply
with all applicable terms, conditions and provision of those agreements. This Assignment
shall not become effective until (a) it is accepted by the Assignee, (b) the acceptance is
acknowledged before a notary public by a person with authority to execute the acceptance of
the Assignment and (c) a duplicate original of the fully executed and notarized Assignment, as
well as a duplicate original of an appropriate resolutionof the entity in question,
acknowledging the authority of the person signing the acceptance of the Assignment, is
delivered to the Agency.
3. This Assignment may be executed in anynumber of counterparts, each of which shall
be an original, and all of which taken together shall constitute a single agreement. For purposes
of this Assignment, an electronic version of an executed counterpart shall constitute an original.
54
2-2-
[Signatures on Following Page]
55
IN WITNESS WHEREOF, the parties have duly executed this Assignmentas of this __ day of
________________, 2018.
ASSIGNOR:
ABREU DEVELOPMENT, LLC,a Florida limited
liability company
By:__________________________________
Daniel Abreu, Manager
STATE OF ________)
) SS
COUNTY OF _________)
I HEREBY CERTIFY that on this day before me, an officer duly qualified to take
acknowledgments, personally appeared, __________, the person described in and who executed
the foregoing agreement and acknowledged before me that he executed the same,and who
presented as identification the following: ____________________________________, and he
did take an oath (or affirmed).
WITNESS my hand and official seal in the County and State last aforesaid this ___ day of
______, 2018.
_________________________________
Notary Public
Printed: _________________________
56
ASSIGNEE:
MADISON SQUARE SOUTH MIAMI, LLC, a
Florida limited liability company
By: Abreu Development, LLC, a Florida limited
liability company, its Manager
By:__________________________________
Daniel Abreu, Manager
STATE OF ________)
) SS
COUNTY OF _________)
I HEREBY CERTIFY that on this day before me, an officer duly qualified to take
acknowledgments, personally appeared, __________, the person described in and who executed
the foregoing agreement and acknowledged before me that he executed the same, and who
presented as identification the following: ____________________________________, and he
did take an oath (or affirmed).
WITNESS my hand and official seal in the County and State last aforesaid this ___ day of
______, 2018.
_________________________________
Notary Public
Printed: _________________________
57
EXHIBIT A
LEGAL DESCRIPTION
58
EXHIBIT A
THE MADISON SQUARE PROPERTIES
FOLIO NUMBERS LEGAL DESCRIPTION UNITY OF
TITLE
09-4025-010-0010 FRANKLIN SUB PB 5-34
P 20-3 AKA LOT 1 LESS E2FT BLK 1
LOT SIZE 5900 SQUARE FEET
OR 21357-1230 0403 3
WEST
09-4025-010-0020 FRANKLIN SUB PB 5-34
E2FT LOT 1 BLK 1 & W35FT LOT 14
BLK 3
LOT SIZE 1850 SQUARE FEET
OR 21357-1230 0403 3
WEST
09-4025-010-0030 FRANKLIN SUB PB 5-34
LOT 2 LESS W2.50FT BLK 1
LOT SIZE 5875 SQ FT
COC 25196-0578 12 2006 6
WEST
09-4025-010-0040 FRANKLIN SUB PB 5-34
LOT 3 LESS W2.5FTFOR R/W BLK 1
LOT SIZE 5875 SQ FT
OR 25233-1114 1206 3
WEST
09-4025-010-0050 FRANKLIN SUB PB 5-34
LOT 4 LESS W2.5FT FOR R/W BLK 1
LOT SIZE 5875 SQ FT
COC 25196-0888/0891 1206 6
WEST
09-4025-010-0140 FRANKLIN SUB PB 5-34
P 20-1 AKA LOT 14 LESS W35FT
& LESS BEG 35FTE & 20FTS OF NW
COR OF LOT 14 TH E15.61FT SELY
A/D 42.44FT W42.93FT N30FT TO
POB BLK 3
LOT SIZE 3107 SQ FT
OR 21357-1230 0403 3
WEST
09-4025-010-0160 FRANKLIN SUB PB 5-34
S1/2 LOT 15 LESS R/W BLK 3
LOT SIZE 2161 SQ FT M/L
OR 14015-2108 1288 5
OR 25730-2742 0607 3
WEST
09-4025-010-0170 FRANKLIN SUB PB 5-34
LOT 16 LESS R/W BLK 3
LOT SIZE 4628 SQ FT
OR 14015-2108 1288 5
OR 25730-2742 06 2007 3
WEST
09-4025-010-0180 FRANKLIN SUB PB 5-34
LOT 17 LESS E27.50FT BLK 3
LOT SIZE 4625 SQ FT
COC 25196-0888/0891 1206 6
WEST
09-4025-010-0280 FRANKLIN SUB PB 5-34
P 19-3 AKA W40FT LOT 27 BLK 5
LOT SIZE 2000 SQUARE FEET
OR 21357-1230 0403 3
EAST
09-4025-010-0270 FRANKLIN SUB PB 5-34
LOT 27 LESS W40FT BLK 5 & W15FT
EAST
59
FOLIO NUMBERS LEGAL DESCRIPTION UNITY OF
TITLE
OF LOT 40 BLK 7 AKA P 19-2
LOT SIZE 4250 SQUARE FEET
OR 21357-1230 0403 3
09-4025-010-0290 FRANKLIN SUB PB 5-34
N1/2 OF LOT 28 BLK 5
LOT SIZE 2750 SQUARE FEET
OR 18229-2642 0798 3
OR 25851-3885 08 2007 3
EAST
09-4025-010-0300 FRANKLIN SUB PB 5-34
S1/2 OF LOT 28 BLK 5
LOT SIZE 2750 SQ FT
OR 22182-3459 02 2004 4
OR 25617-4627 05 2007 3
EAST
09-4025-010-0310 FRANKLIN SUB PB 5-34
LOT 29 BLK 5
LOT SIZE 5500 SQ FT
OR 25196-0783 25196-0785 1206 3
EAST
09-4025-010-0320 FRANKLIN SUB PB 5-34
LOT 30 BLK 5
LOT SIZE 5500 SQUARE FEET
OR 25196-07831206 3
EAST
60
CDBG FY 2006
Non-Profit
FY 2006 COMMUNITY DEVELOPMENT BLOCK GRANT
CONTRACT BETWEEN
MIAMI-DADE COUNTY
AND
SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY
This contract is entered into between Miami-Dade County, hereinafter referred to as the "County"
and South Miami Community Redevelopment Agency, a Florida nonprofit organization, hereinafter
referred to as the "Awardee".
The parties agree:
I. Definitions
OCED
24 CFR Part 570 -CDBG
Community Development
Corporation
Low-and Moderate-Income
Person
Contract Records
Federal Award
Awardee
Subcontractor
Subcontract
Office of Community and Economic Development or its
successor Department
Federal regulations implementing Title I of the Housing and
Community Development Act of 1974, as amended -
Community Development Block Grant
A local agency that is organized to meet community
development needs with particular emphasis on the economic
development, housing and revitalization needs of low-and
moderate-income area residents and which is receptive to the
needs expressed by the community.
A member of low-and moderate-income family i.e., a family
whose income is within specified income limits set forth by
U.S. HUD.
Any and all books, records, documents, information, data,
papers, letters, materials, electronic storage data and media
whether written, printed, electronic or electrical, however
collected, preserved, produced, developed, maintained,
completed, received or compiled by or at the direction of the
Awardee or any subcontractor in carrying out the duties and
obligations required by the terms of this contract, including
but not limited to financial books and records, ledgers,
drawings, maps, pamphlets, designs, electronic tapes,
computer drives and diskettes or surveys.
Any federal funds received by the Awardee from any source
during the period of time in which the Awardee is performing
the obligations set forth in this contract.
Recipient of CDBG funds from Miami Dade County.
Any individual or firm hired on a contractual basis by the
Awardee for the purpose of performing work or functions
cited on the Action Step Format (Attachment "A) of this
contract.
Any contractual agreement between a Subcontractor and the
Awardee. 61
II. The Awardee Agrees:
A. The Awardee shall carry out the activities specified in Attachment A, "Scope of
Services," in the County or the focus area(s) of Dade.
B. Idemnification and Insurance Requirements
The Awardee shall comply with the idemnification and insurance requirements
outlined in Attachment B-1 of this agreement. All certificates and insurance
updates must identify the names of the Awardee and the activity being funded
through this agreement.
AWARDEE LIABILITY OBLIGATION
Compliance with the requirements in Attachment B-1 shall not relieve the Awardee
of his liability and obligation under this subsection or under any subsection of this
contract. The contract is contingent upon receipt of the insurance documents
within fifteen (15) calendar days after the Board of County Commissioners'
approval. If the Insurance Certificate is received within the specified period, but
not in the manner prescribed in these requirements, the Awardee shall be verbally
notified of the deficiency and shall have an additional five (5) calendar days to
submit a corrected certificate to the County.
If the Awardee fails to submit the required insurance documents in the manner
prescribed in these requirements within twenty (20) calendar days after the Board
of County Commissioners' approval, the Awardee shall be in default of the terms
and conditions of the contract.
The Awardee shall submit all required insurance documents to the Office of
Community Development, 140 West Flagler, 10'h Floor, Suite 1000, Miami, FL 33130.
Any changes to the required insurance policies, including coverage renewals, must
be submitted to OCED through a formal notice immediately upon occurrence
throughout the contract period.
CERTIFICATE OF CONTINUITY
The Awardee shall be responsible for ensuring that the insurance certificates
required in conjunction with this subsection remain in force for the duratio,n of the
contract period, including any and all option years, if applicable. In the case of
construction and major rehabilitation activities, the Contractor must have the
coverage cited in Attachment B-1 of this agreement at the time that the mortgage
for the construction or rehabilitation funds is executed with Miami-Dade Countyi If
the insurance certificates are scheduled to expire during the contract period, the
Awardee shall be responsible for submitting new or renewed insurance certificates
to the County at a minimum of thirty (30) calendar days before such expiration.
In the event that expiration certificates are not replaced with new or renewed
certificates that cover the contract period, the County shall suspend the contract
until the new or renewed certificates are received by the County in the manner
prescribed in the requirements; provided, however, that this suspended period
does not exceed thirty (30) calendar days. If such suspension exceeds thirty (30)
calendar days, the County may, at its sole discretion, terminate the contract for
cause.
Prior to execution of the contract by the County and commencement of the
contracted services, the Awardee shall obtain all insurance required under this
Section and submit same to the County for approval. All insurance shall be
maintained throughout the term of the contract.
C. Indemnification
2
62
The Awardees shall indemnify and hold harmless the County and its officers,
employees, agents and instrumentalities from any and all liability, losses or
damages, including attorneys' fees and costs of defense, which the County or its
officers, employees, agents or instrumentalities may incur as a result of claims,
demands, suits, causes of actions or proceedings of any kind or nature arising out
of, relating to or resulting from the performance of this Agreement by the Awardee
or its employees, agents, servants, partners principals or subcontractors. The
Awardee shall pay all claims and losses in connection therewith and shall
investigate and defend all claims, suits or actions of any kind or nature in the name
of theCounly, where applicable, including appellate proceedings, and shall pay all
costs, judgments, and attorney's fees which may issue thereon. The Awardee
expressly understands and agrees that any insurance protection required by this
Agreement or otherwise provided by the Awardee shall in no way limit the
responsibility to indemnify, keep and save harmless and defend the County or its
officers, employees, agents and instrumentalities as herein provided.
D. Documents
The Awardee shall submit documents to OCED as described below or any other
document in whatever form, manner, or frequency as prescribed by OCED. These
will be used for monitoring progress, performance, and compliance with this
contract and for compliance with applicable County and Federal requirements.
1 . Certificates of Insurance -original to be received by OCED within the
first month of this contract period, and submitted with each
payment request, including any renewals, prior to payments made by
the County.
2. Progress Ree0rts_ .
. i:;..-.-<~'::" ','-~ .
a. ~rhe-Awardee'~hall submit a status report using the form attached
hereto as Attachment C, "Progress Report," as it may be revised by
OCED, which shall describe the progress made by the Awardee in
achieving each of the objectives and action steps identified in
Attachment A, "Scope of Services."
The Awardee shall ensure that OCED receives each report in
triplicate (or as indicated) no later than October 10, 2006.
~~'l:I~Quarterly Reporting when Subcontractors are Utilized
Awardees are advised that when subcontractors or subconsultants
are utilized to fulfill the terms and conditions of this contract,
Miami-Dade County Resolution No. 1634-93 will apply to this
contract. This resolution requires the selected Awardees to file
quarterly reports as to the amount of contract monies received from
the County and the amounts thereof that have been paid by the
Awardee directly to Black, Hispanic and Women-Owned businesses
performing part of the contract work.
Additionally, the listed businesses are required to sign the reports,
verifying their participation in the contract work and their receipt of
such monies. For purposes of applicability, the requirements of
this resolution shall be in addition to any other reporting
requirements required by law, ordinance or administrative order.
The Awardee shall submit to OCED a cumulative account of its
activities under this agreement by completing the following
portions of the Progress Report Form:
Section I -Status of Contracted Activities:
3
63
The Awardee must report specific information regarding the status
of the contracted activities, including accomplishments and/or
delays encountered during the implementation of the project and an
unduplicated count of clients served during the reporting period (if
applicable) for each federally defined ethnic category. Awardees
engaged in construction and/or housing rehabilitation projects shall
report on the progress of their activities including the number of
housing units completed and occupied by low-moderate and low
income residents. The Awardee shall also report demographic
information on each head of household. Each goal and
corresponding objective(s), as indicated in the approved Scope of
Services, must be addressed as part of this report.
Section II -Fiscal Information:
The Awardee must report expenditure information based on
approved budgeted line items to reflect all costs incurred during the
reporting period. In addition, the Awardee shall report on Program
Income Usage for each contracted activity.
Section III -Contract and Subcontract Activity Report:
Contract and Subcontract Activity Report (First and Third Quarter
Progress Report) -The Awardee shall report to OCED the number of
business activities involving minority vendors, including
subcontractors performing work under this Agreement. The
"Contract and Subcontract Activity Report" Section in Attachment
C, and when applicable Section 3 in the same Attachment shall be
completed semiannually by the Awardee and submitted to OCED no
later than October 10, 2006 and April 10, 2007.
Section IV -Neighborhood Employment Opportunities:
Neighborhood Employment Opportunities Report (First and Third
Quarter Progress Report) -The Awardee shall report to OCED the
number of target and service area residents who have received
employment opportunities from federally financed and assisted
projects and activities.
The Neighborhood Employment Opportunities Report shall be
submitted using the Progress Report Form attached hereto as a
Section in Attachment C, as it may be revised. This section of the
form shall be completed semiannually by the Awardee and
submitted to OCED no later than October 10, 2006.
The Awardee shall submit to the County, in a timely manner, any
other information deemed necessary by the County, and its
presentation shall comply with the format specified at the time of
the request. Failure to submit the Progress Reports or other
information in a manner satisfactory to the County by the due date
shall render the Awardee in noncompliance with this Article. The
County may require the Awardee to forfeit its claim to payment
requests or the County may invoke the termination provision in this
Contract by giving five days written notice of such action to be
taken.
c. Unspecified Site(s) Objective -If the Awardee has not yet identified
a location to carry out any of the activities described in Attachment
A, the Awardee shall submit, in triplicate, Progress Reports, using
the form attached hereto as part of Attachment C, on a monthly
4
64
basis until such time as the Awardee complies with the provisions
contained within Section II, Paragraph D.4. of this contract. Copies
of the above described Progress Report shall be received by OCED
no later than the tenth (10th) business day of each month and shall
address the progress undertaken. by the Awardee during the
previous month. This Progress Report shall not be required if the
Awardee is submitting the Progress Reports required by Section II,
Paragraph D.2.a and Paragraph D.3.
3. Annual Report (Fourth Quarter Progress Report)-The Awardee shall submit
a cumulative status report (hereinafter referred to as "Annual Report")
using the "Progress Report" specified in Section II, Paragraph D.2.a. above,
which shall describe the progress made by the Awardee in achieving each
of the objectives identified in Attachment A during the previous year. The
"Annual Report" must cover the CDBG fiscal year of January 1, 2006
through December 31, 2006 and shall be received by OCED no later than
January 10, 2007.
4. Environmental Review -The Awardee immediately upon locating or
determining a site for each of the "Unspecified Site" activities to be carried
out pursuant to this contract, shall submit information detailing the location
of each site for which a Site Environmental Conditions Statement, will be
prepared as described in Article II, Section E.5. of this contract as set forth
below. The Environmental Review is to be prepared on information
contained in Attachment D, "Information for Environmental Review Form."
Notwithstanding any provision of this Agreement. the parties hereto agree
and acknowledge that this Agreement does not constitute a commitment of
funds or site approval, and that such commitment of funds or approval may
occur only upon satisfactory completion of environmental review and
receipt by the County of a release of funds from the U,S, Department of
Housingand Urban Development under 24 CFR Part 58. The parties
further agree that the provision of any funds to the project is conditioned
on the County's determination to proceed with, modify or cancel the project
based on the results of a subsequent environmental review.
5. Audit Report -The Awardee shall submit to OCED an annual audit report in
triplicate as required by Section II, Paragraph K of this contract, as set forth
below. The Awardee shall submit a written statement from its auditing firm
to confirm that it has cleared any non-compliance issues stated in the
audit, and a written statement from the Auditor that the audit complies with
all applicable provisions of 24 CFR Part 84.26, Part 85.26 and OMB A-133.
6. Personnel Policies and Administrative Procedures -The Awardee shall
submit detailed documents describing the Awardee's internal corporate or
organizational structure, property management and procurement poliCies
and procedures, personnel management, accounting policies and
procedures, etc. Such information shall be submitted to OCED within 30
days of the execution of this contract.
7. Inventorv Report -The Awardee shall report annually all nonexpendable
personal and real property purchased with CDBG funds from this and
previous agreements with the County as specified in Section II, Paragraph
T of this contract.
8. Affirmative Action Plan -The Awardee shall report to OCED information
relative to the equality of employment opportunities whenever so requested
byOCED.
Participation in the CDBG Program
5
65
1. The Awardee shall maintain current documentation that its activities meet
one of the three (3) CDBG national objectives:
a. To benefit low-and moderate-income persons;
b. To aid in the prevention or elimination of slums or blight;
c. To meet community development needs having a particular
urgency.
2. For activities designed to meet the national objective of benefit to low-and
moderate-income persons, the Awardee shall ensure and maintain
documentation that conclusively demonstrates that each activity assisted
in whole or in part with CDBG funds is an activity which provides benefit to
no less than 51 % of low-and moderate-income persons.
3. The Awardee shall comply with all applicable provisions of 24 CFR Part 570
and shall carry out each activity in compliance with all applicable federal
laws and regulations described therein. If the Awardee is a primarily
religious entity, it shall comply with all provisions of 24 CFR 570.200 0).
4. The Awardee agrees to comply with (a) the Uniform Relocation Assistance
and Real Property Acquisition Policies Act of 1970, as amended (URA), and
implementing regulations at 49 CFR Part 24 and 24 CFR 570.606(b): (b) the
requirements of 24 CFR 570.606(c) governing the Residential
Antidisplacement and Relocation Assistance plan under section 1 04( d) of
the HCD Act; and (c) the requirements in 570.606(d) governing optional
relocation policies. (The County may preemept the optional policies). The
Awardee shall provide relocation assistance to persons (families,
individuals, businesses, non-profit organizations and farms) that are
displaced as a direct result of acquisition, rehabilitaion, demolition or
conversion for a CDBG assisted project. The Awardee also agrees to
comply with applicable County ordinances, resolutions and policies
concerning the displacement of persons from their residences.
5. For each activity or portion of activity described in Attachment A hereto for
which a location has not yet been identified, the Awardee shall obtain,
immediately after a site is identified by the Awardee, OCED's written
environmental clearance statement and shall agree in writing to comply
with any and all requirements as may be set forth in the Site Environmental
Clearance Statement.
6. The Awardee shall cooperate with OCED in informing the appropriate
CDBG citizen participation structures, including the appropriate area
committees, of the activities of the Awardee in adhering to the provisions of
this contract. Representatives of the Awardee shall attend meetings of the
appropriate committees and citizen participation structures, upon the
request of the citizen participation officers, OCED, or the County.
7. The Awardee shall make a good faith effort to address the concerns of the
residents of the affected area. The Awardee shall cooperate with OCED in
informing the appropriate CDBG citizen participation structures, including
the appropriate area committees, of the activities of the Awardee in
adhering to the provisions of this contract. Representatives of the Awardee
shall attend meetings of the appropriate committees and citizen
participation structures, upon the request of the citizen participation
officers, OCED, or the County.
8. For activities involving acquisition, rehabilitation andlor demolition of
property and which require the relocation of families, individuals,
businesses andlor industries, the Awardee shall submit a written
6
66
notification to the Urban Development Division of OCED prior to relocating,
evacuating, andlor dispersing any and all legal occupants who reside at
this property on the basis of a long or short term lease. When the legality
of an occupant (individual, family, business, andlor industry) is in question,
the Awardee shall contact the above mentioned unit prior to making a
determination. Awardees receiving CDBG funds shall adhere to 24 CFR
part 50 andlor part 58 and to the rules and regulations of the Uniform
Relocation Assistance and Real Property Acquisition Act of 1970, as
amended.The Awardee shall adopt Affirmative Marketing Procedures and
requirements for CDBG assisted projects. These procedures must consist
of actions to provide information and attract eligible persons from all racial,
ethnic and gender groups to the available services. The Awardee shall
annually assess its affirmative marketing program to determine if the
procedures used to comply with the requirements specified in Public Law
88-352 and Public Law 90-284 successfully meet these requirements. The
Awardee shall submit to OCED its Affirmative Marketing Plan no later than
60 days frorn the date this Agreement is executed.
9. For any Housing activities, the Awardee shall successfully complete the
Community Development coursework conducted by the Local Initiatives
Support Corporation, which will be held at Florida International University
throughout the current contract period. The Awardee shall provide written
notification to OCED, no later than 30 days after completion of the
coursework. This requirement may be waived, in the sole discretion of
OCED, for Awardees who demonstrate knowledge of real estate
development and organizational management theory. OCED shall consider
such waiver upon receipt of the written request by the Awardee.
F. Lobbying Prohibition
1. The Awardee shall certify that no federal appropriated funds have been paid
or will be paid, by or on behalf of the undersigned, to any person for
influencing or attempting to influence an officer or employee of any agency,
a Member of Congress, an officer or employee of Congress, or an employee
of a Member of Congress in connection with the awarding of any federal
Agreement, the making of any federal grant, the making of any federal loan,
the entering into of any cooperative Agreement, and the extension,
continuation, renewal, amendment, or modification of any federal
Agreement, grant, loan, or cooperative Agreement.
2. The Awardee shall disclose to OCED if any funds other than federal
appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an officer or employee of any agency,
a Member of Congress, an officer or employee of Congress, or an employee
of a Member of Congress in connection with this federal Agreement, grant,
loan, or cooperative Agreement, on a Standard Form-LLL, "Disclosure Form
to Report Lobbying," in accordance with its instructions.
3. The Awardee shall ensure that the language in this Section II, Paragraph
F.1. and F.2 be included in the award documents for all subawards at all
tiers (including subcontracts, subgrants, and Agreements under grants,
loans, and cooperative Agreements) and to ensure that all subrecipients
shall certify and disclose accordingly in connection with this activity.
G. Federal, State, and County Laws and Regulations
1. RULES, REGULATIONS AND LICENSING REQUIREMENTS
The Awardee shall comply with all laws, ordinances and regulations applicable to
the services contemplated herein, especially those applicable to conflict of interest
7
67
and collusion. Awardees are presumed to be familiar with all Federal, State and
local laws, ordinances, codes, rules and regulations that may in any way affect the
goods or services offered, especially Executive Order No. 11246 entitled "Equal
Employment Opportunity" and as amended by Executive Order No. 11375, as
supplemented by the Department of Labor Regulations (41 CFR, Part 60), the
Americans with Disabilities Act of 1990 and implementing regulations, the
Rehabilitation Act of 1973, as amended, Chapter 553 of Florida Statutes and any
and all other local, State and Federal directives, ordinances, rules, orders, and laws
relating to people with disabilities. The Awardee will also comply with OMB A-122,
OMB A-110, OMB A-21, OMB A-133, and with the applicable procedures specified in
OCED's Contract Compliance Manual, which are incorporated herein by reference,
receipt of which is hereby acknowledged, and as they may be revised.
2. The Awardee shall comply with Section 504 of the Rehabilitation Act of
1973, as amended, which prohibits discrimination on the basis of handicap;
Title VI of the Civil Rights Act of 1964, as amended, which prohibits
discrimination on the basis of race, color, or national origin; the Age
Discrimination Act of 1975, as amended, which prohibits discrimination on
the basis of age; Title VIII of the Civil Rights Act of 1968, as amended, and
Executive Order 11063 which prohibits discrimination in housing on the
basis of race, color, religion, sex, or national origin; Executive Order 11246,
as amended which requires equal employment opportunity; and with the
Energy Policy, amended and Conservation Act (Pub.L 94-163) which
requires mandatory standards and policies relating to energy efficiency.
The Provider also agrees to comply with the Domestic Violence Leave
codified as 11A-60 et seq. of the Miami-Dade County Code, which requires
an employer, who in the regular course of business has fifty (50) or more
employees working in Miami-Dade County for each working day during
each of twenty (20) or more calendar work weeks to provide domestic
violence leave to its employees. Failure to comply with this local law may
be grounds for voiding or terminating this Agreement or for
commencement of debarment proceedings against the Provider.
3. If the amount payable to the Awardee pursuant to the terms of this contract
is in excess of $100,000, the Awardee shall comply with all applicable
standards, orders, or regulations, issued pursuant to Section 306 of the
Clean Air Act of 1970 (42 U.S.C. 1857 h), as amended; the Federal Water
Pollution Control Act (33 U.S.C. 1251), as amended; Section 508 of the
Clean Water Act (33 U.S.C. 1368); Environmental Protection Agency
regulations (40 CFR Part 15); and Executive Order 11738.
4. Assurance of Compliance with· Section 504 of the Rehabilitation Act -The
Awardee shall report its compliance with Section 504 of the Rehabilitation
Act whenever so requested by OCED.
5. Americans with Disabilities Act (ADA) of 1990 -The Awardee shall attest to;
and submit the required Disability Non-discrimination Affidavit assuring
compliance with all applicable requirements of the laws listed below
including but not limited to, those provisions pertaining to employment,
provisions and program services, transportation, communications, access
to facilities, renovations, and new construction.
6. Affirmative Action/Non-Discrimination of Employment, Promotion. and
Procurement Practices (Ordinance #98-30) -All firms with annual gross
revenues in excess of $5 million, seeking to contract with Miami-Dade
County shall, as a condition of award, have a written Affirmative Action
Plan and Procurement Policy on file with the County's Department of
Business Development. Said firms must also SUbmit, as a part of their
proposals/bids to be filed with the Clerk of the Board, an appropriately
completed and signed Affirmative Action Plan/Procurement Policy Affidavit.
8
68
Firms whose Boards of Directors are representative of the population
make-up of the nation are exempt from this requirement and must submit,
in writing, a detailed listing of their Boards of Directors, showing the race
or ethnicity of each board member, to the County's Department of Business
Development. Firms claiming exemption must submit, as a part of their
proposals/bids to be filed with the Clerk of the Board, an appropriately
completed and signed Exemption Affidavit in accordance with Ordinance
98-30. These submittals shall be subject to periodic reviews to assure that
the entities do not discriminate in their employment and procurement
practices against minorities and women-owned businesses.
It will be the responsibility of each firm to provide verification of their gross
annual revenues to determine the requirement for compliance with the
Ordinance. Those firms that do not exceed $5 million annual gross
revenues must clearly state so in their bid/proposal.
Any bidder/respondent which does not provide an affirmative action plan
and procurement policy may not be recommended by the County Manager
for award by the Board of County Commissioners.
7. Domestic Violence Leave Affidavit: Prior to entering into any contract with
the County, a firm desiring to do business with the County shall, as a
condition of award, certify that it is in compliance with the Domestic Leave
Ordinance, 99-5 and Section 11A-60 of the Miami-Dade County Code. This
Ordinance applies to employers that have, in the regular course of business,
fifty (50) or more employees working in Miami Dade County for each working
day during each of twenty (20) or more calendar work weeks in the current
or preceding calendar year. In accordance with Resolution R-185-00, the
obligation to provide domestic violence leave to employees shall be a
contractual obligation. The County shall not enter into a contract with any
firm that has not certified its compliance with the Domestic Leave
Ordinance. Failure to comply with the requirements of Resolution R-185-00,
as well as the Domestic Leave Ordinance may result in the contract being
declared void, the contract being terminated and/or the firm being debarred.
8. Code of Business Ethics: In accordance with Section 2-8.1(1) of the Code of
Miami-dade County each person or entitiy that seeks to do business with
Miami-Dade County shall adopt a Code of Business Ethics ("Code") and
shall submit an affidavit stating that the Awardee has adopted a Code that
complies with the requirements of Section 2-8.1/il of the Miami-Dade County
Code (Form A-12l.
9. PUBLIC ENTITY CRIMES
Pursuant to Paragraph 2(a) of Section 287.133, Florida Statutes, a person or
affiliate who has been placed on the convicted vendor list following a
conviction for a public entity crime may not submit a proposal for a contract
to provide any goods or services to a public entity; may not submit a
proposal on a contract with a public entity for the construction or repair of a
public building or public work; may not submit proposals on leases of real
property to a public entity; may not be awarded or perform work as a
Awardee, supplier, subcontractor, or consultant under a contract with any
public entity; and, may not transact business with any public entity in excess
of the threshold amount provided in Section 287.017 for Category TWO
($10,000) for a period of thirty-six (36) months from the date of being placed
on the convicted vendor list. The Awardee warrants and represents that it has
not been placed on the convicted vendor list The Awardee agrees that
should Miami-Dade County discover that the Awardee's representations
regarding the list are false, this contract shall be terminated on the discretion
of Miami-Dade County. Further, should the Awardee be placed on the list at
any time during this contract Miami-Dade County shall have the right to
terminate this agreement
9
69
10. CRIMINAL CONVICTION
Pursuant to Miami-Dade County Ordinance No. 94-34, "Any individual who
has been convicted of a felony during the past ten years and any
corporation, partnership, joint venture or other legal entity having an officer,
director, or executive who has been convicted of a felony during the past ten
years shall disclose this information prior to entering into a contract with or
receiving funding from the County." Failure of the Awardee to disclose this
information as required may lead to the termination of this agreement by
Miami-Dade County.
If Awardee, or any owner, subsidiary, or other firm affiliated with or related to the
Awardee, is found by the responsible enforcement agency, the Courts or the
County to be in violation of the Acts, the County will conduct no further business
with Awardee. Any contract entered into based upon a false affidavit, as listed
below, and submitted pursuant to this resolution shall be voidable by the County:
1. Miami-Dade County Ownership Disclosure Affidavit
2. Miami-Dade Employment Family Leave Affidavit
3. Miami-Dade Employment Drug-Free Workplace Affidavit
4. Miami-Dade Employment Disclosure Affidavit
5. Disability Nondiscrimination Affidavit
6. Criminal Record Affidavit
7. Public Entity Crime Affidavit
8. Related-Party Disclosure Information
9. Miami-Dade County Affidavit Regarding Delinquent and Currently Due Fees
or Taxes
10. Affirmative Action Affidavits
11. Current on all County Contracts, Loans, and Other
Obligations Affidavit
12. Project Fresh Start Affidavit
13. Domestic Violence Leave Affidavit
14. Code of Business Ethics Affidavit
15. Financial and Conflicts of Interest Affidavit
If any attesting firm violates any of the Acts below during the term of any contract
such firm has with the County, such contract shall be voidable by the County, even
if the attesting firm was not in violation at the time it submitted its affidavit.
The applicable Acts are as follows:
1. The Americans with Disabilities Act of 1990 (ADA), Pub. L. 101-336, 104 Stat
327,42 U.S.C. 12101-12213 and 47 U.S.C. Sections 225 and 611 including
Title I, Employment; Title II, Public Services; Title III, Public
Accommodations and Services Operated by Private Entities; Title IV,
Telecommunications; and Title V, Miscellaneous Provisions.
2. The Rehabilitation Act of 1973, 29 U.S.C. Section 794;
3. The Federal Transit Act, as amended 49 U.S.C. Section 1612;
4. The Fair Housing Act as amended, 42 U.S.C. Section 3601-3631.
H. Conflicts with Applicable Laws
If any provision of this contract conflicts with any applicable law or regulation, only
the conflicting provision shall be deemed by the parties hereto to be modified to be
consistent with the law or regulation or to be deleted if modification is impossible.
However, the obligations under this contract, as modified, shall continue and all
other provisions of this contract shall remain in full force and effect.
10
70
I. Board of Directors
If the Awardee is a Community Development Corporation (CDC), OCED shall have
the option to appoint a representative to the Awardee's board of directors. This
representative shall not be considered in the counting of a quorum and shall have
no voting privileges.
J. Construction
If the Awardee engages in, procures, or makes loans for construction work, the
Awardee shall:
1. Contact the OCED representative noted in Section IV, Paragraph K of this
contract, prior to taking any action, to schedule a meeting to receive
compliance information.
2. Comply with the Awardee's procurement and pre-award requirements and
procedures which, at a minimum, shall adhere to all applicable federal
standards.
3. Comply with the Davis-Bacon Act; Copeland Anti-Kick Back Act; Contract
Work Hours and Safety Standards Act; and Lead-Based Paint Poisoning
Prevention Act as amended on September 15, 1999; and other related acts,
as applicable.
4. Submit to OCED for written approval all proposed Solicitation Notices,
Invitations for Bids, and Requests for Proposals prior to publication.
5. Submit to OCED all construction plans and specifications and receive
OCED's approval prior to implementation.
6. Contact the OCED representative noted in Section IV, Paragraph K, prior to
scheduling a pre-construction conference. In accordance with industry
standards, OCED will hold 10% of the total grant award as a retainer until
the completion of the construction work is verified by OCED through a
Certificate of Occupancy.
7. The County shall have the right to assign the Community Builders Division
of the Office of Community and Economic Development to assist the
project if the County's staff determines that the Awardee has been unable
to consistently achieve the work and units described within the time frames
of the action step format of this agreement. Such involvement will result in
a reduction of a maximum of 5% of the agreement's award to cover the cost
of the technical assistance. The Awardee shall cooperate and comply with
all requests made by the Community Builders Division of the Office of
Community and Economic Development.
K. Audits and .Records
1. Nonprofit organizations that expend $300,000 or more annually in federal
awards shall have a single or program specific audit conducted in
accordance with OMB A-133. Nonprofit organizations expending federal
awards of $300,000 or more under only one federal program may elect to
have a program-specific audit performed, in accordance with OMB A-133.
Awardees who will be receiving, or who have received, federal awards for
loans or loan guaranteed programs may be required to conduct audits of
those programs in accordance with regulations of the federal agencies
providing those guarantees or loans.
2. Nonprofit organizations that expend less than $300,000 annually in federal
awards shall be exempt from an audit conducted in accordance with OMB
1 1
71
A-133, although their records must be available for review (e.g.,
inspections, evaluations). These agencies are required by OCED to submit
"reduced scope" audits (e.g., financial audits, performance audits). They
may choose instead of a reduced scope audit to have a program audit
conducted for each federal award in accordance with federal laws and
regulations governing the programs in which they participate. Records
must be available for review or audit by appropriate officials of the General
Accounting Office and other federal and county agencies.
3. When the requirements of OMB A-133 apply, or when the Awardee elects to
comply with OMB A-133, an auditshall be conducted for each fiscal year for
which federal awards attributable to this contract have been received by the
Awardee. Each audit shall include a fiscal review, which includes a
validation of all program generated income and its disposition, especially
attributable to CDBG funds, an internal control review, and a compliance
review as described in OMB A-133. A copy of the audit report in triplicate
must be received by OCED no later than six months following the end of
the Awardee's fiscal year.
4. If an audit is required by Paragraph K of this contract, but the requirements
of OMB A-133 do not apply or are not elected,'the Awardee may choose to
have an audit performed either on !he basis of the Awardee's fiscal year or
on the basis of the period during which OCED-federal assistance has been
received. In either case, each audit shall cover a time period of not more
than twelve (12) months and an audit shall be submitted covering each
assisted period until all the assistance received from this contract has been
reported on. Each audit shall adhere to all other audit standards of OMB A-
133, as these may be limited to cover only those services undertaken
pursuant to the terms of this contract. A copy of the audit report in
triplicate must be received by OCED no later than six months following
each audit period.
5. The Awardee shall maintain all Contract Records in accordance with
generally accepted accounting principles, procedures, and practices which
shall sufficiently and properly reflect all revenues and expenditures of
funds provided directly or indirectly by the County pursuant to the terms of
this contract.
6. The Awardee shall maintain all Contract Records that document all actions
undertaken to accomplish the "Scope of Services" outlined in Attachment A
in this contract.
7. The Awardee shall ensure that the Contract Records shall be at all times
subject to and available for full access and review, inspection, or audit by
County and federal personnel and any other personnel duly authorized by
the County.
8. The Awardee shall include in all OCED approved subcontracts used to
engage subcontractors to carry out any eligible substantive programmatic
services, as such services are described in this contract and defined by
OCED, each of the record-keeping and audit requirements detailed in this
contract. OCED shall, in jts sole discretion, determine when services are
eligible substantive programmatic services and subject to the audit and
record-keeping requirements described above.
9. The County reserves the right to require the Awardee to submit to an audit
by Audit and Management Services or other auditor of the County's
choosing at the Awardee's expense. The Awardee shall provide access to
all of its records, which relate directly or indirectly to this Agreement at its
place of business during regular business hours. The Awardee shall retain
all records pertaining to this Agreement and upon request make them
12
72
available to the County for three years following expiration of the
Agreement. The Awardee agrees to provide such assistance as may be
necessary to facilitate the review or audit by the County to ensure
compliance with applicable accounting and financial standards.
10. The Awardee shall ensure that its auditors share their audit results with
OCEO. This will include their completion of the monitoring instrument at
the time that the agency undergoes its annual audit or reduced scope audit.
The auditors must submit the completed monitoring instrument and the
audit report to OCEO within six months after the conclusion of the audit
period.
L. Retention of Records
1. The Awardee shall retain all Contract Records for a period of at least five (5)
years (hereinafter referred to as "Retention Period") subject to the
limitations set forth below:
a. For all non-COBG assisted activities, the Retention Period shall
begin upon the expiration or termination of this contract.
b. For COBG assisted public service activities, the Retention Period
shall begin upon the date of U.S. HUO's acceptance of OCEO's
annual Grantee Performance Report for the year in which the.
activity is reported as completed. For each public service activity,
the Awardee must retain all contract records except those relating
to real and nonexpendable personal property.
c. For all other COBG assisted activities, the Retention Period shall
begin upon U.S. HUO's acceptance of OCEO's annual Grantee
Performance Report in which each assisted activity is reported on
for the final time. For all the COBG assisted activities covered by
this Section II, Paragraph L.1.c., the Awardee must retain all
contract records except those relating to real and nonexpendable
personal property.
d. For all COBG assisted activities, the Retention Period for all
contract records relating to real and nonexpendable personal
property shall begin upon the date of the final disposition of the
property.
2. If the County or the Awardee have received or given notice of any kind
indicating any threatened or pending litigation, claim or audit arising out of
the services provided pursuant to the terms of this contract, the Retention
Period shall be extended until such time as the threatened or pending
litigation, claim or audit is, in the sole and absolute discretion of OCED,
fully, completely and finally resolved.
3. The Awardee shall allow the County, federal personnel, or any person
authorized by the County full access to and the right to examine any of the
contract records during the required Retention Period.
4. The Awardee shall notify OCEO in writing, both during the pendency of this
contract and after its expiration as part of the final closeout procedure, of
the address where all contract records will be retained.
5. The Awardee shall obtain written approval of OCED prior to disposing of
any contract records within one year after expiration of the Retention
Period.
M. Provision of Records
13
73
1. The Awardee shall provide to OCED, upon request, all contract records.
These records shall become the property of OCED without restriction,
reservation, or limitation of their use. OCED shall have unlimited rights to
all books, articles, or other copyrightable materials developed for the
purpose of this contract. These unlimited rights shall include the rights to
royalty-fees; nonexclusive, and irrevocable license to reproduce, publish,
or otherwise use, and to authorize others to use, the information for public
purposes.
2. If the Awardee receives funds from, or is under regulatory control of, other
governmental agencies, and those agencies issue monitoring reports,
regulatory examinations, or other similar reports, the Awardee shall provide
a copy of each report and any follow-up communications and reports to
OCED immediately upon such issuance unless such disclosure is a
violation of the rules or policies of the regulatory agencies issuing the
reports.
3. MIAMI-DADE COUNTY INSPECTOR GENERAL REVIEW
According to Section 2-1076 of the Code of Miami-Dade County, as
amended by Ordinance No. 99-63, Miami-Dade County has established the
Office of the Inspector General which may, on a random basis, perform
audits on all County contracts, throughout the duration of said contracts,
except as otherwise. provided below. The cost of the audit of any Contract
shall be one quarter (1/4) of one (1) percent of the total contract amount
which cost shall be included in the total proposed amount. The audit cost
will be deducted by the County from progress payments to the selected
Awardee. The audit cost shall also be included in all change orders and all
contract renewals and extensions.
Exception: The above application of one quarter (1/4) of one percent fee
assessment shall not apply to the following contracts: (a) IPSIG contracts;
(b) contracts for legal services; (c) contracts for financial advisory services;
(d) auditing contracts; (e) facility rentals and lease agreements; (f)
concessions and other rental agreements; (g) insurance contracts; (h)
revenue-generating contracts; (I) contracts where an IPSIG is assigned at
the time the contract is approved by the Commission; Ul professional
service agreements under $1,000; (k) management agreements; (I) small
purchase orders as defined in Miami-Dade County Administrative Order 3-2;
(m) federal, state and local government-funded grants; and (n) interlocal
agreements. Notwithstanding the foregoing. the Miami-Dade County Board
of County Commissioners may authorize the inclusion of the fee
assessment of one guarter (1141 of one percent in any exempted contract at
the time of award.
Nothing contained above shall in any way limit the powers of the Inspector
General to perform audits on this contract.
COMMISSION AUDITOR ACCESS TO RECORDS
Pursuant to Ordinance No. 03-2, Awardee shall grant access to the
Commission Auditor to all financial and performance related records,
property, and equipment purchased in whole or in part with government
funds, including funds awarded tp Awardee pursuant to this contract.
N. Prior Approval
The Awardee shall obtain written approval from OCED prior to undertaking any of
the following:
14
74
1. The engagement or execution of any subcontract(s) or contract
assignments, wherein CDBG funds will be used to pay for goods or
services. The Awardee must submit all proposed agreement documents to
OCED at least thirty (30) days prior to the start date of the agreement.
OCED shall have no obligation to approve payment of any expenditure
(resulting from an agreement or subcontract) which was incurred prior to
the approval by OCED of such agreement or subcontract.
2. The addition of any positions not specifically listed in the approved
budget.
3. The modification or addition of all job descriptions.
4. The purchase of all nonexpendable personal property not specifically listed
in the approved budget.
5. The disposition of all real, expendable personal, and nonexpendable
personal property as defined in Section II, Paragraph T.1. of this contract.
6. Out-of-town travel not specifically listed in the approved budget.
7. The disposition of Program Income not specifically listed in the approved
Program Income budget.
8. The publication of proposed Solicitation Notices, Invitations for Bids and
Requests for Proposals as provided for in Section II, Paragraph J of this
contract.
9. The disposal of all contract records as provided for in Section II, Paragraph
L of this contract.
O. Monitoring
The Awardee shall permit OCED and other persons duly authorized by OCED to
inspect all contract records, facilities, equipment, materials, and services of the
Awardee which are in any way connected to the activities undertaken pursuant to
the terms of this contract, and/or to interview any clients, employees,
subcontractors, or assignees of the Awardee. Following such inspection or
interviews, OCED will deliver to the Awardee a report of its findings, and the
Awardee will rectify all deficiencies cited by OCED within the specified period of
time set forth in the report, or provide OCED with a reasonable justification for not
correcting the deficiencies. OCED will determine, in its sole and absolute
discretion, whether or not the Awardee's justification is acceptable or if the
Awardee must, despite the justification, rectify the deficiencies cited by OCED in its
report.
P. Conflict of Interest
The Awardee agrees to abide by the provisions of 24 CFR 84.42 (24 CFR Part 85.36
for Public Agencies) and 24 CFR 570.611 with respect to conflicts of interest, and
covenants that it presently has no financial interest and shall not acquire any
financial interest, direct or indirect, which would conflict in any manner or degree
with the performance of services requried under this Agreement. The Awardee
further covenants that in the performance of this Agreement no person having
such a financial interest shall be employed or retained by the Awardee hereunder.
These conflict of interest provisions apply to any person who is an employee,
agent, conSUltant, officer, or elected official or appointed official of the County, or
of any designated public agencies or subrecipients which are receiving funds
under the CDBG Entitlement program.
15
75
The Awardee shall disclose any possible conflicts of interest or apparent
improprieties of any party that are covered by the above standards. The Awardee
shall make such disclosure in writing to aCED immediately upon the Awardee's
discovery of such possible conflict. aCED will then render an opinion which shall
be binding on all parties.
The Awardee shall submit to aCED, within five business days of execution this
contract, all updated Conflict of Interest affidavits, Related Party Disclosure
statements, list of current Board members, and list of all business associations
with the following documents:
» ariginal contract or its subsequent amendments.
» Requests for budget revisions.
J;> Requests for approval of subcontracts.
Non-compliance with the above requirements will be considered a breach of
contract, which will result in the immediate termination of the agreement, the
recovery of the entire funding award, and the disqualification of funding through
aCED for a period of three years.
Q. Related Parties
The Awardee shall report to aCED the name, purpose, and any other relevant
information in connection with any related party transaction. This includes, but is
not limited to, a for-profit or nonprofit subsidiary or affiliate organization, im
organization with overlapping boards of directors, and an organization for which
the Awardee is responsible for appointing memberships. The Awardee shall report
this information to aCED upon forming the relationship or if already formed, shall
report it immediately. Any supplemental information shall be reported quarterly in
the required Progress Report.
The Awardee shall submit to aCED, within five business days of execution this
contract, all updated Conflict of Interest affidavits, Related Party Disclosure
statements, list of current Board members, and list of all business associations
with the following documents: » ariginal contract or its subsequent amendments.
» Requests for budget revisions.
J;> Requests for approval of subcontracts.
Non-compliance with the above requirements will be considered a breach of
contract, which will result in the immediate termination of the agreement, the
recovery of the entire funding award, and the disqualification of funding through
aCED for a period of three years.
R. Publicity, Advertisements and Signage
1. The Awardee shall ensure that all publicity, public relations, advertisements
and signs, recognizes the Miami-Dade affice of Community and Economic
Development (aCED) and the Community Development Block Grant
(CDBG) for the support of all contracted activities. This is to include, but is
not limited to, all posted signs, pamphlets, wall plaques, cornerstones,
dedications, notices, flyers, brochures, news releases, media packages,
promotions, and stationery. All signs used to publicize aCED contracted
activities must be approved by aCED prior to being posted and must also
meet the standard specifications as established by aCED. The use of the
official Miami Dade aCED logo is permissible.
2. The Awardee shall furnish, erect and maintain construction signs in
accordance with sketch included in these contract documents. The signs
shall be made of % inch thick marine plywood, newly painted and lettered
according to the accompanying sketch.
16
76
The signs shall be painted and lettered in accordance with professional
outdoor sign painting standards as to layout, symmetry, proportion, clarity
and neatness and use of weather-resistant colors and materials. The
Awardee shall place the signs, securely braced and mounted, as shown on
the typical project sign placement diagram or as directed by the engineer.
All materials shall be provided by the Awardee and the signs shall remain in
the property of the Owner at the completion of the contract. NO WORK
SHALL COMMENCE UNTIL THE PROJECT SIGNS ARE SECURED IN
PLACE. THE SIGNS SHALL BE IN ACCORDANCE WITH THE DETAIL
SHOWN IN ATTACHMENT F. For this project signs will be required.
Payment for furnishing, installing and maintaining the sign shall be under
the bid amount for mobilization.
S. Procurement
The Awardee must take affirmative steps to procure supplies, equipment,
construction, or services to fulfill this contract from minority and women's
businesses, and to provide these sources the maximum feasible opportunity to
compete for subcontracts to be procured pursuant to this contract. To the
maximum extent feasible, these businesses shall be located in or owned by
residents of the Community Development areas designated by OCED in the CDBG
application approved by the supervising federal agency.
The Awardee shall assure that all subcontracts or third party agreements contain
provisions with stated goals, that low-income residents from Community
Development Target and Service Areas be provided with opportunities for
employment and training in contracted activities.
1. In conformance with Section 3 of the Housing and Community Development Act
of 1968, the Awardee must direct federal financing assistance towards Target Area
residents and ensure that employment and economic opportunities be given to low
and very low-income persons, particularly those who are recipients of government
assistance for housing according to the guidelines mentioned below:
A. The work to be performed under this contract is subject to the
requirements of section 3 of the Housing and Urban Development Act of
1968, as amended, 12 U.S.C. 1701u (section 3). The purpose of section 3 is
to ensure that employment and other economic opportunities generated by
HUD assistance or HUD-assisted projects covered by section 3, shall, to
the greatest extent feasible, be directed to low-and very low-income
persons, particularly persons who are recipients of HUD assistance for
housing.
B. The parties to this contract agree to comply with HUD's regulations in 24
CFR part 135, which implement section 3. As evidenced by their execution
of this contract, the parties to this contract certify that they are under no
contractual or other impediment that would prevent them from complying
with the part 135 regulations.
C. The Awardee agrees to send to each labor organization or representative of
workers with which the Awardee has a collective bargaining agreement or
other understanding, if any, a notice advising the labor organization or
workers' repr~sentative of the Awardee's commitments under this section 3
clause, and will post copies of the notice in conspicuous places at the work
site where both employees and applicants for training and employment
positions can see the notice. The notice shall describe the section 3
preference, shall set forth minimum number and job titles subject to hire,
availability of apprenticeship and training positions, the qualifications for
each; and the name and location of the person(s) taking applications for
each of the positions; and the anticipated date the work shall begin.
17
77
D. The Awar~ee agrees to include this section 3 clause in every subcontract
subject to compliance with regulations in 24 CFR part 135, and agrees to
take appropriate action, as provided in an applicable provision of the
subcontract or in this section 3 clause, upon a finding that the
subcontractor is in violation of the regulations in 24 CFR part 135. The
Awardee will not subcontract with any subcontractor where the Awardee
has notice or knowledge that the subcontractor has been found in violation
ofthe regulations in 24 CFR part 135.
E. The Awardee will certify that any vacant employment positions, including
training positions, that are filled (1) after the Awardee is selected but before
the contract is executed, and (2) with persons other than those to whom the
regulations of 24 CFR part 135 require employment opportunities to be
directed, were not filled to circumvent the Awardee's obligations under 24
CFR part 135.
F. Noncompliance with HUD's regulations in 24 CFR part 135 may result in
sanctions, termination of this contract for default, and debarment or
suspension from future HUD assisted contracts.
G. With respect to work performed in connection with section 3 covered
Indian housing assistance, section 7(b) of the Indian Self-Determination
and Education Assistance Act (25 U.S.C. 450e) also applies to the work to
be performed under this contract. Section 7(b) requires that to the greatest
extent feasible (i) preference and opportunities for training and employment
shall be given to Indians, and (ii) preference in the award of contracts and
subcontracts shall be given to Indian organizations and Indian-owned
Economic Enterprises. Parties to this contract that are subject to the
provisions of section 3 and section 7(b) agree to comply with section 3 to
the maximum extent feasible, but not in derogation of compliance with
section 7(b).
H. Fair Subcontracting Policies (Ordinance 97-35)
All Awardees on County contracts in which subcontractors may be used
shall be subject to and comply with Ordinance 97-35 as amended, requiring
Awardees to provide a detailed statement of their policies and procedures
for awarding subcontracts which:
a) notifies the broadest number of local subcontractors of the
opportunity to be awarded a subcontract;
b) invites local subcontractors to submit bids/proposals in a practical,
expedient way;
c) provides local subcontractors access to information necessary to
prepare and formulate a subcontracting bid/proposal;
d) allows local subcontractors to meet with appropriate personnel of the
Awardee to discuss the Awardee's requirements; and
e) awards subcontracts based on full and complete consideration of all
submitted proposals and in accordance with the Awardee's stated
objectives.
All Awardees seeking to contract with the County shall, as a condition of
award, provide a statement of their subcontracting policies and procedures
(see attached Form A-7.2). Awardees who fail to provide a statement of their
policies and procedures may not be recommended by the County Manager
for award by the Board of County Commissioners.
The term "local" means having headquarters located in Miami-Dade County
or having a place of business located in Miami-Dade County from which the
contract or subcontract will be performed.
18
78
The term "subcontractor" means a business independent of a Awardee that
may agree with the Awardee to perform a portion of a contract.
The term "subcontract" means an agreement between a Awardee and a
subcontractor to perform a portion of a contract between the Awardee and
the County.
T. Property
1. Definitions
a. Real Property: Land, land
appurtenances thereto,
equipment.
improvements, structures, fixtures and
excluding movable machinery and
b. Personal Property: Personal property of any kind except real
property.
1) Tangible: All personal property having physical existence.
2) Intangible: All personal property having no physical
existence such as patents, inventions, and copyrights.
c. Nonexpendable Personal Property: Tangible personal property of a
nonconsumable nature, with a value of $750 or more per item, with
a normal expected life of one or more years, not fixed in place, and
not an integral part of a structure, facility or another piece of
equipment.
d. Expendable Personal Property: All tangible personal property other
than nonexpendable property.
2. The Awardee shall comply with the real property requirements as stated
below:
a. Any real property under the Awardee's control that was acquired or
improved in whole or in part with CDBG funds received from DCED
in excess of $25,000 shall be either:
1) Used to meet one of the three (3) CDBG national objectives
following the expiration or termination of this contract, or
for such longer period of time as determined by DCED in its
soie and absolute discretion; or
2) Not used to meet one of the three (3) CDBG National
Objectives. In the event the property is not used to meet
one of the national objectives for five (5) years following the
expiration or termination of this contract or such longer
period as determined by DCED-then the Awardee shall pay
to DCED an amount equal to the market value of the
property as may be determined by DCED in its sole and
absolute discretion, less any proportionate portion of the
value attributable to expenditures of non-CDBG funds for
acquisition of, or improvement to, the property.
Reimbursement is not required after the period of time
specified in Paragraph T.2.a.1., above.
b. Any real property under the Awardee's control that was acquired or
improved in whole or in part with CDBG funds from DCED for
$25,000 or less shall be disposed of, at the expiration or termination
of this contract, in accordance with instructions from DC ED.
19
79
c. All real property purchased in whole or in part with funds from this
and previous contracts with OCED, or transferred to the Awardee
after being purchased in whole or in part with funds from OCED,
shall be listed in the property records of the Awardee and shall
include a legal description; size; date of acquisition; value at time of
acquisition; present market value; present condition; address or
location; owner's name if different from the Awardee; information
on the transfer or disposition of the property; and map indicating
whether property is in parcels, lots, or blocks and showing adjacent
streets and roads. The property records shall describe the
programmatic purpose for which the property was acquired and
identify the CDBG national objective that will be met. If the property
was improved, the records shall describe the programmatic
purpose for which the improvements were made and identify the
CDBG national objective that will be met.
d. For awards involving the purchase of real property, the Awardee
agrees to execute a mortgage or loan document for the CDBG
award with OCED within 180 days after the execution of this
agreement. Failure to comply with this requirement may result in the
retraction of the CDBG award for the project and termination of this
agreement.
e. All real property shall be inventoried annually by the Awardee and
an inventory report shall be submitted to OCED. This report shall
include the elements listed in Paragraph T.2.c., above.
3. The Awardee shall comply with the non expendable personal property
requirements as stated below:
a. All nonexpendable personal property purchased in whole or in part
with funds from this and previous contracts with OCED shall be
listed in the property records of the Awardee and shall include a
description of the property; location; model number; manufacturer's
serial number; date of acquisition; funding source; unit cost at the
time of acquisition; present market value; property inventory
number; information on its condition; and information on transfer,
replacement, or disposition of the property.
b. All nonexpendable personal property purchased in whole or in part
with funds from this and previous contracts with OCED shall be
inventoried annually by the Awardee and an inventory report shall
be submitted to OCED. The inventory report shall include the
elements listed in Paragraph T.3.a., above.
c. Title (ownership) to all non expendable personal property purchased
in whole or in part with funds given to the Awardee pursuant to the
terms of this contract shall vest in the County and OCED.
4. The Awardee shall obtain prior written approval from OCED for the
disposition of real property, expendable personal property, and
nonexpendable personal property purchased in whole or in part with funds
given to the Awardee or subcontractor pursuant to the terms of this
contract. The Awardee shall dispose of all such property in accordance
with instructions from OCED. Those instructions may require the return of
all such property to OCED.
U. Program Income
20
80
1. Program Income as defined in 24 CFR Part 570.500 means gross income
received by the Awardee directly generated from activities supported by
CDSG funds. When Program Income is generated by an activity that is only
partially assisted with CDSG funds, the income shall be prorated to reflect
the percentage of CDSG funds used.
2. If the Awardee generates Program Income, the Awardee may retain the
Program Income and use it for costs that are in addition to the approved
costs of this contract, provided that such costs specifically further the
objectives of this contract. These additional costs need not be of a kind
that would be 'permissible as charges to this contract. However, the
Awardee shall not, under any circumstances, use Program Income to pay
for charges or expenses that are specifically not allowed pursuant to the
terms of this contract and applicable federal regulations or rules, or any
County rules or ordinance.
a. The Awardee shall comply with the Program Income provisions in
OCED's Contract Compliance Manual. If any Program Income
provisions of the Contract Compliance Manual conflict with any
Program Income provisions of this contract, the provisions of this
contract shall rule.
b. The County may in its sole discretion allow Awardee to Use
Program Income to carry out eligible activities. The Awardee may
reguest to use Program Income for eligible activities. If the Awardee
reguests to use Program Income, the Awardee shall report to OCED
all cumulative Program Income generated from activities financed in
whole or in part by funds from this contract. This information,
along with a check payable to Miami-Dade County for the generated
Program Income, must be submitted guarterly as part of the Fiscal
Section of the Awardee's Progress Report as outlined in Section II,
Paragraph D.2.a.
c. The Awardee shall report Program Income for as long as it receives
and/or has control over Program Income generated from this and
any previous contracts with OCED.
d. The Awardee shall provide to OCED a written explanation of the
activities to be assisted with Program Income and shall obtain
OCED's written approval prior to implementing those activities. All
provisions of this contract shall apply to any activity performed
using Program Income.
e. Subject to the limitations set forth in this paragraph, the Awardee
may use Program Income to fund any CDSG eligible activity as
provided for and defined by 24 CFR Part 570 et.seq.
f. Program Income from a revolving loan activity must be used only
for the same revolving loan activity.
g. Program Income from a revolving loan activity, such as loan
repayments, interest earned, late fees, and investment income, shall
be substantially disbursed to eligible loans, loan-related
programmatic costs, and operational costs for the same revolving
loan activity before the Awardee may request additional CDSG
funds for that activity.
h. All Program Income from non revolving loan activities shall be
substantially disbursed to carry out other OCED approved CDSG
eligible activities, and to cover operational costs before requesting
additional CDSG funds.
21
81
i. Any proceeds from the sale of property as detailed in Section II,
Paragraph T.4., above, shall be considered Program Income.
j. The Awardee shall obtain, as part of the required audit report,
validation by a certified auditor of all program generated income
and its disposition.
3. Upon expiration or termination of this contract or at the end of any program
year, the Awardee shall transfer to the County any Program Income funds
on hand, and any Program Income accounts receivable to any CDBG
funded activities. OCED may require remittance of all or part of any
Program Income balances (including investments thereof) held by the
Awardee (except those needed for immediate cash needs, cash balances of
revolving loan fund, cash balances from a lump sum drawdown, or cash or
investments held for Section 108 security needs).
4. OCED, in its sole and absolute discretion, reserves the right to pursue
other courses of action in the retention and use of Program Income
generated by the Awardee, and such action shall not require an amendment
to this contract.
v. Travel
The Awardee shall comply with the County's travel policies. Documentation of
travel expenses shall conform to the requirements of OCED's Contract Compliance
Manual.
W. Subcontracts and Assignments
1. Unless otherwise specified in this contract, the Awardee shall not
subcontract any portion of the work without the prior written consent of the
County. Subcontracting without the prior consent of the County may result
in termination of the contract for breach. When Subcontracting is allowed,
the Awardee shall comply with County Resolution No. 1634-93, Section 10-
34 of the County Code and Section 2-8.8 of the County Code. The Awardee
shall ensure that all subcontracts and assignments:
a. Comply with all requirements and regulations specified in OCED's
Contract Compliance Manual
b. Identify the full, correct, and legal name of the party;
c. Describe the activities to be performed;
d. Present a complete and accurate breakdown of its price
component;
e. Incorporate a provIsIon reqUIring compliance with all applicable
regulatory and other requirements of this contract and with any
conditions of approval that the County or OCED deem necessary.
This applies only to subcontracts and assignments in which
parties are engaged to carry out any eligible substantive
programmatic service, as may be defined by OCED, set forth in this
contract. OCED shall in its sole discretion determine when services
are eligible substantive programmatic services and subject to the
audit and record-keeping requirements described above, and;
f. Result from an open competitive bid process generating a minimum
of three bids. Such competitive process shall be described in
22
82
writing, approved by the Board of Directors and a copy of which
submitted to OCED. In such circumstances that open, competitive
bids are not feasible or that a minimum of three bids are
unobtainable, permission to use other methods of award must be
requested in writing and approved by OCED prior to the assignment
or award of subcontract. The Awardee agrees that no assignment
or sub-contract will be made or let in connection with the
Agreement without the prior written approval of OCED, which
approval shall not be unreasonably withheld, and that all such sub-
contractors or assignees shall be governed by the terms and
intent of this Agreement.
g. Incorporate the language of Attachment E, "Certification Regarding
Lobbying. "
h. Include language stating that the Subcontractor understands and
agrees that the County is not a party to the subcontract and has no
obligation to the subcontractor.
2. The Awardee shall incorporate in all consultant subcontracts this additional
provision:
The Awardee is not responsible for any insurance or other fringe benefits,
e.g., social security, income tax withholdings, retirement or leave benefits,
for the Consultant or employees of the Consultant normally available to
direct employees of the Awardee. The Consultant assumes full
responsibility for the provision of all insurance and fringe benefits for
himself or herself and employees retained by the Consultant in carrying out
the Scope of Services provided in this subcontract.
3. The Awardee shall be responsible for monitoring the contractual
performance of all subcontracts and their progress toward meeting the
approved goals and objectives indicated in the attached Scope of Services.
4. The Awardee shall receive from OCED written prior approval for any
subcontract engaging any party who agrees to carry out any substantive
programmatic activities as may be determined by OCED as described in
this contract. OCED's approval shall be obtained prior to the release of any
funds to the subcontractor.
5. The Awardee shall receive written approval from OCED prior to either
assigning or transferring any obligations or responsibility set forth in this
contract or the right to receive benefits or payments resulting from this
contract.
6. Approval by OCED of any subcontract or assignment shall not under any
circumstance be deemed to provide for the incurrence of any obligation by
OCED in excess of the total dollar amount agreed upon in this contract.
7. If the subcontract involves $100,000 or more to provide services listed in
the Scope of Services or suppliers to supply the materials, the Awardee
shall provide the names of the subcontractors and suppliers to OCED.
8. The Awardee agrees that it will not change or substitute subcontractors or
suppliers from the list without prior written approval from OCED.
9. The Awardee shall not hire any of the Awardee's staff members or
employees as subcontractors.
X. Additional Funding
23
83
The Awardee shall notify OCED of any additional funding received for any activity
described in this contract. Such notification shall be in writing and received by
OCED within thirty (30) days of the Awardee's notification by the funding source.
Y. Method of Payment
The Awardee shall be paid as described below:
1. The Awardee shall be paid for those expenses allowed pursuant to the
provisions provided below only when the Awardee submits to OCED
adequate proof, as determined by OCED in its sole discretion, that the
Awardee has incurred the expenditures. It shall be presumed that the
Awardee has provided adequate proof of having incurred expenses if the
Awardee submits to OCED canceled checks or original invoices approved
by the Awardee's authorized representative. When original documents
cannot be presented, the Awardee must adequately justify their absence in
writing and furnish copies of those documents to OCED. The Awardee shall
be paid only for those expenditures contained within Attachment B,
"Budget," to this contract as it may be revised with the prior written
approval by OCED.
2. Requests for payment (reimbursement) shall be assembled by calendar
month and submitted to OCED no less frequently than monthly.
Expenditures incurred by the Awardee must be submitted to OCED for
payment within 30 days after the month in which the expenditures were
incurred. Failure to comply will result in rejection of invoices.
3. In no event shall the County provide advance CDBG funding to the
Awardee or to any subcontractor hereunder, nor shall the Awardee advance
CDBG funds to any party.
4. Any payment due under the terms of this contract may be withheld pending
the receipt and approval by OCED of all reports and documents which the
Awardee is required to submit to OCED pursuant to the terms of this
contract or any amendments thereto.
5. All payments will be limited to the quarterly payment schedule that
accompanies the action step chart in the scope of services. Payment is
contingent on the achievement by the Awardee of the quarterly
accomplishment levels identified in the scope of services portion of this
agreement -Attachment "A," which shall be submitted with all payment
requests and shall clearly identify the completed level of accomplishments
met. This shall also apply to soft costs associated with project delivery.
6. No payment(s) will be made without evidence of appropriate insurance
required by this contract. Such evidence must be on file with OCED and
the County's Risk Management Division. OCED must receive the final
request for payment from the Awardee no more than thirty (30) calendar
days after the expiration or termination of this contract. If the Awardee fails
to comply with this requirement, the Awardee will forfeit all rights to
payment(s) if OCED, in its sole discretion, so chooses.
7. All monies paid to the Awardee which have not been used to retire
outstanding obligations of this contract must be refunded to OCED in
accordance with OCED's Contract Compliance Manual.
8. Any unexpended funds remaining after the completion of the services
under this contract, or after termination of this contract, shall be recaptured
in full by the County.
z. Reversion of Assets
24
84
The Awardee shall return to OCED, upon the expiration or termination of this
contract all assets, owned or held by Awardee as a result of this contract,
including, but not limited to any CDBG funds on hand, any accounts receivable,
any overpayments due to unearned funds or costs disallowed pursuant to the
terms of this contract that were disbursed to the Awardee by the County, other
than reasonable operating and deficit reserves established by Awardee and which
are connected with the real property. In the case of activities involving real
property, such reserves shall not be distributed to any partner or subcontractor
prior to repayment to OCED of the CDBG Loan. The Awardee shall at the request of
the County execute any and all documents, including but not limited to mortgages
securing the property and UCC financing statements, as required by the County to
effectuate the reversion of assets.
III. The County Agrees:
Subject to the availability of funds, to pay for contracted activities according to the terms
and conditions contained within this contract in an amount not to exceed $294,000.
IV. The Awardee and OCED Agree:
A. Effective Date
1. This contract shall begin on July 1, 2006. Any costs incurred by the
Awardee prior to this date will not be reimbursed by the County.
2. This contract shall expire on December 31. 2006. Any costs incurred by the
Awardee beyond this date will not be reimbursed by the County. The term
of this agreement and the provisions herein may be extended by the County
to cover any additonal time period during which the Awardee remains in
control of the CDBG funds or other assests, including Program Income to
support CDBG eligible activites. Any extension made pursuant to this
paragraph shall be accomplished by a writing by the County to the
Awardee. Such notice shall automatically become a part of this contract.
3. This contract may, at the sole and absolute discretion of the County and
OCED, remain in effect during any period that the Awardee has control over
contract funds, including Program Income. However, the County shall have
no obligation or responsibility to make any payment, except those
described within Section II, Paragraph Y, or provide any type of assistance
or support to the Awardee if this contract has expired or been terminated.
B. Suspension
1. OCED may, for reasonable causes, temporarily suspend the Awardee's
operations and authority to obligate funds under this contract or withhold
payments to the Awardee pending necessary corrective action by the
Awardee or both. Reasonable cause shall be determined by OCED, in its
sole and absolute discretion, and may include:
a. Ineffective or improper use of these contract funds by the Awardee
or any of its subcontractors;
b. Failure by the Awardee to materially comply with any term or
provision of this contract;
c. Failure by the Awardee to submit any documents required by this
contract; or
d. The Awardee's submittal of incorrect or incomplete reports or other
required documents.
25
85
2. In the event of a default by the Awardee, OCED may at any time suspend
the Awardee's authority to obligate funds, withhold payments or both.
These actions may apply to only part or all of the activities funded by this
contract.
3. DC ED will notify the Awardee of the type of action to be taken in writing by
certified mail, return receipt requested, or in person with proof of delivery.
The notification will include the reason(s) for such action, the conditions of
the action, and the necessary corrective action(s). OCED will give the
Awardee reasonable opportunity to rectify any action or inaction referenced
above.
C. Termination
1. Termination at Will
This contract, in whole or in part, may be terminated by OCED upon no less
than ten (10) working days notice when OCED determines that it would be
in the best interest of DCED and the County. Said notice shall be delivered
by certified mail, return receipt requested, or in person with proof of
delivery.
2. Termination for Convenience
DCED may terminate this contract, in whole part, when both parties agree
that the continuation of the activities would not produce beneficial results
commensurate with the further expenditure of funds. Both parties shall
agree upon the termination conditions. DC ED, at its sole discretion,
reserves the right to terminate this contract without cause upon thirty (30)
days written notice. Upon receipt of such notice, the Awardee shall not
incur any additional costs under this, contract. DCED shall be liable only
for reasonable costs incurred by the Awardee prior to notice of termination.
aCED shall be the sole judge of "reasonable costs."
3. Termination Because of Lack of Funds
In the event of a funding short-fall, or a reduction in federal appropriations,
or should funds to finance this contract become unavailable, aCED may
terminate this contract upon no less than twenty-four (24) hours written
notification to the Awardee. Said notice shall be delivered by certified mail,
return receipt requested, or in person with proof of delivery. aCED shall be
the final authority to determine whether or not funds are available. aCED
may at its discretion terminate, renegotiate andlor adjust the contract
award whichever is in the best interest of the County.
4. Termination for Substantial Funding Reduction
In the event of a substantial funding reduction of the allocation to the
Awardee through Board of County Commissioners' action, the Awardee
may, at its discretion, request in writing from the Director of DCED a
release from its contractual obligations to the County. The Director of
OCED will review the effect of the request on the community and the
County prior to making a final determination.
5. Termination for Breach
aCED may terminate this contract, in whole or in part, when OCED
determines, in its sole and absolute discretion, that the Awardee is not
making sufficient progress thereby endangering ultimate contract
26
86
performance, or is not materially complying with any term or provision of
th is contract.
Unless the Awardee's breach is waived by OCED in writing, OCED may, by
written notice to the Awardee, terminate this contract upon no less than
twenty-four (24) hours notice. Said notice shall be delivered by certified
mail, return receipt requested, or in person with proof of delivery.
Waiver of breach of any provision of this contract shall not be deemed to
be a waiver of any other breach and shall not be construed to be a
modification of the terms of this contract. The provisions herein do not
limit OCED's right to legal or equitable remedies.
6. Penalties for Fraud Misrepresentation or Material Misstatement
In accordance with the Code of Miami-Dade County, Section 2-8.4.1, any
individual or corporation or other entity that attempts to meet its
contractual obligations with the County through fraud, misrepresentation
or material misstatement, shall have its contract with the County
terminated, whenever practicable, as determined by the County. The
County may terminate or cancel any other contracts which such individual
or other subcontracted entity has with the County. Such individual or
entity shall be responsible for all direct and indirect costs associated with
such termination or cancellation, including attorney's fees. The foregoing
notwithstanding, any individual or entity who attempts to meet it
contractual obligations with the County through fraud, misrepresentation
or material misstatement may be disbarred from County contracting for up
to five (5) years. .
7. Payment Settlement
If termination occurs, the Awardee will be paid for allowable costs incurred
in carrying out activities required by this contract up to the date and time of
termination.
D. Renegotiation or Modification
1. Modifications of provisions of this contract shall be valid only when in writing
and signed by duly authorized representatives of each party. The parties agree to
renegotiate this contract if OCED determines, in its sole and absolute discretion,
that federal, state, and/or County revisions of any applicable laws or regulations, or
increases or decreases in budget allocations make changes in this contract
necessary. OCED shall be the final authority in determining whether or not funds
for this contract are available due to federal, state and/or County revisions of any
applicable laws or regulations, or increases in budget allocations.
2. CONTRACT EXTENSION
The County shall have the right to exercise an option to extend this contract for up
to one year beyond the current Contract period and will notify the Awardee(s) in
writing of the extension. This contract may be extended beyond the initial year
extension period upon mutual agreement between the County and the Awardee(s),
upon approval by the Director of the Office of Community and Economic
Development.
E. Right to Waive
OCED may, for good and sufficient cause, as determined by OCED in its sole and
absolute discretion, waive provisions in this contract or seek to obtain such waiver
from the appropriate authority. Waiver requests from the Awardee shall be in
writing. Any waiver shall not be construed to be a modification of this contract.
27
87
OCED's failure to exercise any of its rights under this contract, or OCED's waiver
of a provision on anyone occasion, shall not constitute a waiver of such rights or
provision on any other occasion. No failure or delay by OCED in the exercise of any
right shall operate as a waiver.
F. Budget Revisions and Changes to the CDBG Eligibility Activity Title
1. Revisions to the Budget (Attachment B) shall be requested in writing and
must comply with OCED's Contract Compliance Manual. These revisions
shall not require a contract amendment unless the amount of this contract
is changed or unless otherwise required by OCED. All budget revisions
shall require the written approval of OCED. OCED shall have no obligation
to approve payment of expenditures incurred prior to the approval of the
budget revision related to such expenditures.
2. Budget Revisions Through County Resolution
Should a portion of the funding allocation to the Awardee be rescinded by
action from the Board of County Commissioners, written notification via
certified mail to the Awardee advising of the funding reduction shall be sent
by OCED no later than 5 working days of the action; written notification will
constitute a contract amendment. The Awardee will have five working days
upon receipt of certified return receipt notification to submit a revised
budget reflecting funding adjustments. Should the modified budget not be
received within the specified time, OCED will revise the budget at its
discretion. OCED in its sole and absolute discretion will determine whether
substantial reductions will necessitate revision and resubmittal of the
Scope of Service (Attachment A). Revisions to the Scope of Services, when
required, will be negotiated to the mutual satisfaction of both parties.
3. Revisions to the CDBG eligibility activity titles under which this contract's
objectives are classified as noted in the Scope of Services shall not require
a contract amendment.
G. Disputes
In the event an unresolved dispute exists between the Awardee and OC ED, OCED
shall refer the questions, including the views of all interested parties and the
recommendation of OCED, to the County Manager for determination. The County
Manager, or an authorized representative, will issue a determination within thirty
(30) calendar days of receipt and so advise OCED and the Awardee, or in the event
additional time is necessary, OCED will notify the Awardee within the thirty (30) day
period that additional time is necessary. The Awardee agrees that the County
Manager's determination shall be final and binding on all parties.
H. Headings
The section and paragraph headings in this contract are inserted for convenience
only and shall not affect in any way the meaning or interpretation of this contract.
I. Minority Participation
In order to gain greater Black business participation, the Awardee may submit its
contracts to the County Manager for bidding and award in accordance with County
policies and procedures.
J. Proceedings
This contract shall be construed in accordance with the laws of the State of Florida
and any proceedings arising between the parties, in any manner pertaining or
relating to this contract, shall, to the extent permitted by law, be held in Miami-
Dade County, Florida.
28
88
K. Independent Private Sector Inspector General Reviews
Pursuant to Miami-Dade County Administrative Order 3-20, the Awardee is aware
that the County has the right to retain the services of an Independent Private
Sector Inspector General (hereinafter "IPSIG"), whenever the County deems it
appropriate to do so. Upon written notice from the County, the Awardee shall
make available to the IPSIG retained by the County, all requested records and
documentation pertaining to this Agreement for inspection and reproduction. The
County shall be responsible for the payment of these IPSIG services, and under no
circumstance shall the Awardee's prices and any changes thereto approved by the
County, be inclusive of any charges relating to these IPSIG services. The terms of
this provision herein, apply to the ~wardee, its officers, agents, employees,
subcontractors and assignees. Nothing contained in this provision shall impair
any independent right of the County to conduct an audit or investigate the
operations, activities and performance of the Awardee in connection with this
Agreement. The terms of this Article shall not impose any liability on the County
by the Awardee or any third party.
L. Notice and Contact
DC ED's representative for this contract is Rick Glasgow. The Awardee's
representative for this contract is James McCants. The Awardee's principal office
is at 6130 Sunset Drive, South Miami, FL 33143.
In the event that different representatives are designated by either party after this
contract is executed, or the Awardee changes its address, notice of the name of the
new representative or new address will be rendered in writing to the other party
and said notification attached to originals of this contract.
M. Name and Address of Payee
When payment is made to the Awardee's assignee, the name and address of the
official payee is: N/A
N. Waiver of Trial
Neither the Awardee, subcontractor, nor any other person liable for the
responsibilities, obligations, services and representations herein, nor any
assignee, successor, heir or personal representative of the Awardee, subcontractor
or any such other person or entity shall seek a jury trial in any lawsuit, proceeding,
counterclaim or any other litigation procedure based upon or arising out of this
Contract, or the dealings or the relationship between or among sllch persons or
entities, or any of them. Neither Awardee, subcontractor, nor any such person or
entity will seek to consolidate any such action in which a jury trial has been
waived. The provisions of this paragraph have been fully discussed by the parties
hereto, and the provisions hereof shall be subject to no exceptions. No party has in
any way agreed with or represented to any other party that the provisions of this
paragraph will not be fully enforced in all instances.
O. Assignment
The Awardee shall not assign, transfer, hypothecate or otherwise dispose of this
contract, including any rights, title or interest therein, or its power to execute such
contract to any person, company or corporation without the prior written consent
of the County.
P. Survival
The parties acknowledge that any of the obligations in this agreement, including
but not limited to Awardee's obligation to indemnify the County, will survive the
29
89
term, termination, and cancellation hereof. Accordingly, the respective obligations
of the Awardee and the County under this agreement, which by nature would
continue beyond the termination, cancellation or expiration thereof, shall survive
termination, cancellation or expiration hereof.
Q. All Terms and Conditions Included
This contract and its attachments as referenced (Attachment A -Scope of Services;
Attachment A1 -Action Steps; Attachment B -Budget; Attachment B-1
Idemnification and Insurance Requirements; Attachment C -Progress Report;
Attachment 0 -Information for Environmental Review; Attachment E -Certification
Regarding Lobbying; Attachment F -Publicity, Advertisements and Signage )
contain all the terms and conditions agreed upon by the parties.
THIS SPACE IS INTENTIONALLY LEFT BLANK
30
90
IN WITNESS THEREOF, the parties hereto have caused this thirtY:9"e (31) p~~ntract to be
executed by their undersigned officials as duly authorized, this /1 -nI day of ~2006.
AWARDEE:
South Miami Community
Redevelopment Agency
BY: w~ \-¥ onne Soler-McKmley NAME:
TITLE: Executive Director
DATE:
BY:
NAME
TITLE:
DATE
Witnesses:
BY:
BY:
Type or Print NamE!
FederallD Number:
Awardee's Fiscal Year Ending Date: 9/30
CORPORATE SEAL:
MIAMI-DADE COUNTY
~, ~~--------------NAM~~orge M. Burgess
TITLE: County Manager
Commissioners
CONTRACT IS NOT VALID UNTIL SIGNED AND DATED BY BOTH PARTIES
31
91
AGENCY NAME:
ACTIVITY:
LOCATION:
FUNDING SOURCE:
AMOUNT;
TOTAL ACT!VITY COSTS:
TOTAL AVAILABLE FUNDiNG (ALL
SOURCES):
ACCOMPLISHMENT UNITS:
TYPE:
IDENTIFY PROPERTY (COMPLETED)
ACQUIRE AND SUBMIT COPY OF
APPRAISAL REPORT
SUBMIT SALE/PURCHASE
AGREEMENT TO aCED
SUBMIT PURCHASE/SELLER
CLOSING STATEMENT
SUBMIT COPY OF WARRANTY DEED
OBTAIN ENVIRONMENTAL
CLEARANCE FROM aceD
CONTINUE TO SU8MIT QUARTERLY
PROGRESS REPORTS UNTIL
NATIONAL OBJECTIVE HAS BEEN
ACCOMPLISHED
CITY OF SOUTH MIAMI (COMMUNITY REDEVELOPMENT AGENCy)
MADISON SQUARE/SOUTH MIAMI STRIP MALL PROJECT
6442 SW 59TH PLACE, 6443 $W 60TH AVENUE
COBG 2006
i1"""""'~
ATTAellMENT A
92
ATTACHMENT B
CITY OF SOUTH MIAMI
(COMMUNITY REDEVELOPMENT AGENCY)
FY06 CDBG CONTRACT BUDGET
61618 PURCHASE PRICE OF LAND $294,000
TOTAL $294,000
93
INDEMNIFICATION ANDJNSURANCE REQUIREMENTS
FOR EMERGENCY SHELTER; HOUSING AND MINOR REHAB,
ACQUISITION OF LAND & COMMERCIAL
REVITALIZATION ACTIVITIES
Contractor shall indemnif'y and hold· harmless the County and its officers, employees, agents and
instrumentalities from any aItdall liability, losses or damages, including attorneys' fees and costs, of
. defense, which the County or its officers, employees, agents or instrumentalities may· in<;Uf __ as a te$ult of.
, claimS; dem'atids; suits;cimsesof actions or proceedings of any kind or nature-arising out of, relating to or ;
resulting from the performance of this Agreement by the Contractor ot its employees, agents, servants,
partners principals or subcontractors. Contractqr shall pay all claims and losses in connection therewiJ:4 and .
shall investigate and defend all claims, suits or actions of and kind or nature in the name of the County,
where applicable, including appellate PtQPeedings, and shall pay all costs, jUdgments, and attorney's fees
which may issue thereon. Contractor expressly understands and agrees that any insurance protection
required by this Agreement or otherwise provided by Contractor shall in no way limit the responsibility to
indemnif'y,keep and save hanriless and 4efend the County or its officers, employees, agents and
instrumentalities as herein provided .
. The Contractor sl1all furnish to Miami-Dade County, c/o Office of Commuuity and Econoruic
Development, 140West Flagler Street, Suite #1000, Miami, Florida 33130, Cettificate(s) of Insurance
which indicate that insurance Coverage has been obtained which meets the requirements as outlined
below:
A. Worker's Compensation Insurance for all employees of the Contractor as
required by Florida Statute 440.
B. Public Liability Insurance on a comprehensive basis in lII! amount not less than
$500,000 combined single limit per occurrence for bodily injury and property
. damage. Miami-Dade County must be shown as an· additional insured.
with respect to. this coverage.
C. Automobile LiabilitY Insurance covering all owned, non-owned and hired
. vehicles. used in connection with the work, in an amount not less than
$500,000 combined single limit per occurrence for bodily injury and property
damage .
. All illsurance policies reqlli+e4 above shall be issued by compauies authorized to dob\lSiness under .
the laws of the State of Florida, With the following qualifications: .-
The company must be rated no less than "B" as to management, and no less
than "Class V" as to financial, strength, by the latest edition of Best's
InsuranCe Guide, publish~ by A.M. Best· Company, Oldwick, New Jersey, or
its equivalent, subject to the approval of the County Risk Management
Division.
or
The company must hold a valid Florida Certificate of Authority as shown in
. the latest "List of All InsUrance Compauies Authorized or Approved to Do
.. Business in Florida" issued .by the~tate of Florida Depiutment of Insurance··· -.. -
and are members of the Florida Gua.ranty Fund. -
Certificates will indiCate no modification or change in insurance shall be made without thirty (30) days
inildvance notice to the certificate holder.
94
The company must hold a valid Florida Certificate of Authority as shown m the latest
"List of All Insurance Companies Authorized to Do Business in Florida" issued by
the State of Florida Department of Insurance and are members of the Florida
GuarantyFoo~ . ,
Certificates will mdicate no modification or change in insurance shall be made without thirty (30) days in
advance notice to the certificate holder . ~ .
.... ,,--'--,'-,.. ---..,.--,~~:----.---.-.. -_ ..... --'_._--_ .. -.""
95
ATTACHMENT C
A.MJ.. 'DAJ::) ••. ·:re.··. '."
l!mii. . .. . . .,
.' -. . FY 2006 OGRESS REPORT
*Select Quarter V)
1 n JAN-MA~
2ND APR-JUN
3"'.JUL-SEP
ANNUAL REPORT
tT 1: Activity Info~mation
gencyNrume:. ________________________________________________________________________ ___
roject Title:. ___________________________________________ ------------______________ __
ctivity Nrume: _______________________________________________ 4. Category: ____________________ _
ctivity Address: ___________________________________________ 6. Commission Distrlct: ______ _
ctivity Description:. ________________________________________________________________ --"-c
)IS NO. ________ 9,.Source: _______ 1 0; 'Grantee Activity #: ____________ --'Funded Amount: __________ __
Matrix Code: ______ 12. Index Code: ____ 13. National Objective: __________________ _
ENTER YES (X) OR NOM FOR OUESTIONS 14 TO 17
14. Help Prevent HomeIessness?: .15. Help Those With HIV / AIDS?:-:-______ ------______ ~
16. Primarily HeI Persons With Disabilities?: . 17. Generate Prograni Income?:
nCATE ALL THAT APPLY WITH "X" FOR QUESTIONS 18 TO 24
Section 108: _19. One-For-One Replacement: 20,Displacement: __ --:;:'21. Float Funded:_
Special Assessment: 23. Revolving Fund: 24. Favored Activity:
Float Principal Balance: ________ -------
Indicate if the activity is located in CDFI Area or Strategy Area C/S:,~ ____________ _
Area Identifier:_· ______________ _
Unliquidated Obligations:
RT 2: Area Benefit Information (complete this part if the national objective is LMA)
'ereent ofLowlMod in Service Area:. _____ 2. Surveyor Census Tract detennination? (S/C): ______ __
:ensusTract: ______________________ ....:4. Block Groups:. __________________________________ _
Page 1 ofl2
D6 12:41 PM
96
ArtACHMENTC
Il.RT 3:· Direct Benef"rt Inf,ormation {complete this part if the National Obiective is LMC,LMH. LMJ
Counts by Households or Persons? (HIP): ________ -:-________________ ~ __ _
,Total Number Benefiting from the ActiVity: _____ 3. Number of Female Headed Households: _____ _
Nwnber of persons served in EntitlementArea:, ___________________________ _
, Number of persons served outside of Entitlement
,Method of Verification by the Agency: ___ ----____________________ _
,Presumed Benefit? (Y/N): ___________ 8, NaturelLocation? (Y/N): ______________ _
. NaturelLocation Narrative:, __ ~ _____________________ _,_------------
"'Ul"''' Category
Note: The beneficiary infonnation m~_be cumulative total from program star:t date.
White
Black or AfriC3D American
Asian
AmeriotD Indi2nf Alaskan ~ative
Native Hawaiian I Other P:u.:ific Islander
American Indian! Masbn N~tive & White
Asian & Wh.ite
Bbck African American & White
AJaskan Native & Black
Other Multi -Racial
Touls
MOD LOW I ,~YLOW TOTAL
,PART 4: Slum/Blicjbt Area Information (complete this part if the, National Objective is SBA)
1.Boundaries: _____ ~ __________________ ~--~---------~---
2. Percentage of Deteriorated Buildings: __________ 3. Public ImprovementiCondition: _________ _
4. SlumIBligbt Designation Year: ______ _
PA~T 5: .Job ~reat'ionlRetention Information. (complete this part if the National Obiective. is LM .• 1l
CDBGGrnn,
Page20f 12
'2106 1:34 PM
97
ATTACHMENT C
T bl 2.1 b Creation/Retention Information a e -0
Total Job Total Job Total Hours Total Hours-Part Percent of
Type Count-Full Count -Full Part time Time-LowlMod LowlMod Jobs
Time Job Time-
LowlMod
Expect to Create
Expect to Retain
Actually Created
Actually Retained
pART 6: CDBG Multi-unit Activity Set Up and Completion InformationCfor LMHactivitiesl
Table 1
Units Total Occupied Occupied LowMod
,
# of Units at Start
# of Units expected at
Completion
# of Units actually
Completed
Table 2
Type Authorized Costs Actual Costs
CDIlG
Other
Total
PART 7: , this part if <has ~,
Type Cp.n<l" " White Black A, ,avOUv American
" Tract Or Indian! Alaskan
City
Displaced
From
In
To
PART S· Replacement Information (complete this part if One for One Replacement has occulTed) . -
Type D"emolishediColiyerted Address Replace!llent Address
# ofBe4fooms
Agreement executed date
A yailable Date
PART 9: Activity Status/Accomplishments Information (complete this part for all types of activities)
1. Activity Status (Circle One): L Cancel 2, Completed 3, Underway
(An activity is considered to be completed when it meets the National Objective and after all the funds are drawn)
~. Proposed Accomplishment Type: _____ --"3. Proposed # of Accomplishment Unitls: ________ _
4. Actual Accomplishments Type: ________ 5. Actual # of Accomplishment unitls during the year: ___ _
6. Environmental Assessment Code:_~ _____ 7. Create Program Income? (YIN): __________ _
Page 3 ofl2
(lJ06 12:41 PM
98
ATTACHMENT C
Accomplishment narrative for the Current Program Year (Please make sure that accomplishments during the current
year are only included.
Maximum 6 lines)
By signing below I, _-::--:-_-:-__ -:-_.,,--:-___ -------" verify that the information in this report is accurate
and appropriate records have been maintained,
Prepared By: ____________________ -Date:--------~-------
Reviewed By: _____________________ D.ate:_~ ____ ----~-~---
FOR OCED USE ONLY
Verified for completeness and accuracy by:
Contract Officer: Date:
Planner. Date:
CMM .Section Supervisor: Date:
Planning Section Supervisor: Date:
Division Director: Date:
------------
Admin. Support Staff: lOIS UPDATE
-------------~--
p'age 4 of 12
106 12:41 PM
99
QUARTERLY PROGRESS REPORT INSTRUCTIONS
T 1. ACTIVITY INFORMATION
..gency Name: Enter the Name of the Agency
'roject Tille: Agency Acronym and the Title of the Project (60 characters maximum)
lctivity Name: Agency Acronym and the name of the activity (40 characters maximum)
;ategory: Enter the Category of the activity (e.g. Housing, Public Service, Ece. Devetc.)
lctivity Address: Enter the complete address ofthe location where the activity is taking place
;ommission District: Enter the Commission District # where the activity is taking place
,ctiYity Description: Enter brief description of the activity (120 characters maximum)
DIS No.: Enter IDIS No. ofthe activity.
iource: Enter the funding source (e.g. HOME 95).
;rantee Activity #: Enter ihe Grantee Activity No.(E.g. B.00.020.235)
\'latrix Code: HUD Code applicable to the activity.
ndex Code: Enter the Index Code from. F AMIS
{ational Objective: Enter the National Objective applicable to the activity.
ATTACHMENT C
Ielp Prevent Homelessness?: Enter Y if the purpose of the activity is to prevent homelessness; otherwise enter N.
Ielp those with HIV/AIDS?: Enter Y if the purpose of the activity is to help perSons with HIV/AIDS; otherwise enter N.
'rimarily Help Persons With Disabilities?: Enter Y ifthe purpose of the activity is primarily help persons with disabilities;
'therwise enter N.
:;enerakProgram Income?: Enter Y if this activity is expected to generate Program Income; otherwise enter N.
;eclion 108: Enter X if this activity is funded in whole or in part using proceeds from loans guaranteed under Section 108.
)ne for one Replacement: Enter X if this activity is a One-Far-One Replacement Activity
:>isplacement: Enter X if this activity involve a displacement activity
~Ioat Funded: Enter X if this activity is a Float Funded activity
>pecial Assessmen t: Enter X if this activity is a public improvement activity for which a special assessment will be levied.
Revolving Fund:.Enter X if this activity is funded through a revolving fund.
WavQred Activity: Enter X if this activity· is an economic development activity that is of important national interest and therefore
nay be .excluded from the aggregate public benefit calculation.
Wloot Principal Balance: Enterthe Floatprincipal balance ifthis is a float funded activity
Indicate if the activity is located in CDFI Area or Strategy Area: Enter C or S depending upon whether this activity is located in
1 Community Development Financial Institution (CDFI) or a Neighborhood Revitalization Strategy Area.
A.rea Identifier: If you entered C or S in the previous field, enter the Area Identifier.
Unliquidated Obligation: Enter the amount of orders placed. Contracts and grants awarded, goods and services received, and
similar transactions for which expenditure has not been reported as of the end of the reporting period.
tT 2. AREA BENEFIT INFORMATION
Percen.! of LowlMod in service area: Enter the percentage oflow/mod persons in the Service area
Surveyor Census Tract determination: Enter the method by which the percentage of low/mod in the service area was determines.
Enter S for Snrvey and C for Census.
Census Tract: Enter the Census Tract for the LMA Service Area
Block Groups: Enter the Block Groups asso.ciated with the Census Tract.
IT 3. DIRECT BENEFIT INFORMATION(complete this part iUhe National Ul>je.ctive is LMC •. LMH.or LMJ)
::ounts by Households or Persons? (HIP): Enter P for LMC or LMJ activity and H for LMH activity.
[otal Number Benefiting from Activity: Ehter the total number of persons benefiting from the activity.
lumber of Female Headed Households: Enter the total number of female Headed Households. This field is not applicable to LMC and LMi
activities.
~umber or persons served in Entitlement Area: Enter the total number perso~ served in Entitlement Area
Number of persons served outside of Entitlement Area: Enter the total number of persons served outside of the Entitlement Area
Method of verification by tbe Agency: Enter the method used by the Agency in determining the number of persons served inside and outside of
the Entitlement Area.
'resumed Benefit? (YIN): Enter Y if this activity is designed to exclusively Serve a category of persons presumed by HUD to be low/mod
incOme. Please note that presumed benefit groups are limited to: abused children. battered spouses, elderly persons, disabled adults. illiterate
adults, persons living with AIDS, homeless and Migrant Farm Workers. This field is not applicable to LMH and LMJ activities.
~ature!Location: Enter Y if the activity is considered low/mod because of the nature of the activity and the place it is being carried out. This
field is not applicable to LMH and LMJ activiiies.
NatureILocation Narrative: Enter a description of how the Nature/Location of the activity benefits a limited clientele, at least 51 % of whom are
low/mod income.
PageS of 12
612:41 PM
100
ATTACHMENT C
ART 4: SLUM/BLIGHT AREA INFORMATION (complete this part if the national objective is SBA)
Boundaries: Enter a description of the boundaries of slum/blight area (180 characters maximum)
0/0 of deteriorated buildings: Enter the percentage of buildings that were deteriorated wilen the area was designated as slumlblight
Public Improvement/Condition: Enter a brief description identifying each type of improvement located within the area and its condition at the
time the area was designated slumlbJight(40 characters maximum)_
SlumlBtight Designation Year: Enter the year the area. was designated as-slumiblight.
ART 5: JOB CREATION/RETENTION INFORMATION (complete this part if the National Objective is LMJ
~ Direct or Deferred Payment Loan Information: If CDBO assistance for 'ajob creationiretention activity is provided in the form of a loan 7
enter the Interest Rate, Amortization Period and the AmQunt-.
CD~G Grant Amount: If CDSO is being used to provide assistance in a fonn other than a dire/?t or deferred loan. enter the amount provid~ for
this activity.
'able 2: Enter the information about jobs expected to create~ expected to retain, actually created and actually retained.
'ART 6: CDBG MULTI-UNIT ACTIVITY SET UP AND COMPLETION INFORMATION
'able 1: Enter details of # of units at start~ # of units expected at completion and # of units actually completed
~ Enter the details of costs associated with the activity.
'ART 7: DISPLACEMENT INFORMATION
nter the requested displace~ent information. in the table
'ART 8: REPLACEMENT INFORMATION
:nter the relevant information in the table regarding Replacem~nt as a res.ult of this activity.
'ART 9: ACTIVITY, STATUS/ACCOMPLISHMENTS INFORMATlON(complete this part for all types of activities)
• Activity Status: Circle 1, 2 or 3. Please note that an activity is conside~ed to be completed once it meets its national objective and all the funds are
drawn from'IDIS.
Prop"sed Accomplishment Type: Enter I =People, 4=Households, 8=Businesses,9=Organizations, IO=Housing Units, 11=PublicFacilities,
13=Joos.
,Proposed # of accomplishment Unitls:'Enter the propo~ed # of units to be accomplished .
• Actual accomplishment type: Enter the actual accomplishment type.
:. Actual # of accomplishmentunits during the year: Enter the actual units accomplished.
'. Environmental Assessment Code: Enter A=Exempt, C=Completed, D=Undenvay
'. Create ,Program Income,: Enter Yes or No.
Page 6 of 12
12/06 12:41 PM
101
ATTACHMENT C
SECTION II: FISCAL INFORMATION
GENERAL INSTRUCTIONS
BUDGET AND EXPENDITURES
APPROVED BUDGET
PROJECTED
REIMBURSED
ACTUAL
PROJECTED EXPENDITURES
FOR NEXT REPORTING
PERIOD
PROJECTED CUMULATIVE
EXPENDITURES BY THE END
OF CONTRACT PERIOD
106 12:41 PM
This portion of the report must include only OCED funds and
expenditures covered by yoUr organization's contract with OCED.
This section of the report covers fiscal activities from the
beginning of the contract date through the cut-off date covered by
the report.
For each category, list the amount of funds allocated in the most
recent approved OCED budget for your contracted activity.
List the project expenditrrres through the cut-off date of the report
for each of the budget categories.
List the contract expenditures that OCED has reimbursed to your
organization through the cut-off date of the report
List ALL the contract expenditures, whether or not they have been
reimbUrsed by the County,OCED that your agency incurred
through the cut-off date of the report.
List all the expenditures. that your organization anticipates will be
incurred in the implementation of the contracted activities through
the end of next reporting period. .
List all expenditures that your organization anticipates will be
incurred in the implementation of the contracted activities through
the end of the contracted period.
Page 7of12 102
ATTACHMENT
SECTION II: FISCAL INFORMATION
PART A: BUDGET AND EXPENDITURES
INSTRUCTIONS: Complete the chart for the entire amount covered by the agreement.
PERSONNEL
CONTRACTUAL
OPERATING COSTS
COMMODITIES
CAPITAL OUTLAY
TOTALS
PARTB: PROGRAM INCOME USAGE
1. Does this activity generate Program Income? Yes_ No_
2. If Yes, indicate the amount generated this quarter. $ _______ _
3. Projected use of Program Income (Respond only if#l is answered "Yes")
Page S of12
312106 12:41 PM
103
112106 12:41 PM
ATTACHMENT G
SECTION Ill: MINORITY BUSINESS ENTERPRISE DATA
SPECIFIC INSTRUCTIONS
. NAME OF CONTRACTORl
SUBCONTRACTOR OR
VENDOR, ADDRESS, AND
TELEPHONE NUMBER:
VENDOR ID #:
PRIME CONTRACTOR ID #:
RAciUETHNIC GROUP:
. TYPE OF TRADE:
AMOUNT OF CONTRACT!
SUBCONTRACT OR
PURCHASE:
TOTAL:
AFRICAN AMERICAN CHART
NUMBER OF CONTRACTORS,
SUBCONTRACTORS, OR
VENDORS
TOTAL DOLLARS AWARDED:
PERCENTAGE OF TOTAL
ACTIVITY:
Enter this information only Once on each report for each firm
receiving-funds through-your org'anization's contract with
OCED·
Enter the Employer Number that I.R.S. has assigned to the
Vendor/Subcontractor. Each vendor must have unique
identifier.
Enter the Employer Number that I.R.S. has assigned to the
Prime Contractor as a unique identifier. This information must
be provided for each vendor listed.
Enter the numeric code (1 through 6) that identifies the
racial/ethnic background of the owner(s) and controUer(s) of
51 % of the business. If 51 % of the business is not controlled by
any single racial or ethnic ,group, then enter the code that seems
most appropriate. The codes are listed at the boltom of the
form .
Enter the numeric code that best describes the
contractor's/subcontra(.':tor's/vendor'"s services. The codes are
mentioned in the front ofthis page..
Enter the total amount expended for goods., serviceS, supplies,
and/or construction costs for each ven4or, contract and
subcontract. In cases where c.ommodities or equipment
purchases comprise the maJority of the expenditures for the
period, then combine all expenses for the reported period.
Enter .the total amount of dollars expended .on goods, services,
supp·lies, and/or construction for aU contracts, subcontracts,
and
purch.ases that occurred· during the reportin.g period.
Enter number of African American firms that transacted
busineSs with your organization during the reporting period.
This informafion must be reported for organizations With at
least 51 o/f) African American ownership or control..
Enter the total dollars paid to African American firms during
the reporting period.
Enter the percentage of total dollars received by African
American firms from funds expended by your organization
during the reporting period.
Page 9 ofl2 104
SECTION III: MINORIty BUSINESS ENTERPRISE DATA
PROJECT TITLE: ____________________ ...,-_
GPR ACTIVITY NUMBER: __________ ~ ___ _
REPORTING PERIOD: (Check One) OCTIO MAR31 0 OAPRl-
CONTRACT/SUB-CONTRACTIVENDORACTIVITY
RACE/ETHNIC GROUPS
1·WHITE AMERICAN
2·AFRICAN AMERICAN
3·NATIVE AMERICAN
4·HISPANIC AMERICAN
5·ASIAN AMERICAN
6·0THER
312/06 12:41 PM
TYPE OF TRADE CODES
CPD
1·NEWCONSTRUCTION
2·EDUCATION AND TRAINING
3·0THER
FOJ Dade County HUD and Housing Agency Programs ONLY
DC1·New Construction DC6·Professlonal
DC2·SUbstantial Rehab. DC7·Tenant Service
DC3·Repairs DCa.Education!Tralnlng
DC4·Servlce DC9·Arch/Eng/Appralsal/
CDS·Project Management Prev.. Eds. Obsolete
DCO·Other
Page 10 of 12
SEP 30 0
AFRICAN AMERICANS
NUMBER OF
CONTRACTORS/
SUB·CONTRACTORS/
VENDORS
ATTACHMErtr
TOTAL
TOTAL PERCENTAGE
DOLLARS OF TOTAL
AWARDED ACTIVITY -
105
ATTACHMENT C
u.s. HUD SECTION 3 REPORT
'ART THREE -'SUMMARY -Indicates the efforts made to direct the employment and other economic opportunities
;enerated by HUD financial assistance for housing and community development programs, to the greatest extent
easible, toward low -and very low-income persons, particularly those who are recipients of government assistance for
lOUSing. (Check all that apply.)
o Attempted to recruit low-income residents through: local advertising media, signs prominentiy.displayed at the
project site, contracts with community organizations and public or private agencies operating within the
metropolitan area (or metropolitan country) in which the Section 3 covered program or project is located, or
similar.
o Participated in a HUD program or other program which promotes the training or employment of Section 3
Residents.
o Participated in a HUD program or other program which promotes the award of contracts to business concerns
which meet the definition of Section 3 business concerns.
o Coordinated with Youth build Programs administered in the metropolitan area in which the Section3 covered
project.is located.
tJ Other, describe below;
Page II of 12
flJ06 12:41 PM
106
, , ATTACHMENT C
SECTION IV: O.S. HUD SECTION 3 REPORT
lOmic Opportunities for Low & Very Low-Income Persons in Connection with Assisted Projeets
lNCYNAME: ____________ PROJECT NAME: ______________ _
,NCY ADDRESS: __ --------------CONTRACT AMOUNT: w ________ _
________ -_______ PERIOD RI>PORTED: QTR I 2 3
(CIRCLE ONE)
4
'ORT REVIEWED/APPROVED BY: ____ -=~=~----TELEPHONE #: _________ _
(SIGNA TIJkE)
RT ONE-EMPLOYMENT & TRAINING -To be completed for each project and submitted quarterly to OCED by April 15,
{ 15, October 15 and January 15. '
BrA .Y A B C D E F G
Total Total New % of New Toial % of RArlAL ccuu"o>
New Hires who Hires that Employee
,w:.ite
2
N
3 4 5
Hires are are Trainee Employee Trainee African -atlve Hispanic Asian or
(Total of Section 3 Section 3 Hours Trainee Hours lAmer. Amer. Amer. Amer. Pacific
Column Residents Residents worked Worked by Amer.
G.1i5) (B/A) Hours Section 3
Residents
Worked (EID) byStction
3
mCE/
.• "Jt,
YTRADE
.1ST)
RADE:
RADE: ,-
!lADE:
!lADE:
RAvE: , --
'TIlER.:
OTAL:
.ItT TWO -SUBCONTRACTS AWARDED _ for goods and services associated with this project..
TYPE OF A B C D
CONTRACT Total $ Total $ %BTO NUMBER OF SECTION 3 BUSINESSES RECEIVING CONTRACTS BY
Amount of Amount of A RACWJETHNTC IDENTIFICATION
Contracts Contracts I 2 3 4 5 6
Awarded Awarded to White African Native Hispanic Asian-Hasidic
Section 3 American American American American Pacific Jew
B~inesses ·Ameri~
:ONSTRUCIlON
ION·
:ONSTRUCIlON
Page 12 of t2-Progress Report
!106 12:41l'M
107
A'ITACHMENT D
., ,
MIAMI-DADE
OFFICE OF COMMUNITYAND ECONOMIC DEvELOPMENT
INFORMATION ).fOR ENVlRONMENTALREVIEWFORM
Part I.
L Indicate Funding Source: CDBG HOME HOPEVl.
_ HOMELESS (SRO/SHP) _ HOPWA
2.· Indicate Fiscal Yeat: FY 20
3 .. Name of SubrecipientJAgency:
4. Name of Proposed Activity:
5. Location (Address) of Activity or Project:
6. Folio Number:
--~---
7. Commission District: -----''-----
8. Name, address; phone and fax numbers ofloan/grant recipient:
Revised 01/07/03
108
'.,' ," .. ".
Page 2 of 5
9. Detailed description of activity or project:
10. Purpose of activity or project:
1 L Status of activity or project:
Part U.
Will the activity or project result in, the following?
Yes No
Change in use
Sub-surface alteration (i.e. excavations)
New construction
Renovation or demolition.
Siteiniprovements (utilities, sidewa1k:, landscaping, storm
drainage, parking areas, drives, etc.)
Btiildinginiprovements (windows, dooIf, etC.)
Displacement of persons, households or business
Increase in population working or living on site
Land acquisition
Activity in IOO-year floodplain
A new nonresidential use generating at least 1,375,000
gallons of water or 687,500 gallons of sewage per day.
Use requiring operating pennit (I.e. for hazardous waste,
pretreatment of sewage, etc.)
A sanitary landfill or hazardous waste disposal site
Tree removal or relocation
Street improvements
The impounding of more than 10 acre feet of water (e.g.
digging a lake or divert:illg or deepening of a body of
water).
109
PartIDo
A. Site Information
Land use (please describe)
• Existing
Page 3 of 5
... ' ,; Proposed ___ -'-~--------------_---
,B. If activity includes new construction, renovation or rehabilitation, photogriiphs
must be provided of each side (front, rear arid sides) of the structure(s) proposed
for assistance and the buildings on the abuttiitg lots. The photographs shall be
, identified by address. In llddition, provide for each existing structure on the site,
the following informati,on:
• Existing structure(s) on site: Yes _-,-:. __
, • Estimated llge of structure( s) _' __ _
C. Other SiteiInforination:
Flood insurance required?
Public water available on site?
Public sewer available on site?
Children under 7 years of age residing on
site or relocating to site (including day care
facility)?
Hazardous waste disposal facility?
Storage of hazardous materials on site?
Abandoned structure( s )on site?
Yes
No ____ _
No
110
Page 4 of 5
D. If the proposed activity includes a new structure(s) or site improvements on a
site of one (1) acre or more, a site p/anmust be provided. Project(s) will not
beenvironmentaily reviewed without a site plan.
E. If the proposed activity includes rehabilitation or renovation of structure(s),
indicate the estimated cost and the amount
sought for funding _______ _
,
In addition, indicate if the estimated value of the improvement represents:
_____ ~_ 0 to 39.9 percent of the market value of the structure(s)
_______ 40 to 49.9 percent of the market value of the structure( s)
~~ _____ 50 to 74.9 percent of the market value of the structure(s)
________ 75 percent or more of the market value of the structure(s)
F. if the proposed activity involves the transfer orany property, new construction
. or a securing of a loan for nomesidential parcd, provide a' Phase I
. Environmental Audit deteI1)lining the likely presence of either a release or
threatened release of hazardous substance. An audit is a review of a site and
adjacent properties and involves preparing a history of ownership, land use
and zoning for the last. 50 years; researching environmental records for
information on hazardous waste sites, hazardous facilities, solid waste/landfill
facilities and underground storage tanks (available through the Department of
Environmental Regulations and Management (DERM), Florida Department of
Environmental Protection (FDEP) and U.S. Envirol;linental Protection Agency
(EPA»; and inspecting the site for physical evidence of contamiriation such as
damage vegetation or stains in the soiL
Has a Phase I been performed: Yes ____ _ No ------
If yes, a copy of the Phase I Environmental Audit must be submitted.
G. Environmental Health Information
~ If a residential site, and the activity includes or involves rehabilitation, has
it been inspected for defective paint surfaces?
Yes ----No __ _
If yes, please submit the results.
111
,".
Page 5 of 5
• . Have any child under the age of seven at the site been tested for elevated
levels of lead in the body?
Yes ----No __ _
If yes, please submit the results.
Part IV.
Other Required Submittal Documents:
1. Submit streeVplat maps that depict location of property in the CountY
andlo, City with the location.or lot clearly pointed out.
2. For new construction projects: Submit a scope of service, an itemized
budget, and a site plan.
3. For housing/building rehabilitation projectsohly: Submit a: scope of
service, an-itemized budgetdescribiug the major coniponentsof the
rehabilitation program planned, and a photograph of the property ..
4. . For historic proprieties, include: Submit photographs of the property,
PartY.
and a description of any adjacent historic properties that inay be
affected by your activity.
I certifY to the accuracy of the above information.
Print Name Signature Title
Name of Organization or Corporation Date
Unless otherwise indicated, return completed form and attachments to:
Community Development Division Director
Office of Community and Economic DeVelopment
140 West Flagler Street, Suite 1000
Miami, Florida 33130
112
.: Certification fur Contraett, GnUili:, Loruu< and CooperativoAgroomenls
Tho 'undondgnod cortifi~, to the best ()frus or her knowledge IUld -bobalf; tl:tat
L No FoderalappropriB:ted funds ha~ boon paid or will bo pai£4 by or on bohalf of flu,
midomign.cd, to any poa16n fur irifbu:ncing-or attempting to influcoce an officer or
-eniployee of wry agency, Ii MOlllber Qf Con~ an officoi or omplciyoe of
Cong=s, or an employoe of 11 MmnDor' of Congi-oss .ill oOooection with the
awardiDg of any Fedoral ~ the mAking-of sny F¢dt:ml grant, fue mRJdng of
my Fodemlloan. the. otmiring into _ of tUJY cooperatiVe agreement,. and fue ex:tonBioo.
,OOntim",tion. ri:nl:;waI, _dmerit, or roadiiication of any FedciiI contract:, -gnmt,-
Iosn or ~ve agroomont.
2. If my :funds other than Fedenil. appropciatod funds. have been yairl or will be paid to _
'my petron fur irifl:ucncing or atte.inpiing to influonce_ lUl officer-or offiployee of
ageD-OY, a Momhor of Co~s; an officcror <?iaployce, .of Congress, Or an
, oriJploroo of Ii Mombor of Congretii in QOIlIlwOon with t4ic F Cldora1 coniraJ;t, grnnt, -
loan or coopcraliv:e ~ tho nriddrsignod shall oomplm md IIlllimit Standard .
Fonn:-LLL, "Discl:osw:eF6pn uiRePort Lobbying." in'=nhuice with its
~oDS. . -.
-3-•. 1lre.,un~igned shall reqiiiiv tl¥rt the language of this certification be inclUded iil
, _ the.n.wtWl oocumen1J: fur all GllbwaIDS-at all titts'(uicludlngtrohcmm-acts,tmbgrants,
anilcontrects llIider grantR, loanS, and. co9peraUv6 ligr6etnentlJ)aDd that-all
,si:Ilwecipients shti!i. coitify and 4ioolose ~y. -
--1.-"IlIiI! cedi.liCafion is a Ill1Ite::tial~oriof fuct upon wilicli.rolitmce was plt.tCod
When fuii; fomsaCtlon was-I!1.Bde or entered irim. SUbmission of, fiiiscertification is a-
, " ..... ~ " ~' ~" ... ' ,.',.;,' .... ' -... _.. . pi:eJ:eqlrlBitefor making or oater:ing.mwthiS ~n ImpOsed-by sectilID 1352, title
31, U.S. Code. Anypotaanwho iiUlsto:file tho ~o'1CfifieationiJhaiI be rnibJectto -
it civil :penaltY of not less _truin $10,090 Iirul'IlottnOre thaii $10.0,000 for eachBUCh
.OOnre. -_ -<: -. --. --
. .--
r-~ , I .......-" ............. VII'
"
tU.ME:' ~ ,Vb'-L E& 'SDOOk rol em I .. \}\lD-~~e.S. m C{~ f)1 ~
(rlIntNameofHlt-m..,d Anth~dmdR>op ....... tJlili.,,) T· . -
TrtLE; ~·..J.~-'---'-C ±"""\-'-LO.L'<· '3'----l--'-C""".~~t-'9y\c--'mu.. -!JA'----"-lO=D..= .. €J'f'e:.L{--:-----,-
'I'.1-)l.~"'" .'
DATE: '5 ;.-~ -O~ ----~ __ ~7---~~~~------______________________ c_
113
4'0"
Project Name
Project Cost
Enti
Miami-Dade County
Carlos Alvarez
Mayor
Board of County Commissioners
Joe A. Martinez
CltairJtUlJt
Barbara J. Jordan
District 1
Dorrin D. Rolle
District 1 , ....
Audrey Edmonson
District 3
Sally A. Heyman
District 4
Bruno A. Barreiro
District 5
Rebeca Sos.
District. 6
Carlos A. Gimenez
Districl7
Dennis C. Moss
Vice-Chairman
Katy So"renson
District 8
Dennis C. Moss
District 9
Sen. Javier D. Souto
District 10
Joe A. Martinez
DistrictlJ
Jose nPepeH Diaz
District 11
N.tacha Seij.s
District 13
Harvey Ruvin
Clerk of tlte CirCllit and County Courts
George M. Burgess
County Manager
Murray Greenberg
. (;Qunty Attorney
.~AD+i!
COMMUNITY AND ECONOMIC DEVELOPMENT
Over 25 Yearsof Stre,~.4--.c..:.~c...~i-Dade County
4'0"
ATTACHMENT F
Sign
The sign (5) shall be made of ~ inch
thick marine plywood, newly
painted and lettered in accordance
with professional outdoor sign
painting standa.-ds as to layout,
symmetry, proportion, darity and
neatness" with the use of weather-
.resistant colors and materials. The
Contractor shall place the sign (s)
securely bi-aced and mounted. All
materials shall be ,provided by the
Co.ntractor and the sign(s) shall
remain in the property of the
Owner: at the compietion of (he
contncL
Sign Support
The sign shall be free standing,
prominently displayed as directed
by OCED repr.esentative, and
supported by two 4 1'x4"xlO'
. pressure treated timbers securely
fastened to. the rear of tbe sign and
sunk 4' below grade. Clearance
fro.m the bottom o.f the sign' to. the
gro.und shalt be I'.
114
RESOLUTION NO. CIIA 28-07-281
A RESOLUTION OF THE SOUTH MIAMI COMMUNITY
REDEVELOPMENT AGENCY (SMCRA) RELATING TO
ECONOMIC DEVELOPMENT; AUTHORIZING TfIR SIYICRA.
DIRECTOR TO EXECUTE A COMMUNITY DEVELOPMENT
BLOCK GRANT (CDBG) CONTRACT INCLUDING ALL
ANCILLARY DOCUMENTS REQUIRED BY MIAMI-DADE
• COUNTY FOR GRANT FUNDING IN THE TOTAL AMOUNT
OF $394,000 FOR LAND ACQUISITION AND
DEVELOPMENT COSTS ASSOCIATED WITH THE
MADISON SQUARE PROJECT; AND PROVIDING AN
EFFECTIVE DATE.
WHEREAS, during the August 8, 2005 Meeting, the Board approved
Resolution 1131-05-178 authorizing the South Miami Community Action Agency
(CAA) and the SMCRA. to develop a cooperative strategy for implementing the
Madison Square Project; and
WHEREAS, the Community Action Agency functions as a Citizeti's
Advisory Board for Miami-Dade County for the purpose of soliciting community
input from SMCRA residents; and
WHEREAS, beginning in FY 2004, the Community Action Agency has
recomincuded that annual Community Development Block Oraut (CDB(3) funding
bp disbursed to the SMCRA to assist in developing the Madison. Square Project;
and
WHEREAS, the following annual CMG funding amounts have- been
allocated by Conununity Action Agency for use by the SMCRA in implementing
the Madison Square Project:
. â 2004 - $100,000
â 2005 - $94,000
> 2006 . $100,000
> 2007- $100,000; and
WHEREAS, of the total grant amount of $394,000, $294,000 has been
allocated for land acquisition and the remaining $100,000 has been allocated for
other related project development costs; and
WHEREAS, as a condition of the SMCRA accepting the CDBG funding,
Miami-Dade County requires execution of the following attached agreements:
115
finkCA
ilporson
Pg. 2 of Res. No. CRA 28--07-•281
.9 HUD Required Community Development Block Grant Contract (Exhibit B)
9 Development Agreement (Exhibit C)
â Mortgage Agreement (Exhibit D)
Promissory Note (Exhibit B)
'AREAS, the SMCRA Board desires to enter into contract with Miami-
Dade to secure grant funding in the maximum amount of $394,009 and to
accomplish the objectives as outlined in the scope of service of the contract with
Miami-Dade County.
NOW THEREFORE BE IT RESOLVED BY THE SOUTH
• MIAMI COMMUNITY REDEVELOPMENT AGENCY;
S9etion 1. The South Miami Community Redevelopment Agency Board
approves the Miami-Dade CDBG contract and ancillary documents attached as
Exhibits B, C, D and B for the maximum amount of $394,000 for the provision of
land acquisition and other construction costs and authorizes the SMCRA Director
and SMCRA Chair to execute the attached agreements attached as Exhibits B, C, D
and B required by Miami-Dade County in order to receive CDBG funding in the
total amount of $394,000.
Section 2. Of the total grant funding amount, $294,000 shall be utilized
for land acquisition of properties required to develop the Madison Square Project.
Section 3. Of the total grant funding amount, $100,000 shall be utilized
for other related development costs associated with developing the Madison Square
Project
Seetion 4, 'Ellis resolution shall take effect immediately upon approval.
PASSED AND ADOPTED this /14day of June, 2007.
ATTEST: APPROVED:
of th Miami
Community Redevelopment Agency
Clerk
21.41.44'412.4
116
Pg. '3 of Rea. No. CRA 28-07-281
Board Vote: G-0
Chairperson Min: Yea
Vice Chairperson Wiscombe; Yea
READ AND APPROVED AS TO FORK Board Member: Palmer Yea
Board Member Birts: Yea
Board Member Beckman: absent
Board Member Yea
Board Member: Williams Yea
Office o
ral Counsel
in Gallop & Figueredo, P.A.
117
Development Agreement .
Betwben Miami-Dade County and
the South Miami Community Redevelopment Agency (SMCRA)
THIS AGREEMENT is made and entered into by and between Miami-Dade County, acting through hs
Office of Community and Economic Development (hereinafter "OCED" or the "County" or "Lender"),
and the South Miami Community Redevelopment Agency (hereinafter "SMCRA" or "Borrower"), This
Agreement is a written memorandum outlining the essential terms and conditions of an unwritten
understanding thathad previously been entered into by and between the parties prior the commencement
of the Project's development.
The South Miami Community Redevelopment Agency ("SMCRA") purchased the land described by the
following folio numbers, property deseriptionS and addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS B27.50FT BLK 3 LOT SIZE
4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR R/W
BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
(the "Property"). This development agreement regulates the use and expenditure of grant funding in the
amount of Three Hundred Ninety-Four Thousand Dollars and zero cents ($394,000.00), which funding is
being provided by OCED to the SMCRA. The grant funding under a Community Development Block
Grant (CDBG) assisted the SMCRA to paitially fund the purchase of the Property.
The SMCRA shall develop the Madison Square/South Miami Strip Mall Project (hereinafter the
"Project") on the Property, for the purpose of developing affordable housing together with a
commercial/retail center. The SMCRA intends that the project will provide economic development
opportunities within the community redevelopment area and intends to provide job creation/job retention
opportunities.
In exchange for the $394,000 CDBG forgivable loan secured by the attached loan documents
(mortgage and promissory note), which documents are attached as composite Exhibit 1, and are
incorporated by reference into this document:
I) The SMCRA shall develop the Project and complete construction within three (3) years of the date
of the execution of this Agreement; and,
2) The SMCRA shall create and retain at least twelve (12) full-time permanent jobs within the
conunercialketail component of the Project for low- and moderate-income persons. The twelve (12) full-
time permanent jobs shall be created within twelve (12) months of completion of construction of the
Project and shall be retained within the commercial/retail component for a period of live (5) years from
the date of hire.
All employees employed as a result of this Agreement shall be considered to be, at all times, employees of
the SMCRA (or its tenants, sub-contractors, or other entities affiliated with SMCRA) under its sole
direction and not employees or agents of the County. SMCRA shall maintain, and shall require that its
subcontractors, tenants, affiliates and other related entities employing persons in fulfillment of this
Agreement maintain, complete and accurate records to substantiate compliance with the requirements set
MDC 8 SMCRA Development Agreement
Page 1 of 12
118
forth herein; all such entities shall retain such records for three (3) .years from the expiration of this
Agreement and/or any extension thereof; and,
3) SMCRA agrees a) to maintain records and other documentation sufficient to support its
compliance and 'satisfaction with the requirements set forth herein; h) that the County or its duly
authorized representatives or governmental agencies shall, for a period of three (3) years after the
expiration of this Agreement and/or any extension thereof, have access to and the right to examine and
reproduce any of SMCRA's books, documents, papers and records of its subcontractors, affiliates, tenants
or other entities engaged in fulfilling the requirements herein in order to determine whether the
requirements set forth herein have been satisfied; and c) to provide such entities listed in subsection (3)(b)
herein notice of the inspection and record-keeping requirements set forth herein; and,
4) The SMCRA shall, as an integral component of the project, provide employment opportunities for
low and moderate income persons through businesses locating within the Project, including providing
clear opportunities for promotion and economic advancement; and,
5) The SMCRA shall designate a minimum of thirty (30) housing units to be rented and/or sold as
affonlable housing, to persons of low or moderate income, which shall be defined as income not
exceeding 140% of the median income in Miami-Dade County. Furthermore, tenants and/or owners of
these affordable units shall not expend more than thirty (30) percent of their monthly income on housing
expenses, This 30-unit requirement may be revisited by OCED, at the written request of SMCRA, in the
event that SMCRA. is unable to acquire the balance of property SMCRA intends to acquire for the Project
or if the Board of County Commissioners otherwise alters or amends the affordable housing requirement
for SMCRA,
4i14
2,,, haft bq,'S caned by tw,o,dcelarajipzls of.' e~trrcl gns;p~t{t ed.to •!he `~
x, .twenty:(20) year: petted (affordable housing r qu~rcmeitts~.and/or;fo},tl. p .0sMAPAY...ik9
ecinIke.;ibp i 699101m entS :detCribeef hero Qgti "era tiort), laud tJtc rnpjtga e e tired iiy; ale. ? o~~el ;
both .14 be.reaCleci atitjrii:Of
resitictiogs ,are attached 1101'65 its :Exhibit 2,'and .-are incorporated iireiince into
agre*ent.
6) SMCRA shall, during construction, monitor the compliance with requirements of Section 3 of the
Housing and Urban Development Act of 1968 and the implementing regulations in 24 Code of Federal
Regulations (CFR) Part 135, as amended by an interim rule published on June 30, 1994 (59 FR 33866);
and
7) In the event the Property is sold during the three (3) year construction phase (or an extension of
the three (3) year Construction Phase, which extension shall be requested in writing by the SMCRA at
least one year prior to the expiration of the three-year construction period or extension and which request
shall not be unreasonably denied by OCED), if the Project construction has not been completed within
three (3) years of the date of the execution of this document, or if the job creation requirements set forth
herein are not complied with, this loan shall become due, the SMCRA shall immediately reimburse the
Comity its $391,000 contribution to the purchase of the Property, plus compound interest at the rate of
twelve percent (12%) and the County's proportional share of any proceeds in excess of the original
purchase price of the Property, and the County shall exercise any rights and remedies set forth in the
mortgage or other documents associated with this Project and Property as well as any rights or remedies
MOC & SNIC/01 — Development Agreement
Page 2 of 12
119
available at law or in equity. This provision shall be secured by the loan documents attached as Exhibit 1;
and;
8) This loan shall be forgiven provided all the requirements provided herein, including requirements in the
documents incorporated herein but excluding the affordable housing requireMent described in Section 5
herein, are completed to the satisfaction of the County; and
9) A Default shall have occurred if a) the Project is not constructed on a timely basis,
notwithstanding any extensions granted by OCED; b) the Project or Property are sold without proper
notice and repayment to the County, c) twelve (12) jobs are not created as set forth herein and within the
time period set forth herein, or if such jobs are not maintained for the specified period of time; or d) if
records establishing satisfaction with the requirements of this Agreement are not maintained and made
available us set forth herein; and,
10) If an Event that Default occurs, in the determination of the County, the County may so notify
SMCRA ("Default Notice"), specifying the basis for such default, and advising the SMCRA that such
default must be cured immediately or this Agreement with the County may be terminated and all amount
specified in Section 7 shall become due. Notwithstanding, the County may, in its sole discretion, allow
SMCRA to rectify the default to the County's reasonable satisfaction within a thirty (30) day period. The
County may grant au additional period of such duration as the County shall deem appropriate without
waiver of any of the County's rights hereunder, so long as SMCRA has commenced curing such default
and is effectuating a cure with diligence and continuity during such thirty (30) day period or any other
period winch the County prescribes; and,
11) The County may terminate this Agreement if Borrower attempts to meet its contractual obligation
with the County through fraud, misrepresentation or material misstatement. The County may, as a further
sanction, terminate or cancel any other contract(s) that such individual or corporation or ether entity has
with the County and that such individual, corporation or other entity shall be responsible for all direct and
indirect costs associated with such termination or cancellation, including attorney's fees and costs, The
foregoing notwithstanding, any individual, corporation or other entity , which attempts to meet its
contractual obligations with the County through fraud, misrepresentation or material misstatement may be
disbarred from County contracting for up to five (5) years in accordance with the County debarment
procedures. The Borrower may be subject to debarment for failure to perform and all other reasons set
forth in Section 10-38 of the County Code. In the event that the County terminates this Agreement for the
reasons set forth herein, the County may exercise its rights as set forth herein and in the documents
incorp6rated by reference herein; and
12) SMCRA agrees to comply, subject to applicable professional standards, with the provisions of any
and all applicable Federal, State and the County orders, statutes, ordinances, rules and regulations which
may pertain to the services or activities required under this Agreement, including but not limited to:
a) Equal Employment Opportunity (EEO), in compliance with Executive Order 11246
as amended and applicable to this Contract.
b) Miami-Dade County Florida, Department of Business Development Participation
Provisions, as applicable to this Contract,
MbC SMCRA - Development Agreement
Page 3 of 12
120
c) Environmental Protection Agency (EPA), as applicable to this Contract.
d) Miami-Dade County Code, Chapter 11A, Article 3. All contractors and subcontractors
performing work in connection with this Contract shall provide equal opportunity for employment
because of race, religion, color, age, sex, national origin, sexual preference, disability or marital status.
The aforesaid provision shall include, but not be limited to, the following: employment, upgrading,
demotion or transfer, recruitment advertising; layoff or termination; rates of pay or other forms of
compensation; and seleCtion for training, including apprenticeship. The Contractor agrees to post in
conspicuous place available for employees and applicants for employment, such notices as may be
required by the Dade County Fair Housing and Employment Commission, or other authority having
jurisdiction over the work setting forth the provisions of the nondiscrimination law.
e) "Conflicts of Interest". Section 2-11 of the County Code, and Ordinance 01-199.
f) Miami-Dade County Code Section 10-38 "Debarment".
g) Miami-Dade County Ordinance 99-5, codified at 11A-60 et. seq. of Miami-Dade Code
pertaining to complying with the County's Domestic Leave Ordinance.
11) Miami-Dade County Ordinance 99-152, prohibiting the presentation, maintenance, or
prosecution of false or fraudulent claims against Miami-Dade County.
Notwithstanding any other provision of this Agreement, SMCRA shall not be required pursuant to
this Agreement to take any action or abstain from taking any action if such action or abstention would, in
the good faith determination of the SMCRA, constitute a violation of any law or regulation to which
SMCRA is subject, including but not limited to laws and regulations requiring that SlvICRA conduct its
operations in a safe and sound manner.
13) During the performance of this Contract, SMCRA agrees to; not discriminate against any
employee or applicant for employment because of race, religion, color, sex, handicap, marital status, age
or national origin, and will take affirmative action to ensure that they arc afforded equal employment
opportunities without discrimination, Such action shall be taken with reference to, but not limited to:
recruitment, employment, termination, rates of pay or other forms of compensation, and selection for
training or retraining, including apprenticeship and on the job training. By entering into this Contract with
the County, SMCRA attests that it is not in violation of the Americans with Disabilities Act of 1990 (and
related Acts) or Miami-Dade County Resolution No. R-385-95.
14) SMCRA shall not assign this agreement, or any interest therein, without the prior written consent
of the other party.
15) la the event that any provision of this agreement is found to be legally unenforceable, such
unenforceability shall not prevent enforcement of any other provision of this agreement.
16) This agreement shall be binding on, and shall inure to the benefit of, the parties to it and their
respective heirs, legal representatives, and successors.
17) No waiver of any of the provisions of this Agreement. shall be deemed to, or shall constitute, a
waiver of any other provision, whether or not similar, nor shall any wavier constitute a continuing waiver.
No waiver shall be binding unless executed in writing by the party granting the waiver.
MDC & SA4CRA— Development Agreement
Page 4 of 12
121
18) This document incorporates and includes all prior negotiations, correspondence, conversations,
agreements or understandings applicable to the matters contained in this agreement and the parties agree
that there are no commitments, agreements or understandings concerning the subject matter of this
agreement that are not contained in this document. Accordingly It is agreed that no deviation from the
terms of the agreement shall be predicated upon any prior representations or agreements whether oral or
written. No supplement, modification, or amendment of this Agreement shall be binding unless executed
in writing by both parties.
19) In the event of any litigation arising out of this agreement or project agreement, each party hereby
knowingly, irrevocably, voluntarily and intentionally waives its right to trial by jury.
20) Whenever either party desires to give notice to the other, it must be given by hand delivery,
facsimile, or written notice, sent by certified United States mail, with rettun receipt requested or a
nationally recognized private mail delivery se►vice, addressed to the party for whom it is intended, at the
place last specified, and the place for giving of notice in compliance with the provisions of this paragraph.
For the present, the parties designate the following as the respective places for giving of notice and
identified the following persons as the contracting officers:
FOR, OCE) AND MIAMI-DADE COUNTY •
Miami-Dade County
Office of Conummityind Economic Development
140 West Fl ogler „ Suite 1000
Miami, FL 33130
Mention: Director. OCED
Miami-Dade County, Florida.
Office of the County Manager
Stephen P. Clark Building
111 N.W. First Street, 29th Floor
Miami, Florida 33128
With copy to:
ArrN2J3renda,Kuillla Ncuinan
Miami-Dade County Attorney
111 N.W. I s' Street
286 Floor
Miami. Florida 33128
FOR SMCRA
SMCRA
Attention: Yvonne McKinely
6130 Sunset Drive
City of South Miami, FL 33143
Telephone: (305) 668-7238
AOC & SMCRA — Development Agreement
Page 5 0112
122
Facsimile: (305) 668-7356
Notices given as provided above shall be deemed given and shall be effective when delivered to the
addressee at the address set forth above, or when received via certified mail, Either party may change its
address to which notices, demands and communications shall be sent by giving written notice thereof to
the other party,
21) The parties submit to venue in Miami-Dade County for any action to enforce or arising from this
Agreement or the facts that led to this Agreement.
22) This Agreement and any project agreement shall be construed in accordance with and governed by
the laws of the State of Florida.
23) Headings are for convenience of reference only and shalt not be considered in any interpretation of
this agreement.
24) This agreement may be executed in several counterparts, each of which shall be deemed an
original and such counterpart shall constitute one and the same instrument.
25) The signatories to this agreement warrant that they are duly authorized by action of their
respective SMCRA, OCED, Miami-Dade County Board of County Commissioners, board of directors or
other authority to execute this agreement and to bind the parties to the promises, terms, conditions and
warranties contained in this agreement.
26) The SMCRA warrants that neither it, nor any principal, employee, agent, representative or family
member has promised to pay, and consultant has not, and will not, pay a fee the amount of which is
contingent upon the OCED or Miami-Dade County awarding this development agreement and grant to the
SMCRA.
27) SMCRA warrants that neither it, nor any principal, employee, agent, representative or family
member has procured, or attempted to procure, this Agreement in violation of any of the provisions of the
Miami-Dade County Code, including but not limited to the Miami-Dade County Conflict of Interest and
Code of Ethics Ordintilice, or the City of South Miami conflict of interest and code of ethics ordinances,
28) This Mortgage shall be binding upon the parties hereto and their respective heirs, personal
representatives, successors and assigns, and it shall inure to the benefit of Mortgagee and its successors
and assigns and to the benefit of Mortgagor and Mortgagor's heirs, personal representatives and permitted
successors and assigns.
R_EPRESENTATIONS
29) Bo vowel'. Borrower represents to the County that it has duly, validly and lawfully entered into
this Agreement and that this Agreement constitutes the valid, binding and lawful obligation of Borrower.
GENERAL REQUIREMENTS.
30) Com )Hance 'ith Laws. Borrower shall comply in all material respects, in the acquisition,
development, construction and operation of the facility, with all applicable federal, state and local laws
MOO & SMCRA Oevolopment Agreement
Page 6 of 12
123
and regulations, to the extent applicable to this type of project, which is not a housing project but is a
commercial project for profit.
REMEDIES; TERMTNATIONLFURVIER RIGHTS.
31) Gegeral..
(I) Subject to any mutually agreed upon extensions of time, nonperformance or delay in the
performance by any party of any of its obligations under this Agreement, which is continuing after
notice in writing and the expiration of any grace period provided for herein, shall eonstitute'a default
entitling the other party to exercise its rights and remedies for such default,
(2) Any failure or delay by either• party in asserting any of its rights and remedies as to any
non-performance or delay in performance by the other party shall not operate as a waiver of any such
non-performance or delay in performance or of any rights or remedies.
(3) Except as expressly provided otherwise in this Agreement, each right or remedy provided .
herein is cumulative to other rights or remedies, and the exercise by any party to this Agreement of
one or more of such rights or remedies shall not preclude the exercise by it, at the same or different
times, of any other rights or remedies for the same or any other nonperformance or delay in
performance by any other party to this Agreement.
(4) Each party covenants and agrees that any and all legal actions arising out of or connected
with this Agreement shall be instituted in the Circuit Court of the Eleventh Judicial Circuit, in and for
Miami-Dade County, Florida, or in the United States District Court for the Southern District of
Florida, as the exclusive forums and venues for any such action, and each party further covenants and
agrees that it will not institute any action in any other forum or venue and hereby consents to
immediate dismissal or transfer ()laxly such action instituted in auy other forum or venue. In the event
of any dispute, claim or legal action of any kind or nature, Borrower shall be responsible for and shall
bear its own attorney's fees and costs.
(5) This Agreement shall be construed and interpreted as nearly as practicable in accordance
with the expressed intent of the parties, so as to uphold the validity of all the provisions hereof.
Nevertheless, the provisions of this Agreement are severable, and if any provision is determined to be
invalid, unlawful or contrary to public policy, such provision shall be disregarded and the same shall
have no effect upon any other provisions hereof, which other provisions shall continue in full force
and effect.
(6) This Agreement is entered into within, and with reference to the laws of the State of
Florida, and shall be governed„ construed and applied in accordance with the laws of the State of
Florida,
(7) If the Project is sold or transferred by Borrower, Borrower shall not be released from its
obligation hereunder unless the County consents. in the event of such consent, Borrower shall require
the transferee to assume its obligations hereunder in writing.
(8) In the event Borrower has defaulted in any material provision of this Agreement. and as a
consequence of that default the County is required to prepay, repay or refund any CMG funds
received which the County would otherwise have been entitled to retain, or any future CDBG funds
shall be withheld which the County would have otherwise been entitled to receive, or the County is
MDC . SMCRA — Development Agreement
Page 7 of 12
124
required to pay a fine or penalty to HUD, then Borrower shall pay to the County the amount equal to
the CDBG funds so 'required to be repaid, prepaid or refunded by the County or the present value of
any future CD/30 funds so withheld from the County, or the amount of such fine or penalty assessed
plus any reasonable out-of-pocket costs for outside professional fees imposed or required by HUD.
(9) The Borrower shall indemnify and hold harmless the County and its officers, employees,
agents, and instrumentalities from any and all liability: losses or damages, including reasonable
attorney's fees and costs of defense, which the County or its officers, employees, agents or
instrumentalities may incur as a result of claims, demands, suits, causes of actions or proceedings of
any kind or nature arising out of, relating to or resulting from the performance of this Agreement by
the Borrower or its employees, agents, servants, partners, principals or subcontractors. The Borrower
shall pay all claims and losses. in connection therewith and shall investigate and defend all claims,
suits or actions of any kind or nature in the name of the County, where applicable, including appellate
proceedings, and shall pay all costs, judgments, and reasonable attorney's fees which may issue
thereon. The Borrower expressly understands and agrees that any insurance protection required by
this Agreement or otherwise provided by the Borrower shall in no way limit the responsibility to
indemnity, keep and save harmless and defend the County or its officers, employees, agents and
instrunientalities as herein provided.
(10) Insurance: The Borrower shall furnish to the County General Services Administration,
e/o Risk Management Division, t 11 N.W. 1st Street, Suite 2340, Miami, Florida 33128-1989, original
Certificate(s) of Insurance which indicate that insurance coverage has been obtained which meets the
requirements set fotth in the FY 2006 Community Development Clock Grant Contract Between
Miami-Dude County and South Miami Community Redevelopment Agency and the mortgage
executed with this Development Agreement.
MISCELLANEOUS PROVISIO S.
32) Recitals. The recitals set forth above shall be incorporated into the terms of this Agreement.
33) No Taxing, Power. Nothing in this Agreement shall constitute or require, or be deemed to
constitute or require, a pledge of the full faith and credit or taxing power of the County, the State of
Florida or any of its political subdivisions, within the meaning of any constitutional or statutory
limitation, and no person shall have any right, directly or indirectly, to compel the exercise of the ad
valorem taxing power of the County, the State of Florida or any of its political subdivisions for any such
payments.
34) Certain Definitions. The following terms used in this Agreement shall have the meanings given
to them in or pursuant to the CDBG Regulations and related administrative requirements: "held by or
made available to"; "create/retain" or "retain" jobs.
35) No Liability of Officials, Offi(:ers or Employees. No official, officer or employee of the County
or Borrower shall be personally liable for any non-performance or delay in performance by the County or
Borrower, respectively, or for any amount which may become due under any provisions of this
Agreement, unless otherwise expressly set forth herein.
36) Approvals. Approvals required of the County or Borrower shall not be unreasonably withheld or
delayed. Unless otherwise required by this Agreement and except to the extent in conflict with general
!my, all approvals or disapprovals shall be provided within thirty (30) days of submission of any
documents requiring approval, If no approval or disapproval is given within the time required by this
MOO & SMCRA Development Agreement
Page 8 0112
125
Section, and no extension has been mutually agreed in writing, the approval shall be deemed given and
conclusively established.
37) Assignmei4 of Proceeds. -Borrower agrees to assign any proceeds to the County• fkom any
contract between the County, its agencies or instrumentalities and the Borrower or any firm, corporation,
partnership or joint venture in which the Borrower has ncontrolling financial interest, in order to secure
repayment of the Loan. "Controlling financial interest" shall mean ownership, directly or indirectly, to
ten percent (10%) or more of the outstanding capital stock in any corporation or a direct or indirect
interest of ten percent (10%) or more in a firm, partnership or other business entity,
ENTIRE AGREEMENT, WAIVERS AND AIVIENDNLENTS.
38) _ Counterparts, This Agreement may be executed in two or more counterparts, each of which is
considered and shall be deemed to be an original:
39) Force -galore. Neither party shall he responsible for delays in performing any of their
respective obligations hereunder when said delay or failure is due to acts of providence or enemies of the
government,
40) Term of Agreement. The term of this Agreement shall commence as of the date first written
above and shall expire upon completion of all payments of the Loan due from Borrower, unless sooner•
terminated by the County as provided herein.
Notwithstanding the exercise of termination provisions provided herein, this Agreement shall expire upon
SMCRA's completion of all the requirements provided herein but excluding the affordable housing
requirement described in Section (5) herein.
IN WITNESS WHEREOF, the parties execute this agreement on the respective dates under each
signature: The SMCRA, signing by and through its executive director and Chairperson of the SMCRA
Board of Directors, both duly authorized to execute same through a resolution of SMCRA; and Miami-
Dade County, signing by and through the Mayor or his designee.
MIAMI-BADE COUNTY,
a political subdivision of the State of Florida.
South Miami Community
Redevelopment Agency
13y:_
Name: Name:
Title: Title:
MDC & SMCRA — Development Agreement
Page 9 0112
126
South Miami Community
Redevelopment Agency
By:
Name:
Title:
Approved as to form and substance: Approved as to form and substance:
By: By:
Print Name: Print Name:
Title: Title:
Dated: Dated:
MDC & SMCRA - Development Agreement
Page 10 of 12
127
Exhibit 1
(Attach mortgage and promissory note)
MDC & SMCRA - Development Agreement
Page 11 of 12
128
THIS INSTRUMENT WAS PREPARED 8Y:
BRENDA KUHNS NEUMAN, ESQ.
Mststant County Attorney
Ivliruni-Dade County, Florida
III N.W. First Street, Suite 2310
Miami, Florida 33 128
MORTGAGE AND SECURITY AGREEMENT
AND ASSIGNMENT OF LEASES, RENTS AND PROFITS
THIS MORTGAGE AND SECURITY AGREEMENT AND ASSIGNMENT OF
LEASES, RENTS AND PROFITS ("the "Mortgage"), dated this day of 2007 by
South Miami Community Redevelopment Agency (hereinafter "SMCRA", "Mortgagor" or
"Borrower"), duly created pursuant to Chapter 163, Flordia Statutes, with an address of
in favor of MIAMI-DADE
COUNTY, a political subdivision of the State of Florida with an address of 111 N.W. First Street,
Miami, FL 33128, Attn: County Manager ("Mortgagee").
WITNESSETH
That for good and valuable consideration, and to secure the payment of the Promissory Note
executed by the Mortgagor in favor of the Mortgagee in the original principal amount of Three
Hundred Ninety-Four Thousand DOLLARS and no/100 (U.S. $ 394,000.00), as the same may be
renewed, extended or amended, from time to time, and together with all accrual interest, including,
without limitation, such interest as may be added to the principal amount under the terms of such
instrument (referred to as the "Note" or the "Promissory Note"), the final payment of which is due
on or before the due date provided in the Promissory Note and to secure any other indebtedness
owed by Mortgagor to Mortgagee, now or hereafter arising under the terms of this Mortgage or in
any other instrument constituting additional security for the Note, and all other sums of money
secured as provided under this Mortgage, the Mortgagor does grant, bargain, sell, remise, release,
and convey unto the Mortgagee, its successors and assigns, the real estate described in Exhibit 1,
which is attached and made a part of this Mortgage, which, together with the property hereinafter
described, is referred to herein as the "Property";
TOGETHER WITH:
(a) All buildings and improvements, now or hereafter located on the Property, all
privileges and other rights now or hereafter made appurtenant thereto, including, without limitation,
all right, title and interest of Mortgagor in and to all streets, roads and public places, opened or
MDC & SMCRA - Mortgage
Page 1 of 28
129
proposed, and all easements and rights-of-way, public or private, now or hereafter used in
connection with the Property; and
(b) All fixtures, fittings, filmishings, appliances, apparatus, goods, equipment, and
machinery, including, without limitation, ail gas and electric fixtures, radiators, heaters, engines and
machinery, boilers, ranges, ovens, elevators and motors, escalators, bathtubs, sinks, water closets,
basins, pipes, faucets and other ventilating and air-conditioning, plumbing, lighting and heating
fixtures, nu rocs, mantels, refrigerating plants, refrigerators, iceboxes, dishwashers, carpeting,
furniture, laundry equipment, cooking apparatus and appurtenances, washing machines, dryers,
trash compactors, TV antennas, phone systems, incinerators, trash receptacles, sprinklers and fire
extinguishing systems, smoke detectors and other tire alarm devices, door bell and alarm
systems, screens, awnings, doors, storm and other detachable doors and windows, built-in cases,
counters, trees, hardy shrubs and perennial flowers, interior and exterior cleaning, plowing, lawn
care, maintenance and repair machinery, vehicles or equipment, and all building material, supplies
and equipment now or hereafter delivered to the Property and installed or used in the Property, all
other fixtures and personal property of whatever kind and nature owned by the Mortgagor on the
date of this Mortgage contained in or hereafter placed in any building standing on the Property;
such other goods, equipment, chattels and personal property as are usually furnished by landlords in
letting premises of the character hereby conveyed, and all renewals or replacements thereof or
articles in substitution thereof, all of the estate, right, title and interest of the Mortgagor in and to all
property of any nature whatsoever, now or hereafter situated on the Premises or intended to be used
in connection with the operation thereof, all of which shall be deemed to be fixtures and accessions
to the freehold and a part of the realty as between the parties hereto, and all persons claiming by,
through or under them, and shall be deemed to be a portion of the security for the indebtedness
herein mentioned and secured by the Mortgage. If the lien of this Mortgage on any fixtures or
personal property is or becomes subject to a lease agreement, conditional sale agreement or chattel
mortgage ofthe Mortgagor, any and all deposits made thereof or therefor arc hereby assigned to the
Mortgagee, together with the benefit of any payments now or hereafter made thereon. There is also
transferred, set over, and assigned hereby Mortgage to Mortgagee, its successors and assigns, all
leases and use agreements of machinery, equipment and other personal property of Mortgagor in
the categories hereinabove set forth, tinder which Mortgagor is the lessee of, or entitled to use, such
items, and Mortgagor agrees 'to execute and deliver to Mortgagee specific separate assignments to
Mortgagee of such leases and agreements when requested by Mortgagee, but nothing herein
constitutes Mortgagee's consent to any financing of any fixture or personal property, and nothing
herein shall obligate Mortgagee to perform any obligations of Mortgagor under any such leases or
agreements unless it so chooses, which obligations Mortgagor hereby covenants and agrees to well
and punctually perform. The items set forth in this paragraph (b) are sometimes hereinafter
separately refened to as "Collateral"; and
(c) All rents, royalties, issues, profits, revenue, income and other benefits from the
property described in paragraph (a) and (b) hereof to be applied against the indebtedness and other
MDC & SMCRA - Mortgage
Page 2 of 28
130
sums secured hereby, provided, however, that permission is hereby given to Mortgagor so long as
no default has occurred hereunder, to collect, receive, take, use and enjoy such rents, royalties,
issues, profits, revenue, income and other benefits as they become due and payable, but not in
advance thereof The foregoing assignment shall be fully operative without any further action on
the part of either party and specifically Mortgagee shall be entitled, at its option upon the
occurrence of a default hereunder, to all rents, royalties, issues, profits, revenue, income and other
benefits from the property described in paragraphs (a) and (b) hereof whether or not Mortgagee
takes possession of such property. Upon any such default hereunder, the permission hereby given
to Mortgagor to collect such rents, royalties, issues, profits, revenue, income and other benefits
from the property described in paragraphs (a) and (b) hereof shall terminate and such permission
shall be reinstated upon a cure of the default upon Mortgagee's specific consent. Neither the
exercise of any rights under this paragraph by Mortgagee nor the application of any such rents,
royalties, issues, profits, revenue, income or other benefits to the indebtedness and other sums
secured hereby, shall cure or waive any default or notice of default hereunder or invalidate any act
done pursuant hereto or to any such notice, but shall be cumulative of all other rights and remedies.
(d) All right, title and interest of Mortgagor in and to all leases now or hereafter on or
affecting the property described in paragraphs (a) and (b) hereof, together with all security therefor
and all monies payable thereunder, subject, however, to the conditional permission hereinabove
given to Mortgagor to collect the rentals under any such lease. The foregoing assignment of any
lease shall not be deemed to impose upon Mortgagee any of the obligations or duties of Mortgagor
provided in any such lease, and, Mortgagor agrees to fully perfbnn all obligations of the lessor
under all such leases. Upon Mortgagee's request, Mortgagor agrees to send to Mortgagee a list of
all leases covered by the foregoing assignment and as any such lease shall expire or terminate or as
any new lease shall be made, Mortgagor shall so notify Mortgagee in order that at all times
Mortgagee shall have a current list of all leases affecting the property described in paragraphs (a)
and (b) hereof. Mortgagee shall have the right, at any time and from time to time, to notify any
lessee of the rights of Mortgagee as provided by this paragraph. From time to time, upon request of
Mortgagee, Mortgagor shall specifically assign to Mortgagee as additional security hereunder, by an
instrument in writing in such form as may be approved by Mortgagee, all right, title and interest of
Mortgagor in and to any and all leases now or hereafter on or affecting the Premises, together with
all security therefor and all monies payable hereunder, subject to the conditional permission
hereinabove given to Mortgagor to collect the rentals under any such lease. Mortgagor shall
execute and deliver to Mortgagee any notification, financing statement or other document
reasonably required by Mortgagee to perfect the foregoing assignment as to any such lease.
(e) To the extent of the indebtedness secured herein, all judgments, awards of damages and
settlements hereafter made as a result of or in lieu of' any taking of the Property or any part thereof
or interest therein under the power of eminent domain, or for any damage (whether caused by such
taking or otherwise) to the Property or the improvements thereon or any pail thereof or interest
therein, including any award for change of grade of streets.
MDC & SMCRA - Mortgage
Page 3 of 28
131
(f) To the extent of the indebtedness secured herein, all insurance policies covering all
or any portion of the Property and all blueprints, plans, maps, documents, books and records
relating to the Property.
(g) To the extent of the indebtedness secured herein, all proceeds of the conversion,
voluntary or involuntary, of any of the foregoing into cash or liquidated claims.
TO HAVE AND TO HOLD the above granted Property, with all the privileges and
appurtenances to the same belonging to the said Mortgagee, its successors and assigns, to its and
their use and behoof forever.
PROVIDED, HOWEVER, that if the Mortgagor shall pay or cause to be paid to the
Holder of the Note principal and interest under the Note, at the time and in the manner stipulated
therein, and shalt pay or cause to be paid all other sums payable hereunder and all indebtedness
hereby secured, then, in such case, the estate, right, title and interest of the Mortgagee in the
Property shall cease, determine and become void and the Mortgagee shall, cancel, release and
discharge this Mortgage.
ARTICLE ONE
or a o s Covenants
Mortgagor covenants and agrees with Mortgagee that:
1.01 Title.
a. The Mortgagor warrants that: it has good and marketable title to an
indefeasible fee simple estate in the Property, subject to no liens, charges or encumbrances other
than the lien of this Mortgage and of any encumbrances, if any, described on Exhibit 2 hereto
("Permitted Encumbrances"); that it has good right and lawful authority to mortgage the Property in
the Dimmer and form herein provided; that Mortgagor has full power and authority to mortgage the
Property in the manner and form herein done or intended hereafter to be done; that this Mortgage is
and shall remain a valid and enforceable lien on the Property, subject only to those of the Permitted
Encumbrances which are stated on Exhibit 2 hereto to constitute "Prior Encumbrances"; that
Mortgagor and its successors and assigns shall warrant and defend the same and priority of this lien
terever against the lawful claims and demands of all persons whomsoever (other than the Prior
Encumbrances); and, that this covenant shall not be extinguished by any foreclosure hereof but
shall run with the land.
b. Mortgagor shall maintain the property free of all security interests, liens and
MDC & SMCRA - Mortgage
Page 4 of 28
132
encumbrances, other than Permitted Encumbrances, the security interest hereunder or any lien or
encumbrance disclosed to and approved by Mortgagee in writing.
c. The Mortgagor shall do, execute, acknowledge and deliver all and every
such further acts, deeds, conveyances, mortgages, assignments, notices of assignments, transfers
and assurances as the Mortgagee shall from time to time require, for the better assuring, conveying,
assigning, transferring and confirming unto the Mortgagee the property and rights hereby conveyed
or assigned or intended now or hereafter so to be, or which the Mortgagor may be or may hereafter
become bound to convey or assign to the Mortgagee, or for carrying out the intention of facilitating
the performance of the terms of this Mortgage, or for filing, registering or recording this Mortgage
and, on demand, shall execute and deliver, and hereby authorizes the Mortgagee to execute in the
name of the Mortgagor to the extent it may lawfully do so, one or more financing statements,
chattel mortgages or comparable security instruments, to evidence more effectively the lien hereof
upon the Collateral.
d. The Mortgagor shall, upon the execution of this Mortgage, the Declaration
of Restrictions, the Development Agreement, and the Note (the "Loan Documents"), cause all
recordable Loan Documents, to be filed, registered or recorded in such manner and in such places
as may be required by any present or future law in order to publish notice of and fully to protect the
lien hereof upon, and the interest of the Mortgagee in the Property.
e. The Mortgagor shall pay for all filing, registration or recording fees, and all
expenses incident to the preparation, execution and acknowledgment of this Mortgage, any
mortgage supplemental hereto, any security instrument with respect to the Collateral, and any
instrument of further assurance, and all federal, state, county and municipal stamp taxes and other
taxes, duties, imposts, assessments and charges arising out of or in connection with the execution
and delivery of the Note, this Mortgage, any mortgage supplemental hereto, any security instrument
with respect to the Collateral or any instrument of further assurance.
f. The Mortgagor, so long as all or part of the indebtedness secured hereby is
outstanding shall preserve in its present form and keep in full force and effect its existence, as a
legal entity under the laws of the state of its formation and shall comply with all regulations, rules,
ordinances, statutes, orders and decrees of any governmental authority or court applicable to the
Premises or any part thereof.
1.02 Payment of Note and Escrow Account.
a. The Mortgagor shall promptly and punctually pay principal, interest, and all
other sums due or to become due pursuant to the terms of the Note, in the tiine and manner set forth
therein. On the first day of each month until said Note is fully paid, a sum, as estimated by the
Mortgagee, equal to the total rental payments due under any ground leases which have not been
MDC & SMCRA - Mortgage
Page 5 of 28
133
subordinated to this Mortgage, if any, and the taxes and special assessments next due on the
Property encumbered by this Mortgage, plus the premiums that will next become due and payable
on insurance policies as may be required under section 1.05 hereof, less all sums already paid for
each divided by the number of months to elapse before one (1) month prior to the date when such
ground rents, premiums, taxes and special assessments will become delinquent, shall be segregated
by the Mortgagor to pay said ground rents, taxes, special assessments and insurance premiums.
Such segregated sums shall be held by Mortgagor in interest bearing accounts and shall be kept
separate and apart from other ftmds of the Mortgagor. Mortgagor shall, at the written request of the
Mortgagee, furnish any information requested by Mortgagee concerning such accounts. The
Mortgagor shall pay the ground rents, taxes, special assessments and insurance premiums when
each is due (the "Reserve Payments") and before they become delinquent. In the event the
Mortgagor is late in making any of the Reserve Payments, the Mortgagee may require the
Mortgagor to deposit the Reserve Payments with the Mortgagee on the first of each month until the
Note is paid in full. The Reserve Payments should be held by the Mortgagee without any allowance
of interest to the Mortgagor and need not be kept separate and apart of other funds of the
Mortgagee. All payments mentioned in this paragraph and all payments to be made under the Note
secured hereby shall be added together and the aggregate amount thereof shall be paid by the
Mortgagee to the following items in the order set forth: (i) said ground rents, if any, taxes, special
assessments, fire and other hazard insurance premiums, (ii) interest on the Note secured hereby; and
(iii) amortization of the principal of said Note. Notwithstanding the thregoing escrow
requirements, the Mortgagor shall not be obligated to segregate, or to pay to the Mortgagee, ground
rents, if any, taxes, special assessments, fire and other hazard insurance premiums if the Mortgagor
is required to pay such sums to the Holder of a Permitted Encumbrance.
b. The arrangement provided for in the section 1.02 is solely for the added
protection of the Mortgagee and entails no responsibility on the Mortgagee's part beyond the
allowing of due credit, without interest, for the sums actually received by it. Upon assignment of
the Mortgage by the Mortgagee, any funds on hand shall be turned over to the new mortgagee and
any responsibility of the Mortgagee for such funds shall terminate.
c. If the total of any Reserves described in section 1.02(a) hereof shall exceed
the .amount of payments actually applied by Mortgagee as set forth in section 1.02(a) any excess
Escrow Funds may be credited by Mortgagee to subsequent Escrow payments coming due or, at the
option of the Mortgagee, refunded to the Mortgagor. Any deficiency in the Escrow Account shall
be paid by the Mortgagor within five (5) business days from receipt of written notification from the
Mortgagee that the deficiency has occurred. If there shall be a default under any of the provisions
of this Mortgage, the Mortgagee may apply any excess Escrowed Funds against the amounts due
and payable under the Loan Documents.
1.03 Maintenance and Repair. The Mortgagor shall keep the Property in good condition
and operating order and shall not commit or permit any waste thereof. Mortgagor shall diligently
MDC & SMCRA — Mortgage
Page 6 of 28
134
maintain the Property and make any needed repairs, replacements, renewals, additions and
improvements, and complete and restore promptly and in a good workmanlike manner. Mortgagor
shall not remove any part of the Collateral from the Property or demolish any part of the Property or
materially alter any part of the Property without the prior written consent of the Mortgagee.
Mortgagor shall permit Mortgagee or its agents the opportunity to inspect the Property, including
the interior of any structures, at any reasonable time.
1.04 Compliance with Laws. The Mortgagor shall comply with all laws, ordinances,
regulations, covenants, conditions and restrictions affecting the Property or the operation thereof,
and shall pay all fees or charges of any kind in connection therewith.
MDC & SMCRA - Mortgage
Page 7 of 28
135
1.05 Insurance
a. The Mortgagor shall keep all buildings and improvements now or hereafter
situated on the Property insured against loss or damage by fire and other hazards as may reasonably
be required by Mortgagee, including, without limitation: (i) rent loss or business interruption
insurance whenever in the opinion of Mortgagee such protection reasonably is necessary; and (ii)
flood and earthquake insurance whenever in the opinion of Mortgagee such protection is reasonably
necessary. Mortgagor shall also provide liability insurance with such limits for personal injury and
death and property damage as Mortgagee may require.
b. The Mortgagor shall initially maintain, until Mortgagee shall otherwise
indicate in writing, fire and extended coverage insurance in an amount of not less than the full
replacement cost of the Property, with 90% coinsurance, and both "agreed amount" and "inflation
guard" coverages with deductibles not to exceed three percent (3%) of the value of the property.
The policy shall be written by a company or companies having a Best's rating of at least A:IX.
Liability insurance shall be provided in an amount of not less than one million ($1,000,000.00) or
any greater amount required by the Contract between Miami-Dade County and .the Mortgagor dated
, 199_ (hereinafter "Development Agreement") and rental or business interruption
insurance in an amount sufficient to cover any loss of rents or income for the Property suffered by
the Mortgagor for a period of up to twelve (12) months.
c. All policies of insurance to be furnished hereunder shall be in a fonn
satisfactory to Mortgagee, with Standard Mortgagee Clauses attached to all policies in favor of the
Mortgagee, including a provision requiring that the coverage evidenced thereby shall not be
terminated or materially modified without thirty (30) days' prior written notice to the Mortgagee.
Mortgagor shall deliver all policies, including additional and renewal policies, to Mortgagee and
shall deliver renewal policies not less than ten (10) days prior to their expiration date except that if
the originals of such policies are at any time held by the holder of a Prior Encumbrance, then
Mortgagor shall deliver to Mortgagee certified copies of such policies together with original
certificates hereof The Mortgagee shall be shown as additional insured with respect to this
coverage.
d. No separate insurance shall be taken out by the Mortgagor without the prior
written approval of the Mortgagee. in the event the Mortgagee approves additional insurance, the
Mortgagor shall immediately notify Mortgagee whenever any separate insurance is' issued and shall
promptly deliver to Mortgagee certified copies of the policy or policies of such insurance. All
additional insurance policies shall be in the form required by paragraph (c) above. In the event of a
foreclosure, or other transfer of title to the Property in lieu of foreclosure or by purchase at the
foreclosure sale all interest in any insurance policies in force shall pass to Mortgagee, transferee or
purchaser as the case may be, and to the holders of the Permitted Encumbrances as their interests
may appear.
MDC & SMCRA - Mortgage
Page 8 of 28
136
1,06 Casualty, Mortgagor shall promptly notify Mortgagee of any loss whether covered
by insurance or not. In case of loss or damage by fire or other casualty, Mortgagee shall have the
right to approve the settlement of any claim made under insurance policies covering the Property or
to allow Mortgagor to agree with the insurance company or companies on the amount to be paid in
regard to such loss. Provided that there is no default hereunder, such insurance proceeds shall he
paid to the Mortgagee to the extent of the indebtedness held by the Mortgagee without any
allowance of rebuilding or restoration of buildings or improvements on said Property. Such
proceeds shall be used to retire the indebtedness unless the Mortgagor demonstrates to the
satisfaction of the Mortgagee that the Property may be restored to at least equal value and
substantially the same character in which case the proceeds shall be made available to the
Mortgagor for rebuilding or restoration of buildings or improvements on said Property. In that
event, such proceeds shall be made available in the manner and under the conditions that the
Mortgagee may require, including without limitation: (i) approval of plans and specifications of
such work before such work shall be commenced; (ii) suitable completion or performance bonds
and Builder's All Risk insurance; and (iii) no insurer claims any rights of participation and/or
assignment of rights with respect to the indebtedness secured hereby. The buildings and
improvements shall be so restored or rebuilt so as to he of at least equal value and substantially the
same character as prior to such damage or destruction. Any surplus which may remain out of said
insurance proceeds after payment of such cost of rebuilding or restoration shall, at the sole option of
the Mortgagee, be applied on account of the indebtedness secured hereby or be paid to Mortgagor.
Any insurance proceeds received by Mortgagor pursuant to the provisions of this section 1.06 shall
remain subject to the lien of this Mortgage, and no holder of any Permitted Encumbrance shall
attach, garnish, execute or otherwise attempt to compel payment or delivery of such sums to it or to
any other person so long as such sums are used or are to be used for the purposes set forth in this
paragraph 1.06. The provisions of this section shall be interpreted and complied with pursuant to
the Development Agreement and said agreement's provisions and conditions allowing for
forgiveness of monies owed under this Mortgage.
1.07 Condemnation. The Mortgagor, immediately upon obtaining knowledge of the
institution of any proceeding for the condemnation of the' Property or any portion thereof, shall
notify Mortgagee in writing of the pendency thereof The Mortgagor hereby assigns, transfers and.
sets over unto the Mortgagee to the extent of the indebtedness secured herein, all compensation,
rights of action, proceeds of any award and any claim for damages for any of the Property taken or
damaged under the power of eminent domain or by condemnation or by sale of the Property in lieu
thereof. Mortgagee may, at its option, commence, appear in and prosecute, in its own name, and
for its own account, any action or proceeding, or make any compromise or settlement, in
connection with the condemnation, taking under the power of eminent domain, or sale in lieu
thereof. After deducting therefrom all of its reasonable expenses, including attorneys' fees, the
Mortgagee shall apply the proceeds of the award to the reduction of the indebtedness secured by
this Mortgage unless Mortgagor demonstrates to the satisfaction of the Mortgagee that the value
MDC & SMCRA - Mortgage
Page 9 of 28
137
and character of the Property shall be maintained, in which case, the Mortgagee shall hold said
proceeds without any allowance of interest and make them available for restoration or rebuilding of
the Property. In the event that the Mortgagee elects to make said proceeds available to reimburse
Mortgagor for the cost of the rebuilding or restoration of the buildings or improvements on said
Property, such proceeds shall be made available in the manner and under the conditions that the
Mortgagee may require provided under Section 1.06 above. If the proceeds are made available by
the Mortgagee to reimburse the Mortgagor for the cost of said rebuilding or restoration, any surplus
which may remain out of said award after payment of such cost of rebuilding or restoration shall at
the option of the Mortgagee be applied on account of the indebtedness secured hereby or be paid to
Mortgagor. Mortgagor agrees to execute such further assignments of any compensation, award,
damages, right of action and proceeds, as Mortgagee may require. Any sums received by
Mortgagor pursuant to the provisions of this paragraph 1.07 shall remain subject to the lien of this
Mortgage, and no holder of any Permitted Encumbrance shall attach, garnish, execute or otherwise
attempt to compel payment or delivery of such stuns to it or to any other person so long as such
sums are used or are to be used for the purposes set forth in this paragraph 1.07.
1.08 Liens and Encumbrances. The Mortgagor shall not, without. the Mortgagee's
express written consent, permit the creation of any liens or encumbrances on the Property other than
the lien of this Mortgage and of any Permitted Encumbrances, and shall pay when due all
obligations, lawful claims or demands of any person, which, if unpaid, might result in, or permit the
creation of, a lien or encumbrance on the Property or on the rents, issues, income and profits arising
therefrom, whether such lien would be senior or subordinate hereto, including all claims of
mechanics, materiahnen, laborers and others far• work or labor performed, or materials or supplies
furnished in connection with any work done in and to the Property and the Mortgagor will do or
cause to be done everything necessary so that the lien of this Mortgage is fully preserved, at no cost
to the Mortgagee. For the purposes of this section, a notice of commencement issued by a
contractor shall not be considered a lien and shall not trigger the delimit provisions of this loan.
1.09 Taxes and Assessments. The Mortgagor shall pay in full when due, and in any
event before any penalty or interest attaches, all general taxes and assessments, special taxes,
special assessments, water charges, sewer service charges, and all other charges against the Property
and shall Amish to Mortgagee official receipts evidencing the payment thereof
1.10 Indemnification. The Mortgagor shall appear in and defend any suit, action or
proceeding that might in any way, as determined in the sole judgment of Mortgagee, affect the
value of the Property, the priority of this Mortgage or the rights and powers of Mortgagee.
Mortgagor shall, at all times, indemnify, hold harmless and on demand, shall reimburse Mortgagee
for any and all loss, damage, expense or cost, including cost of evidence of title and attorneys' fees,
arising out of or incurred in connection with any such suit, action or proceeding, and the sum of
such expenditures shall be secured by this Mortgage and shall bear interest at the rate provided in
the Note secured hereby and shall be due and payable on demand. Mortgagor shall pay cost of suit,
MDC & SMCRA - Mortgage
Page 10 of 28
138
cost of evidence of title and reasonable attorneys' fees in any proceeding or suit, including appellate
proceedings, brought by Mortgagee to foreclose this Mortgage.
1.11 Sale of Property.
a. In order to induce Mortgagee to make the loan evidenced by the Note,
Mortgagor agrees that if the Property or any part thereof or interest therein is sold, assigned,
transferred, conveyed, further mortgaged, encumbered, or otherwise alienated by Mortgagor,
whether voluntarily, involuntarily or by operation of law, or that if the person(s) managing the
Property is replaced, in either or any case without the prior written consent of Mortgagee,
Mortgagee, at its option, may declare the Note secured hereby and all other obligations hereunder to
be forthwith due and payable within fifteen (IS) days of written notice, provided, however,
Mortgagee shall not withhold its consent unless such mortgaging or encumbering of the Property,
or change to its ownership or management will have a material adverse affect on the Mortgagee's
security for the indebtedness secured by this Mortgage. The Mortgagee may condition its consent
upon an increase in the interest rate of the Note to the then current market rate for new loans
secured by property similar to the Property, and the Mortgagor shall pay all costs incurred thereby,
including any costs of amending the Note and Mortgage and of obtaining a title insurance
endorsement. In addition, the Mortgagee may charge a fee for processing any application seeking
the consent of Mortgagee.
b. Any change in the legal or equitable title of the Property or in the beneficial
ownership of the Property, whether or not of record and whether or not for consideration, or sale or
other disposition of the stock of the borrowing entity except by devise or descent, shall be deemed a
transfer of an interest in the Property. In connection herewith, the financial stability and managerial
and operational ability of Mortgagor are a substantial and material consideration to Mortgagee in its
agreement to make the loan to Mortgagor secured by the Mortgage. The Mortgagor acknowledges
that the transfer of an interest in the Property or change in the person or entity operating and
managing the Property may significantly or materially alter and reduce Mortgagee's security for the
indebtedness secured hereby.
c. In the event that ownership of the Property, or any part thereof, becomes
vested in any person or persons other than Mortgagor, without the prior written approval of
Mortgagee, the Mortgagee may, waive such default and substitute the Mortgagor with the
Mortgagor's successor or successors in interest in the same manner as with Mortgagor, without in
any way releasing, discharging or otherwise affecting the liability of Mortgagor hereunder, or the
Mortgage indebtedness hereby secured. No sale of the Property, no forbearance on the part of
Mortgagee, no extension of the time for the payment of the Mortgage indebtedness or any change in
the terms thereof consented to by Mortgagee shall in any way whatsoever operate to release,
discharge, modify, change or affect the original liability of Mortgagor herein, either in whole or in
part, nor shah the full force and effect of this lien be altered thereby. Any deed conveying the
MDC & SMCRA Mortgage
Page 11 of 28
139
Property, or any part thereof, shall provide that the grantee thereunder assumes all of the grantor's
obligations under this Mortgage, the Note and all other instruments or agreements evidencing or
securing the repayment of the Mortgage indebtedness. In the event such deed shall not contain such
provisions, the grantee under such deed shall be deemed to assume, by its acquisitions of the
Property all the obligations established by the Loan Documents,
d. Mortgagor shall not sell, assign, transfer or otherwise dispose of the
Collateral or any interest therein and shall not do or permit anything to be done that may impair the
Collateral without the prior consent of the Mortgagee, unless the Mortgagor is not in default under
the terms of this Mortgage and the Collateral which is to be disposed is fully depreciated or
unnecessary for use in the operation of the Property.
1.12 Management. The Mortgagor agrees that the Mortgagee shall have the right to
employ professional management for the Property at any time that the Mortgagor is in default under
any provision of this Mortgage for a period of more than folly-five (45) days. Such employment
shall be at the sole discretion of the Mortgagee and NOTHING herein shall obligate the Mortgagee
to exercise its right to install professional management. The cost of such management shall be
borne by Mortgagor and shall be treated as an advance under Section 1. 13.
1,13 Advance. If Mortgagor shall fail to perform any of the covenants herein contained
or contained in any instrument constituting additional security for the Note, the Mortgagee may,
without creating an obligation to do so, make advances on its behalf. Any and all sums so
advanced shall be a lien upon the Property and shall become secured by this Mortgage, The
Mortgagor shall repay on demand all sums so advanced in its behalf with interest at the rate of
eighteen percent (18%) percent or the maximum rate allowed by law, whichever is greater, per
annum in excess of the rate of the Note at the time of such advance. Nothing herein contained shall
prevent any such failure to perform on the part of Mortgagor from constituting an event of default
as defined below.
1.14 Financial Statements, The Mortgagor shall deliver to Mortgagee, within ninety (90)
days after the end of each of Mortgagor's fiscal years, a balance sheet and statement of profit and
loss with respect to the operation of the Property for the fiscal year just completed and beginning
with the second such fiscal year after the recordation of the Loan Documents, a comparison of the
just completed' fiscal year with the preceding fiscal year's balance sheet and statement of profit and
loss, all in reasonable detail and certified as complete and correct, by the Mortgagor and a Certified
Public Accountant.
1.15 Time, The Mortgagor agrees that time is of the essence hereof in connection with
all obligations of the Mortgagor herein or in said Note or any other instruments constituting
additional security for said Note.
MDC & SMCRA - Mortgage
Page 12 of 28
140
1.16 Estoppel Certificates. The Mortgagor within ten (10) days from receipt of written
request, shall furnish a duly acknowledged written statement setting forth the amount of the debt
secured by this Mortgage, and stating either that no set-offs or defenses exist against the Mortgage
debt, or if any such setoffs or defenses are alleged to exist, the nature thereof.
1.17 Records. The Mortgagor agrees to keep adequate books and records of account in
accordance with generally accepted accounting principles and shall permit the Mortgagee, and its
agents, accountants and attorneys, to visit and inspect the Property and examine its books and
records of account, and to discuss its affairs, finances and accounts with the Mortgagor, at such
reasonable times as Mortgagee may request.
1.18 Assignment of Rents and Leases, Mortgagor agrees to execute and deliver to
Mortgagee such assignments of the leases and rents applicable to the Property as the Mortgagee
may from time to time request while this Mortgage and the Note and indebtedness secured by this
Mortgage are outstanding.
1.19 Subordination to Prior Encumbrances. Notwithstanding anything herein which is or
which may appear to be to the contrary, the lien of this Mortgage and Mortgagee's rights hereunder
are subordinate and inferior to the lien of those Permitted Encumbrances (if any) whether now
existing or hereafter created which are stated on Exhibit 2. Mortgagee agrees, by its acceptance
hereof, that no action required to be taken by Mortgagor under the express terms of any Prior
Encumbrance shall constitute a default or any Event of Default hereunder, provided however, that
such actions are not inconsistent with Mortgagor's obligations set forth in the Note or in paragraph
1.20(c) below.
1.20 Leases Affecting Mortgaged Property.
a, Mortgagor shall comply with and observe its obligations as landlord under
all leases affecting the Property, or any part thereof. Upon request, Mortgagor shall furnish
promptly to Mortgagee executed copies of all such leases now existing or hereafter created,
Mortgagor shall not, without the express written consent of Mortgagee, enter any lease except upon
forms approved by Mortgagee. Mortgagor shall .not accept payment of rent more than one (1)
month in advance without prior written consent of Mortgagee. Nothing contained in this Section
1.20 or elsewhere in this Mortgage shall be construed to make Mortgagee a mortgagee. in
possession unless and until Mortgagee actually takes possession of the Mortgaged Property either in
person or through an agent or receiver.
b. To the extent allowable by applicable law, each lease of the Mortgaged
Property, shall be entered into in a form provided by the Mortgagee and shall provide that, in the
event of the enforcement by Mortgagee of the remedies provided for by law or by this Mortgage,
the lessee thereunder will, if requested by Mortgagee or by any person succeeding to the interest of
MDC & SMCRA — Mortgage
Page 13 of 28
141
Mortgagor as the result of said enforcement, automatically become the lessee of Mortgagee or any
such successor in interest, without any change in the terms or other provisions of the respective
lease, provided, however, that Mortgagee or said successor in interest shall not be bound by (i) any
payment of rent or additional rent for more than one (1) month in advance, except prepayments in
the nature of security for the perfbnnance by said lessee of its obligations under said lease, or (ii)
any amendment or modification in the lease made without the consent of Mortgagee or any
successor in interest. Each lease shall also provide that, upon request by said successor in interest,
the lessee shall execute and deliver an instrument or instruments confirming its attomment.
c. Intentionally left blank.
1.21 Intentionally left blank.
1.22 Incorporation of Contract. Mortgagor agrees and covenants to abide by all the terms
and conditions of the Development Agreement, or OCED Contract, executed on
2007. The Development Agreement, or OCED Contract, is incorporated herein by reference as if
fully set forth herein. A default of any provision of the OCED Contract shall be deemed an Event
of Default under this Mortgage.
ARTICLE TWO
Default
2.01 Events of Default. The following shall be deemed to be Events of Defa
hereunder:
a. Failure to make any payment when due in accordance with the terms of the
Note secured by this Mortgage or failure to make any additional payments required by this
Mortgage within fifteen days (15) of the date on which such payments were due.
b. Failure to keep or perform any of the other terms, covenants and conditions
in this Mortgage provided that such failure shall have continued for a period of thirty (30) days alter
written notice of such failure from the Mortgagee.
c. After written notice from Mortgagee and an opportunity to cure of thirty (30)
days from such written notice, continued breach of any warranties or representations given by
Mortgagor to Mortgagee in connection with the Loan Documents.
d. An event of default under or institution of foreclosure or other proceedings
to enforce any Permitted Encumbrance or any other mortgage or security interest, lien or
encumbrance of any kind upon the Property or any portion thereof.
MDC & SMCRA Modgage
Page 14 of 28
142
e. The Mortgagor, or any successor or assign including, without limitation, the
current owners of any interest in the Property shall:
(i) file a petition under the Federal Bankruptcy Code or any similar law,
state or federal, whether now or hereafter existing (hereafter referred to as a "Bankruptcy
Proceeding"); or
(ii) file any answer admitting insolvency or inability to pay debts, or
(iii) fail to obtain a vacation or stay of any Insolvency Bankruptcy
Proceeding within forty-five (45) days, as hereinafter provided; or
(iv) be the subject of an order for relief against it in any Bankruptcy
Proceeding; or
(v) have a custodian or a trustee or receiver appointed for or have any
court take jurisdiction of its property, or the major part thereof, in any involuntary proceeding for
the purpose of reorganization, arrangement, dissolution, or liquidation if such receiver or trustee
shall not be discharged or if such jurisdiction relinquished, vacated or stayed on appeal or otherwise
within forty-five (45) days; or
(vi) make an assignment for the benefit of its creditors; or
(vii) admit in writing its inability to pay its debts generally as they
become due; or
(viii) consent to an appointment of custodian or receiver or trustee of
all of its property, or the major part thereof.
E Intentionally left blank.
g. Failure of the Mortgagor to comply with the requirements of the
Development Agreethent, or ACED Contract, including any failure by the Mortgagor to provide job
creation, as set forth in the Development Agreement.
h. After the applicable grace periods have expired, failure to comply with the
terms of the Development Agreement between the Mortgagor, as Borrower, and Miami-Dade
County, as Lender; the Note; and any other instruments, now or hereafter executed by Owner in
favor of Dade County, which in any manner constitute additional security for the Note.
MDC & SMCRA — Mortgage
Page 15 of 28
143
2.02 Remedies.
a. Upon and after any such Event of Default, the Mortgagee, by written notice
given to the Mortgagor, may declare the entire principal of the Note then outstanding (if not then
due and payable), and all accrued and unpaid interest thereon, all premium payable thereunder, and
all other obligations of Mortgagor hereunder, to be due and payable immediately, and upon any
such declaration the principal of the Note and said accrued and unpaid interest shall become and be
immediately due and payable, anything in the Note or in this Mortgage to the contrary
notwithstanding.
b. Upon and after any such Event of Default, the Mortgagee or by its agents or
attorneys, may enter into and upon all or any part of the Property, and each and every part thereof,
and may exclude the Mortgagor, its agents and servants wholly therefrom; and having and holding
the same, may use, operate, manage and control the Property and conduct the business thereof,
either personally or by its superintendents, managers, agents, servants, attorneys or receivers and
upon every such entry, the Mortgagee, at the expense of the Property, from time to time, either by
purchase, repairs or construction, may maintain and restore the Property, whereof it shall become
possessed as aforesaid, and, from time to time, at the expense of the Property, the Mortgagee may
make all necessary or proper repairs, renewals and replacements and such useful alterations,
additions, betterments and improvements thereto and thereon as to it may seem advisable, and in
every such case the Mortgagee shall have the right to manage and operate the Property and to carry
on the business thereof and exercise all rights and powers of the Mortgagor with respect thereto
either in the name of the Mortgagor or otherwise as it shall deem best, and the Mortgagee shall be
entitled to collect and receive all earnings, revenues, rents, issues, profits and income of the
Property and every part thereof, all of which shall for all purposes constitute property of the
Mortgagor; and after deducting the expenses of conducting the business thereof and of all
maintenance, repairs, renewals, replacements, alterations, additions, betterments and improvements
and amounts necessary to pay for taxes, assessments, insurance and prior or other proper charges
upon the Property or any part thereof, as well as just and reasonable compensation for the services
of the Mortgagee its attorneys, counsel, agents, clerks, servants and other employees by it properly
and reasonably engaged and employed, the Mortgagee shall apply the moneys arising as aforesaid,
first, to the payment of the principal of the Note and the interest thereon, when and as the same
shall become payable, and second, to the payment of any other sums required to be paid by the
Mortgagor under this Mortgage.
c. Upon and after any such Event of Default, the Mortgagee shah have all of
the remedies of a Secured Party under the Uniform Commercial Code of Florida, Sec. 671-689 et
al. F.S., as amended from time to time, including without limitation the right and power to sell, or
otherwise dispose of the Collateral or any part thereof, and for that purpose may take immediate and
exclusive possession of the Collateral, or any part thereof, and with or without judicial process,
enter upon any Property on which the Collateral, or any part thereof, may be situated and remove
MDC & SMCRA Mortgage
Page 16 of 28
144
the same therefrom without being deemed guilty of trespass and without liability for damages
thereby occasioned, or at Mortgagee's option Mortgagor shall assemble the Collateral and make it
available to the Mortgagee at the place and at the time designated in the demand. Mortgagee shall
be entitled to hold, maintain, preserve and prepare the Collateral for sale. Mortgagee without
removal may render the Collateral unusable and dispose of the Collateral on the Property. To the
extent permitted by law, Mortgagor expressly waives any notice of sale or other disposition of the
Collateral and any other right or remedy of Mortgagee existing after default hereunder, and to the
extent any such notice is required and cannot be waived, Mortgagor agrees that, as it relates to, this
paragraph c. only, if such notice is marked, postage prepaid, to the Mortgagor at the above address
with copies of said notice mailed in the same fashion to the president of the Mortgagor, at least
fifteen (15) days before the time of the sale or disposition, such notice shall be deemed reasonable
and shall fully satisfy any requirement for giving of said notice.
d. Upon and after any such Event of Default, the Mortgagee, with or without
entry, or by its agents or attorneys, insofar as applicable, may:
(i) sell the Property to the extent permitted and pursuant to the
procedures provided by law, and all estate, right, title and interest, claim and demand therein, and
right of redemption thereof, at one or more sales as an entity or in parcels, and at such time and
place upon such terms and after such terms and after such notice thereof as may be required, or
(ii) institute proceedings for the complete or partial foreclosure of this
Mortgage, or
receiver or receivers
income thereof, or
(iii) apply to any court of competent jurisdiction for the appointment of a
for the Property and of all the earnings, revenues, rents, issues, profits and
(iv) take such steps to protect and enforce its rights whether by action,
suit or proceeding in equity or at law for the specific performance of any covenant, condition or
agreement in the Note, or in this Mortgage, or in aid of the execution of any power herein granted,
or for any foreclosure hereunder, or for the enforcement of any other appropriate legal or equitable
remedy or otherwise as the Mortgagee shall elect.
e. The Mortgagee may adjourn from time to time any sale by it to be made
under or by virtue of this Mortgage by announcement at the time and place appointed for such sale
or for such adjourned sale or sales; and, except as otherwise provided by any applicable provision
of law, the Mortgagee, without further notice or publication, other than that provided in
sub-paragraph 2,02(c) above may make such sale at the time and place to which the same shall be
so adjourned.
MDC & SMCRA Mortgage
Page 17 of 28
145
Upon the completion of any sale or sales made by the Mortgagee under or by
virtue of this Section, the Mortgagor, or an officer of any court empowered to do so, shall execute
and deliver to the accepted purchaser or purchasers a good and sufficient instrument, or good and
sufficient instruments, conveying, assigning and transferring, all estate, right, title and interest in
and to the property and rights sold. The Mortgagee is hereby appointed the true and lawful attorney
irrevocable of the Mortgagor, in its name and stead, to make all necessary conveyances,
assignments, transfers and deliveries of the Property and rights so sold, and for that purpose the
Mortgagee may execute all necessary instruments of conveyance, assignment and transfer, and may
substitute one or more persons with like power, the Mortgagor hereby ratifying and confirming all
that its said attorney or such substitute or substitutes shall lawfully do by virtue hereof This power
of attorney shall be deemed to be a power coupled with an interest and not subject to revocation.
Nevertheless, the Mortgagor, if so requested by the Mortgagee, shall ratify and confirm any such
sale or sales by executing and delivering to the Mortgagee or to such purchaser or purchasers all
such instruments as may he advisable, in the judgment of the Mortgagee, for the purpose, and as
may be designated in such request. Any such sale or sales made under or by virtue of this Section
whether made under the power of sale herein granted or under or by virtue of judicial proceedings
or of a judgment or decree of foreclosure and sale, shall operate to divest all the estate, right, title,
interest, claim and demand whatsoever, whether at law or in equity, of the Mortgagor in and to the
properties and rights so sold, and shall be a perpetual bar both at law and in equity against the
Mortgagor and against any and all persons claiming or who may claim the same, or any part thereof
from, through or under the Mortgagor.
g. In the event of any sale made under or by virtue of this Section (whether
made under the power of sale herein granted or under or by virtue of judicial proceedings or of a
judgment or decree of foreclosure and sale), the entire principal of, and interest on, the Note, if not
previously due and payable, and all other sums required to be paid by the Mortgagor pursuant to
this Mortgage, immediately thereupon shall, anything in the Note or in this Mortgage to the
contrary notwithstanding, become due and payable.
h. The purchase ►money proceeds or avails of any sale made under or by virtue
of this Section, together with any other sums which then may be held by the Mortgagee under the
provisions of this Section or otherwise, shall be applied as follows:
First: To the payment of the costs and expenses of such sale, including
reasonable compensation to the Mortgagee, its agents and counsel, and of any judicial proceedings
wherein the same may be made, and of all expenses, liabilities and advances made or incurred by
the Mortgagee under this Mortgage, together with interest at the rate for advances hereunder in
Section 1. 13.
Second: To the payment of any other sums required to be paid by the
Mortgagor pursuant to any provisions of this Mortgage or of the Note.
MDC & SMCRA — Mortgage
Page 18 of 28
146
Thi•d; To the payment of the whole amount then due, owing or unpaid upon
the Note for principal and interest, with interest on the unpaid principal and accrued interest at the
rate specified in the Note, from and after the happening of any Event of Default described above
from the due date of any such payment of principal until the same is paid.
Fourth; To the payment of the surplus, if any, to the Mortgagor or
whomsoever is lawfully entitled to receive the same.
Upon any sale made under or by virtue of this Section, whether made under
the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or
decree of foreclosure and sate, the Mortgagee may bid .for and acquire the Property or any part
thereof and in lieu of paying cash therefor may make settlement for the purchase price by crediting
upon the indebtedness of the Mortgagor secured by this Mortgage the net sales price after deducting
therefrom the expenses of the sale and the cost of the action and any other sums which the
Mortgagee is authorized to deduct under this Mortgage. The Mortgagee, upon so acquiring the
Property, or any part thereof shall be entitled to hold, lease, rent, operate, manage and sell the same
in any manner provided by applicable laws.
MOC & SMCRA - Mortgage
Page 19 of 28
147
ARTICLE THREE
Miscellaneous Terms and Conditions
3.01 Leases. In the event the Mortgagee shall institute judicial proceedings to foreclose
the lien hereof, and shall be appointed as a mortgagee in possession of the Property, the Mortgagee
during such time as it shall be the Mortgagee in possession of the Property pursuant to an order or
decree entered in such judicial proceedings, shall have, and the Mortgagor hereby gives and grants
to the Mortgagee, the right, power and authority to make and enter into leases of the Property or the
portions thereof for such rents and for such periods of occupancy and upon such conditions and
provisions as mortgagee in possession may deem desirable, and Mortgagor expressly acknowledges
and agrees that the term of any such lease may extend beyond the date of any sale of the Property
pursuant to a decree rendered in such judicial proceedings; it being the intention of the Mortgagor
that while the Mortgagee is a Mortgagee in possession of the Property pursuant to an order or
decree entered in such judicial proceedings, such Mortgagee shall be deemed to be and shall be the
attorney-in-fact of the Mortgagor for the purpose of making and entering into leases of parts or
portions of the Property for the rents and upon the terms, conditions and provisions deemed
desirable to such Mortgagee and with like effect as if such leases had been made by the Mortgagor
as the owner in fee simple of the Property free and clear of any conditions or limitations established
by this Mortgage. The power and authority hereby given and granted by the Mortgagor to
Mortgagee shall be deemed to be coupled with an interest and shall not be revocable by Mortgagor.
3.02 Taxation of Note and Mortgage, If at any time before the debt hereby secured is
fully paid, any law be enacted, deducting from the value of said real estate, for the purposes of
taxation, any lien thereon, or revising or changing in any way the laws now in force for the taxation
of mortgages or bonds, or the debts secured thereby, for state or local purposes, or the manner of
collection of such taxes, so as to affect adversely this Mortgage or the debt hereby secured, or the
owner and holder thereof in respect thereto, then this Mortgage and the Note hereby secured shall,
at the option of Mortgagee and without notice to any party, become immediately due and payable.
If any law should be enacted and to the extent permitted by such law, Mortgagor shall have the
opportunity of paying to the Mortgagee the amount of any additional cost or taxes to the Mortgage
from such law.
3.03 Marshalling of Assets. Mortgagor on its own behalf and on behalf of its successors
and assigns hereby expressly waives all rights to require a marshalling of assets by Mortgagee or to
require Mortgagee, upon a foreclosure, to first resort to the sale of any portion of the Property which
might have been retained by Mortgagor before foreclosing upon and selling any other portion as
may be conveyed by Mortgagor subject to this Mortgage.
3.04 Partial Release. Without affecting the liability of any other person fbr the payment
of an indebtedness herein mentioned (including Mortgagor should it convey said Property) and
MDC & SMCRA — Mortgage
Page 20 of 28
148
without affecting the priority of the lien hereof upon any property not released, Mortgagee may,
without notice, release any person so liable, extend the maturity or modify the terms of any such
obligation, or grant other indulgences, release or reconvey or cause to be released or reconveyed at
any time all or any part of the Property described herein, or take or release any other security or
make compositions or other arrangements with debtors. Mortgagee may also accept additional
security, either concurrently herewith or hereafter, and sell the same or otherwise realized thereon
either before, concurrently with, or after sale hereunder.
3.05 Non-Waiver.
a. By accepting payment of any sum secured hereby after its due date or altered
performance of any obligation secured hereby, Mortgagee shall not waive its right against any
person obligated directly or indirectly hereunder or with respect to any indebtedness hereby secured,
either to require prompt payment when due of ail other sums so secured or take remedy for failure
to make such prompt payment or full pertbnnance. No exercise of any right or remedy by
Mortgagee hereunder shall constitute a waiver of any other right or remedy herein contained or
provided by law.
b. No delay or omission of the Mortgagee in the exercise of any right, power or
remedy accruing hereunder or arising otherwise shall impair any such right, power or remedy, or be
construed to be a waiver of any default or acquiescence therein.
c. Receipt of rents, awards, and any other monies or evidences thereof,
pursuant to the provisions of this Mortgage and any disposition of the same by Mortgagee shall not
constitute a waiver of the right of foreclosure by Mortgagee in the event of default or failure of
performance by Mortgagor of any covenant or agreement contained herein or in any note secured
hereby.
3.06 Protection of Security. Should Mortgagor fail to make any payment or to perform
any covenant as herein provided, Mortgagee (but without obligation so to do and without notice to
or demand upon Mortgagor and without releasing Mortgagor from any obligation hereof) may
make or do the same in the manner and to such extent as Mortgagee may deem reasonably
necessary to protect the security hereof, Mortgagee being authorized to enter upon the Property for
such purposes, commence, appear in and defend any action or proceeding purporting to affect the
security hereof or the rights or powers of Mortgagee; pay, purchase, contest, or compromise any
encumbrance, charge or lien which in the judgment of Mortgagee is prior or superior hereto; and, in
exercising any such power, incur any liability and expend whatever amounts in its absolute
discretion it may deem necessary therefor, including cost of evidence of title and reasonable counsel
fee. Any expenditures in connection herewith shall constitute au advance hereunder.
3.07 Rules of Construction. When the identity of the parties hereto or other
MDC & SMCRA - Mortgage
Page 21 of 28
149
circumstances make it appropriate, the masculine gender shall include the feminine and/or neuter,
plural and the singular number shall include the plural, The headings of each paragraph are for
information and convenience only and do not limit or construe the contents of any provision hereof
3.08 Severabilky. If any term of this Mortgage, or the application thereof to any person
or circumstances, shall, to any extent, be invalid or unenforceable, the remainder of this Mortgage,
or the application of such term to persons or circumstances other than those as to which it is invalid
or unenforceable, shall not be affected thereby, and each term of this Mortgage shall be valid and
enforceable to the fullest extent permitted by law.
3.09 Successors in Interest, This Mortgage applies to, inures to the benefit of, and is
binding not only on the parties hereto, but on their heirs, executors, administrators, successors and
assigns. All obligations of Mortgagor hereunder arc joint and several. The term "Mortgagee" shall
mean the holder and owner, including pledges, of the Note secured hereby, whether or not named as
Mortgagee herein.
3.10 Notices. All notices to be given pursuant to this Mortgage shall be sufficient if
mailed postage prepaid, certified or registered mail, return receipt requested, to the above described
addresses of the parties hereto, or to such other address as a party may request in writing. All
notices to Mortgagor shall he sent to the attention of the Executive Director. All notices to the
Mortgagee shall be sent to the attention of the County Manager. Any time period provided in the
giving of any notice shall commence upon the date such notice is deposited in the mail.
3.11 Modifications. This Mortgage may not be amended, modified or changed, nor shall
any waiver of any provision be effective, except only by an instrument in writing and signed by the
party against whom enforcement of any waiver, amendment, change, modification or discharge is
sought.
3.12 Governing Law. This Mortgage shall be construed according to and governed by
the laws of the State of Florida, provided, however, that nothing herein shall limit or impair any
right which Holder has under applicable federal laws of the United States of America to charge a
rate of interest on the sums evidenced hereby at a rate which exceeds the maximum rate allowed
under the laws of Florida.
A R'I'ICLE FOUR
Lendina_.Provisions
4.01 Breach of Loan Agreement and Other Documents. Notwithstanding anything to the
contrary contained in this Mortgage, in the Note, in the Development Agreement, or in any other
instrument securing the loan evidenced by the Note, Mortgagee may at its option declare the entire
MCC & SMCRA - Mortgage
Page 22 of 28
150
indebtedness secured hereby, and all interest thereon and all advances made by Mortgagee
hereunder, immediately due and payable and/or exercise all additional rights accruing to it under
this Mortgage upon an Event of Default, or in the event of a breach by Mortgagor of any covenant
contained in this Mortgage following expiration of all notice and cure periods set forth therein,
4.02 Future Advances. This Mortgage is given to secure not only existing indebtedness,
but also such future advances, whether such advances are obligatory or are to be made at the option
of the Mortgagee, or otherwise, as are made within twenty years from the date hereof, to the same
extent as if such future advances were made on the date of the execution of this Mortgage. The
total amount of indebtedness that may be so secured may decrease or increase from time to time,
but the total unpaid balance so secured at one time shall not exceed four times the face amount of
the Note, plus interest thereon, and any disbursements made for the payment of taxes, levies or
insurance on the Property with interest on such disbursements at the rate designated in the Note to
apply following a default thereunder. Mortgagor hereby agrees that it shall not execute or file for
record any notice limiting the maximum principal amount that may be so secured, and that no such
notice shall be of any force and effect whatsoever unless Mortgagee shall have consented thereto in
writing signed by Mortgagee and recorded in the public records of Miami-Dade County, Florida.
4.03 Rights under Prior Encumbrances.
a. Mortgagor hereby covenants and agrees (i) to promptly observe and perform
all of the covenants and conditions contained in any Permitted Encumbrance or any other lien upon
the Property, and which arc required to be observed or performed by Mortgagor and to do all things
accessary to preserve and keep unimpaired its rights thereunder; (ii) to promptly notify Mortgagee
in writing of any default by the Mortgagor in the performance and the observance of any of the
terms, covenants or conditions on part of Mortgagor to be performed or observed under such
instrument or of the occurrence of any event which, regardless attic lapse of time, would constitute
a default under such instrument and promptly to cause a copy of each such notice given by the
Mortgagee thereunder to the Mortgagor to be delivered to Mortgagee.
b. . In the event Mortgagor fails to make any payment required under such a
Permitted Encumbrance or any other lien upon the Property or to do any act set forth in the
preceding subparagraph herein provided, then Mortgagee may, but without obligation, and without
notice to or demand upon Mortgagor, and without releasing Mortgagor from any obligation hereof,
make or do the same in such manner and to such extent as Mortgagee may deem necessary to
protect its interest under this Mortgage. Mortgagee's rights hereunder shall specifically include, but
without limitation thereof, the right to pay any and all payments of interest and principal, insurance
premiums, taxes and assessments and other sums due or to become due thereunder.
c. In the event Mortgagor fails to perform any of the terms, covenants and
conditions required to be performed or observed by Mortgagor under such a Permitted
MDC & SMCRA Mortgage
Page 23 of 28
151
Encumbrance or any other lien upon the Property, then Mortgagee may, but without obligation, and
without notice or demand upon Mortgagor and without relieving Mortgagor from any obligation
hereof, take any action Mortgagee deems necessary or desirable to prevent or cure any such default
by Mortgagor. Upon receipt by Mortgagee from Mortgagor of any written notice of default by
Mortgagor under such instrument, Mortgagee may rely thereon and take any action it deems
necessary to cure such default event though the existence of such default or the nature thereof may
be questioned or denied by the Mortgagor or by any party on behalf of the Mortgagor. Mortgagor
hereby expressly grants to Mortgagee, and agrees that Mortgagee shall have, the absolute and
immediate right to enter upon the Property or any part thereof to such extent and as often as the
Mortgagee in its sole discretion deems necessary or desirable in order to prevent or cure any such
default by the Mortgagor. Mortgagee may pay and expend such sums of money as Mortgagee in its
sole discretion deems necessary for any such purpose and may pay expenses, employ counsel and
pay reasonable attorney's fees, All costs, charges and expenses so incurred or paid by Mortgagee
shall become due and payable immediately, whether or not there by notice, demand, attempt to
collect or suit pending. The unount so incurred or paid by Mortgagee, together with interest
thereon at the rate of interest set forth in the Note to accrue following default thereunder, from the
date incurred until paid by Mortgagor, shall he added to the indebtedness secured by the lien of this
Mortgage to the same extent as if paid or expended on the date hereof.
d. Mortgagor agrees that it will not surrender any of its rights under such a
Permitted Encumbrance or other lien upon the Property, and will not, without the prior written
consent of Mortgagee, consent to any modification, change or any alteration or amendment of such
instrument of the obligations secured thereby, either orally or in writing, and no release or
forbearance of any of Mortgagor's obligations under such instrument whether pursuant to such
instrument or otherwise, shall release Mortgagor from any of its obligations under this Mortgage.
e. Any default by Mortgagor or any event of default under a Permitted
Encumbrance or other lien upon the Property, to which this Mortgage may be subject shall
constitute an Event of Default under this Mortgage.
4.04 Limitation of Interest. All agreements between Mortgagor and Mortgagee are
expressly limited so that in no contingency or event whatsoever, whether by reason of advancement
of the principal amount of the Note, acceleration of maturity of the unpaid principal amount of the
Note, acceleration of maturity of the unpaid principal balance thereof, or otherwise, or advancement.
of any sums under the provisions of this Mortgage, shall the amount paid or agreed to be paid to the
holder of the Note for the use, forbearance or detention of the money to be advanced thereunder or
hereunder exceed the highest lawful rate permissible. lf, from any circumstances whatsoever,
fulfillment of any provisions of this Mortgage or the Note or any other agreement referred to herein,
at the time performance of such provision shall be due, shall involve transcending the limit of
validity prescribed by law which a court of competent jurisdiction may deem applicable thereto or
hereto, then ipso facto, the obligations to be fulfilled shall be reduced to the limit of such validity,
MSC & SMCRA — Mortgage
Page 24 of 28
152
and if from any circumstances the holder of the Note or Mortgage shall ever receive as interest an
amount which would exceed the highest lawful rate, such amount which would be excessive
interest shall be applied to the reduction of the unpaid principal balance due hereunder and not the
payment of interest, These provisions shall control every other provision of all agreements between
Mortgagor and Mortgagee.
4.05 Waiver of Jury Trial: MORTGAGOR WAIVES ITS RIGHTS TO A TRIAL
BY JURY IN ANY ACTION, WHETHER ARISING IN CONTRACT OR TORT, BY
STATUTE OR OTHERWISE, IN ANY WAY RELATED TO THE TERMS OF THIS
MORTGAGE. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE
MORTGAGEE'S EXTENDING CREDIT TO MORTGAGOR AND NO WAIVER OF
LIMITATION OF THE MORTGAGEE'S RIGHTS UNDER THIS PARAGRAPH SHALL
BE EFFECTIVE UNLESS IN WRITING AND MANUALLY SIGNED ON THE
LENDER'S BEHALF.
IN WITNESS WHEREOF, the said Mortgagor caused this instrument to be signed and
sealed as of the date first above written.
Witnesses: Mortgagor:
South Miami Community
Redevelopment Agency, a Community
Redevelopment Agency duly created
pursuant to Chapter l 63, Florida Statutes
By:
Print Name: Stephen David
Title: Acting Director
(SEAL)
STATE OF FLORIDA
) SS.
COUNTY OF )
I HEREBY CERTIFY that on this day, before me, a Notary Public duly authorized in the
State and County named above to take acknowledgments, personally appeared Stephen David as
Acting Director of The South Miami Community Redevelopment Agency, a Community
Redevelopment Agency duly created pursuant to Chapter 163, Florida Statutes, ( ) who is
personally known to me or ( ) who presented as identification, to me known
MDC & SMCRA — Mortgage
Page 25 of 28
153
to be a representative of the person described as the Mortgagor in and who executed the foregoing
Mortgage and Security Agreement and Assignment of Leases, Rents and Profits, and acknowledged
before me that said person executed that Mortgage and Security Agreement and Assignment of
Leases, Rents and Profits and who ( ) did ( ) did not take an oath.
WITNESSETH my hand and official seal in the State and County above, this ^ day of
, 2007.
NOTARY PUBLIC, State ofplorida
My Commission Expires:
MDC & SMCRA - Mortgage
Page 26 of 28
154
EXHIBIT I.
LEGAL DESCRIPTION
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PH 5-34 LOT 17 LESS E27.50FT BLK 3 LOT SIZE
4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PH 5-34 LOT 4 LESS W2.5FT FOR R/W BLK 1.
LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
MOO & SMCRA— Mortgage
Page 27 of 28
155
EXHIBIT 2
PERMITTED ENCUMBRANCES
None. The subject property is not encumbered except as provided herein.
MDC & SMCRA - Mortgage
Page 28 of 28
156
PROMISSORY NOTE
Amount $394,000 Date: June . , 2007
FOR VALUE RECEIVED, the undersigned, South Miami Community Redevelopment
Agency (SMCRA), a community redevelopment agency organized under the laws of Florida,
promise(s) to pay to the Miarni-Dade County, acting through its Office of Community & Economic
Development (hereinafter referred to as "OCED" or the "County"), in the manner hereinafter
specified, the principal sum of ($394,000) Three Hundred Ninety-Four Thousand Dollars,
payable without interest except as herein below or otherwise provided.
This Promissoiy Note is made to evidence the loan made to the undersigned by the OCED
pursuant to a South Miami Community Advisory Committee of Miami-Dade County
recommendation to OCED and Miami-Dade County to provide a Community Block Development
Grant to the City of South Miami Community Redevelopment Agency (SMCRA) as reflected in the
Development Agreement between the parties dated June —, 2007 (hereinafter "Development
Agreement"). So long as the undersigned, SMCRA, has not provided false information in support
of the application for the loan, or has not otherwise violated the CDBG guidelines, and the
Development Agreement between Miami-Dade County/OCED and the SMCRA, the
aforementioned principal sum shall be forgiven as provided for in the Development Agreement.
Pursuant to the Development Agreement, the SMCRA is to construct the Madison Square/South
Miami Strip Mall Project (herein after "Project"). Pursuant to paragraph 7 of the Development
Agreement, in the event the Property tied to the Project is sold during the three (3) year
construction phase (or an extension of the three (3) year Construction Phase, which extension
shall be requested by the SMCRA and which request shall not he unreasonably denied by OCED
and Miami-Dade County), or if the Project construction has not been completed within three (3)
years of the date of the execution of this document, or of the requirements set forth in the
Development Agreement are not complied with or SMCRA fails to properly perform under said
agreement, Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus twelve percent (12%) compound interest as
well as the County's proportional share of any proceeds in excess of the original purchase price
of the Property.
This Note is secured by a mortgage, of even date herewith, on the real property owned by
the undersigned located at 6442 SW 59th Place, 6443 SW 60th Avenue; and 6429 SW 59th Place,
South Miami, Florida 33143 (the "Property"). The legal description of the Property is attached
hereto as exhibit A.
If the undersigned fails to construct the Project within the time frame delineated in the
Development Agreement, fails to comply with the requirements and obligations set forth in the
Development Agreement, or has provided false information in support of the application for loan or
UDC SMCRA Promissoly Note
Page 1 of 6
157
has otherwise violated OCED, CDBG, and HUD guidelines under title 24 Part 570 of the Code of
Federal Regulations (CFR), or if the Property securing this Note is sold or in any way alienated or
transferred, such an event shall constitute a default, and the aforementioned principal sum shall, at
the option of the holder hereof, become at once due and collectable without notice, time being of
the essence, and shall bear compound interest at the rate of twelve percent (12%), with such interest
acc►uing from the date the loan is disbursed to SMCRA until the date the entire principal plus
interest, and proportional property appreciation (as reflected in any sale of the Property) is paid in
full. Determination that SMCRA is constructing the Project as provided for under the Development
Agreement, transfer or sale of the Property, or the undersigned's violation of the Development
Agreement are sufficient reasons to call for payment of this Note. This determination shall rest with
the OCED and/or its designated agents and the maker shall be notified of the time and place of
payment. Subordination of this Note or the SMCRA's refinancing of the subject Property shall also
constitute default. However, upon reasonable notification and reasonable request of the SMCRA,
OCED and Miami-Dade County shall entertain and authorize subordination of this note and shall
not unreasonably reject such a request.
Borrower agrees to assign any proceeds to the county from any contract between the
county, its agencies or instrumentalities and the borrower or any firm, corporation, partnership or
joint venture in which the borrower has a controlling financial interest in order to secure
repayment of the loan. "Controlling financial interest" shall mean ownership, directly or
indirectly to ten percent or more of the outstanding capital stock in any corporation or a direct or
indirect interest of ten percent or more in a firm, partnership or other business entity.
The undersigned reserve(s) the right to repay at any time all or any part of the principal
amount of this Note without the payment of penalties or premiums, however, SMCRA shall repay
such principal with interest calculated as provided herein.
If the principal amount of this Note is not paid when due, the undersigned's action shall
constitute a default and the undersigned shall, at the option of the OCED, pay to the OCED the late
charge of one percent per calendar month, or fraction thereof, on the amount past due and
remaining unpaid. Failure of the OCED to exercise such option shall not constitute a waiver of
such default. If the undersigned shall default on payment under this Note, or provide false
information in support of the application for loan, or otherwise violate the CDBG, the undersigned
may be subject to penalties authorized by state and local laws, codes, rules and regulations. If this
Note be reduced to judgment, such judgment shall bear the maximum interest rate allowed by law.
If suit is instituted by the OCED or Miami-Dade County to recover on this Note, the
undersigned agree(s) to pay all costs of such collection including reasonable attorney's fees, at trial
and appellate levels, and court costs.
DEMAND, protest and notice of demand and protect arc hereby waived, and the
undersigned hereby waives, to the extent authorized by law, all exemption rights which otherwise
would apply to the debt evidenced by this Note.
MDC & SMCRA Nomissoly Note
Page 2 of h
158
Whenever used herein the terms "holder", "maker" and "payee" shall he construed in the
singular or plural as the context may require or admit.
MDC SMCRA — Promissoiy Noie
Page 3 of 6
159
IN WITNESS WHEREOF, this Note has been duly executed by the undersigned as of its
date.
WITNESSES:
Signature
Print Name
Signature
By:
Stephen David, Acting Director,
SMCRA
Print Name
STATE OF FLORIDA
) SS
COUNTY OF MIAMI-DADE }
The foregoing instrument was acknowledged before me this day of
, 2007, by Stephen David, the SMCRA acting director. He is personally
known to me, or has produced as identification and that she/he did execute this instrument
freely and voluntarily for the purposes stated herein.
My Conunission Expires:
Notary Public, State of Florida
Print Name
WITNESSES:
Signature
By:
Chairperson, SMCRA
.Print Name South Miami Community
Redevelopment Agency
& SAICRA — Promissory Note
Page 4 of 6
160
Signature
Print Name
STATE OF FLORIDA
} SS
COUNTY OF M[IAMI-DADE }
The foregoing instrument was acknowledged before me this day of
, 2007, by , Chairperson of the SMCRA Board of
Directors. He/She is personally known to we, or has produced as identification and that
she/he did execute this instrument freely and voluntarily for the purposes stated herein.
My Commission Expires:
Notary Public, State of Florida
Print Name
AMC & SAICRA -- Promissory Note
Page 5 of 6
161
Exhibit A
LEGAL DESCRIPTION OF PROPERTY
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3
LOT SIZE 4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT•
FOR R/W BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South
Miami
'UDC & SAK:R.4 Promisswy Nore
Page 6 of 6
162
Exhibit 2
(Attach BOTH affordable housing and CDBG declarations of restrictions)
MDC & SMCRA - Development Agreement
Page 12 of 12
163
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to the land in the
South Miami Community Redevelopment Agency ("SMCRA" or "Owner"), Miami-Dade
County, Florida, described in Exhibit "A," attached hereto, and hereinafter called the
"Property," or if the undersigned Owner does not hold fee simple title to said properties
as of the date of this Declaration, the Owner represents that Owner has a contract for
purchase of such property and Owner agrees to record this Declaration again as to
those properties Owner acquires upon acquiring said fee simple title, and
WHEREAS, SMCRA has received a forgivable loan for the purchase of some of
these properties, and
WHEREAS, SMCRA has committed in Resolution No. R-931-06 to the Miami-
Dade County Board of County Commissioners that SMCRA will create and retain
affordable housing units certain of the properties described in Exhibit A, and
IN ORDER TO ASSURE Miami-Dade County (the "County") and South Miami
Community Advisory Committee ("CAC") that the SMCRA shall create and retain
affordable housing units in accordance with its promises to the Board of County
Commissioners, SMCRA agrees to abide by certain covenants, which covenants and
declaration of restrictions shall run with the land; and SMCRA acknowledges that it
freely, voluntarily and without duress makes the following Declaration of Restrictions
covering and running with the Property:
(1) SMCRA shall develop a project known as Madison Square/South Miami Strip
Mall Project (Project), whose primary purpose is the development of a mixed-use
development to meet affordable housing needs on the property and create
economic development opportunities, as well as, provide job creation/job
retention opportunities;
(2) The SMCRA shall designate, as affordable housing, a minimum of thirty (30)
affordable housing units that are to be rented and/or sold to low- to moderate-
income persons, which shall be defined as income not exceeding 140% of the
median income in Miami-Dade County. Furthermore, tenants and/or owners of
these affordable units shall not expend more than thirty (30) percent of their
monthly income on housing expenses.
Further, SMCRA during construction must monitor the project's compliance with
the requirements of Section 3 of the Housing and Urban Development Act of
1968 and the implementing regulations in 24 Code of Federal Regulations (CFR)
Part 135, as amended by an interim rule published on June 30,1994 (59 FR
33866); and
(3) Any substantial modification or abandonment of the Madison Square/South
Miami Strip Mall Project shall require the approval of CAC and the County, acting
through its Office of Community and Economic Development ("OCED");
(4) As further part of this Declaration, it is hereby understood and agreed that any
official inspector of the County, or its agents duly authorized, may have the
MDC & SMCRA - Declaration of Restrictions (Aff Housing)
Page 1 of 6 164
privilege at any time during normal working hours of entering and inspecting the
use of the Madison Square/South Miami Strip Mall premises, once constructed
and occupied, to determine whether or not the affordable housing commitments
described herein are being complied with.
(5) For properties listed in Exhibit A to which SMCRA does not hold fee simple title
as of the date of this Declaration, SMCRA represents that SMCRA has a contract
for purchase of such property and SMCRA shall record this Declaration again as
to those properties when SMCRA acquires said fee simple title.
Covenant Running with the Land. This Declaration on the part of the Owner
shall constitute a covenant running with the land and shall be recorded, at Owner's
expense, in the public records of Miami-Dade County, Florida and shall remain in full
force and effect and be binding upon the undersigned Owners, and their heirs,
successors and assigns and those claiming through any heir, successor and assign,
including all lessees, regardless of payment or satisfaction of the underlying loan until
such time as the same may be modified or released by Miami-Dade County. These
restrictions during their lifetime shall be for the benefit of, and limitation upon, all present
and future owners of the real property and for the benefit of CAC and Miami-Dade
County and the public welfare. Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way, obligate or
provide a limitation on the CAC of Miami-Dade County.
Term. This Declaration is to run with the land and shall be binding on all parties
and all persons claiming under it for a period of twenty (20) years from the date this
Declaration is recorded, after which time it shall be extended automatically for
successive periods of ten (10) years each, unless an instrument signed by the, then,
owner(s) of the Property has been recorded agreeing to change the covenant in whole,
or in part, provided that the Declaration has first been modified or released by Miami-
Dade County, or its successor in interest.
Modification, Amendment, Release. This Declaration of Restrictions may be
modified, amended or released as to the land herein described, or any portion thereof,
by a written instrument executed by the, then, owner(s) of all of the Property, including
joiners of all mortgagees, if any, provided that the same is also approved by Miami-Dade
County.
Should this Declaration of Restrictions be so modified, amended or released, a
written instrument effectuating and acknowledging such modification, amendment or
release, shall be executed by all such parties and recorded in the Public Records of
Miami-Dade County.
Enforcement. Enforcement shall be by action against any parties or person
violating, or attempting to violate, any covenants. The prevailing party in any action or
suit pertaining to or arising out of this Declaration shall be entitled to recover, in addition
to costs and disbursements allowed by law, such sum as the Court may adjudge to be
reasonable for the services of his attorney. This enforcement provision shall be in
addition to any remedies available at law, in equity or both.
Election of Remedies. All rights, remedies and privileges granted herein shall
be deemed to be cumulative and the exercise of any one or more shall neithei be
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 2 of 6 165
deemed to constitute an election of remedies, nor shall it preclude the party exercising
the same from exercising such other additional rights, remedies or privileges.
Severability. Invalidation of any one of these covenants, by judgment of Court,
shall not affect any of the other provisions which shall remain in full force and effect.
Owner. The term Owner shall include the Owner, and its heirs, successors and
assigns.
IN WITNESS WHEREOF, we have hereunto set our hands and seals the day
and year written above.
WITNESSES:
Signature
By:
SMCRA Executive Director
Print Name
Signature
Print Name
STATE OF FLORIDA
) SS
COUNTY OF MIAMI-DADE }
The foregoing instrument was acknowledged before me this day of
, 20 , by Stephen David. He is personally
known to me, or has produced as identification
and that she/he did execute this instrument freely and voluntarily for the purposes stated
herein.
MDC & SMCRA - Declaration of Restrictions (Aff Housing)
Page 3 of 6
166
My Commission Expires:
Notary Public, State of Florida
Print Name
MDC & SMCRA - Declaration of Restrictions (Aff Housing)
Page 4 of 6 167
Exhibit A (Part 1)
LEGAL DESCRIPTION OF PROPERTY
1. 09-4025-010-0280: FRANKLIN SUB PB 5-34 P 19-3 AKA W4OF1' LOT 27
BLK 5 LOT SIZE 2000 SQUARE FEET
2. 09-4025-010-0270: FRANKLIN SUB PB 5-34 LOT 27 LESS W4OF'r BLK 5 &
W15FT OF LOT 40 BLK 7 AKA P 19-2 LOT SIZE 4250 SQUARE FEET
3. 09-4025-010-0290: FRANKLIN SUB PB 5-34 N1/2 OF LOT 28 BLK 5 LOT
SIZE 2750 SQUARE FEET**
4. 09-4025-010-0300: FRANKLIN SUB PI3 5-34 LOT 2 LESS W2.50FT BLK 1
LOT SIZE 5875 SQ FP*
5. 09-4025-010-0310: FRANKLIN SUB PB 5-34 LOT 29 BLK 5 LOT SIZE 5500
SQUARE FEET
6. 09-4025-010-0320: FRANKLIN SUB PB 5-34 LOT 30 BLK 5 LOT SIZE 5500
SQUARE FEET
7. 09-4025-010-0010: FRANKLIN SUB PB 5-34 P 20-3 AKA LOT 1 LESS E2FT
BLK I LOT SIZE 5900 SQUARE FEET
8. 09-4025-010-0020: FRANKLIN SUB PB 5-34 E2FT LOT 1 BI.K 1 & W35FT
LOT 14 BLK 3 LOT SIZE 1850 SQUARE FEET
9. 09-4025-010-0140: FRANKLIN SUB PB 5-34 P 20-1 AKA LOT 14 LESS
w35yr & LESS BEG 35FTE & 20F1'S OF NW COR OF LOT 14 TH E15.61FT SELY
AID 42.44FT W42.93FT N3OFT TO POB BLK 3
10. 09-4025-010-0160: FRANKLIN SUB PB 5-34 S1/2 LOT 15 LESS R/W BLK 3
LOT SIZE 2203 SQ FT**
11. 09-4025-010-0170: FRANKLIN SUB PB 5-34 LOT 16 LESS R/W BLK 3 LOT
SIZE 4628 SQ FT**
12. 09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.5OFT BLK 3
LOT SIZE 4625 SQ FT
13. 09-4025-010-0050: FRANKLIN SUBDIVISION P13 5-34 LOT 4 LESS W2.5FT
FOR R/W BLK 1 LOT SIZE 5875 SQ FT
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 5 of 6 168
Exhibit A (part 2)
14. 09-4025-010-0040: FRANKLIN SUB PB 5-34 LOT 3 LESS W2.5FT FOR R/W
BLK 1 LOT SIZE 5875 SQ FT
15. 09-4025-010-0030: FRANKLIN SUB PB 5-34 LOT 2 LESS W2.50FT BLK 1
LOT SIZE 5875 SQ hT
** Properties under contract for sale with SMCRA. See Section 6 herein for SMCRA
obligations to record this declaration of restrictions on those properties following
acquisition of fee simple title.
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 6 of 6 169
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to the land in the
South Miami Community Redevelopment Agency ("SMCRA"), Miami-Dade County,
Florida, described in Exhibit "A," attached hereto, and hereinafter called the "Property,"
and
IN ORDER TO ASSURE Miami-Dade County (the "County") and South Miami
Community Advisory Committee ("CAC") that the SMCRA shall use the CAC Community
Development Block Grant ("CDBG") funding of Three Hundred Ninety-Four Thousand
dollars and zero cents ($394,000.00) properly, the SMCRA agrees to abide by certain
covenants, which covenants and declaration of restriction shall run with the land; and
SMCRA acknowledges that it freely, voluntarily and without duress makes the following
Declaration of Restrictions covering and running with the Property:
(1) SMCRA shall develop a project known as Madison Square/South Miami Strip
Mall Project (Project), whose primary purpose is the development of a mixed-use
development to meet affordable housing needs on the property and create
economic development opportunities, as well as, provide job creation/job
retention opportunities;
(2) The SMCRA shall create and retain at least one full-time permanent job for low-
and moderate-income persons within the commercial retail component of the
Project per each $35,000 of CBDG funds used in the purchase of property for the
Madison Square/South Miami Strip Mall Project, resulting in 11.25 positions,
which shall be rounded up to twelve (12) positions; The twelve (12) full-time
permanent jobs shall be created within twelve (12) months of completion of
construction of the Project and shall be retained within the commercial/retail
component for a period of five (5) years from the date of hire.
(3) The SMCRA shall provide employment opportunities that are an integral
component designed to promote job opportunities for low to moderate income
persons;
(4) The SMCRA shall provide jobs for low to moderate income persons where
businesses will agree to provide clear opportunities for promotion and economic
advancement to persons who are hired;
(5) In the event this Property is ever sold, or if the Project construction has not been
completed within three (3) years of the date of the execution of this document,
Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus interest at rate of twelve
percent (12%) and its proportional share of any proceeds in excess of the original
purchase price of the Property, as well as all rights and remedies to the County
set forth in the Mortgage secured by the Property;
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 1 of 5
170
(6) Any substantial modification or abandonment of the Madison Square/South
Miami Strip Mall Project shall require the approval of CAC and the County, acting
through its Office of Community and Economic Development ("OCED");
(7) As further part of this Declaration, it is hereby understood and agreed that any
official inspector of the County, or its agents duly authorized, may have the
privilege at any time during normal working hours of entering and inspecting the
use of the Madison Square/South Miami Strip Mall premises, once constructed
and occupied, to determine whether or not the requirements of the CDBG
regulations and these conditions herein agreed to are being complied with.
Covenant Running with the Land. This Declaration on the part of the Owner
shall constitute a covenant running with the land and shall be recorded, at Owner's
expense, in the public records of Miami-Dade County, Florida and shall remain in full
force and effect and be binding upon the undersigned Owners, and their heirs,
successors and assigns and those claiming through any heir, successor and assign,
including all lessees, regardless of payment or satisfaction of the underlying loan until
such time as the same may be modified or released by Miami-Dade County. These
restrictions during their lifetime shall be for the benefit of, and limitation upon, all present
and future owners of the real property and for the benefit of CAC and Miami-Dade
County and the public welfare. Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way, obligate or
provide a limitation on the CAC of Miami-Dade County.
Term. This Declaration is to run with the land and shall be binding on all parties
and all persons claiming under it until all obligations described herein shall be satisfied,
unless an instrument signed by the then-owner(s) of the Property has been recorded
agreeing to change the covenant in whole, or in part, provided that the Declaration has
first been modified or released by Miami-Dade County, or its successor in interest. The
determination that all obligations described herein have been satisfied shall be made by
the County in its sole discretion in accordance with federal regulations governing the use
of CDBG funds and upon written request from SMCRA.
Modification, Amendment, Release. This Declaration of Restrictions may be
modified, amended or released as to the land herein described, or any portion thereof.
by a written instrument executed by the, then, owner(s) of all of the Property, including
joiners of all mortgagees, if any, provided that the same is also approved by the CAC
and by Miami-Dade County.
Should this Declaration of Restrictions be so modified, amended or released, a
written instrument effectuating and acknowledging such modification, amendment or
release, shall be executed by all such parties and recorded in the Public Records of
Miami-Dade County.
Enforcement. Enforcement shall be by action against any parties or person
violating, or attempting to violate, any covenants. The prevailing party in any action or
suit pertaining to or arising out of this Declaration shall be entitled to recover, in addition
to costs and disbursements allowed by law, such sum as the Court may adjudge to be
reasonable for the services of his attorney. This enforcement provision shall be in
addition to any remedies available at law, in equity or both.
MDC & SMCRA Declaration of Restrictions (COBG)
Page 2 of 5
171
Election of Remedies. All rights, remedies and privileges granted herein shall
be deemed to be cumulative and the exercise of any one or more shall neither be
deemed to constitute an election of remedies, nor shall it preclude the party exercising
the same from exercising such other additional rights, remedies or privileges.
Severability. Invalidation of any one of these covenants, by judgment of Court,
shall not affect any of the other provisions which shall remain in full force and effect.
Owner. The term Owner shall include the Owner, and its heirs, successors and
assigns.
IN WITNESS WHEREOF, we have hereunto set our hands and seals the day
and year written above.
WITNESSES:
Signature
By:
SMCRA Executive Director
Print Name
Signature
Print Name
STATE OF FLORIDA
) SS
COUNTY OF MIAMI-DADE }
The foregoing instrument was acknowledged before me this day of
, 20 , by Stephen David. He is personally
known to me, or has produced as identification
and that she/he did execute this instrument freely and voluntarily for the purposes stated
herein.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 3 of 5
172
My Commission Expires:
Notary Public, State of Florida
Print Name
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 4 of 5
173
Exhibit A
LEGAL DESCRIPTION OF PROPERTY
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3 LOT
SIZE 4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR
R/W BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
MDC & SMCRA Declaration of Restrictions (COBG)
Page 5 of
174
EXHIBIT "D"
INSURANCE REQUIREMENTS
5.0 Insurance
A. Without limiting its liability, the Buyer and its successors and assigns (hereinafter
referred to as "FIRM" with regard to Insurance and Indemnification
requirements) shall be required to procure and maintain at its own expense during
its ownership of the Property, insurance of the types and in the minimum amounts
stated below as will protect the FIRM, from claims which may arise out of or
result from the construction on the Property, ownership of the Property and
operations conducted on the Property whether such claim is against the FIRM or
any sub-contractor, or by anyone directly or indirectly employed by any of them or
by anyone for whose acts any of them may be liable.
B. No insurance required by the SELLER shall be issued or written by a surplus lines
carrier unless authorized in writing by the SELLER and such authorization shall
be at the SELLER's sole and absolute discretion. The FIRM shall purchase
insurance from and shall maintain the insurance with a company or companies
lawfully authorized to sell insurance in the State of Florida, on forms approved by
the State of Florida, as will protect the FIRM, at a minimum, from all claims as set
forth below which may arise out of or result from the FIRM's operations under the
Contract and for which the FIRM may be legally liable, whether such operations
be by the FIRM or by a Subcontractor or by anyone directly or indirectly
employed by any of them, or by anyone for whose acts any of them may be liable:
(a) claims under workers' compensation, disability benefit and other similar
employee benefit acts which are applicable to the Work to be performed; (b)
claims for damages because of bodily injury, occupational sickness or disease, or
death of the FIRM's employees; (c) claims for damages because of bodily injury,
sickness or disease, or death of any person other than the FIRM's employees; (d)
claims for damages insured by usual personal injury liability coverage; (e) claims
for damages, other than to the Work itself, because of injury to or destruction of
tangible property, including loss of use resulting there from; (f) claims for
damages because of bodily injury, death of a person or property damage arising
out of ownership, maintenance or use of a motor vehicle; (g) claims for bodily
injury or property damage arising out of completed operations; and (h) claims
involving contractual liability insurance applicable to the FIRM's obligations
under the Contract.
5.1 Firm's Insurance Generally
The FIRM shall provide and maintain in force and effect until all the Work to be
performed under this Contract has been completed and accepted by SELLER (or
for such duration as is otherwise specified hereinafter), the insurance coverage
written on Florida approved forms and as set forth below:
175
5.1.1Workers' Compensation Insurance at the statutory amount as to all employees in
compliance with the "Workers' Compensation Law" of the State of Florida
including Chapter 440, Florida Statutes, as presently written or hereafter amended,
and all applicable federal laws.
5.1.2 Commercial Comprehensive General Liability insurance with broad form
endorsement, as well as automobile liability, completed operations and products
liability, contractual liability, severability of interest with cross liability provision,
and personal injury and property damage liability with limits of $1,000,000
combined single limit per occurrence and $2,000,000 aggregate, including:
• Personal Injury: $1,000,000;
• Medical Insurance: $5,000 per person;
• Property Damage: $500,000 each occurrence;
• Automobile Liability: $1,000,000 each accident/occurrence.
• Umbrella: $1,000,000 per claim
5.1.3 Umbrella Comprehensive General Liability insurance shall he written on a Florida
approved form with the same coverage as the primary insurance policy but in the
amount of $1,000,000 per claim and $2,000,000 Annual Aggregate. Coverage
must be afforded on a form no more restrictive than the latest edition of the
Comprehensive General Liability policy, without restrictive endorsements, as filed
by the Insurance Services Office, and must include:
(a) Premises and Operation
(b) Independent Contractors
(c) Products and/or Completed Operations Hazard
(d) Explosion, Collapse and Underground Hazard Coverage
(e) Broad Form Property Damage
(f) Broad Form Contractual Coverage applicable to this specific Contract,
including any hold harmless and/or indemnification agreement.
(g) Personal Injury Coverage with Employee and Contractual Exclusions removed,
with minimum limits of coverage equal to those required for Bodily Injury
Liability and Property Damage Liability.
5.1.4 Business Automobile Liability with minimum limits of One Million Dollars
($1,000,000.00) plus an additional Five Million Dollar ($ 5,000,000.00) umbrella
per occurrence combined single limit for Bodily Injury Liability and Property
Damage Liability. Umbrella coverage must be afforded on a form no more
restrictive than the latest edition of the Business Automobile Liability policy,
without restrictive endorsements, as filed by with the state of Florida, and must
include:
(a) Owned Vehicles.
(b) Hired and Non-Owned Vehicles
(c) Employers' Non-Ownership
5.2 SUBCONTRACTS:
176
The FIRM agrees that if any part of the Work under the Contract is sublet, the
subcontract shall contain the same insurance provision as set forth in section 5.1
above and 5.4 below and substituting the word SUBCONTRACTOR for the word
FIRM and substituting the word FIRM for SELLER where applicable.
5.3 Fire and Extended Coverage Insurance (Builders' Risk), IF APPLICABLE:
A. In the event that this contract involves the construction of a structure by the FIRM,
the FIRM shall maintain, with an Insurance Company or Insurance Companies
acceptable to the SELLER, "Broad" form/All Risk Property Insurance on
buildings and structures, while in the course of construction, including
foundations, additions, attachments and all permanent fixtures belonging to and
constituting a part of said buildings or structures. The policy or policies shall also
cover machinery, if the cost of machinery is included in the Contract, or if the
machinery is located in a building that is being renovated by reason of this
contract. The amount of insurance must, at all times, be at least equal to the
replacement value of the insured property. The policy shall he in the name of the
SELLER and the FIRM, as their interest may appear, and shall also cover the
interests of all Subcontractors performing Work.
B. All of the provisions set forth in Section 5.4 herein belowhall apply to this
coverage unless it would be clearly not applicable.
5.4 Miscellaneous:
A. If any notice of cancellation of insurance or change in coverage is issued by the
insurance company or should any insurance have an expiration date that will
occur during the period of this contract, the FIRM shall be responsible for
securing other acceptable insurance prior to such cancellation, change, or
expiration so as to provide continuous coverage as specified in this section and so
as to maintain coverage during the life of this Contract. The SELLER shall have
the option, but not the duty, to pay any unpaid premium and the right to terminate
or cancel the policy thereafter without notice to FIRM or liability on the part of
the SELI FR to the FIRM for such cancellation.
B. All deductibles must be declared by the FIRM and must be approved by the
SELLER. At the option of the SELLER, either the FIRM shall eliminate or reduce
such deductible or the FIRM shall procure a Bond, in a form satisfactory to the
SELLER covering the same.
C. The policies shall contain waiver of subrogation against SELLER where
applicable, shall expressly provide that such policy or policies are primary over
any other collectible insurance that SELLER may have. The SELL FR reserves the
right at any time to request a copy of the required policies for review. All policies
shall contain a "severability of interest" or "cross liability" clause without
obligation for premium payment of the SELLER.
D. Before starting the Work, the FIRM shall deliver to the SELLER and
CONSULTANT certificates of such insurance, acceptable to the SELLER, as well
as the insurance binder, if one is issued, the insurance policy, including the
declaration page and all applicable endorsements and provide the name, address
and telephone number of the insurance agent or broker through whom the policy
177
was obtained. The insurer shall be rated A.VII or better per A.M. Best's Key
Rating Guide, latest edition and authorized to issue insurance in the State of
Florida. All insurance policies must be written on forms approved by the State of
Florida and they must remain in full force and effect for the duration of the
contract period with the SELLER. The FIRM must provide a "certified copy" of
the Policy (as defined in Article I of this document) which shall include the
declaration page and all required endorsements. In addition, the FIRM shall
deliver, at the time of delivery of the insurance certificate, the following
endorsements:
(a) an endorsement to the policy stating:
"The South Miami Redevelopment Agency, or its successor or assigns, (the
"Agency") is an additional named insured with the right but not the
obligation to pay any unpaid premium and providing that the Agency does
not have any duty or obligation to provide first notice of claim for any
liability it incurs and that arises out of the acts, omissions or operations of
the named insured. The insurer will pay all sums that the Agency, becomes
legally obligated to pay as damages because of 'bodily injury", 'property
damage' , or "personal and advertising injury" and it will provide to the
Agency all of the coverage that is typically provided under the standard
Florida approved forms for commercial general liability coverage A and
coverage B";
(b) an endorsement that states:
"This policy shall not be cancelled (including cancellation for non-payment
of premium), terminated or materially modified without first giving South
Miami Redevelopment Agency, or its successor or assigns, (the "Agency")
20 days advanced written notice of the intent to materially modify the
policy or to cancel or terminate the policy for any reason. The notification
shall be delivered to the Agency by certified mail, with proof of delivery to
the Agency."
5.5 Indemnification
A. The FIRM shall indemnify and save the SELL FR harmless from any and all
damages, claims, liability, losses and causes of actions of any kind or nature
arising out of a negligent error, omission, or act of the FIRM, its Sub-Contractor
or any of their agents, representatives, employees, or assigns, arising out of this
Agreement, incident to it, or resulting from the performance or non-performance
of the FIRM's obligations under this AGREEMENT. The FIRM shall pay all
claims and losses of any kind or nature whatsoever, in connection therewith,
including the SELLER' s attorney's fees and expenses in the defense of any action
in law or equity brought against the SFI LER arising from the negligent error,
omission, or act of the FIRM, its Sub-Contractor or any of their agents,
representatives, employees, or assigns, and arising out of, or incident to, this
Agreement, or incident to or resulting from the performance or non-performance
of the FIRM's obligations under this AGREEMENT.
178
B. The FIRM agrees and recognizes that the SELLER shall not be held liable or
responsible for any claims, including the costs and expenses of defending such
claims which may result from or arise out of actions or omissions of the FIRM, its
sub-contractors or any of their agents, representatives, employees or assigns. In
reviewing, approving or rejecting any submissions or acts of the FIRM, the
SELLER in no way assumes or shares responsibility or liability of the FIRMS, its
Sub-Contractors, or any of their agents, representatives, employees or assigns.
5.6 Modification. The insurance requirements herein shall be subject to modification
as may be approved by Buyer and SELLER's staff.
179
EXHIBIT E
AGENCY LAND USE RESTRICTION AGREEMENT
180
AGENCY LAND USE RESTRICTION AGREEMENT
THIS AGENCY LAND USE RESTRICTION AGREEMENT (this "Agreement") is
made and entered into by the SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY (the
"Agency"), and , a Florida (the "Owner").
PREAMBLE
WHEREAS, the Agency has been created and organized pursuant to and in accordance with
the provisions of section 163.330 et seq., Florida Statutes, with legal authority to sell Land to the
DEVELOPER and enter into this Agreement as set forth in sections 163.345, 163.370(2) (e) 7,
163.380(3) (a) (requiring 30 days public notice), Florida Statutes; and
WHEREAS, the Agency has agreed, under certain conditions, to sell to the Owner the land
described on Exhibit A attached hereto (the "Land"); and
WHEREAS, the Owner shall develop the Project substantially as described in Exhibit "B"
WHEREAS, the Agency and the Owner desire to memorialize as a covenant running with
the Land, certain requirements of the Agency relating to the improvements that Owner must develop
and construct on the Land and the use of such improvements for affordable purposes;
NOW, THEREFORE, in consideration of the mutual covenants and undertakings set forth
herein, and other good and valuable consideration the receipt and sufficiency of which is hereby
acknowledged, the Agency and the Owner do hereby contract and agree as follows:
AGREEMENT
Section 1, Definitions and Interpretation.
(a) Unless otherwise expressly provided herein or unless the context clearly requires
otherwise, the following terms shall have the respective meanings set forth below for all purposes of
this Agreement.
"Code" shall mean the Internal Revenue Code of 1986. as amended, and any successor
statute as it applies to the Tax Credits described herein, together with all applicable final, temporary
or proposed Treasury Regulations and Revenue Rulings thereunder. Reference in this Agreement to
any specific provision of the Code shall be deemed to include any applicable successor provision of
such provision of the Code that may apply to the Tax Credits described herein.
"Commercial Space" means that portion of the Development to be leased for commercial
purposes, consisting of a minimum of 4000 ground floor square feet.
"Compliance Period" shall mean, with respect to any building that is included in the
Development, a period of 50 years beginning on the date the Development is placed in service and
ending on the 50th anniversary thereof,
"County" shall mean Miami-Dade County, Florida.
181
"Development" means the Land, the Commercial Space and the Residential Space and all
improvements ancillary thereto.
"Gross Rent" shall mean any amount paid by a tenant in connection with the occupancy of
a residential rental unit, plus the cost of any services that are required to be paid by a tenant as a
condition for occupancy, plus the cost of any utilities, other than telephone, for such unit. If any
utilities (other than telephone) are paid directly by the tenant, "gross rent," also includes a utility
allowance determined as set forth in this paragraph. "Gross Rent" does not include any payment
under Section 8 of the United States Housing Act of 1937 or any comparable rental assistance
program with respect to such unit or to the occupants thereof, or any fee for supportive service that
is paid to the owner of the unit on the basis of the low income status of the tenant of such unit by
any governmental program of assistance or by any tax-exempt organization if such program or
organization provides assistance for rent and the amount of assistance provided for rent is not
separable from the amount of assistance provided for supportive services within the meaning of
Section 42(g)(2)(13) of the Code. For purposes of the foregoing, the allowable utility allowance is:
(i) the United States Department of Housing and Urban Development ("HUD") utility allowances
(except as provided in clause (iv) hereof) in the case of a building whose rents and utility allowances
are reviewed by HUD on an annual basis; (ii) the applicable Public Housing Authority ("PHA")
utility allowances established for the Section 8 Existing Housing Program (except as provided in
clause (iv) hereof) in the case of a building occupied by one or more tenants receiving HUD rental
assistance payments ("HUD Tenant Assistance"): (iii) in the case of a building for which there is
neither HUD Tenant Assistance, nor an applicable HUD or RD utility allowance, the applicable
PHA utility allowance; however, utility allowances based on estimates from local utility providers
certifying the estimated costs of all covered utilities for units of comparable size and construction in
the county where the building is located, determined in accordance with Internal Revenue Service
Notice 89-6, may be obtained, in which case those estimates shall apply to all units of similar size
and construction in the building; or (iv) the applicable RD utility allowance in the case of any unit in
a building where either the building receives RD housing assistance (including a building that is
HUD-regulated) or any tenant receives RD housing assistance (including any Low-Income Tenant
receiving HUD Tenant Assistance who resides in a building where the building or any other tenant
receives RD housing assistance).
"Low-Income Tenants" shall mean individuals whose income is no greater than sixty
(60%) of the area median gross income (adjusted for family size) as established by HUD, In no
event, however, shall occupants of a unit be considered to be of low income if all the occupants are
students (as defined in Section 151(c)(4) of the Code, but excluding from such definition the
following: (x) single parents who are students with all children also being students and the
household receives AFDC payments, or if the students are enrolled in certain federal, state or local
job training programs and are considered lower income, or (z) for developments receiving credit
allocations after June 30, 1992, a housing unit occupied exclusively by full-time students may
qualify as lower income if the students are a single parent and his/her minor children and none of the
tenants are a dependent of a third party.)
"Low-Income Unit" shall mean any unit in a building if: (i) the unit is a Rent-Restricted
Unit satisfying the requirements of Section 2 hereof, and (ii) the individuals occupying the unit are
Low-Income Tenants (or the unit is held available for rental to Low-Income Tenants if previously
rented to and occupied by Low-Income Tenants) as set forth in Section 3(a) hereof.
"Related Person" to a person shall mean a relationship such that the "related person" bears a
relationship to such person specified in Section 267(b) or Section 707(b)(1) of the Code, or the
182
related person and such person are engaged in trades or businesses under common control within the
meaning of Section 52(a)-(b) of the Code, except that for purposes hereof, the phrase "10 percent"
shall be substituted for the phrase "50 percent" in applying Section 267(b) and Section 707(b)(1).
"Rent-Restricted Unit" shall mean a Residential Rental Unit where the Gross Rent with
respect to such unit does not exceed thirty percent (30%) of the imputed income limitation
applicable to such unit. For purposes of the foregoing, the imputed income limitation applicable to a
Residential Rental Unit is the income limitation set forth for Low-Income Tenants occupying the
unit if the number of individuals occupying the unit are (x) one (1) individual, in the case of a unit
that does not have a separate bedroom, and (y) one and one-half (1.5) individuals for each separate
bedroom, in the case of a unit that has one or more separate bedrooms.
"Residential Rental Units" shall mean dwelling units made available for rental, and not
ownership, by Low-Income Tenants and members of the general public, each of which units shall
contain complete living facilities that are to be used other than on a transient basis together with
facilities that are functionally related or subordinate to the living facilities. The units shall at all
times be constructed and maintained in substantial accordance with the applicable building code
standards of the County. For purposes of the foregoing, a unit that contains sleeping
accommodations and kitchen and bathroom facilities and that is located in a building used
exclusively to facilitate the transition of homeless individuals to independent living and in which a
governmental entity or qualified nonprofit organization provides such individuals with temporary
housing and supportive services designed to assist such individuals in locating and retaining
permanent housing shall not be deemed to be a unit occupied on a transient basis within the meaning
hereof.
"Residential Space" shall mean 41 to 75 (or such amount as permitted by applicable
zoning) residential units having no less than 600 square feet each of livable space.
(b) All capitalized words and terms herein which are not otherwise defined herein shall
have the same meanings ascribed to them in Section 42 of the Code or in Treasury Regulations
thereunder.
(c) The terms and phrases used in the Recitals of this Agreement have been included for
convenience of reference only, in the meaning, construction and interpretation of all such terms and
phrases shall be determined by reference to this Section 1. The titles and headings in this Agreement
have been inserted for convenience of reference only and shall be deemed to modify and restrict any
other provisions of this Agreement.
(d) Unless the context clearly requires otherwise, words of masculine, feminine or neuter
gender, as the ease may be, shall be construed as including the other genders, and words of the
singular number shall be construed to include the plural number, and vice versa. This Agreement
and all of the terms and provisions hereof shall be construed to effectuate the purposes set forth in
this Agreement and to sustain the validity hereof.
Section 2. Oualified Low-Income Housing Development.
The Agency and the Owner hereby declare their understanding and intent that, during the
Compliance Period, the Residential Space is to be owned, managed, and operated as a qualified low-
183
income housing development as such phrase is defined in Section 42(g) of the Code, To that end, the
Owner hereby represents, covenants and agrees as follows:
(a) That the Residential Space is being constructed for purposes of providing a qualified
low-income housing development, and the Owner shall own, manage and operate the Residential
Space as a qualified low-income housing development all in accordance with Section 42 of the
Code; and
(b) That all of the Residential Rental Units shall be similarly constructed and each such
unit shall contain complete facilities for living, sleeping, eating, cooking and sanitation for at least a
single individual or a family; provided, however, that a unit that contains sleeping accommodations
and kitchen and bathroom facilities and that is located in a building used exclusively to facilitate the
transition of homeless individuals to independent living and in which a governmental entity or a
qualified nonprofit organization provides such individuals with temporary housing and supportive
services designed to assist such individuals in locating and retaining permanent housing, shall not be
deemed to be a unit occupied on a transient basis within the meaning of this Section 2(h); and
(c) That, during the Compliance Period, none of the Residential Rental Units in the
Development shall at any time be utilized on a transient basis; except as provided in this Section
2(c), none of the Residential Rental Units in the Development shall ever be leased or rented for an
initial period of less than one hundred eighty (180) days; and neither the Residential Space nor any
portion thereof shall ever be used as a hotel, motel, dormitory, fraternity house, sorority house,
rooming house, hospital, sanitarium, nursing home, rest home, trailer court or trailer park. or health
club or recreational facility (other than recreational facilities that are available only to tenants and
their guests without charge for their use and that are customarily found in multi-family rental
housing developments); provided, however, that a single-room occupancy unit shall not be treated as
used on a transient basis merely because it is rented on a month-to-month basis; and provided,
further, that a unit that contains sleeping accommodations and kitchen and bathroom facilities and
that is located in a building used exclusively to facilitate the transition of homeless individuals to
independent living and in which a governmental entity or a qualified nonprofit organization provides
such individuals with temporary housing and supportive services designed to assist such individuals
in locating and retaining permanent housing shall not be deemed to be a unit occupied on a transient
basis within the meaning of this Section 2(c); and
(d) That, during the Compliance Period, the Residential Rental Units in the Development
shall be leased and rented, or made available for rental on a continuous basis, to members of the
general public; and the Owner shall not give preference in renting Residential Rental Units in the
Development to any particular class or group of persons, other than Low-Income Tenants as
provided in this Agreement; and
(e) That the Residential Space shall consist of and shall provide, at a minimum, the
features, amenities and programs described in Exhibit "B."
(0 That, during the Compliance Period, the Development shall not include a unit in a
building where all Residential Rental Units in such building are not also included in the
Development; and
(g) That, during the Compliance Period, the Owner shall not convert the Development to
condominium ownership; and
184
(h) That, during the Compliance Period, no part of the Development shall at any time be
owned or used by a cooperative housing corporation; and
(i) That, during the Extended Use Period, no unit in the Residential Space shall be
occupied by the Owner or a Related Person to the Owner at any time (x) unless such person resides
in a unit in a building or structure which contains at least five (5) Residential Rental Units, or (y)
except as provided in Section 42(i) (3) (E) of the Code; and
(j) That, during the Compliance Period, Owner shall not refuse to lease a unit to a holder
of a voucher or certificate of eligibility under Section 8 of the United States Housing Act of 1937
because of the status of the prospective tenant as such a holder.
(k) That the Owner shall not discriminate on the basis of age, race, creed, religion, color,
sex, marital status, family status, handicap, disability, sexual orientation or national origin in the
lease, use or occupancy of the Residential Space or in connection with the employment or
application for employment of persons for the operation and management of the Development;
provided, however, that nothing herein shall be deemed to preclude the Owner from discrimination
based on income in renting Residential Rental Units set aside for Low-Income Tenants in
compliance with the requirements of the Code; and
(1) That the Owner shall submit to the Agency all reports required to be submitted to the
Florida Housing Finance Corporation; and
(m) That, during the Compliance Period, the Owner shall comply with the following
commitments that were the basis of the Agency's award of the project to the Owner:
(i) 90% of the residential units shall be rented to families whose annual
household earnings are at or less than 60% of the Area Median Income as established by United
States Department of Housing and Urban Development ("I11ID") for Miami-Dade County and as
adjusted for the size of the tenant's family (hereinafter referred to as "AM I"), and 10% of the
residential units shall be rented to families whose annual household earnings are at or less than 33%
of the AMI. In addition, the Property shall not be sold or resold by the Owner over the next 50 years
without the buyer's written assumption of the affordability and use restrictions set forth herein. The
assumption document shall be in a form and substance reasonably satisfactory to the AGENCY or
the City of South Miami.
(ii) For purposes of complying with the requirements set forth in Section 2(m) (1)
above, if the income of an individual or family resident in a Residential Rental Unit did not exceed
the applicable income limit (adjusted for family size) at the commencement of such resident's
occupancy, the income of such individual or family shall be treated as continuing to not exceed the
applicable income limit as long as such Residential Rental Unit remains a Rent-Restricted Unit. The
preceding sentence shall cease to apply to any individual or family whose income, as of the most
recent determination, exceeds one-hundred-forty percent (140%) of the applicable income limit
(adjusted for family size), if after such determination, but before the next income determination, any
Residential Rental Unit of comparable or smaller size in the building is occupied by a new
individual or family resident whose income exceeds the applicable income limit (adjusted for family
size) for Low-Income Tenants.
185
(iii) The Owner shall obtain from each Low-Income Tenant and maintain on file
an Income Certification pursuant to the requirements and procedures required by the Florida
Housing Finance Corporation in connection with any low income housing tax credit financing. The
Owner shall also obtain, at least annually thereafter, and maintain on file an Income Certification
from each Low-Income Tenant (and from each tenant whose income is treated as continuing not to
exceed the applicable income limit as provided in Section 2(m)(i) above) to determine whether the
then current income of such tenants (or such tenants whose income is treated as continuing not to
exceed the applicable income limit as provided in Section 2(m)(i) above) residing in the
Development exceed the applicable income limits, adjusted for family size. In addition, the Owner
shall require each Low-Income Tenant (or tenant whose income is treated as continuing not to
exceed the applicable income limit as provided in Section 2(m)(i) above) to notify the Owner of any
material change of information in his, her or their, as the case may be, most recent Income
Certification.
(iv) The Owner shall maintain complete and accurate records pertaining to the
Residential Rental Units occupied by and rented to (or held available for rental to) Low-Income
Tenants for at least six (6) years following the indicated date of each such record and shall permit
any duly authorized representative of the Agency to inspect the books and records of the Owner
pertaining to the Income Certifications and income substantiation materials of Low-Income Tenants
(and such tenants whose income is treated as continuing not to exceed the applicable income limit as
provided in Section 2(m)(i) above) residing in the Development upon reasonable notice and at
reasonable times.
(v) The Owner shall immediately notify the Agency if at any time the Residential
Rental Units in the Development are not occupied or available for occupancy as provided in Section
2(m) (i) above.
(n) The Residential Space shall be LEED certified (or the equivalent thereof).
(o) That, during the Compliance Period, the Owner shall maintain fire, windstorm and
general hazard insurance consistent with local industry standards for similar properties. Subject to
the provisions of applicable loan documents evidencing a loan secured by the Development, casualty
insurance proceeds shall be used to repair the damage done by the insured event to the condition
existing immediately prior to such event.
Section 3. Commercial Space.
(a) Owner shall divide the Commercial Space into four (4) separate units to be leased to
four (4) separate and distinct lessees.
(b) The rent (on a triple net basis) shall be $12.00 per square foot, which amount shall be
adjusted upward based on the yearly change in the CPI applicable to the City of South Miami
provided it is approved by the Agency or is successor or assignee. The rental rate may be adjusted
upward or downward by approval of the Agency, or its successor, by resolution after request from
the Owner.
(c) The Commercial Space shall be LEED certified (or the equivalent thereof).
Section 4. Sale, Lease or Transfer of the Development or any Building.
186
The Owner shall not enter into a sale, lease, exchange, assignment, conveyance, transfer or
other disposition (collectively, a "Disposition") of the Development until the Property is fully
improved as contemplated by this Agreement, other than to the specific entities authorized by this
Agreement, such as tenants, and unless the succeeding owner agrees to and assumes the covenants
hereof by an instrument recorded concurrent with the Disposition and notice of such Disposition is
given to the Agency prior thereto. It is hereby expressly stipulated and agreed that any Disposition
of the Development or of any building in the Development by the Owner in violation of this Section
4 shall be null, void and without effect, shall cause a reversion of title to the transferor Owner, and
shall be ineffective to relieve the Owner of its obligations under this Agreement. The Owner shall
include, verbatim or by incorporation by reference, all requirements and restrictions contained in
this Agreement in any deed or other documents transferring any interest in the Development or in
any building in the Development to any other person or entity. If the Owner has received a written
notice of default hereunder from Agency, and such default has not been materially cured, then
Owner shall not be entitled to refinance any existing mortgage debt without the prior consent of
Agency, which consent shall not be unreasonably withheld provided the debt does not exceed the
amount of the initial indebtedness but excluding any debt that is accruing on a residual receipt loan.
The restrictions contained above shall not be applicable to any of the following: (1) any
transfer pursuant to or in lieu of a foreclosure or any exercise of remedies (including, without
limitation, foreclosure) under any mortgage on the Development; provided, however, that neither the
Owner nor any Related Person to the Owner shall acquire any interest in the Development during
the remainder of the Compliance Period; (2) any sale, transfer, assignment, encumbrance or addition
of partnership interests in the Owner; (3) grants of utility-related easements and governmental
easements, shown on the title policy approved by the Agency and any other easement and use
agreements which may be consented to by the Agency and service-related leases or easements, such
as laundry service leases or television cable easements, over portions of the Development; provided,
however, the same are granted in the ordinary course of business in connection with the operation of
the Development as contemplated by this Agreement; (4) leases of apartment units to tenants,
including Low-Income Tenants, in accordance with this Agreement; (5) any sale or conveyance to a
condemning governmental authority as a direct result of a condemnation or a governmental taking or
a threat thereof; (6) the placing of a subordinate mortgage lien, assignment of leases and rents or
security interests on or pertaining to the Development if made expressly subject and subordinate to
this Agreement; or (7) any change in allocations or preferred return of capital, depreciation or losses
or any final adjustment in capital accounts (all of which may be freely transferred or adjusted by
Owner pursuant to Owner's partnership agreement).
Section 5. Development within Agency's Jurisdiction. The Owner hereby represents and
warrants that each building in the Development shall be located entirely within the limits of the
County at location described in Exhibit A.
Section 6. Term of this Agreement.
(a) This Agreement shall become effective upon the date each of the Owner and the
Agency executes this Agreement, and shall remain in full force and effect until the expiration of the
Compliance Period or as otherwise provided in this Section 6. Upon the termination of this
Agreement, upon request of any party hereto, the Agency and the Owner or any successor party
hereto shall execute a recordable document prepared by the Agency or its Counsel further
evidencing such termination.
187
(h) The restrictions contained in Section 2 and Section 3 of this Agreement regarding the
use and operation of the Development and of each building in the Development shall automatically
terminate temporarily pending repair or reconstruction in the event of involuntary noncompliance
caused by fire, or permanently due to: (i) a change in a federal law or an action of a federal authority
after the date hereof prevents compliance with the covenants expressed herein but only to the extent
necessary to comply with federal law or action of a federal authority (as determined by the Agency
upon the advice of Counsel); (ii) condemnation or an event similar to a condemnation; or (iii)
foreclosure or transfer of title by deed in lieu of foreclosure to an entity other than the Owner or a
Related Person of the Owner. In such event, upon the request and at the expense of the Owner, the
parties hereto shall execute an appropriate document in recordable form prepared by the Agency or
its Counsel to evidence such termination, if any. This Section 6(b) shall not apply (and the
restrictions contained in Sections 2 and 3 shall thereafter apply) to the Development in the event
that, subsequent to any involuntary noncompliance as described in this Section 6(b) but prior to the
expiration of the Compliance Period, (x) a Related Person to the Owner obtains an ownership
interest in the Development for tax purposes, or (y) the Secretary of the Treasury, or a court of
competent jurisdiction determines that such an event that attempts to or does cause a transfer of title
is part of an arrangement to terminate this Agreement.
(c) Notwithstanding the termination of the restrictions contained in Section 2 and Section
3, if allowed, prior to the expiration of the Compliance Period, the Owner (including any successor
or assignee of the Owner) shall not, prior to the end of the three (3) year period following such
termination: (i) evict or terminate the tenancy of any existing tenant (including any tenant whose
income is treated as continuing not to exceed the applicable income limit as provided in Section 3(a)
above) of any Low-Income Unit, other than for good cause, or (ii) increase the Gross Rent with
respect to such Low-Income Units in excess of the amounts allowable as Rent-Restricted Units.
(d) Notwithstanding any other provisions of this Agreement, this entire Agreement, or
any of the provisions or sections hereof, may be terminated upon agreement by the Agency and the
Owner.
Section 7. Indemnification,
The Owner hereby covenants and agrees to indemnify and hold the Agency, and their
respective members, directors, officers, employees, attorneys, agents and representatives (any or all
of the foregoing collectively referred to as the "Indemnified Persons") harmless from and against
any and all losses, damages, judgments (including specifically punitive damage awards), arbitration
awards, amounts paid in settlements, costs and expenses and liabilities of whatsoever nature or kind
(including, but not limited to, reasonable attorneys' fees, whether or not suit is brought and whether
incurred in connection with settlement negotiations, investigations of claims, at trial, on appeal, in
bankruptcy or other creditors' proceedings or otherwise, expert witness fees and expenses and court
costs) directly or indirectly resulting from, arising out of or in connection with any act or omission
to act by the Owner or any of its partners, directors, officers, employees, attorneys or agents or other
persons under direct contract to the Owner or acting on its behalf, resulting from, arising out of or
relating to the interpretation or enforcement of any provision of this Agreement (including but not
limited to any action by any tenant to enforce the provisions hereof) or the design, construction,
installation, operation, use, occupancy, maintenance or ownership of the Development.
188
Each indemnified Person will promptly, and after notice to such Indemnified Person (notice
to the Indemnified Persons being serviced with respect to the filing of an illegal action, receipt of
any claim in writing or similar form of actual notice) of any claim as to which he asserts a right to
indemnification, notify the Owner of such claim. Each Indemnified Person will provide notice to the
Owner promptly, but in no event later than fifteen (15) days following its receipt of a tiling relating
to a legal action or thirty (30) days following his receipt of any such other claim.
If any claim for indemnification by one or more Indemnified Persons arises out of a claim for
monetary damages by a person other than the Indemnified Persons, the Owner shall undertake to
conduct any proceedings or negotiations in connection therewith which are necessary to defend the
Indemnified Persons and shall take all such steps or proceedings as the Owner in good faith deems
necessary to settle or defeat any such claims, and to employ counsel to contest any such claims;
provided, however, that the Owner shall reasonably consider the advice of the Indemnified Persons
as to the defense of such claims, and the Indemnified Persons shall have the right to participate, at
their own expense, in such defense, but control of such litigation and settlement shall remain with
the Owner. The Indemnified Persons shall provide all reasonable cooperation in connection with any
such defense by the Owner. Counsel (except as provided above) and auditor fees, filing fees and
court fees of all proceedings, contests or lawsuits with respect to any such claim or asserted liability
shall be borne by the Owner. If any such claim is made hereunder and the Owner does not undertake
the defense thereof, the Indemnified Persons shall be entitled to control such litigation and
settlement and shall be entitled to indemnity for all costs and expenses incurred in connection
therewith pursuant to the terms of this Section 7. To the extent that the Owner undertakes the
defense of such claim, the Indemnified Persons shall be entitled to indemnity hereunder only to the
extent that such defense is unsuccessful as determined by a final judgment of a court of competent
jurisdiction, or by written acknowledgment of the parties. The Owner reserves the right to appeal
any judgment rendered.
Section 8. Reliance.
In performing their duties and obligations hereunder, the Agency may rely upon statements
and certificates of the Owner and Low-Income Tenants believed in good faith to be genuine and to
have been executed by the proper person or persons, and upon audits of the books and records of the
Owner pertaining to occupancy of the Development. No interlineations or manual alteration to the
typed version of this Agreement shalt be permitted unless initialed by all parties to the Agreement.
In addition, the Agency may consult with counsel, and the opinion of such counsel shall be full and
complete authorization and protection with respect to any action taken or suffered by the Agency
hereunder in good faith and in conformity with the opinion of such counsel. The Owner shall
reimburse the Agency for reasonable attorneys' fees and expenses incurred in obtaining the opinion
of such counsel. In performing its duties and obligations hereunder, the Owner may rely upon
certificates of Low-Income Tenants reasonably believed to be genuine and to have been executed by
the proper person or persons.
Section 9. Enforcement by_the Agency and by Tenants.
If the Owner defaults in the performance of its obligations under this Agreement or breaches
any covenant, agreement or warranty of the Owner set forth in this Agreement, and if such default or
breach remains uncured for a period of sixty (60) days (or ninety (90) days for any default not
caused by a violation of Section 2 or 3 hereof) after written notice thereof shall have been given by
the Agency to the Owner (or for an extended period approved in writing by Agency Counsel (x) if
189
such default or breach stated in such notice can be corrected, but not within such sixty (60) day (or
ninety (90) day) period, and (y) if the Owner commences such correction within such sixty (60) day
(or ninety (90) day) period and thereafter diligently pursues the same to completion within such
extended period), then the Agency may terminate all rights of the Owner under this Agreement, and
the Agency may take whatever other action at law or in equity or otherwise, whether for specific
performance of any covenant in this Agreement or such other remedy as may be deemed most
effectual by the Agency to enforce the obligations of the Owner under this Agreement.
Notwithstanding any of the foregoing, the Agency shall have the right to seek specific
performance of any of the covenants, agreements and requirements of this Agreement concerning
the construction and operation of the Development and any person who satisfies the income
limitations applicable to Low-Income Tenants hereunder (whether prospective, present or former
occupants of any Residential Rental Unit in any building included in the Development, including
any tenant whose income is treated as continuing not to exceed the applicable income limit as
provided in Section 3(a) above) shall separately have the right to seek specific performance and
otherwise enforce the requirements of Section 2 or 3 with respect to such building that is part of the
Development.
The Owner must obtain the Agency's approval of the management company selected to
manage the Development. The Agency must be advised of any change in the Owner's selection of a
management company, and the company must be approved by the Agency prior to the firm
assuming responsibility for the Development.
Managing Agent's being given thirty (30) days written notice of a violation and such right
shall he expressly acknowledged in any contract between the Owner and any Manager or Managing
Agent.
Section 10. Recording and Filing; Covenants to Run with the Land.
(a) Upon execution and delivery by the parties hereto, the Owner shall cause this
Agreement and all amendments and supplements hereto to be recorded and filed in the official
public records of the County in such manner and in such other places as the Agency may reasonably
request and shall pay all fees and charges incurred in connection therewith.
(b) This Agreement and the covenants herein shall run with the land and shall bind, and
the benefits shall inure to the Owner and the Agency and their respective successors and assigns
during the term of this Agreement.
(e) Upon reasonable notice, if there has been no event of default under this Agreement, the
Agency shall furnish to the Owner a statement in writing certifying that the Agreement is not in
default.
Section 11. Amendments.
This Agreement constitutes the entire agreement of the parties and supersedes any prior
agreements, understandings, representation or negotiation, written or oral. This Agreement may not
be modified or amended except in writing, signed by both parties hereto. This Agreement shall be
binding upon and inure to the benefit of the Agency, the Owner and to their respective heirs,
successors and assigns.
190
Section 12. Governing Law nd Venue.
This Agreement shall be governed by and construed in accordance with the laws of the State
of Florida and venue shall be in a court of competent jurisdiction located in Miami-Dade County,
Florida.
Section 13. Notice.
Any notice required to be given hereunder shall be given by personal delivery, by registered
Or certified U.S. Mail or by expedited delivery service at the address as specified below or at such
other addresses as may be specified by notice to the other parties hereto, and any such notice shall
be deemed received on the date of delivery, if by personal delivery or expedited delivery service, or
upon actual receipt if sent by registered or certified U.S. Mail:
If to the Agency:
If to the Owner:
With a copy to:
To Director, Stephen David
South Miami Community Redevelopment Agency
6130 Sunset. Drive, Miami FL 33143
Fax: 305-668-7356
Email: SDavid@southmiami.fl.gov
Oscar Sol
347 N. New River Drive E
Suite 2705
Ft. Lauderdale, FL 33301
Attn: Oscar Sol
Fax:
Phone: 305-898-2188
Email: Osol@greenmillsgroup.com
i3road and Cassel
390 N. Orange Ave., Suite 1400
Orlando, FL 32801
Attn: Randal M. Alligood, PA.
Telephone: (407) 839-4202
Facsimile: (407) 650-0914
Email: ralligood@broadandcassel.com
Section 14. Severability.
If any provision of this Agreement shall be held by any court of competent jurisdiction to be
invalid, illegal or unenforceable, such provision shall be deemed omitted from this Agreement and
the validity, legality and enforceability of the remaining, portions of this Agreement shall remain in
full force and effect, but such holding shall not affect the validity, legality or enforceability of such
provision under other, dissimilar facts or circumstances.
Section 15. Multiple Counterparts.
191
This Agreement may be executed in multiple counterparts, all of which shall constitute one
and the same instrument and each of which shall be deemed to be an original.
Section 16. Bindintt Effect.
This Agreement shall be binding upon and inure to the benefit of each of the parties and their
successors and assigns, but this provision shall not be construed to permit assignment by the Owner
without the written consent of the Agency.
Section 17. Non-Waiver.
Agency and Owner agree that no failure to exercise and no delay in exercising any right, power
or privilege under this Agreement on the part of either party shall operate as a waiver of any
right, power, or privilege under this Agreement. No waiver of this Agreement, in whole or part,
including the provisions of this paragraph, may be implied by any act or omission and will only
be valid and enforceable if in writing and duly executed by each of the parties to this agreement.
Any waiver of any term, condition or provision of this Agreement will not constitute a waiver of
any other term, condition or provision hereof, nor will a waiver of any breach of any term,
condition or provision constitute a waiver of any subsequent or succeeding breach.
Section 18. Rules of Interpretation. Throughout this Agreement the male pronoun may be
substituted for female and neuter and the singular words substituted for plural and plural words
substituted for singular wherever applicable.
Section 19. Cumulative Remedies. The duties and obligations imposed by this Agreement and
the rights and remedies available hereunder, and, in particular but without limitation, the
warranties, guarantees and obligations imposed upon Owner by this Agreement and the rights
and remedies available to the Agency hereunder, shall be in addition to, and shall not be
construed in any way as a limitation of, any rights and remedies available by law, by special
guarantee or by other provisions of this Agreement. In order to entitle any party to exercise any
remedy reserved to it in this Agreement, or existing in law or in equity, it shall not be necessary
to give notice, other than such notice as maybe herein expressly required.
Section 20. Waiver of Jury Trial: Agency and Owner knowingly, irrevocably voluntarily and
intentionally waive any right either may have to a trial by jury in State or Federal Court
proceedings in respect to any action, proceeding, lawsuit or counterclaim arising out of this
Agreement.
[insert signature blocks]
192
IN WITNESS WHEREOF, each of the parties has executed this Agreement on the dates set
forth below.
AGENCY:
SOUTH MIAMI COMMUNITY REDEVELOPMENT
AGENCY
By:
Print Name:
Title:
Date:
OWNER:
By:
Print Name:
Title:
Date:
193
RESOLUTION NO. CRA 37-01-86
A RESOLUTION OF THE CHAIRPERSON AND MEMBERS OF THE SOUTH
MIAMI COMMUNITY REDEVELOPMENT AGENCY (SMCRA) ADOPTING
THE "SOUTH MIAMI COMMUNITY REDEVELOPMENT AREA MULTI-
FAMILY HOUSING STUDY" IN CONCEPT.
WHEREAS, the South Miami Community Redevelopment Agency desired to create a
master plan in order to best serve its duty to provide high-quality multi-family housing; and
WHEREAS, the Corradino Group worked with citizens, developers and City, County and
SMCRA staff to create such a plan.
NOW, THEREFORE, BE IT RESOLVED BY THE CHAIRPERSON AND MEMBERS
OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY:
Section 1. That the "South Miami Community Redevelopment Area Multi-Family
Housing Study" is hereby adopted in concept.
Section 2 . This resolution shall take effect immediately upon approval.
. PASSED AND ADOPTED this 3RD day of December, 2001.
APPROVED:
~~~, C~
READ AND APPROVED AS TO FORM:
GENERAL CO SEL
BOARD VOTE:
CHAIR ROBAINA:
VICE CHAIR FELID:
MEMBER BETHEL:
MEMBER BffiTS-COOPER:
MEMBER RUSSELL:
MEMBER WISCOMBE:
6-0
YEA
YEA
YEA
YEA
YEA
YEA
194
To:
2001
INTER-OFFICE MEMORANDUM
Honorable Chair and
SMCRABoard
.'
Date: November 29,2001
. ,(.
From: Gregory J. Oravec
SMCRA Director •
-I ."
. i·
"I".-Subject: Meeting 12/03/01-10
Multi-Family Housing Study \(t
. ' ..... -
A RESOLUTION OF THE CHAIRPERSON AND MEMBERS OF THE SOUTH
MIAMI COMMUNITY REDEVELOPMENT AGENCY (SMCRA) ADOPTING
THE "SOUTH MIAMI COMMUNITY REDEVELOPMENT AREA MUL TI-
FAMILY HOUSING STUDY" IN CONCEPT.
BACKGROUND & ANALYSIS
One of th~ SMCRA.· s most important commitments is to the provision of high qunlit~; affordable
mu;ti ·[an-lily hr)Using. This commitment is evidenced by the SMCRA. Plan; wrich calls for
rehabilitation and construction of new multifamily units, and the Interlocal Agreement, which
mandates the creation of new multifamily housing units. Unfortunately, current land use
categories and zoning classifications severely restrict the Agency's ability to maintain this
commitment.
As a result, the Agency hired the Corradino Group to:
•.. assist it in fully achieving its housing goals .•. lby) conduct[ingJ a housing study which evaluates
existing land use and zoning regulations, existing conditions and the needs of the community in
order to recommend appropriate amendments to existing regulations and to visually represent
those recommendations.
Since June, the Corradino Group has been working with citizens, developers and City, County
and SMCRA staff to fulfill this objective. The attached draft plan shows that the stakeholders,
working together as a team, have succeeded in meeting and exceeding the objective. The plan
exhibits attractive, "do-able" designs, supported by realistic pro-formas, which would transform
blight to a beautiful sight.
The Study is still in draft form, and your comments would be greatly appreciated. The attached
resolution only serves to adopt the Study "in concept," allowing staff to use it as the basis to
propose code changes and pursue funding sources.
RECOMMENDATION
Your approval is recommended.
195
South Miami
Community Redevelopment Area
Multifamily Housing Study
November 2001
I
Prepared for
The City of South Miami
and
South Miami Community
Redevelopment Agency
Prepared by
The Corradino Group
In Association with
Christopher J. Brown
Yoel Camayd
l
Draft for Review
196
Introduction
The South Miami Community
Redevelopment Agency (SMCRA) was
created to enhance the quality of life in the
189 acre redevelopment area. As part of
this mission, the SMCRA has committed to
improving and upgrading the existing housing
and increasing the opportunities for affordable
multi-family housing units, and therefore
enhancing the overall quality of life in South
Miami. This report provides an analysis of
infill housing and retail opportunities within
the redevelopment area and recommends
strategies to revitalize the district. Created
in part with the staff and the City's consultant,
the Corradino Group, this report is organized
into five sections that follow the process of
the project:
The Existing Conditions section explains
the initial analysis that occurred at the
beginning of the project. Once these ideas
were established, the consultant was able
to ask for public input, which is summarized
in the Workshop Summary section.
Workshop participants used examples of
housing types to create a vision for their
neighborhood, which is summarized under
Housing Types: precedents and
prototypes. The culmination of these efforts
is found in the Recommendations section.
The Final Summary section summarizes
the new housing distribution, recommends
zoning changes, and provides a list of
definitions used in the financial analysis.
Existing Conditions
The SMCRA staff worked with the consulting
firm, The Corradino Group, to prepare this
study. Initially, the SMCRA staff and
consultants conducted site visits to prepare
a preliminary list of potential redevelopment
sites. These sites were either vacant, blighted
or represented an inefficient use of land.
They signified an opportunity to improve
existing uses, increase affordable and high
quality multi-family housing, and enhance
the quality of life in the neighborhood.
A preliminary existing conditions analysis
map using the City's geographic information
system data, further helped in selecting
potential sites. It illustrated the predominance
of churches along 59th Place (or Church
Street) as well as the location of existing
multi-family housing. It also showed the
neighborhood's close proximity to the
Metrorail and the two neighborhood parks.
Finally, the diagram illustrated activity nodes
and important streets. From this, the staff
and consultants were able to select eleven
sites to present at a public workshop.
existing conditions issues
SMCRA EXISTING BOUNDARY
MULTI·FAMILY HOUSING
METRORAIL
PARKS
TI CHURCHES
ACTIVITY NODES AND CONNECTIONS
INDUSTRIAL ZONE
197
Workshop
On August 23,2001, a separate meeting
was held for residents of the public
housing complex to introduce several
ideas for improving the appearance and
function of their homes. On August
25,2001, the public was invited to
comment on a list of eleven sites for intill
housing and retail opportunities. The
following images are ideas from the
second workshop as well as the eleven
sites.
Group Drawing of Church Street Area
Group Drawing of Public Housing
Group Drawing of Parcels 7, 10, & 11
Group Drawing of Parcel 10
7 -----8
9 10 ---------
198
Historical Precedents
Workshop participants selected housing
forms based on a series of housing
examples presented during the first half
of the workshop. The more preferred
forms were used to develop detailed site
plan recommendations and are referred
to as housing precedents and prototypes.
rownouse
charleston house
bungalow
duplex
apartment
townhouse
199
Sample Housing Prototypes
The prototypes are based on these
precedents and have been drawn
according to the parameters of South
Miami's zoning code. There are six
prototypes or templates, that correspond
to the recommended site plans following
this section.
rowhouse
I
i--~·~-._';·
bungalow -. --
fr=:;JiI) . =:il ~~. -j
~~ : !
duplex
,
:11==.=91, _______ J
mixed-use
charleston house
townhouse
'-I ., .. ".~"".==--= . .,"-
. ,-.: .. -
. -----....... -~---...
~. ,.
, ,
, " 1=> ~:
~I
~ .. ' -.-··1 ' -= . -"
~-==-~ >.
'\"' .... ; ...... -:.:.
" ..
200
Recommendations
During the workshop, participants
ranked sites in order of priority.
1. South Miami Gardens
2. Hardee Courts
3. Madison Square West
4. Madison Square East
5. Terrace Crossing
6. Central Place
7. Hardee Gateway
The following section describes each
of these sites and illustrates the vision
for an improved neighbor,hood. In this
vision, Church Street functions as a
prominent avenue with retail & multi-
story buildings to rejuvenate the street
Recommendations maximize available
land to increase the total number of new
housing units. Solutions value the
pedestrian and efficient design and
include a mix of uses. Additionally,
housing recommendations have been
financially structured to be affordable.
The cost of land, size of units, and
construction costs are all structured to
enable the vision's success.
Implementation is the goal.
aerial of existin
CD Hardee Courts
(]) Hardee Gateway
(!) Madison Square East
CD Madison Square West ----
® Terrace Crossing
CD South Miami Gardens ---
® Central Place
201
~ ~
~j
.~
~1 -.," :.,
":;:! :.J
~!
N
• --• • -• -----'~'J 0"," -"\~1 ---.. :IIi' I .1 1:l~ 7~~ ---• • • • ~~ ~~ •• I II ~.\o !.~ l
SW63RD ST. • rtr ~~~F ~ ~ -• • ',a • I .... II • I .~. '".\i:l ~ ~: ~.d ~ • ... ~ • I ;~r .~ :'~ g;~ .;.ro:-'l I • .. :':""'i-"I :,0";' ..;'!!,;'j ~.c :y:; !"J ':;.~'3 ". :~
-...
I .. • • I .. • -... ,. • .. • • • I • II!II • • • • r • I .. .. • • • • ... • .. II·
(J) ... ..
(J) • I • , (J) • ,(J) '111 ~ I (J) -~ (J) ~ ~ .~ ~ ~ II
II -
a> --.. • • • '" • .. 0 II '" C1l '" ex> (J) -I • (C .. (C ex> -I -I • -I :r: -I :r: • -I • .. :r: ('") ~ -• :r: • :r: ~ -I • -.('") ~ • -0 • • • !l1 • • ('") -I .m • ,-!l1 E_ -• • ... I • ;;0 I -• ~ -('") II • • • • • :r:
II ,. ....... •
. ell , ", I, . . _ ~. 1i.1i ",_ Park
• 1-
~ --SW 70TH ST. --= =----.... '-~E3~
.-=-1 •
•
study area / selected development sites
• • C1l -..a
-I .. :r: r
-0 .. ,-• .. II • •
-
.!1
• • • , .. • • .. •
I
202
1. South Miami Gardens
The public housing site is the most
important redevelopment site in the South
Miami Community Redevelopment Area
.South Miami Gardens is under the
authority of the County, though the City's
input and support is considered an
important asset by the County. The City
feels it is important to include South
Miami Gardens in the redevelopment
initiative because it is a core piece of the
SMCRA. It is the geographical center of
the neighborhood, but its size alone
makes it a key component of the
redevelopment effort. Its redevelopment
has the potential to ripple through the
entire SMCRA.
existi ng vi ews
7 _______ _
existing views
----------._------------------
203
The SMCRA staff and consultants met
with County housing staff on several
occasions to discuss options for the site's
redevelopment. Of critical importance
was obtaining community and residential
support for any recommended changes.
All residents should have the opportunity
to return to the improved South Miami
Gardens. In addition, by local law, all
residents must be given a place to live.
rehabilitation scenario
financial analy~is
There are three scenarios for South
Miami Gardens: new construction at 18
or 24 units per acre or complete
rehabilitation with no demolition. The
new construction scenarios would use
similar configurations, but differ in unit
size. Units would include two to four
bedroom apartments all with two baths
averaging 900 to 1300 square feet, and
three bedroom townhouse with two to
two and a half baths at 1250 to 1400
square feet. The less dense version
would feature large units and the more
dense version would use smaller units.
The rehabilitation scenarios would involve
redesigning the parking lots and
improving the building facades, as well
as extensive interior renovation induding
alc and appliances, rlumbing, anr
cosmetic improvements.
rehabilitation scenario
plan view
I
\
\
--'
'~' ~---
,---------: ' --'-: ~ ------_.---------------
• \ \ ~\
8
204
recommended option
New construction at 24 units per acre
would create the greatest number of new
units and would enable· a 30% low
income and 70% marKet tenant mix. This
is the ideal ratio for balancing mixed
income housing because it dilutes
concentrations of low~ncome households
for a more diverse community. This
option would also allow for owners and
renters to further diversify the population.
The layout of the scenario is equally as
compelling. It reconfigure~ buildings to
face the street and breaks the super
block into smaller blocks to seamlessly
blend into the adjacent neighborhood
blocks. In this scenario South Miami
Gardens becomes indistinguishable from
other homes.
perspectives
-...
recommended scenario financial analysis
plan view
205
sw 68th street ---._--
sw 67th street
less dense scenario financial analysis
Lower Density Alternative /18 units per acre:
Land Use Information
Site Area: 300,000 sq. ft.
Lot Description: na
2000 Assessed Value: $3,831,195
Estimated Acquisition: na
Estimated Market Value: $1,050,000
Value per Lot: na
Value per sq. ft.: $3.50
Total Dwelling Units: 126
Total Retail Units: 4
FAR: .49
Housing Information
Housing Typology: Apts.fTwnhs.
Average Sales Value: $99,488
Land Cost Ratio: 8.4%
Unit Land Cost: $8,333
Average Unit Size: 1,137
Avg. Sales Value PSF: $87.54
Construction PSF: $55.00
Garage: surface
Project Density: 18.0 units per acre No. Stories: Two and Three
yes Parking Ratio Res.: 1.75 spaces per unit Alley:
Parking Ratio Comm.: 1 space per 250 sf; 14 spaces
Unit No.
Condo/Apts.
A
B
C
Subtotal
Townhouses
0
E
F
Subtotal
Total
Retail
,...~.-. 1,-.-.'---.--"'.' . 1::: I
."' _.
No. Units
38
48
10
96
10
16
4
30
126
4
Residential Program
Size (sf)
950
1,100
1,300
1,061
1,250
1,400
1,600
• ~7r-I ...... ..;
1,136
Bed/Bath
212
3/2
4/2
3/2
3/2 1/2
3/21'2
Commercial Program
900
Price
$87,100
$97,910
$108,900
$94,776
$105,100
$116,500
$130,500
$115,567
$ 99,488
$81,000
PPSF
$91.68
$89.01
$83.77
$89.29
$84.08
83.21
$81.56
$83.22
$87.54
$90.00
206
2. Hardee Courts
SW 64th Street between SW 59th Place
and SW 59th Avenue
Hardee Court is second priority for
redevelopment after South Miami
Gardens. Hardee Courts has the
opportunity to be a jewel at the
intEtrsection of SW 64 1h Street and 591~
Place. The concept was to build an
attractive multi-family housing complex
that enhanced the quality of life for
residents living within the complex and
was attractive to residents outside of
the complex.
The solution was twelve, two-story,
courtyard rowhouses each with two
parking spaces and small rear yards.
The units range from two to three
bedrooms each with two baths and vary
in size from 950 to 1350 square feet.
Units front the street with parking in the
rear to match the higher density
commercial and multi-family townhouses
across the street.
aerial view
plan view
... ~: -~". -=-"--------~
perspective view
financial analysis
Land Use Information
Site Area: 32,392 sq. ft
Lot Description: 5 @ 60' x 105'
2000 Assessed Value: $197,754
Estimated Acquisition: $300,000
Estimated Market Value: $75,000
Value per Lot: $15,000
Value per sq. ft.: $2.32
FAR: .46
Total Dwelling Units: 12
Total Retail Units: 0
Project Density: 16.2 units per acre
Parking Ratio: 2 spaces per unit
Housing Information
Housing Typology: Townhouse
Avg. Market Sales Value: $104,500
Land Cost Ratio: 6.0%
Market Unit Land Cost: $6,250
Average Unit Size: 1,250 sq. ft.
Average Sales Value PSF: $83.60
Construction PSF:
No. Stories:
Garage:
Alley:
$50.00
one and two
no
no
Residential Program
Unit No. No. Units Size (sf) Bed/Bath Price PPSF
A 2 950 2/2 $83,000 $87.37
B 2 1,150 3/2 $96,000 $83.48
C 8 11350 3/2 $112 :..QO_Q._ $82.96
Total 12 1,250 $il5.;"; ; ~83.60
207
Madison Square West was ranked third
for redevelopment. This site has the
potential to invigorate the neighborhood
in conjunction with all the other planned
improvements on Church Street.
The strategy for Madison Square West
includes twelve townhouses and eight
apartments each with parking spaces.
In addition, the site will have four units
of retail fronting Church Street. The
townhouse are all three bedrooms two
and half baths ranging in size from 1250
to 1350 square feet. The apartments
are all three bedroom two baths at 1100
square feet. This configuration will
establish Church Street as a mid to high
density street with affordable, attractive
housing and supporting retail.
aerial view
. -f.'.:
I ,
\ ~i-:-:. :x ____ ~ __ ..L-'----'
perspective view
financial analysis
Land Use Information
Site Area: 60,000 sq. ft
Lot Description: 10 @ 50' x 120'
2000 Assessed Value: $344,455
Estimated Acquisition: $500,000
Estimated Market Value: $200,000
Value per Lot: $20,000
Value per sq. ft.: $3.33
Total Dwelling Units: 20
Total Retail Units: 6
FAR: .47
Project Density: 14.6 units per acre
Housing Information
Housing Typology: Apts.fTownhouses
Average Res. Sales Value: $109,837
Land Cost Ratio: 7.0%
Market Unit Land Cost: $7,692
Average Unit Size: 1,220
Average Sales Value PSF: $90.03
Construction PSF: $55.00
No. Stories: Two to Three
Parking:
Parking Ratio Res.: 1.5 spaces per unit Alley:
surface
yes
Parking Ratio Comm.: 16 spaces
Residential Program
Unit No . No. Units Size (sf) Bed/Bath Price PPSF
Townhouses
A 6 1,250 3/2 1/2 $112,110 $89.69
B 6 1,350 3/2 1/2 $118,110 $87.49
Apartments
C 8 1.100 ')1'"1
.... I_~ ~101,925 $92.66
Total 20 1,220 $109,837 $90.03
Commercial Program
Retail 6 600 ~ $54,000 $90.00
208
Madison Square East is the fourth priority
for redevelopment. Strategies for
improving this site are similar to those
for Madison Square West including retail
fronting Church Street and townhouses.
Because of Madison Square East's
smaller size, it will accommodate fewer
housing units, but will function as part of
the larger development across the street.
Recommendations include five 900 square
foot apartments and seven 1200 square
foot apartments each with two parking
spaces. There is also space for three
units of retail with sufficient parking. The
buildings will be between two and three
stories high to match the developments
across the street and create texture and
diversity in the building facades.
perspective view
financial analysis
Land Use Information
Site Area: 22,000 sq. ft
Lot Description: 4 @ 50' x 110'
2000 Assessed Value: $107,549
Estimated Acquisition: $200,000
Estimated Market Value: $80,000
Value per Lot: $20,000
Value per sq. ft.: $3.63
Total Dwelling Units: 12
Total Retail Units: 3
FAR: .67
Housing Information
Housing Typology: Apartments
Average Sales Value: $97,958
Land Cost Ratio: 5.4%
Unit Land Cost: $5,333
Average Unit Size: 1,075
Avg. Sales Value PSF: $73.26
Construction PSF: $50.00
Parking: surface
Project Density: 23.5 units per acre No. Stories: two and three
no Parking Ratio: 1.75 spaces per unit Alley:
Parking Ratio Comm.: 1 space per 200 sf; 9 space
Residential Program
Unit No. No. Units Size (sf) Bed/Bath Price PPSF
Apartments
A 5 900 2/2 S84,040 Sg::~~
B 7 1,200 3/2 $107,900 $89.92
Total 12 1,075 $97,958 $91.12
Commercial Program
Retail 3 600 ~ $54,000 $90,00
209
§ 66tI~erfw~~pt,~ t~s~e~ ~nn~8th Place
Terrace Crossing was ranked fifth in
order of importance for redevelopment.
It is a small site with a tremendous
amount of potential because of its f" "I I"
location on Church Street between the I nan C I a a nay SIS
Madison Square East site and South
Miami Gardens. land Use Information
There is a general consensus that the
former pool hall located on this property,
should be completely removed. This
would create a new space adjacent to
the church which could best be used as
a public park or plaza. The remaining
land includes one existing home, which
should remain, and two vacant lots.
Greater Miami Neighbrhoods, will build
two single family homes on these sites.
aerial view
StteArea:
Lots9,10,11:
2000 Assessed Value:
Estimated Acquisition:
Estimated Market Value:
Value per Lot:
Value per sq. ft.:
Total Dwelling Units:
Total Retail Units:
FAR:
Project Density:
Parking Ratio:
Parking Ratio Comm.:
32,300 sq. ft or .74 acres
3@SO'x 120'; 2@SO'x 143'
$249,779
$400,000
$125,000
$25,000
$3.86
2 o
units per acre
2.0 spaces per unit
na
Residential Program
Housing Information
Housing Typology: Townhouses
Average Sales Value: $
Land Cost Ratio: %
UnIT Land Cost: $
Average Unit Size:
Avg. Sales Value PSF: $
Construction PSF: $
Parking: surface
No. Stories: one
Alley:
Unit No. No. Units Size (sf) BedlBath Price PPSF
Single Family 2 $ $
perspective view
-------------------=:~---=-2:::~e:ESb===_======:s===~.~'=::: ==::::::=-==--=~~ -=;= ==:.
210
6. Central Place
SW 64th Street between SW 59th Place and
SW 59th Avenue
Central Place is the sixth priority for
redevelopment. The site's size and close
proximity to the Metrorail create a great
opportunity for redevelopment. Though
the block may be developed in phases,
its ultimate potential is quite promising.
This plan proposes to develop half the
site for multi-family housing and the other
half for retail including a mini-grocery
store of 13,000 square feet. It
recommends leaving the -cookie factory
and nursery school intact and dedicating
the remaining land to housing. The
residential component will include twenty-
four townhouses and one duplex all of
which are approximately 1350 and 1800
square feet. It will represent a unique
opportunity to live in an urban
environment in close proximity to public
transit. Ultimately, this block will function
as a transition piece between the
residential developments to the north
and the industrial zone to the south.
aerial view
, j
financial analysis
Residential Land Use Information
Site Area Res: 72,650 sq. ft or 1.67 acres
Lot Description Res.: 10 @ 25' x 146';10 @25' x 144'
2000 Assessed Value Res: $736,734
Estimated Acq. Res: $1,250,000
Estimated Market Value: $750,000
Value per Res. Lot: $37,500
Value per sq. ft. Res.: $10.32
Total Dwelling Units: 26
FAR: .58
Project Density: 15.6 units per acre
Parking Ratio Res.: 1.5 per unit; 38 spaces
Commercial Land Use Information
Site Area Comm.: 54,075 sq. ft. or 1.24 acres
Lot Description Comm.: 8 @ 25'x120'; 3 @ 25'xl13'
2000 Assd. Value Comm.: $1,022,181
Est. Acq. Comm.: $1,500,000
Est. Market Value Comm.: $400,000
Value Per Sq. Ft. Comm: $7.39
Housing Information
Housing Typology: Multi-Story Apts.
Average Sales Value: $173,400
Land Cost Ratio Res.:16.66%
Unit Land Cost Res.: $28,846
Average Unit Size: 1,645
Avg. Sales Value PSF: $105.41
Construction PSF: $60.00
Parking: surface
No. Stories:
Alley:
One and Two
yes
Commercial Information
Commercial Typology: Mixed Use
Retail Sq. Ft.: 16,000 sq. ft., 6 @ 25'x144'
Parking: surface
No. Stories: one and two
Alley: yes
Parking Ratio Comm.: 1 space per 250 sq. ft.; 64 spaces
FAR: .30
Residential Program
Unit No. No. Units Size (sf) Bed/Bath Price PPSF
Townhouses
A 4 1,450 3/2 $156,500 $107.93
B 10 1,600 3/2 1/2 $168,500 $105.31
C 10 1,800 3/2 1/2+den $186,800 $103.78
Subtotal 24 1,658 $176,000 $104.90
Duplex
D 2 11350 3/2 $150 1000 $111.11
Grand Total 26 1,634 $173,400 $105.41
Commercial Program
Type Size (sf)
Grocery 13,000
Office 3pOO
Tota! 16,000
211
7. Hardee Gateway
sw 62nd Avenue and SW 64th Street
Hardee Gateway was ranked seventh
and is the final site being recommended
for redevelopment. It is an easy project
because the land is relatively small and
manageable and, the property is mostly
vacant and would create little
displacement. This site is important
because it is highly visible and could
serve an attractive neighborhood gateway.
financial analysis
The strategy for redevelopment is limited
to retail and includes six attached two-
story townhouses with two parking
spaces. The second story helps create
a more dramatic entrance, while
respecting low-density character of the
neighboring properties.
Land Use Information
Site Area: 12,000 sq. ft or .275 acres
Lot Description: 3 @ 50' x 80'
2000 Assessed Value: $5',744
Estimated Acquisition: $120,000
Estimated Market Value: $72,000
Value per Lot: $24,000
Value~er sq. ft.: $6.00
Total Dwelling Units: 6
Total Retail Units: 0
FAR: .70
Project Density: 21.81 units per acre
Parking Ratio Res.: 2.0 spaces per unit
Parking Ratio Comm.: na
Housing Information
Housing Typology: Townhouse
Average Sales Value: $125,000
Land Cost Ratio: 9.6%
Unit Land Cost: $12,000
Average Unit Size: 1,400
Avg. Sales Value PSF: $89.29
Construction PSF: $55.00
Parking: surface
No. Stories: Two
Alley: no
Residential Program
Unit No. No. Units Size (sf)
A 6 1400
plan view
perspective view
Bed/Bath
3/" It.
Price
;f125,oa
PPSF
$89.29
212
Site Plan Summaries
terrace crossing
a> u
ctJ a.
J:: '}··~:-I a; I~~
Ll) _. --------
~
sw 66th street
central place
sw 68th street
...... ""L.J ... :::. ;.~ -~ ~ ;,
_--_! -____ J Qi
u
ctJ ~ .;t..;;..;i Ci
sw 69th street
hardee gateway
"t:I ~ -~--I---~_-
~
sw 64th street
south miami gardens
t:: ----,
:::::J o u
iii .....
,
.?
<0
~
hardee court
~--~ ~ r :)
-J -
madj~oll square east & west
OJ
:::::J c: a> > ctJ
J:: -o
<0
~ en
--i -"_ .. --_. I . ,
I ___ J
sw 64th street
:.::J """\
~----'---~"" .. \
-_·0.' \
\~
-,-,
sw 67th street
sw 68th street
0-:
,.-
-'-,-~
ctJ
Ci
J:: -co
Ll)
~
?l --I ~
!L~
i· -1::::& =t ::::oJ
-i ,
I
-!
213
. usmg summary
Site Name Existing Number of New Units Net Units
South Miami Gardens 58 168 110
Hardee Court 16 12 -4
Madison Square West 14 20 6
Madison Square East 2 12 10
Terrace Crossing 12 2 -10
Central Place 0 26 26
Hardee Gateway 2 6 4
Total 104 246 142
1 i. i,. '1 •. '.., J', . ~', .'-\
I." . ; ~~fL!'; ; :... -~ i!
lend zoning classification to accommodate changes in density.
Ite Name Floor Area Ratio Density per Acre Number of Stories
Ipe
outh Miami Gardens 0.49 18 two and three
outh Miami Gardens 0.60 24 two and three
lardee Court 0.46 12 one and two
4adison Square West 0.47 14.6 two and three
Aadison Square East 0.67 23.5 two and three
'errace Crossing one
~entral Place 0.58 15.6 one and two
-iardee Gateway 0.70 21.81 two
Building
apartment,
townhouse
apartment,
townhouse
townhouse
apartment,
townhouse
apartment
single family
multi-story
apartment
townhouse
definitions
1. Site Area is the land area of each major site
described in either square footage or acreage.
2. Lot Description is the description of each major
site in terms of the number of lots and the
approximate dimensions.
3. 2000 Assessment is the assessed value of the
major site of all parcels within the site provided by
the Dade County Appraisers office.
4. Estimated Acquisition is the consultant's
estimate of the cost of the acquisition of the major
site. Each major site contains several parcels.
5. Estimated Market Value is the value of the
major site once all of the buildings have been
relocated or demolished and the site is vacant
land. It is the consultant's estimate of vacant land
value.
6. Value per Lot is the ratio of the Estimated
Market Value over the number of lot parcels on
the site.
7. Value Per Square Foot is the calculation of the
Estimated Market Value of the land divided by the
area of the site. The value is stated in dollars per
square foot.
8. Total Dwelling Units are the projected number
of residential units to be developed for the site.
9. Total Retail Units are the projected number of
retail bays to be developed for the site. The retail
will be loc?ted on the ground floor.
10. Project Density is the calculation of the total
.-:'Jmoer Of residential units divided by the land
area, stated in units per acre.
11. Floor Area Ratio is the calculation of the total
square footage of the project divided by the land
area stated in square footage.
12. Housing Typology is the term used to denote
the building type, for example, a townhouse or an
apartment.
13. Average Market Sales Value is the average
sales price for the residential units projected to be
developed on the site.
14. Land Cost Ratio is the calculation of the Value
Per Lot divided by the Market Unit Land Cost.
The purpose of this ration is to determine the
amount of funds allocated to land in the total value
of the residential unit.
15. Market Unit Land Cost is the calculation of
the Estimated Market Value of the land divided by
the number of residential units.
16. Average Unit Size is the calculation of dividing
the total square footage of the residential units by
the total number of units.
17. Average Sales Value Per Square Foot is the
calculation of dividing the Average Market Sales
Value by the Average Unit Size.
18. Construction Costs Per Square Foot is the
hard construction costs of the projected project on
a per square foot basis.
19. Number of Stories is 12' 6" for the first floor
and 10" each additional floor to the ceiling beam.
This does not include the height of the roof.
20. Garage indicates if parking is accommodated
within a building. If not, then the parking will be
accommodated on a surface lot.
21. Alley indicates a rear access street is provided.
214
Nonconforming
Residential Lots in
Redevelopment Area
In efforts to revitalize the community the South Miami Community Redevelop-
ment Agency (SMCRA) encourages developing new housing units and
enhancing existing residential areas that provide a variety of housing op-
portunities for all income levels. Part of this process includes comparing
the existing non-conforming lots in the redevelopment area with current
zoning regulation.
Sixty-one of the residential lots in the redevelopment area do not conform
to the present RS-4 zoning regulations. To solve this problem new zoning
standards will need to be enacted. These new standards, RS-5 (proper-
ties with a lot size qual to 6,000 square feet or more, and width of 50 feet or
more) and RS-6 (properties with a lot size qual to 4,000 square feet or
more, and width of 50 feet or more), will enable the community to in-
crease the number of units per acre, thus lowering land costs per unit.
~S-t, l.:its a~E designed to permit the development and con~e"iation of sin~!e·
family detached dwellings in suitable environments in a variety of densities to
meet the varying requirements of families. Properties that are compliant with
the RS-4 have a lot size equal to six thousand square feet (or more) and a
frontage of sixty feet. A number of RS-410ts were identified where the size of
the unit did not meet the minimum code requirements specified for the lot
size. Therefore, by allowing structures to be built on smaller lots, the RS-5
and RS-6 will enable the community to increase the density of housing units
by four per acre, giving a total of 8 units per acre. This will better reflect
existing housing developments and the neighborhood character. The fol-
lowing two pages describe the type of single family home that could be built
on the proposed RS-5 and RS-6 lots.
According to the Florida Statue (chapter 163.335) the existence of non-
conforming lots affects the health, safety, and welfare of the residents as
well as impedes the area's growth, economic, and social development. In
order for the SMCRA to facilitate the construction of new-detached single-
family housing units these new land development codes would have to be
incorporated into the present standards.
215
RS-5 Residential Single Family District
The RS-5, Residential
Single Family District is pri-
marily intended to accom-
modate high-density single-
family detached dwellings
on lots that are 50' X 100'.
RS-5 zoning would reduce
the percentage of non-con-
forming lots by 11 %.
RS-5 would allow for a one-
story, two-bedroom/two
bath room single fam ily
home, equaling 1,275
square feet or a two-story
four-bedroom/two bath-
room home both with a
driveway and garage.
-:t -I [.==:;::-,
I
I .'
Ii
i
I
I
Ij
'~I---
I' I
_I' __ L_ .: I
. I l '
" r I
I ~ ~
,I _=::k:
I --
i,
___ .~.r _.-.----....
I, -;.-=.'
.----
----. I
First Floor Second Floor
o
c
o
c
216
RS-6 Residential Single Family District
The Residential Single
Family (RS-6) zoning clas-
sification is intended for
single-family residences on
lots that are 50' 80",
RS-6 would allow homes
with 892 square feet of us-
able living space, equal to
a one-story two-bedroom/
one bathroom single family
home, A maximum of 1 ,784
square feet would be avail-
able for living space or a
two-story home with on-
street parking,
The 25' setback require-
ment would allow front
porch encroachment up to
9',
_ __ so.c' __ .. __ ...
..... _ --i~;;' ~7-~""~'=_=_ '=-='-=-==-.~~-"'~"~' =.=-,=.,::::::::=::=;~.,~.!>~=*I, -
..1...-1 __
·c I
g~ 'j '"
I
i
!
i
+
-0
-0 1
.Ii c·
.------?"----'.~---
~ ------==-=--.=:: .
First Floor Second Floor
217
Prepared by
THE CORRADINO GROUP
December 2001 218
RESOLUTION NO, CRA 41 -07-294
A RESOLUTION OF THE SOUTH MIAMI COMMUNITY
REDEVELOPMENT AGENCY (SMCRA) RELATING TO
ECONOMIC DEVELOPMENT; AUTHORIZING THE SMCRA
DIRECTOR TO EXECUTE A COMMUNITY DEVELOPMENT
BLOCK GRANT (CDBG) CONTRACT AND ANCILLARY
AGREEMENTS WITH MIAMI-DADE COUNTY TO RECEIVE
CDBG GRANT FUNDING IN THE TOTAL AMOUNT OF
$394,000 FOR LAND ACQUISITION AND—DEVELOPMENT
COSTS ASSOCIATED WITH THE MADISON SQUARE
PROJECT; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, during the August 8, 2005 Meeting, the Board approved
Resolution #31-05-178 authorizing the South Miami Community Action Agency
(CAA) and the SMCRA to develop a cooperative strategy for implementing the
Madison Square Project; and
WHEREAS, the Community Action Agency functions as a Citizen's
Advisory Board for Miami-Dade County for the purpose of soliciting community
input from SMCRA residents; and
WHEREAS, beginning in FY 2004, the Community Action Agency has
recommended that annual Community Development Block Grant (CDBG) funding
be disbursed to the SMCRA to assist in developing the Madison Square Project;
and
WHEREAS, the following annual CDBG funding amounts have been
allocated by Community Action Agency for use by the SMCRA in implementing
the Madison Square Project:
â 2004 - $100,000
â 2005 - $94,000
â 2006 - $100,000
â 2007 - $100,000; and
WHEREAS, of the total grant amount of $394,000, $294,000 has been
allocated for land acquisition and the remaining $100,000 has been allocated for
other related project development costs; and
WHEREAS, the total grant amount of $394,000, has been allocated for
land acquisition costs associated with the Madison Square Project; and
RESOLUTION NO. eRA 41-07-294
A RESOLUTION OF THE SOUTH MIAMI COMMUNITY
REDEVELOPMENT AGENCY (SMCRA) RELATING TO
ECONOMIC DEVELOPMENT; AUTHORIZING THE SMCRA
DIRECTOR TO EXECUTE A COMMUNITY DEVELOPMENT
BLOCK GRANT (CDBG) CONTRACT AND ANCILLARY
AGREEMENTS WITH MIAMI-DADE COUNTY TO RECEIVE
CDBG GRANT FUNDING IN THE TOTAL AMOUNT OF
$394,000 FOR LAND ACQUISITION }.:ND DEVELOPMENT
COSTS ASSOCIATED WITH THE MADISON SQUARE
PROJECT; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, during the August 8, 2005 Meeting, the Board approved
Resolution #31-05-178 authorizing the South Miami Community Action Agency
(CAA) and the SMCRA to develop a cooperative strategy for implementing the
Madison Square Project; and
WHEREAS, the Community Action Agency functions as a Citizen's
Advisory Board for Miami-Dade County for the purpose of soliciting community
input from SMCRA residents; and
WHEREAS, beginning in FY 2004, the Community Action Agency has
recommended that annual Community Development Block Grant (CDBG) funding
be disbursed to the SMCRA to assist in developing the Madison Square Project;
and
WHEREAS, the following annual CPBG fundillg amounts have been
allocated by Community Action Agency for use by the SMCRA in implementing
the Madison Square Project:
~ 2004 -$100,000
~ 2005 -$94,000
~ 2006 -$100,000
~ 2007 -$100,000; and
WHEREAS, of the total grant amount of $394,000, $294,000 has been
allocated for land acquisition and the remaining $100,000 has been allocated for
other related project development costs; and
WHEREAS, the total grant amount of $394,000, has been allocated for
land acquisition costs associated with the Madison Square Project; and
219
Ch:irperson Hor e iu
Pg. 2 of Res. No. CRA 41-07-294
WHEREAS, as a condition of the SMCRA accepting the CDBG funding,
Miami-Dade County requires execution of the following attached agreements:
â HUD Required Community Development Block Grant Contract (Exhibit 1)
â Development Agreement (Exhibit 2)
â Mortgage Agreement (Exhibit 3)
â Promissory Note (Exhibit 4)
â Declarations of Restriction (Exhibit 5)
WHEREAS, the SMCRA Board desires to enter into contract with Miami-
Dade to secure grant funding in the maximum amount of $394,000 and to
accomplish the objectives as outlined in the scope of service of the contract with
Miami-Dade County.
NOW THEREFORE BE IT RESOLVED BY THE SOUTH
MIAMI COMMUNITY REDEVELOPMENT AGENCY;
Section 1. The South Miami Community Redevelopment Agency Board
approves the Miami-Dade CDBG contract and ancillary agreements attached as
Exhibits 2, 3, 4 and 5 for the maximum amount of $394,000 for the provision of
land acquisition and other construction costs and authorizes the SMCRA Director
and SMCRA Chair to execute the attached agreements required by Miami-Dade
County to receive CDBG funding in the total amount of $394,000.
Section 2.Of the total grant funding amount, $294,000 $394,000 shall be
utilized for land acquisition of properties required to develop the Madison Square
Project.
Seetien-3,--Of-the-totel-grant-funding-amount$4-0-03000-shall-be--utilized
fer-ether4e4ated-develepment-eests-assoc-iated-with-developing-the-Madisen-S square
Project.
Section 3.This resolution shall take effect immediately upon approval.
PASSED AND ADOPTED this day of August, 2007.
ATTEST:APPROVED:
ity of South Miami
Community Redevelopment Agency
Clerk
Pg. 2 of Res. No. eRA 41-07-294
WHEREAS, as a condition of the SMCRA accepting the CDBG funding,
Miami-Dade County requires execution of the following attached agreements:
).-HUD Required Community Development Block Grant Contract (Exhibit 1)
).-Development Agreement (Exhibit 2)
).-Mortgage Agreement (Exhibit 3)
).-Promissory Note (Exhibit 4)
).-Declarations of Restriction (Exhibit 5)
WHEREAS, the SMCRA Board desires to enter into contract with Miami-
Dade to secure grant funding in the maximum amount of $394,000 and to
accomplish the objectives as outlined in the scope of service of the contract with
Miami-Dade County.
NOW THEREFORE BE IT RESOLVED BY THE SOUTH
MIAMI COMMUNITY REDEVELOPMENT AGENCY;
Section 1. The South Miami Community Redevelopment Agency Board
approves the Miami-Dade CDBG contract and ancillary agreements attached as
Exhibits 2, 3, 4 and 5 for the maximum amount of $394,000 for the provision of
land acquisition and other construction costs and authorizes the SMCRA Director
and SMCRA Chair to execute the attached agreements required by Miami-Dade
County to receive CDBG funding in the total amount of $394,000.
Section 2. Of the total grant funding amount, $294,000 $394,000 shall be
utilized for land acquisition of properties required to develop the Madison Square
Project.
Section 3. Of the total grant funding amount, $100,000 shall be utilized
for other related development costs associated with developing the "Madison Square
Project.
Section 3. This resolution shall take effect immediately upon approval.
PASSED AND ADOPTED this :ILM;;.y of August, 2007.
ATTEST:
ity of South Miami
Community Redevelopment A ency
Clerk
APPROVED:
220
Pg. 3 of Res. No. CRA 41-07-294
Board Vote:5-0
Chairperson Feliu:Yea
Vice Chairperson Wiscombe: Yea
READ AND APPROVED AS TO FORM:Board Member: Palmer absent
Board Member Birts:Yea
Board Member Beckman:Yea
Board Member Ellis:absent
Board Member: Williams Yea
fice of
General Counsel
Nagin Gallop & Figueredo, P.A.
Pg. 3 of Res. No. eRA 41-07-294
READ AND APPROVED AS TO FORM:
Board Vote:
Chairperson Feliu:
Vice Chairperson Wiscombe:
Board Member: Palmer
Board Member Birts:
Board Member Beckman:
Board Member Ellis:
Board Member: Williams
5-0
Yea
Yea
absent
Yea
Yea
absent
Yea
221
Honorable Chair and
SMCRA Board Members
From: Stephen David, Di
2001
"Making our Neighborhood a Great Place to Live, Work and Ploy
Date: August 21. 2007
ITEM No.
AUTHORIZA ION TO AMEND
CRA RESOLUTION #28-07-281
A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT
AGENCY (SMCRA) RELATING TO ECONOMIC ' DEVELOPMENT;
AUTHORIZING THE SMCRA DIRECTOR TO EXECUTE A COMMUNITY
DEVELOPMENT BLOCK GRANT (CDBG) CONTRACT AND ANCILLARY
AGREEMENTS WITH MIAMI-DADE COUNTY TO RECEIVE CDBG GRANT
•FUNDING IN THE TOTAL AMOUNT OF $394,000 FOR LAND ACQUISITION
AND—DEVELOPMENT COSTS ASSOCIATED WITH THE MADISON SQUARE
PROJECT; AND PROVIDING AN EFFECTIVE DATE.
BACKGROUND
During the June 11, 2007 Meeting, the Board approved CRA Resolution #28-07-281
authorizing execution of a Community Development Block Grant (CBDG) contract and
ancillary agreements with Miami-Dade County to receive CBDG funds in the amount of
$394,000 (See Exhibit A). Based on a CDBG budget prepared by Miami-Dade County, the
total funding amount was allocated .as follows: $294,000 for land acquisition costs
associated with the Madison Square Project; and $100,000 for other construction costs
associated with the Madison Square Project (See Exhibit B).
Miami-Dade County has subsequently recommended that the total funding amount of
$394,000 be allocated exclusively for land acquisition costs. An amendment to the
previously approved resolution is therefore required. All amendments to the previously
approved resolution have been provided in strikethrough and underline format on the draft
resolution. Approval of the attached resolution shall authorize an amendment to Resolution
#28-07-281 to execute a CDBG contract and ancillary agreements with Miami-Dade County
to receive grant funding in the amount of $394,000 for land Acquisition costs associated with
the Madison Square Project.
RECOMMENDATION
Staff recommends approval of the attached resolution authorizing an amendment to CRA
Resolution #28-07-281 and authorizing the SMCRA Director to execute the required CDBG
contract and ancillary agreements to receive funding in the amount of $394,000.
Attachments',
Resolution #28-07-28I
County Prepared CDBG Budget
Previously ApprOved Ancillary Agreements
SM/SD/MCGRUFF \PLANNING \C R Amendment to CRA Resolution # 28-07-28 I.doc
\
S[JWC~
2~1 ,
NMaking our Neighborhood a Great Pface to Uve. Work and Play" ,
Date: August 21, 2007 To: 'Honorable Chair and
'SMCRA Board Members
From: Stephen David, D~ ITEM No. ~
AUTHORIZA 10NTOAMEND
eRA RESOLUTION #28-07-281
A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT
AGENCY (SMCRA) RELATING, TO ECONOMIC' DEVELOPMENT;
AUTHORIZING THE SMCRA DIRECTOR TO EXECUTE A COMMUNITY
DEVELOPMENT BLOCK GRANT (CDBG) CONTRACT AND ANCILLARY
AGREEMENTS WITH MIAMI-DADE COUNTY TO' RECEIVE CDBG GRANT
,FUNDING IN THE TOTAL AMOUNT OF $394,000 FOR LAND ACQUISITION
.AND DEVELOPIVIENT COSTS ASSOCIATED WITH THE MADISON SQUARE
'PROJECT; AND PROVIDING AN EFFECTIVE DATE.
BACKGROUND
During the June 11, 2007 Meeting, the Board approved CRAResohition #28-07-281
authorizing execution of a Community Development Block Grant (CBDG) contract and
ancillary agreements with 'Miami-Dade County to receiveCBDGfunds in the amountof
$394,000 (See Exhibit A). Based on a CDBG budget prepared by Miami-Dade County, the
total funding amount was allocated as follows: $294,000, for land, acquisition costs
associated with the Madison ~quare Project; and $100,000 for other construction costs
associated with the Madison Square Project (See Exhibit B).
Miami-Dade County has subsequently recommended that the total funding amount of
$394,000, be allocated exclusively for land acquisition costs. An amendment to the
previously approved resolution is therefore required. All amendments to the, previously
approved resolution have been provided in strikethrough and underline:format on the draft
resolution. Approval of the attached resolutionshall authorize an amendm~nt to Resolution
#28-07-281 to execut~ a CDBG contract and ancillary agreements with Miami-Dade County
to receive grant funding in the amount of$394;000 for land ,acquisition costs associated with
the Madison Square Project.
RECOMMENDATION
Staff recommends approval of the attached resolution authorizing an amendment to CRA
Resolution #28-07-281 and authorizing the SMCRA Director to execute the required CDBG
contract and ancillary agreements to receive funding in the ,amount of$394,000.
Attachments;
Resolution #2g-07~2gl
County Prepared COBO Budget
Previously Approved Ancillary Agreements
SM/S\?IMCGRUFF\PLANNING\C R A\Amendment to eRA Resolution # 28-07-281.doc
222
EXHIBIT A
RESOLUTION NO. CRA 28-07-281
A RESOLUTION OF THE SOUTH MIAMI COMMUNITY
REDEVELOPMENT AGENCY (SMCRA) RELATING TO
ECONOMIC DEVELOPMENT; AUTHORIZING THE SMCRA
DIRECTOR TO EXECUTE A COMMUNITY DEVELOPMENT
BLOCK GRANT (CDBG) •CONTRACT INCLUDING ALL
ANCILLARY DOCUMENTS REQUIRED BY MIAMI-DADE
COUNTY. FOR GRANT FUNDING IN THE TOTAL AMOUNT
OF $394,000 FOR LAND ACQUISITION AND
DEVELOPMENT COSTS ASSOCIATED WITH THE
MADISON SQUARE PROJECT; AND PROVIDING AN
EFFECTIVE DATE.
WHEREAS, during the August 8; 2005 Meeting, the Board . approved
Resolution #31-05-178 authorizing the South Miami Corrn-nunity Action Agency
(CAA) and the SMCRA to develop a cooperative strategy for implementing the.
Madison Square. Project; and
WHEREAS, the Community Action. Agency functions as a Citizen's
Advisory Board for Miami-Dade County for the purpose of soliciting community
input from SMCRA residents; and
• WHEREAS, beginning in FY 2004, the Community Action Agency has
recommended that annual Community Development Block Grant (CDBG) funding
be disbursed to the SMCRA to assist in developing the Madison Square Project;
and
WHEREAS, the following annual CDBG funding. amounts have been
allocated by Community Action Agency for use by the SMCRA in implementing
the Madison Square Project:
â 2004 - $100,000
â ' 2005 $94,000
> 2006 $100,000
â 2007 - $100,000; and
WHEREAS, of the total grant amount of $394,000, $294;000 has been
allocated for land acquisition and the remaining $100,000 has been allocated for
other related project' development costs; and
WHEREAS, as a condition of the SMCRA accepting the CDBG funding,
Miami-Dade County requires execution of the following attached agreements:
RESOLUTioN NO. eRA 28,..07-281
A RESOLUTION OF THE SOUTH MIAMI',COMMUNITY
REDEVELOPMENT AGENCY' (SMCRA) RELATING TO
ECONOMIC DEVELOPMENT; AUTHORIZING THE SMCRA . . , . . .
DIRECTOR TO EXECUTE A COMMUNITVDEVELOPMENT
1 EXHIBIT A
BLOCK, QRANT (CDBG) , ,CONTRACT INCLUDING ALL , '
ANCILLARY'DOCUMENTS REQUIRED BY ,MIAMI-DADE "
COUNTY FOR GRANT FUNDING IN THE TOTAL AMOUNT
OF $394,000 FOR· LAND . ACQUISiTION 'AND
DEVELOPMENT COSTS. ASSOCIATED 'WITH ,THE
MADISON SQUARE" PROJECT; AND PROVIDING AN
EFFECTIVE DATE.
WHEREAS, during the August 8, 2005 Meeting, the Board. approved
Resolution #31-05-178 authorizing the South Miami Community Action Agency
(CM) and the SMCRA to:develop a cooperative strategy for implementing the,
'Madison Square Project;, and ' '
WHEREAS, the Community Action. Agency functions as, a' Citizen's
Advisory Board for Miami-Dade County for the purpose of soliciting community
,input from.SN.[CRA residents; and.'
, , WHEREAS, beginning in FY 2004, the Community Action Agency has
recommended that annual Community Development Block Grant (CDBG) funding',
be disbursed to the SMCRA to assist in devel9pingthe Madison Square Project;"
~ . " '
WHEREAS, the following annual CDBG, funding. amounts have been
allocated by Community Action Agency for use by the SMCRA in implementing'
,the Madison Square 'Project: ' '
» 2004 -$100,000 », 2005 -, $94,000
» 2006 -$100,000
» 2007 -'$100,000; and
WHEREAS, of the total grant amount of $'394,000, $294;000 has been
allocated for land acquisition and the remaining $100,000 has been allocated for
other related project' development costs; and ' ,
WHEREAS, as a condition of the SMCRA accepting the CDBG funding,
Miami-Dade County requires execution of the following attached agreements: 223
Pg. 2 of Res. No. CRA 28-07-281
â HUD Required Community Development Block Grant Contract (Exhibit B)
â Deelopment Agreement (Exhibit C)
â Mortgage Agreement (Exhibit D)
â Promissory Note (Exhibit E)
WHEREAS; the SMCRA Board desires to enter into contract with Miami-
Dade to secure grant funding in the maximum amount of $394,000 and to
accomplish the objectives as outlined in the scope of service of the contract with
Miami-Dade County.
NOW THEREFORE BE IT RESOLVED BY THE SOUTH
MIAMI COMMUNITY REDEVELOPMENT AGENCY;
Section 1. The. South Miami Community Redevelopment Agency Board
approves the Miami-Dade CDBG 'contract and ancillary documents attached as
Exhibits. B, C, D and E for the maximum amount of $394,000 for the provision of
land acquisition and other construction costs and authorizes the SMCRA Director
and SMCRA Chair to execute the attached agreements attached as Exhibits B, C, D
and E required by Miami-Dade County in order to receive CDBG funding in the
total amount of $394,000.'
Section 2.Of the total grant funding amount, $294,000 shall be utilized
for land acquisition of properties required to develop the Madison Square Project.
Section 3.Of the total grant funding amount, $100,000 shall be utilized
for other related' development costs associated with developing the Madison Square
Project
Section 4.This resolution shall take effect immediately upon approval.
PASSED AND ADOPTED this //14day of June, 2007.
ATTEST:APPROVED:
ay of South Miami
COmmunity Redevelopment Agency
Clerk
Pg. 2 of Res. No. CRA,28-07~281
, . '
. ~ HUD Required Community Development Block Grant Contract (ExhihitB) > Developlnent Agreement (Exhibit C) .
~ Mortgage Agreement (Exhibit D) .
> Promissory Note (Exhibit E).
WHEREAS; the SMCRA Board desires. to enter into contract with Mianli.;
Dade to secure grant funding in the maximum amount· of, $394,000' and, to
accomplish the objectives as outli~ed in the scope of service of the contract with
: Miami-Dade County. " .
, NOW THEREFORE BE IT ,~SOLVED BY THE, SOUTH
, ,MIAMI COMMUNITY REDEVE~OPMENTAGENCY;
Section 1. The, South Miami Community Redevelopnient. Agency Board
approves the Miami-Dade CDBGcontract and ancillary documents attached as
Exhibits,B, C, Dand E for the maximum amount of $394,000 for'the provision of
land acquisition and other construction, costs and authorizes the SMCRA Director
and SMCRA Chair to execute the attached agreements attached as Exhibits B, C, D
and E required by Miami-Dade County in order to receive CDBG funding in the
total amount of $394,000.'
Section 2. Of the. total grant funding amount, $294,000 shall be utilized
for land acquisition of properties required to develop the Madison Square Project.
Section 3. Of the total grant funding amount, $100,000 shall be utilized
'for other related developinentcosts associated with developing the Madison Square
Project,
Section 4. This resolution shall take effect immediately upon approval.
, . U" .
PASSED AND ADOPTED this /1 tday of June, 2007.
ATTEST:
Ity of South Miami
ComniunityRedevelopment Agency
Clerk
,APPROVED:
224
Eve outsis, Office of
General.Counsel
Nagin Gallop & Figueredo, P.A.
Pg.Of Res. No. CRA 28-07-281
Board Vote:6-0
Chairperson Feliu:Yea
Vice Chairperson Wiscombe: Yea
READ'AND APPROVED AS TO FORM:Board Member: Palmer Yea
Board Member Birts:Yea
Board Member Beckman:absent
Board Member Ellis:Yea
Board Member: Williams Yea
~ ..
Pg. 3 of Res. No. eRA 28-07-281
, ,
READ AND APPROVED AS TO FORM:
Ev~ outsis, Office of
General. Counsel
Nagin Gallop & Figueredo, P .A.
Board Vote:
Chairperson Feliu:
Vice Chairperson Wiscombe:
Board Member: PalmeI;
Board Member,Birts:
Board Member Beckman: .
Board Member Ellis:
Board Member: Williams
6-0
Yea
Yea
'Yea
Yea
'absent
Yea
Yea
225
ORIGINAL CBDG. BUDGET PREPARED
BY
MIAMI DADE COUNTY
i i .
I .
,I . .OR'G''''4
l
CBOG BUDGe.,. PRep4ReD
..
By
..
. ""'4""
'
~
D
.
4
0
e
c
o
u
,
.
,
7
Y
.
. .
226
The South IIlaml ComniunIty Redeye' sent Agency foundation, Inc.
• Madison Square/South Mk-- dtrlp Mill Project
Detailed Budget . •
• CMG FY 2005
July 1, 20013 Dv:amber 31, 2008 •
Total
ALL Scum*,
Total caw:*Tfis CIL CSA South Fts.t.t5C Total colgo • Type Seridc.as aiSte CDEP3 Subobi otED Non OCED 2007 2006 2004 2005
PERS014)itl. . , . 0 0 0 • .0 0 0 O 0 4010 0 • 0 0 O 0 0 o a Subtotal
CONTRACTUAL SERVICES-
21011 External Audit
21012 Environmental Audit
21020 Accianting Service*
21030 Ober Prof.Svc.Survey
0 0 0 521,589 521,569 O 0 521,509 0 21030 Cater Prof.SycJvchte
22121 Outside Wasis Colbt.
Surveyina
tide legal Svc.0 0 0
0 0 0
61815 0
• 0
521,681
.0 21210
0 0 0•0 0 81813 Lino! The fees
22310 Security Svcs.. 6 O 0 0 - Arch/tact Fees 0 0 0 61828
O 0 521168t 0 • 521,811) Contribtual • 0
OPERAtiliK1 EXPENSES
Electrical Svc. 22010
2211e water 6 Sower Svc. 0 0 23210 Gan. Usb. Insurarica 0 0 0
23220 Auto Usb. Insurance
25330 Coo{ Webb" Rant.
-Payments b labor • 25511
31010 Toistkcco Rbador
30121 Telophons Inv Dist.
Pubilostons 31110
travel Exp. Local 31210
31530 Raoroduction Svc.
31611 Postasge R. htel
Educational Meads* 32021
Litwin & Parmelee& 32250.
O Subtotal Ooratin. Era.0 0 0 o a O 0 - o
COILMOOMEE
41018 Gasoline-Unleeded
47010 Ofits Sur&
Liacstansous simply 47012
Office Equipment 0 0 0 0 O 0 O 0 47020 0
tornouwir %WWI 47110
Perlentvgepro. Suppy
paining Stipples
Subtotal r.
47013
. 40237
0 - 0 0
CAPITAL OUTLAY
Sae Preperition 0
Ober Cost of Land 100,000 941:00 100,000
• .• o
O 0
O 2 i5-,623
61519 • 0 -0
3,257,623
9,355,239
021.519.
•
13457%431,
.13,2111,1300
0 294,006 211933 .23
o - sasepa • -9,1u150
61512
elm Pens Contractor
6104
efet7 Ott. Con. • - 100,000
0
.
a'
6213esa - 100,ccio,- 021,
:
809
• 0 d'' _' o ..r -• ,,
100,008 •2,1111023 toils&t9400 ' 11,1173,431
o •'0 Don I &lett infrist•upurs imam
Stlbtatal Outlay 108,404 stoo‘ iwism
TOTAL PROJECT 1013 ST 100,600 scoaa icepaa
o '0 0 ..
10.41,Ar7 3141,000 la,30,0oo 10!000 .2,66023
tr/
·' --... -
The SoutIJ Miami Community RGdevv.... ',ntAgency.FcundaUon, Inc.
Madl50n Squar.JSouth MIo... .•• otrlp ..all Projod
DetaBed Budget
CDBG F'f 200S
July 1, ~. o.cembtt 31, 2005 .
.. ' .
. . ,
Subobl TVDe SaMcH CDBO CDIlG 0.0 . COBG :n.a s. I&. CRA So\ltl\ I'lL LlSC TOUI TotJI Total
2004 2001 200t 2001 _~EO Non OeeD AU. Sourc ..
PER SONNE\. . c'
.ec10J 0 0 0 . 0 0 0 -0 0 0
ISUbIO!aI 0 0 0 0 • 0 . 0 ... 0 ... , .0 .. 0
COKt1u..CTUAl. IERVtCU· ..
21011 Externa! AudIt
21012 Env~lAudl
_21020 Accountna Setvi:.. " '.
21030 OtIerProf.Svc.SUtvey ~1030 OtherPmf.Svc.Nch\c 0 . 0 0 0 0 521.5611 0 521,5e1l 52fM9
22121 0utaI:ie Wnlll CoII::t. ... . ....... -... '-_.'.. . .. .
&16111 Surve\'1no .
21210 :Ms~ ~ Sve. 0 0 0 . 0 . 0 0 0 . 0 0
a161~ LOO!!I& TlIctfelll 0 -0 0 0 • 0 0 0 0
22310 SeeUl'tiSvca ..
1111126 A1cNIact Fee. 0 0 0 0 0 0 0 0
SI1blOtal Conlraclual '0 0 D D 0 nun O· 121 ell 521 m ,'. -
OP~IU.'r.1G !XPENSEI
22010 E~! SIIe.
22110 ......... '& s.-,Sve.
23210 Gen. Uab.lnsurance 0 0 0 0 0 0' . 0 0 . 0
23220 ~ Uab. Insurance . .. . " ,
2M3O CocN Maclin. Ran1l.
26511Pav!Mnta Io.~ ....... -,
31010 TMachone-RaauW
30t 2t Telephone I..Dno 0Iat.
31110 Publo8llon. -'
31210 raYeI Exn. LllCaI -.. -
31~ Re SYe.. . .'
3tll11 IPoeUooe~. Mal . . . ..-.--' .. .. ..... _." .' -...
32021 ~ .' " ' ...
322:50 U::.nM & Per!nl ,"I
SUbIOtII ()!)fatitI. !!Xl1. 0 0 0 -0 0 0 0 0 0
I
COMMOOITlU ... ,
41016 Gato1ne-UnJo~
47010 orrc. SUtdt'
47012 allPP!V .... -.... ---. ..
.7020 DIJIoe E ultJment 0 0 0 0 0 0 0 0 0
47110 COInPu1I r S\IIlI)IeI
4T013 • SuwIf
49237 CIa-m IUt>oIn
S~COl'llCHe.. . . 0 0 0 0 0 0 0 0 0
CAMTAI.. OUTLAY
_. 1118111 &lie Pre1loI1IIbn 0 0 • 0 0 ' . 0 . 0 0 , 0 . . 0 ... ~ 1111112 ctLand 1()()OOO Q4.000 1()()OOO 0 2~.e:i! . 0 2904 000 2963 623 3,2.57e23 "
61820 Pm-... O. '. 0 0 0 ,-.. -.... O· .'" f/3M?~ • . tl .. V~,2iYi S,3M23a
.... -lUau " .,' .. -: i 81tIZ OIt.C:on Con 0 • ' 0 100~000 0 a21~ 1w.Q!X . 021.5I!W '. 82(GOa
11morY. ,0· 0 . 0 .' 0 -_0 ; 0 ....
-'--
SU 1<:>.rtlIV 10000e .M.Q&e '\DO.6OCl 100~ UIUn l,toUQI lM.8OO 1UT3,4l1 1:$.217,4)1
.--'. .
T( TAL P o.recT C05T· 100,WCI IoC,DQCI . 100.000 1DDROO :I Hj.i1a 10.o1,ln 3 ... ,W'oI 12,ut.1IOII 1)1".000
I ___ .... _ .. ~ ___ .. __ ~ _~ .. _ _
.'
~
~.
C')
~
Z
1-'3
t:J:j
227
REVISED CDBG. BUDGET. PREPARED
BY
MIAMI -DARE COUNTY
..... Dfe"
/
S
~
D
CDaG 8UDG
....
.. .
. . ...... ...... 'I:'r "lte" J4/f~
D
81'
. ..
228
The South Miami Community Redevelopment Agency, Mc.
'Madison Square/South Miami Strip Matt Project -
Detailed Budget
CD130 FY 2006
' July 2006 Decturrhei 31, 2008
. • • -
. ,
Sobobi • Type Services mesa 0080 c080 C0130 The S. U. CRA South Fla. WC Total Total Total
2004 2005 2004 2007 OCED Non OCED ALL Sourcas -
PEFt30104EL
-4610 0 0 0. 0 0 0 • 0 -0 0
Subtotal. - 0 0 0 0 -•0 D 0 0 0
CONTRACTUAL SERVICES • ___ --
_ 21011 External Audit -
21012 ErtyktotnantalAudk • .
21020 A4countin, Services - • . •
21030 Other Prof.Svc.SurVaY . . —/
21030 Other Prof.Svc.Archt 0 0 0 0 0 521,589 0 521,550 521,669
22121 Outside Waste Coltt. • •
61615 Surveying I • _
- 21210 Outside legat Svc.. 0 0 0 0 --0 0 • 0 0 0
61613 Ltml & Tkle Saes 0 0 0 0 • 0 0 0 0 0
22310 Security Svcs, ....
61626 kohl:let Fees 0 0 0 0 0 0 0 0 0
'I
Subtotal Contractual 0 0 --0 0 0 121,540 0.121461 521,541
• I
OPERATING EXPENSES
22010 Electrical Svc. .
22110 valor A Sewer Svc. . -
23210 Oen. Lieb. Insurance 0 0 0 0 0 0 0 0 0
23220 Atrlo Limb. Insurance -
25330 CoOy Machine Rent - 25811 Psyrnerart to *sloe • •
31010 TelloPtctie FtsQuier " I
30121 Teittftme tan* Mil
31110 Publcstforta _ .- .
31210 Travel Exp. Loud
31530 Ftionxiudon Svc. .
31 /1 1 ,postacie Ftre3. Mai
32021 Edo:skew! Moorish
32250 License 8 Perini tees
0 Q 0 '0 0 0 0 0 0 Subtotal Oratn. Exp.
21 C011 0131TIE5 ..._...
41016 Clasoine-Uniaaded
47010 Of3ce SOW/
47012 MIscelantious SuPPIY
47020 Moe Equipment 0 0 0 0 0 0 0 0 0
47110 Computer Supple' - • -
47013 Pontrollspro. Supply
40237 Octant* Smola, - Sublotal Candles. '0. 0 0 '0 0 . 0 0• 0 0
" CAPITAL OUTLAY - 61819 Ste PreParatIon 0 0 -0 0 • 0 0 0 0 0
61612 0lhat Costal LAnd - 100,000 94,000 100,000 100,000 2,063,623 .0 394,000 2,963,623 3,357,623
61d20 Prima Gerd/actor 0 0 0 0 0 9,386,239 0 9,355,239 .9,381,239
• 61624 Dernolltioni -
61627 Olt Con.Cost-Pin. Ogn 0 0 -0 0 521,66e -0 521,569 .-621,5317
61628 Intrattrucer know. 0 0 0 0 0 0 o a o
- Subbptal Crab' Outlay 100,000 14,000 1011009 100,000 2,1113,133 11,9011,001 314,000 12,173431 - 12,217,631
13,719,00d'
, TOTAL PROJECT COST .- i Kew 94,0011 loop° 1(100013 21113,623 10,431,377
,.
• 314,000 11,335L300
3
•
I~
4610
1011
to,
rYoeS«vk: ..
ISu6ii:>taI
IhJcIk
SeIvPa
--~
Jtsfdw WUIa Colt:t.
l\Ib'de I
!LeqaI,U~ '-
~prkyS~.
'eH
'.
i$ubtotI/l
!vc. rSvc.
G6n.Ueb.~
A,ut) Uab. tnannce
.... RwIt. = Lona~
~.
!!ICe I
i2P=S!!ppty
CIeIII'IilQ SIIIlOIN
~ComdIa ..
COBB
%004
,
o
'0
0'
o
0"
The South MIami Convnunlty R.~w!opment Ag.ncy, InC.
. Madlioit SquareJSouth YJamJ SCrip Mall Projed .
Dttalled Budget
CDBGFY2006
July '1 i 2006 • December 31. 2008
-
...
o
OBa ~aG CDBG nt. •. Y.CRA -South fla. usc
%001
o
o
o
o
li
o
-or-
200f 2001
0"
-0
-
'0
0'
"0
o
0:
li
(jl
0'
-
" 0"
o
o
li'
o
0"
o o
~
o
_I21,su .'
Tct.I
OCED
0:
0;
.;.Q
o 01 Oi 01 01
•• _ 0·00 •••• , ••
..
01 01 01 01 .. ..
01 0" 01 01 '0 -
r-:::-o ----
OJ 0:
Tota..t -tOiii
HOnocm AUSO_· ---.-...,..-
o
o o
52ue~1 ~21,!Sai
..
-0
li
~,
12M"
o
01
01
~~-'
-0
.21M.
Oi
0"
CAPITALOtITLAy I .' . . -_ _., .' ..
--. 1$11$191Sl1ePreparatbn 0 O· 0 -0 ... . .. O· O· 0 O· 0
--... ~. &1&12 OtWrCostdland '. '100000 a..OOO 100~1QQOOO L~lI23 . 394000 2-'1a3.823 3351j~
o. • .'.--.. • 011120 PI1cM Ca'dractgr 0 0 . O· 0 0 11.38&.239 0 O.3M.m . O~~
. 818Z4 '. .... -.... .... '" .
81827 ott.Con.eo.wr..Dan 0 0 . 0 0 621&89· 0 S2'~ '. 0 S21,l1e1l
81628 11mj)rV.· 0 0 0 0 0 0 0 0 O' 0 0
'. '. \.i __ .:....~ ___ .-=-=-__ . 0''-• :.-"0 ••••• __ 0 0
k.DOO ·I~i "'00.000 100.0091 100.000 -2-:NUr. 3~
1id...w:J.:....-~JIOOL1: " .. -. . I····.. I
!TOTA&; PROJECT COSt • 100.000 t4,OOa 100~OOCWToo.ooc
229
PREVIOUSLY APPROVED
CDBG CONTRACT
AND ANCILLARY AGREEMENTS
\
.
230
FY 2007
4-Profit
FY 2007 COMMUNITY DEVELOPMENT BLOCK GRANT
CONTRACT BETWEEN
MIAMI-DADE COUNTY
AND
THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY
This contract is entered into between Miami-Dade County, hereinafter referred to as the "County"
and The South Miami Community Redevelopment Agency , a Florida nonprofit organization,
hereinafter referred to as the "Awardee".
The parties agree:
I.Definitions
OCED Office of Community and Economic Development or its
successor Department
24 CFR Part 570 - CDBG
Community Development
Corporation
Low- and Moderate- Income
Person
Contract Records
Federal regulations implementing Title I of the Housing and
Community Development Act of 1974, as amended -
Community Development Block Grant
A local agency that is organized to meet community
development needs with particular emphasis on the economic
development, housing and revitalization needs of low-and
moderate-income area residents and which is receptive to the
needs expressed by the community.
A member of low-and moderate-income family a family
whose income is within specified income limits set forth by
U.S. HUD.
Any and all books, records, documents, information, data,
papers, letters, materials, electronic storage data and media
whether written, printed, electronic or electrical, however
collected, preserved, produced, developed, maintained,
completed, received or compiled by or at the direction of the
Awardee or any subcontractor in carrying out the duties and
obligations required by the terms of this contract, including
but not limited to financial books and records, ledgers,
drawings, maps, pamphlets, designs, electronic tapes,
computer drives and diskettes or surveys.
Any federal funds received by the Awardee from any source
during the period of time in which the Awardee is performing
the obligations set forth in this contract.
Federal Award
Awardee Recipient of CDBG funds from Miami Dade County.
Subcontractor Any individual or firm hired on a contractual basis by the
Awardee for the purpose of performing work or functions
cited on the Action Step Format (Attachment "A) of this
contract.
Subcontract
Any contractual agreement between a Subcontractor and the
Awardee.
1
,J FY 2007
,-Profit
FY 2007 COMMUNITY DEVELOPMENT BLOCK GRANT
CONTRACT BETWEEN
MIAMI-DADE COUNTY
AND
THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY
This contract is' entered into between Miami-Dade County, hereinafter referred to as the "County"
and The South Miami Community Redevelopment Agency , a Florida nonprofit organization,
hereinafter referred' to as the "Awardee".,
The parties agree:
I. Definitions
OCED
24 CFR Part 570 -CDSG
Community Development
Corporation
Low-and Moderate-Income
Person
Contract Records
Federal Award
Awardee
Subcontractor
Subcontract
Office of Community and Economic Development or its
successor Department
Federal regulations implementing Title I of the Housing and
Community Development Act of 1974, as amended -
Community Development Block Grant
A local agency that is org~nized to meet community
development needs with particular emphasis on the economic
development, housing and revitalization needs of low-and
moderate-income area residents and which is receptive to the
needs expressed by the community.
A member of low-and moderate-income family i.e., a family
whose income is within specified income limits set forth by
U.S. HUD.
Any and all books, records, documents, information, data,
papers, letters, materials, electronic storage data and media
whether written, printed, electronic or ,electrical,however
collected, preserved, produced, developed, maintained,
completed, received or compiled by or at the direction of the
Awardee or any subcontractor ,in carrying out.the duties and
obligations required by the terms of this contract, including
but not limited to financial books and records, ledgers,
drawings, maps, pamphlets, designs, electronic tapes,
computer drive~ and diskettes or surveys.
Any federal funds received by the Awardee from any source
during the period of time in which the Awardee is performing
the obligations set forth in this contract.
Recipient of CDSG funds from Miami Dade County.
Any individual or firm hired on a contractual basis by' the
Awardee for the purpose of performing work or functions
cited on the Action Step Format (Attachment CCA) of this
contract.
Any contractual agreement between a Subcontractor and the
Awardee. '
1
(
231
II.The Awardee Agrees:
A. The Awardee shall carry out the activities specified in Attachment A, "Scope of
Services," in the County or the focus area(s) of Dade.
B. Idemnification and Insurance Requirements
The Awardee shall comply with the idemnification and insurance requirements
outlined in Attachment B-1 of this agreement. All certificates and insurance
updates must identify the names of the Awardee and the activity being funded
through this agreement.
AWARDEE LIABILITY OBLIGATION
Compliance with the requirements in Attachment B-1 shall not relieve the Awardee
of his liability and obligation under this subsection or under any subsection of this
contract. The contract is contingent upon receipt of the insurance documents
within fifteen (15) calendar days after the Board of County Commissioners'
approval. If the Insurance Certificate is received within the specified period, but
not in the manner prescribed in these requirements, the Awardee shall be verbally
notified of the deficiency and shall have an additional five (5) calendar days to
submit a corrected certificate to the County.
If the Awardee fails to submit the required insurance documents in the manner
prescribed in these requirements within twenty (20) calendar days after the Board
of County Commissioners' approval, the Awardee shall be in default of the terms
and conditions of the contract.
The Awardee shall submit all required insurance documents to the Office of
Community Development, 140 West Flagler, 10th Floor, Suite 1000, Miami, FL 33130.
Any changes to the required insurance policies, including coverage renewals, must
be submitted to OCED through a formal notice immediately upon occurrence
throughout the contract period.
CERTIFICATE OF CONTINUITY
The Awardee shall be responsible for ensuring that the insurance certificates
required in conjunction with this subsection remain in force for the duration of the
contract period, including any and all option years, if applicable. In the case of
construction and major rehabilitation activities, the Contractor must have the
coverage cited in Attachment B-1 of this agreement at the time that it begins
construction on the project. If the insurance certificates are scheduled to expire
during the contract period, the Awardee shall be responsible for submitting new or
renewed insurance certificates to the County at a minimum of thirty (30) calendar
days before such expiration.
In the event that expiration certificates are not replaced with new or renewed
certificates that cover the contract period, the County shall suspend the contract
until the new or renewed certificates are received by the County in the manner
prescribed in the requirements; provided, however, that this suspended period
does not exceed thirty (30) calendar days. If such suspension exceeds thirty (30)
calendar days, the County may, at its sole discretion, terminate the contract for
cause.
Prior to execution of the contract by the County and commencement of the
contracted services, the Awardee shall obtain all insurance required under this
Section and submit same to the County for approval. All insurance shall be
maintained throughout the term of the contract.
C. Indemnification
II. The Awardee Agrees:
. A. The Awardee shall carry out the activities specified in Attachment A, "Scope of
Services," in the County or the focus area(s) of Dade.
B. Idemnification and Insurance Requirements
The Awardee shall comply with the idemnification and insurance requirements
outlined in Attachment B·1 of this agreement. All certificates and· insurance
updates must identify the names of the Awardee and the activity being funded
through this agreement.
AWARDEE LIABILITY OBLIGATION
Compliance with the requirements in Attachment B·1 shall not relieve the Awardee
of his liability and obligation under this SUbsection or under any subsection of this
contract. . The contract is contingent upon receipt of the insurance documents
within fifteen (15) calendar days after the Board of County CommisSioners'
approval. If the Insurance Certificate is received within the specified period, but
not in the manner prescribed in these requirements, the Awardee shall be verbally
notified of the deficiency and shall have an additional five (5) calendar days to
submit a corrected certificate to the County. .
If the Awardee fails to submit the required insurance documents in the manner
prescribed in these requirements within twenty (20) calendar days after the Board
of County Commissioners' approval, the Awardee shall be in default of the terms
and conditions of the contract.
The Awardee shall submit all required insurance documents to the Office of
Community Development, 140 West Flagler, 10th Floor, Suite 1000, Miami, FL 33130.
Any changes to the required insurance poiicies, including coverage renewals, must·
be submitted to OCED through a formal notice immediately upon occurrence
throughout the contract period.
CERTIFICATE OF CONTINUITY
The Awardee shall be responsible for ensuring that the insurance certificates
required in conjunction with this subsection remain in force for the duration of the
contract period, including any and all option years, if applicable. In the case of
construction and major rehabilitation activities, the Contractor must have the
coverage cited in Attachment B·1 of this agreement at the time that it begins
construction on the project. If the insurance certificates are scheduled to expire
during the contract period, the Awardee shall be responsible for submitting new or
renewed insurance certificates to the County at a minimum of thirty (30) calendar
days· before such expiration.
In the event that expiration certificates are not replaced with new or renewed
certificates that cover the contract period, the County shall suspend the contract
until the new or renewed certificates are received by the County in the manner
prescribed hi the requirements; provided, however, that this suspended period
does not exceed thirty (30) calendar days. If such suspension exceeds thirty (30)
calendar days, the County may, at its sole discretion, terminate the contract for
cause.
Prior to execution of the contract by the County and commencement of the
contracted services, the Awardee shall obtain all insurance required under this
Section and submit same to the County for approval. All insurance shall be
maintained throughout the term of the contract. .
C. Indemnification
?
232
The Awardees shall indemnify and hold harmless the County and its officers,
employees, agents and instrumentalities from any and all liability, losses or
damages, including attorneys' fees and costs of defense, which the County or its
officers, employees, agents or instrumentalities may incur as a result of claims,
demands, suits, causes of actions or proceedings of any kind or nature arising out
of, relating to or resulting from the performance of this Agreement by the Awardee
or its employees, agents, servants, partners principals or subcontractors. The
Awardee shall pay all claims and losses in connection therewith and shall
investigate and defend all claims, suits or actions of any kind or nature in the name
of the County, where applicable, including appellate proceedings, and shall pay all
costs, judgments, and attorney's fees which may issue thereon. The Awardee
expressly understands and agrees that any insurance protection required by this
Agreement or otherwise provided by the Awardee shall in no way limit the
responsibility to indemnify, keep and save harmless and defend the County or its
officers, employees, agents and instrumentalities as herein provided. The
provisions of this section survive the termination or expiration of this agreement.
D.Documents
The Awardee shall submit documents to OCED as described below or any other
document in whatever form, manner, or frequency as prescribed by OCED. These
will be used for monitoring progress, performance, and compliance with this
contract and for compliance with applicable County and Federal requirements.
1. Certificates of Insurance - original to be received by OCED within the
first month of this contract period, and submitted with each
payment request, including any renewals, prior to payments made by
the County.
2. Progress Reports
a. The Awardee shall submit a status report using the form attached
hereto as Attachment C, "Progress Report," as it may be revised by
OCED, which shall describe the progress made by the Awardee in
achieving each of the objectives and action steps identified in
Attachment A, "Scope of Services."
The Awardee shall ensure that OCED receives each report in
triplicate (or as indicated) no later than April 10, 2007, July 10, 2007,
October 10, 2007,January 10, 2008, April 10, 2008, July 10, 2008,
October 10, 2008 and January 15, 2009.
b. Quarterly Reporting when Subcontractors are Utilized
Awardees are advised that when subcontractors or subconsultants
are utilized to fulfill the terms and conditions of this contract,
Miami-Dade County Resolution No. 1634-93 will apply to this
contract. This resolution requires the selected Awardees to file
quarterly reports as to the amount of contract monies received from
the County and the amounts thereof that have been paid by the
Awardee directly to Black, Hispanic and Women-Owned businesses
performing part of the contract work.
Additionally, the listed businesses are required to sign the reports,
verifying their participation in the contract work and their receipt of
such monies. For purposes of applicability, the requirements of
this resolution shall be in addition to any other reporting
requirements required by law, ordinance or administrative order.
The Awardees shall indemnify and hold harmless the County and its officers,
employees, agents and instrumentalities from any and all liability, losses' or
damages, including attorneys' fees and costs of defense, which the County or its
officers, employees, agents or instrumentalities may incur as a result of claims,
demands, suits, causes of actions or proceedings of any kind or nature arising out
of, relating to or resulting from the performance of this Agreement by the Awardee
or its employees, agents, servants, partners principals or subcontractors. The
Awardee shall pay all claims and losses in connection therewith and shall
investigate and defend all claims, suits or actions of any kind or nature in the name
of the County, where applicable, including appellate proceedings, and shall pay all
costs, judgments, and attorney's fees which may issue ,thereon. The Awardee '
expressly understands and agrees that any insurance protection required by this
Agreement or otherwise provided by the Awardee shall in no way limit the
responsibility to indemnify, keep ,and save harmless and defend the County or its
officers, employees, agents and instrumentalities as herein provided. The
provisions of this section survive the termination or expiration of this agreement.
D. Documents
The Awardee shall submit documents to OCED as described below or any other
document in whatever form, manner, or frequency as prescribed by OCED. These
will be used for monitoring progress, performance, and compliance, with this
contract and for compliance with applicable County and Federal requirements.
1. Certificates of Insurance· original to be received by OCED within the
first month of this contract period, and submitted with each
payment request, including any renewals, prior to payments made by
the County.
2. Progress Reports
a. The Awardee shall submit a status report using the form attached
hereto as Attachment C, "Progress Report," as it may be revised by
OCED, which shall describe the progress made by the Awardee in
achieving each of the objectives and action steps identified in
Attachment A, "Scope of Services."
The Awardee shall ensure that OCED receives each report in
triplicate (or as indicated) no later than April 10, 2007, July 10,2007,
October 10, 2007,January 10, 2008, April 10, 2008, July 10, 2008,
October 10, 2008 and January 15, 2009.
b. Quarterly Reporting when Subcontractors are Utilized
Awardees are advised that when subcontractors or subconsultants
are utilized to fulfill the terms and conditions of this contract,
Miami-Dade County Resolution No. 1634-93 will apply to this
contract. This resolution requires the selected Awardees to file
quarterly reports as to the amount of contract monies received from
the County and the amounts thereof that have been paid by the
Awardee directly to Black, Hispanic and Women-Owned businesses
performing part of the contract work.
Additionally, the listed businesses are required to sign the reports, '
verifying their participation in the contract work and their receipt of
such monies. For purposes of applicability, the requirements of
this resolution shall be in addition to any other reporting
requirements required by law, ordinance or administrative order.
\
233
The Awardee shall submit to OCED a cumulative account of its
activities under this agreement by completing the following
portions of the Progress Report Form:
Section I - Status of Contracted Activities:
The Awardee must report specific information regarding the status
of the contracted activities, including accomplishments and/or
delays encountered during the implementation of the project and an
unduplicated count of clients served during the reporting period (if
applicable) for each federally defined ethnic category. Awardees
engaged in construction and/or housing rehabilitation projects shall
report on the progress of their activities including the number of
housing units completed and occupied by low-moderate and low
income residents. The Awardee shall also report demographic
information on each head of household. Each goal and
corresponding objective(s), as indicated in the approved Scope of
Services, must be addressed as part of this report.
Section II - Fiscal Information:
The Awardee must report expenditure information based on
approved budgeted line items to reflect all costs incurred during the
reporting period. In addition, the Awardee shall report on Program
Income Usage for each contracted activity.
Section III - Contract and Subcontract Activity Report:
Contract and Subcontract Activity Report (First and Third Quarter
Progress Report) - The Awardee shall report to OCED the number of
business activities involving minority vendors, including
subcontractors performing work under this Agreement. The
"Contract and Subcontract Activity Report" Section in Attachment
C, and when applicable Section 3 in the same Attachment shall be
completed semiannually by the Awardee and submitted to OCED no
later than April 10, 2007, October 10, 2007, April 10, 2008 and
October 10, 2008 .
Section IV - Neighborhood Employment Opportunities:
Neighborhood Employment Opportunities Report (First and Third
Quarter Progress Report) The Awardee shall report to OCED the
number of target and service area residents who have received
employment opportunities from federally financed and assisted
projects and activities.
The Neighborhood Employment Opportunities Report shall be
submitted using the Progress Report Form attached hereto as a
Section in Attachment C, as it may be revised. This section of the
form shall be completed semiannually by the Awardee and
submitted to OCED no later than April 10, 2007, October 10, 2007,
April 10, 2008 and October 10, 2008.
The Awardee shall submit to the County, in a timely manner, any
other information deemed necessary by the County, and its
presentation shall comply with the format specified at the time of
the request. Failure to submit the Progress Reports or other
information in a manner satisfactory to the County by the due date
shall render the Awardee in noncompliance with this Article. The
County may require the Awardee to forfeit its claim to payment
requests or the County may invoke the termination provision in this
4
.,"
The Awardee shall submit to OCED a cumulative accou nt of its
activities under this agreement by completing the following
portions of the Progress Report Form:
Section I -Status of Contracted Activities:
The Awardee must report specific information regarding the status
of the contracted activities, including accomplishments and/or
delays encountered during the implementation of the project and an
unduplicate~ count of clients served during the reporting period (if
applicable) for each federaUy defined ethnic category. Awardees
engaged in construction and/or housing rehabilitation projects shall
report on the progress of their activities including the number of
housing units completed and occupied by low-moderate and low
income residents. The Awardee shall also report demographic
. information on each head of household. Each goal and
corresponding objective(s), as indicated in the approved Scope of
Services, must be addressed as part of this report. .
Section II -Fiscal Information:
The Awardee must report expenditure information based on
approved budgeted line Items to reflect all costs incurred during the
reporting period. In addition, the Awardee shall report on Program
Income Usage for each contracted activity.
Section /II • Contract and Subcontract Activity Report:
Contract and Subcontract Activity Report (First and Third Quarter
Progress Report) • The Awardee shall report to DeED the nurnber of
business activities involving minority vendors, including
subcontractors performing work under this Agreement. The
"Contract and Subcontract Activity Report" Section in Attachment
C, and when applicable Section 3 in the same Attachment shall be
completed semiannually by the Awardee and submitted to OCED no
later than April 10, 2007, October 10, 2007, April 10, 2008 and
October 10, 2008 .
Section IV· Neighborhood Employment Opportunities:
Neighborhood Employment Opportunities Report (First and Third
Quarter Progress Report) • The Awardee shall report to OCED the
number of target and service area residents who have received
employment opportunities from federally financed and assisted
projects and activities.
The Neighb~rhood Employment Opportunities Report shall be
submitted using the Progress Report Form attached hereto as a
Section in Attachment C, as it may be revised. This section of the
form shall be completed semiannually by the Awardee and
submitted to DC ED no later than April 10, 2007, October 10, 2007,
April 10, 2008 and October 10, 2008.
The Awardee shall submit to the County, in a timely manner, any
other information deemed necessary by the County, and its
presentation shall comply with the format specified at the time of
the request. Failure to submit the Progress Reports or other
information in a manner satisfactory to the County by the due date
shall render the Awardee in noncompliance with this Article. The
County may require the Awardee to forfeit its claim to payment
requests or the County may invoke the termination provision in this
4
. (
234
Contract by giving five days written notice of such action to be
taken.
c.Unspecified Site(s) Objective - If the Awardee has not yet identified
a location to carry out any of the activities described in Attachment
A, the Awardee shall submit, in triplicate, Progress Reports, using
the form attached hereto as part of Attachment C, on a monthly
basis until such time as the Awardee complies with the provisions
contained within Section II, Paragraph D.4. of this contract. Copies
of the above described Progress Report shall be received by OCED
no later than the tenth (10th) business day of each month and shall
address the progress undertaken by the Awardee during the
previous month. This Progress Report shall not be required if the
Awardee is submitting the Progress Reports required by Section II,
Paragraph D.2.a and Paragraph D.3.
3. Annual Report (Fourth Quarter Progress Report)-The Awardee shall submit
a cumulative status report (hereinafter referred to as "Annual Report")
using the "Progress Report" specified in Section II, Paragraph D.2.a. above,
which shall describe the progress made by the Awardee in achieving each
of the objectives identified in Attachment A during the previous year. The
first "Annual Report" must cover the CDBG fiscal year of January 1, 2007
through December 31, 2007 and shall be received by OCED no later than
January 15, 2008. The final annual report must cover the entire grant period
of January 1, 2007 through December 31, 2008 and shall be received by
OCED by January 15, 2009.
4. Environmental Review - The Awardee immediately upon locating or
determining a site for each of the "Unspecified Site" activities to be carried
out pursuant to this contract, shall submit information detailing the location
of each site for which a Site Environmental Conditions Statement, will be
prepared as described in Article II, Section E.5. of this contract as set forth
below. The Environmental Review is to be prepared on information
contained in Attachment D, "Information for Environmental Review Form."
Notwithstanding any provision of this Agreement, the parties hereto agree
and acknowledge that this Agreement does not constitute a commitment of
funds or site approval, and that such commitment of funds or approval may
occur only upon satisfactory completion of environmental review and
receipt by the County of a release of funds from the U.S. Department of
Housingand Urban Development under 24 CFR Part 58. The parties
further agree that the provision of any funds to the project is conditioned
on the County's determination to proceed with, modify or cancel the project
based on the results of a subsequent environmental review.
5. Audit Report - The Awardee shall submit to OCED an annual audit report in
triplicate as required by Section II, Paragraph K of this contract, as set forth
below. The Awardee shall submit a written statement from its auditing firm
to confirm that it has cleared any non-compliance issues stated in the
audit, and a written statement from the Auditor that the audit complies with
all applicable provisions of 24 CFR Part 84.26, Part 85.26 and OMB A-133.
6. Personnel Policies and Administrative Procedures - The Awardee shall
submit detailed documents describing the Awardee's internal corporate or
organizational structure, property management and procurement policies
and procedures, personnel management, accounting policies and
procedures, etc. Such information shall be submitted to OCED within 30
days of the execution of this contract.
7. Inventory Report - The Awardee shall report annually all nonexpendable
personal and real property purchased with CDBG funds from this and
Contract by giving five days written notice of such action to be
taken.
c. Unspecified Site(s) Objective -If the Awardee has not yet identified
a location to carry out any of the activities described in Attachment
A, the Awardee shall submit, in triplicate, Progress Reports, using
the form attached hereto as part of Attachment C, on a monthly
basis until such time as the Awardee complies with the provisions
contained within Section II, Paragraph 0.4. of this contract. Copies
of the above described Progress Report shall be received by OCED
no later than the tenth (10th) business day of each month and shall
address the' progress undertaken by the Awardee during the
previous month. This Progress Report shall not be required if the
Awardee is submitting the Progress Reports required by Section II,
Paragraph D.2.a and Paragraph 0.3.
3. Annual Report (Fourth Quarter Progress Report)-The Awardee shall submit
a 'cumulative status report (hereinafter referred to as "Annual Report")
using the "Progress Report" specified in Section 1/, Paragraph D.2.a. above,
which shall describe the progress made by the Awardee in achieving each
oftheobjectives identified in Attachment A during the previous year. The
first "Annual Report" must cover the CDBG fiscal year of January 1,2007
through December 31, 2007 and shall be received by OCED no later than
January 15, 2008. The final annual report must cover the entire grant period
of January 1, 2007 through December 31, 2008 and shall be received by
OCED by January 15, 2009.
4. Environmental Review -The Awardee immediately upon locating or
determining a site for each of the "Unspecified Site" activities to be carried
out pursuant to this contract, shall submit information detailing the location
of each site for which a Site Environmental Conditions Statement, will be
prepared as described in Article 1/, Section E.5. of this contract as set forth'
below. The Environmental Review is to be prepared on information
contained in Attachment 0, "Information for Environmental Review Form."
Notwithstanding any provision of this Agreement, the parties hereto agree
and acknowledge that this Agreement does not constitute a commitment of
funds or site approval, and that such commitment of funds or approval may
occur only upon satisfactory completion of ,environmental review and
receipt by the County of a release of funds 'from the U.S. Department of
Housingand Urban Development under 24 CFR Part 58. The parties
further agree that the provision of any funds to the proiect is conditioned
on the County's determination to proceed with, modify or cancel the project
based on the results of a subsequent environmental review.
5. Audit Report· The Awardee shall submit to OCED an annual audit report in
triplicate as required by Section II, Paragraph K of this contract, as set forth
b~low. The Awardee shall submit a written statement from its auditing firm
to confirm that it has cleared any non-compliance issues stated in the
audit, and a written statement from the Auditor that the audit complies with
all applicable provisions of 24 CFR Part 84.26, Part 85.26 and OMB A-133.
6. Personnel Policies and Administrative Procedures • The Awardee shall
submit detailed documents describing the Awardee's internal corporate or
organizational structure, property management and procurement policies
and procedures, personnel management, accounting policies and
procedures, etc. Such information shall be submitted to OCED within 30
days of the execution of this contract.
7. Inventory Report -The Awardee shall report annually all nonexpendable
personal and real property purchased with CDBG funds from this and ,
235
previous agreements with the County as specified in Section II, Paragraph
T of this contract.
8.Affirmative Action Plan - The Awardee shall report to OCED information
relative to the equality of employment opportunities whenever so requested
by OCED.
Participation in the CDBG Program
1.The Awardee shall maintain current documentation that its activities meet
one of the three (3) CDBG national objectives:
a. To benefit low-and moderate-income persons;
b. To aid in the prevention or elimination of slums or blight;
c. To meet community development needs having a particular
urgency.
2.For activities designed to meet the national objective of benefit to low-and
moderate-income persons, the Awardee shall ensure and maintain
documentation that conclusively demonstrates that each activity assisted
in whole or in part with CDBG funds is an activity which provides benefit to
no less than 51% of low-and moderate-income persons.
3.The Awardee shall comply with all applicable provisions of 24 CFR Part 570
and shall carry out each activity in compliance with all applicable federal
laws and regulations described therein. If the Awardee is a primarily
religious entity, it shall comply with all provisions of 24 CFR 570.200 (j).
4.The Awardee agrees to comply with (a) the Uniform Relocation Assistance
and Real Property Acquisition Policies Act of 1970, as amended (URA), and
implementing regulations at 49 CFR Part 24 and 24 CFR 570.606(b): (b) the
requirements of 24 CFR 570.606(c) governing the Residential
Antidisplacement and Relocation Assistance- plan under section 104(d) of
the HCD Act; and (c) the requirements in 570.606(d) governing optional
relocation policies. (The County may preemept the optional policies). The
Awardee shall provide relocation assistance to persons (families,
individuals, businesses, non-profit organizations and farms) that are
displaced as a direct result of acquisition, rehabilitaion, demolition or
conversion for a CDBG assisted project. The Awardee also agrees to
comply with applicable County ordinances, resolutions and policies
concerning the displacement of persons from their residences.
5.For each activity or portion of activity described in Attachment A hereto for
which a location has not yet been identified, the Awardee shall obtain,
immediately after a site is identified by the Awardee, OCED's written
environmental clearance statement and shall agree in writing to comply
with any and all requirements as may be set forth in the Site Environmental
Clearance Statement.
6.The Awardee shall cooperate with OCED in informing the appropriate
CDBG citizen participation structures, including the appropriate area
committees, of the activities of the Awardee in adhering to the provisions of
this contract. Representatives of the Awardee shall attend meetings of the
appropriate committees and citizen participation structures, upon the
request of the citizen participation officers, OCED, or the County.
7.The Awardee shall make a good faith effort to address the concerns of the
residents of the affected area. The Awardee shall cooperate with OCED in
informing the appropriate CDBG citizen participation structures, including
6
previous agreements with the County as specified in Section II, Paragraph
T of this contract. .
B. Affirmative Action Plan -The Awardee shall report to OCED information
relative to the equality of employment opportunities whenever so requested
byOCEO.
Participation in the COSG Program
1. The Awardee shall maintain current documentation thatits activities meet
one of the tf.lree (3) COSG national objectives:
a. To benefit low-and moderate-income persons;
b. To aid in the prevention or elimination orslums or blight;
c. To meet community development needs having a particular
urgency.
2. For activities designed to meet the national objective of ·benefit to low-and
moderate-income persons, the Awardee shall ensure and maintain
documentation that conclusively demonstrates .that each activity assisted
in whole or in part with COSG funds is an activity which provides benefit to
no less than 51% of low-and moderate-income persons.
3. The Awardee shall comply with all applicable provisions of 24 CFR Part 570
and shall carry out each activity in compliance with all applicable federal
Jaws and regulations described therein. If the Awardee is a primarily
religious entity, it shall comply with all provisions of 24 CFR 570.200 (j).
4. The Awardee agrees to comply with (a) the Uniform Relocation Assistance
and Real Property Acquisition Policies Act of 1970, as amended (URA), and
implementing regulations at 49 CFR Part 24 and 24 CFR 570.606(b): (b) the
requirements of 24 CFR. 570.606(c) governing the Residential
Antidisplacement and Relocation Assistance-plan under section 104(d) of
the HCO Act; and (c) the requirements in 570.606(d) governing optional
relocation policies. (The County may preemept the optional policies). The
Awardee shall provide relocation assistance to persons (families,
individuals, businesses, non-profit organizations and farms) that are
displaced as a direct result of acquisition, rehabilitaion, demolition or
conversion for a COSG assisted project. The Awardee also agrees to
comply with applicable County ordinances, resolutions and pOlicies
concerning the displacement of persons from their residences.
5. For each activity or portion of activity described in Attachment A hereto for
which a location has not yet been identified, the Awardee shall obtain,
immediately after a site is identified by the Awardee, OCED's written
environmental clearance statement and shall agree in writing to comply
with any and all requirements as may be set forth in the Site Environmental
Clearance Statement.
6. The Awardee shall cooperate with OCEO in informing the appropriate
COSG citizen participation structures, including the appropriate area
committees, of the activities of the Awardee in adhering to the provisions of
this contract. Representatives of the Awardee shall attend meetings of the
appropriate. committees and citizen participation structures, upon the
request of the citizen participation officers, OCEO, or the County.
7. The Awardee shall make a good faith effort to address the concerns of the
residents of the affected area. The Awardee shall cooperate with OCED in
informing the appropriate CDSG citizen participation structures, including
f,
236
the appropriate area committees, of the activities of the Awardee in
adhering to the provisions of this contract. Representatives of the Awardee
shall attend meetings of the appropriate committees and citizen
participation structures, upon the request of the citizen participation
officers, OCED, or the County.
8. For activities involving acquisition, rehabilitation and/or demolition of
property and which require the relocation of families, individuals,
businesses and/or industries, the Awardee shall submit a written
notification to the Urban Development Division of OCED prior to relocating,
evacuating, and/or dispersing any and all legal occupants who reside at
this property on the basis of a long or short term lease. When the legality
of an occupant (individual, family, business, and/or industry) is in question,
the Awardee shall contact the above mentioned unit prior to making a
determination. Awardees receiving CDBG funds shall adhere to 24 CFR
part 50 and/or part 58 and to the rules and regulations of the Uniform
Relocation Assistance and Real Property Acquisition Act of 1970, as
amended.The Awardee shall adopt Affirmative Marketing Procedures and
requirements for CDBG assisted projects. These procedures must consist
of actions to provide information and attract eligible persons from all racial,
ethnic and gender groups to the available services. The Awardee shall
annually assess its affirmative marketing program to determine if the
procedures used to comply with the requirements specified in Public Law
88-352 and Public Law 90-284 successfully meet these requirements. The
Awardee shall submit to OCED its Affirmative Marketing Plan no later than
60 days from the date this Agreement is executed.
9. For. any Housing activities, the Awardee shall successfully complete the
Community Development coursework conducted by the Local Initiatives
Support Corporation, which will be held at Florida International . University
throughout the current contract period. The Awardee shall provide written
notification to OCED, no later than 30 days after completion of the
coursework. This requirement may be waived, in the sole discretion of
OCED, for Awardees who demonstrate knowledge of real estate
development and organizational management theory. OCED shall consider
such waiver upon receipt of the written request by the Awardee.
10. For Housing, Rehabilitation, and Construction activities all conditions in
this section will apply throughout the regulatory period identified in the
national objective. Throughout that period, the Awardee will be required to
submit an annual report regarding his compliance with the national
objective, and OCED will have the right to monitor the activity.
11. The Awardee shall comply with all applicable uniform administrative
requirements as described in 24 CFR 570.502
F.Lobbying Prohibition
1. The Awardee shall certify that no federal appropriated funds have been paid
or will be paid, by or on behalf of the undersigned, to any person for
influencing or attempting to influence an officer'or employee of any agency,
a Member of Congress, an officer or employee of Congress, or an employee
of a Member of Congress in connection with the awarding of any federal
Agreement, the making of any federal grant, the making of any federal loan,
the entering into of any cooperative Agreement, and the extension,
continuation, renewal, amendment, or modification of any federal
Agreement, grant, loan, or cooperative Agreement.
2. The Awardee shall disclose to OCED if any funds other than federal
appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an officer or employee of any agency,
a Member of Congress, an officer or employee of Congress, or an employee
the appropriate area committees, of the activities of the Awardee in
adhering to the provisions of this contract. Representatives of the Awardee
shall attend meetings of the appropriate committees and citizen
participation structures, upon the request of the citizen participation
officers, OCED, or the County.
8. For activities involving acquisition, rehabilitation and/or demolition of
property and which require the relocation of families, individuals,
businesses and/or industries, the Awardee . shall submit a written
notification to the Urban Development Division of OCED prior to relocating,
evacuating, and/or dispersing any and all legal occupants who reside at
this property on the basis of a long or short term lease. When the legality
of an occupant (individual, family, business, and/or industry) is in qUestion,
the Awardee shall contact the above mentioned unit prior to making a
determination. Awardees receiving CDSG funds shall adhere to 24 CFR
part 50 and/or part 58 and to th~ rules and regulations of the Uniform
Relocation Assistance and Real Property Acquisition Act of 1970, as
amended.The Awardee shall adopt Affirmative Marketing Procedures and
requirements for CDSG assisted projects. These procedures must consist
of actions to provide information and attract eligible persons from all racial,
ethnic and gender groups to the available services. The Awardee shall
annually assess its affirmative marketing program to determine if the
procedures used to comply with the requirements specified In Public Law
88-352 and Public law 90·284· successfully meet these requirements. The
Awardee shall submit to OCED its Affirmative Marketing Plan no later than
60 days from the date this Agreement is executed.
9. For. any Housing activities, the Awardee shall successfully. complete the
Community Development coursework conducted by the local Initiatives
Support Corporation, which will be held at Florida International. University
throughout the current contract period. The Awardee shall provide written
notification to OCED, no later than 30 days after completion of the
coursework. This requirement may be waived, in the sole discretion of
. OCED, for Awardees who demonstrate knowledge of real estate
development and organizational management theory. OCED shall Consider
such waiver upon receipt of the written request by the Awardee.
10. For Housing, Rehabilitation, and Construction activities all conditions in
this section will apply throughout the regulatory period identified in the
national objective. Throughout that period, the Awardee will be required to
submit an annual report regarding his compliance with the national
objective, and OCED will have the right to monitor the activity.
11. The Awardee shall comply with all applicable uniform administrative
requirements as described in 24 CFR 570.502
F. Lobbying Prohibition
1. The Awardee shall certify that no federal appropriated funds have been paid
or will be paid, by or on behalf of the undersigned, to any person for
influencing or attempting to influence an officer or employee of any agency,
a Member of Congress, an officer or employee of Congress, or an employee
of a Member of Congress in connection with the awarding of any federal
Agreement, the making of any federal grant, the making of any federal loan,
the entering into of any cooperative Agreement, and the extension,
continuation, renewal, amendment, or modification of any federal
Agreement, grant, loan, or cooperative Agreement.
2. The. Awardee shall disclose to OCED if any funds other than federal
appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an officer or employee of any agency,
a Member of Congress, an officer or employee of Congress, or an employee
237
of a Member of Congress in connection with this federal Agreement, grant,
loan, or cooperative Agreement, on a Standard Form-LLL, "Disclosure. Form
to Report Lobbying," in accordance with its instructions.
3.The Awardee shall ensure that the language in this Section II, Paragraph
F.1. and F.2 be included in the award documents for all subawards at all
tiers (including subcontracts, subgrants, and Agreements under grants,
loans, and cooperative Agreements) and to ensure that all subrecipients
shall certify and disclose accordingly in connection with this activity.
G.Federal, State, and County Laws and Regulations
1. RULES, REGULATIONS AND LICENSING REQUIREMENTS
The Awardee shall comply with all laws, ordinances and regulations applicable to
the services contemplated herein, especially those applicable to conflict of interest
and collusion. Awardees are presumed to be familiar with all Federal, State and
local laws, ordinances, codes, rules and regulations that may in any way affect the
goods or services offered, especially Executive Order No. 11246 entitled "Equal
Employment Opportunity" and as amended by Executive Order No. 11375, as
supplemented by the Department of Labor Regulations (41 CFR, Part 60), the
Americans with Disabilities Act of 1990 and implementing regulations, the
Rehabilitation Act of 1973, as amended, Chapter 553 of Florida Statutes and any
and all other local, State and Federal directives, ordinances, rules, orders, and laws
relating to people with disabilities. The Awardee will also comply with OMB A-122,
OMB A-110, OMB A-21, OMB A-133, and with the applicable procedures specified in
OCED's Contract Compliance Manual, which are incorporated herein by reference,
receipt of which is hereby acknowledged, and as they may be revised.
2. The Awardee shall comply with Section 504 of the Rehabilitation Act of
1973, as amended, which prohibits discrimination on the basis of handicap;
Title VI of the Civil Rights Act of 1964, as amended, which prohibits
discrimination on the basis of race, color, or national origin; the Age
Discrimination Act of 1975, as amended, which prohibits discrimination on
the basis of age; Title VIII of the Civil Rights Act of 1968, as amended, and
Executive Order 11063 which prohibits discrimination in housing on the
basis of race, color, religion, sex, or national origin; Executive Order 11246,
as amended which requires equal employment opportunity; and with the
Energy Policy, amended and Conservation Act (Pub.L 94-163) which
requires mandatory standards and policies relating to energy efficiency.
The Provider also agrees to comply with the Domestic Violence Leave
codified as 11A-60 et seq. of the Miami-Dade County Code, which requires
an employer, who in the regular course of business has fifty (50) or more
employees working in Miami-Dade County for each working day during
each of twenty (20) or more calendar work weeks to provide domestic
violence leave to its employees. Failure to comply with this local law may
be grounds for voiding or terminating this Agreement or for
commencement of debarment proceedings against the Provider.
3. If the amount payable to the Awardee pursuant to the terms of this contract
is in excess of $100,000, the. Awardee shall comply with all applicable
standards, orders, or regulations, issued pursuant to Section 306 of the
Clean Air Act of 1970 (42 U.S.C. 1857 h), as amended; the Federal Water
Pollution Control Act (33 U.S.C. 1251), as amended; Section 508 of the
Clean Water Act (33 U.S.C. 1368); Environmental Protection Agency
regulations (40 CFR Part 15); and Executive Order 11738.
4. Assurance of Compliance with Section 504 of the Rehabilitation Act - The
Awardee shall report its compliance with Section 504 of the Rehabilitation
Act whenever so requested by OCED.
of a Member of Congress in connection with this federal Agreement, grant,
loan, or cooperative Agreement, on a Standard Form-LLL, "Disclosure. Form
to Report Lobbying," in accordance with its instructions.
3. The Awardee shall ensure that the language in this Section II, Paragraph
F.1. and F.2 be included in the award documents for all subawards at all
tiers (including subcontracts, subgrants, and Agreements· under grants,
loans, and cooperative Agreements) and to ensure that all subrecipients
shall certify and disclose accordingly in connection with this activity.
G. Federal, State, and County Laws and Regulations
1. RULES, REGULATIONS AND LICENSING REQUIREMENTS
The Awardee shall comply with all laws, ordinances and regulations applicable to
th·e services contemplated herein, especially those applicable to conflict of interest
and collusion. Awardees are presumed to be familiar with all Federal, State and
local laws, ordmances, codes, rules and regulations that may in any way affect the
goods or services offered, especially Executive Order No. 11246 entitled "Equal
Employment Opportunity" and as amended by Executive Order No. 11375, as
supplemented by the Department of Labor Regulations (41 CFR, Part 60), the
Americans with Disabilities Act of 1990 and implementing regulations, the
Rehabilitation Act of 1973, as amended, Chapter 553 of Florida Statutes and. any
arid all other local, State and Federaldirectives, ordinances, rules, orders, and laws
relating to people with disabilities. The Awardee will also comply with OMB A-i22,
OMS A-HO, OMS A-21, OMB A-133, and with the applicable procedures specified in
OCED's Contract Compliance Manual, which are incorporated herein by reference,
receipt of which is hereby acknowledged, and as they may be revised.
2. The· Awardee shall comply with Section 504 of the Rehabilitation Act of
1973, as amended, which prohibits discrimination on the basis of handicap;
Title VI of the Civil Rights Act of 1964, as amended, which prohibits
discrimination on the basis of race, color, or national origin; the Age
Discrimination Act of 1975, as amended, which prohibits discrimination on
the basis of age; Title VIII of the Civil Rights Act of 1968, as amended, and
Executive Order 11063 which prohibits discrimination in housing on the
basis of race, color, religion, sex, or national origin; Executive Order 11246,
as amended which requires equal employment opportunity; and with the
Energy Policy, amended and' Conservation Act (Pub.L 94-163) which
requires mandatory standards and policies relating to energy efficiency.
The Provider also agrees to comply with the Domestic Violence Leave
codified as 11A-60 et seq. of the Miami-Dade County Code, which requires
an employer, who in the regular course of business has fifty (50) or more
employees working in Miami-Dade County for each working day during
each of twenty (20) or more calendar work weeks to provide domestic
violence leave to its employees. Failure to comply with this local law may
be grounds for voiding or terminating this Agreement or for
commencement of debarment proceedings against the Provider.
3. ·If the amount payable to the Awardee pursuant to the terms of this contract
is in excess of $100,000, the Awardee shall comply with all applicable
standards, orders, or regulations, issued pursuant to Section 306 of the
Clean Air Act of 1970 (42 U.S.C. 1857 h), as amended; the Federal Water
Pollution Control Act (33 U.S.C. 1251), as amended; Section 508 of the
Clean Water Act (33 U.S.C. 1368); Environmental Protection Agency
regulations (40 CFR Part 15); and Executive Order 11738.
4. Assurance of Compliance with Section 504 of the Rehabilitation Act· The
Awardee shall report its compliance with Section 504 of the Rehabilitation
Act whenever so requested by OCED.
238
5. Americans with Disabilities Act (ADA) of 1990 - The Awardee shall attest to;
and submit the required Disability Non-discrimination Affidavit assuring
compliance with all applicable requirements of the laws listed below
including but not limited to, those provisions pertaining to employment,
provisions and program services, transportation, communications, access
to facilities, renovations, and new construction.
6. Affirmative Action/Non-Discrimination of Employment, Promotion, and
Procurement Practices (Ordinance #98-30) - All firms with annual gross
revenues in excess of $5 million, seeking to contract with Miarni-Dade
County shall, as a condition of award, have a written Affirmative Action
Plan and Procurement Policy on file with the County's Department of
Business Development. Said firms must also submit, as a part of their
proposals/bids to be filed with the Clerk of the Board, an appropriately
completed and signed Affirmative Action Plan/Procurement Policy Affidavit.
Firms whose Boards of Directors are representative of the population
make-up of the nation are exempt from this requirement and must submit,
in writing, a detailed listing of their Boards of Directors, showing the race
or ethnicity of each board member, to the County's Department of Business
Development. Firms claiming exemption must submit, as a part of their
proposals/bids to be filed with the Clerk of the Board, an appropriately
completed and signed Exemption Affidavit in accordance with Ordinance
98-30. These submittals shall be subject to periodic reviews to assure that
the entities do not discriminate in their employment and procurement
practices against minorities and women-owned businesses.
It will be the responsibility of each firm to provide verification of their gross
annual revenues to determine the requirement for compliance with the
Ordinance. Those firms that do not exceed $5 million annual gross
revenues must clearly state so in their bid/proposal.
Any bidder/respondent which does not provide an affirmative action plan
and procurement policy may not be recommended by the County Manager
for award by the Board of County Commissioners.
7. Domestic Violence Leave Affidavit: Prior to entering into any contract with
the County, a firm desiring to do business with the County shall, as a
condition of award, certify that it is in compliance with the Domestic Leave
Ordinance, 99-5 and Section 11A-60 of the Miami-Dade County Code. This
Ordinance applies to employers that have, in the regular course of business,
fifty (50) or more employees working in Miami Dade County for each working
day during each of twenty (20) or more calendar work weeks in the current
or preceding calendar year. In accordance with Resolution R-185-00, the
obligation to provide domestic violence leave to employees shall be a
contractual obligation. The County shall not enter into a contract with any
firm that has not certified its compliance with the Domestic Leave
Ordinance. Failure to comply with the requirements of Resolution R-185-00,
as well as the Domestic Leave Ordinance may result in the contract being
declared void, the contract being terminated and/or the firm being debarred.
8. Code of Business Ethics: In accordance with Section 2-8.1(1) of the Code of
Miami-Dade County each person or entitiy that seeks to do business with
Miami-Dade County shall adopt a Code of Business Ethics ("Code") and
shall submit an affidavit stating that the Awardee has adopted a Code that
complies with the requirements of Section 2-8.1(i) of the Miami-Dade County
Code (Form A-12).
9. PUBLIC ENTITY CRIMES
Pursuant to Paragraph 2(a) of Section 287.133, Florida Statutes, a person or
affiliate who has been placed on the convicted vendor list following a
5. Americans with Disabilities Act (ADA) of 1990· The. Awardee shall attest to;
and submit the required Disability Non-discrimination Affidavit assuring
compliance with all applicable requirements of the laws listed below
including but not limited to, those provisions pertaining to employment,
provisions and program services, transportation, communications~ access
to facilities, renovations, and new construction.
6. Affirmative Action/Non-Discrimination of Employment. Promotion, and
Procurement Practices (Ordinance #98-30) -All firms with annual gross
revenues in excess of $5 million, seeking to contract with Miami-Dade
County shall, as a condition of aWard, have a written Affirmative Action
Plan and Procurement Policy on file with the County's Department of
Business Development. Said firms must also submit, as a part of their
proposals/bids to be filed with the Clerk of the Board, an appropriately
completed and signed Affirmative Action Plan/Procurement Policy Affidavit.
Firms whose Boards of Directors are representative of the population
. make-up of the nation are exempt from this requirement and must submit,
in writing, a detailed listing of their Boards of Directors, showing the race
or ethnicity of each board member, to the County's Department of Business
Development. Firms claiming exemption must submit, as a part of their
proposals/bids to be filed with the Clerk of the Board, an appropriately
completed· and signed Exemption Affidavit in accordance with Ordinance
98·30. These submittals shall be subject to periodic reviews to assure that
the entities do not discriminate in their employment and procurement
practices against minorities and women-owned businesses.
It will be the responsibility of each firm to provide verification of their gross
annual revenues to determine the requirement for compliance with the
Ordinance. Those firms that do not exceed $5 million annual gross
revenues must clearly state so in their bid/proposal.
Any bidder/respondent which does not provide an affirmative action plan
and. procurement policy may not be recommended by the County Manager
for award by the Board of County Commissioners.
7. Domestic Violence Leave Affidavit: Prior to entering into any contract with
the County, a firm desiring to do business with the County shall, as a
condition of award, certify that it is in compliance with the Domestic Leave
Ordinance, 99·5 and Section 11A-60 of the Miami-Dade County Code. This
Ordinance applies to employers that have, in the regular course of bUSiness,
fifty (50) or more employees working in Miami Dade County for each working
day during each of twenty (20) or more calendar work weeks in the current
or preceding calendar year. In accordance with Resolution R-185-00, the
obligation to provide domestic violence leave to employees shall be a
contractual obligation. The County ·shall not enter into a contract with any
firm that has not certified its compliance with the Domestic Leave
Ordinance. Failure to comply with the requirements of Resolution R-185-00,
as well as the Domestic Leave Ordinance may result in the contract being
declared void, the contract being terminated and/or the firm being debarred.
8. Code of Business Ethics: In accordance with Section 2-8.1(1) of the Code of
Miami-Dade County each person or entitiy that seeks to do business with
Miami-Dade County shall adopt a Code of Business Ethics ("Code") and
shall submit an affidavit stating that the Awardee has adopted a Code that
complies with the requirements of Section 2-8.1 (j) of the Miami-Dade County
Code (Form A-12).
9. PUBLIC ENTITY CRIMES
. Pursuant to Paragraph 2(a) of Section 287.133, Florida Statutes, a person or
.affiliate who has been placed on the convicted vendor list following a
239
conviction for a public entity crime may not submit a proposal for a contract
to provide any goods or services to a public entity; may not submit a
proposal on a contract with a public entity for the construction or repair of a
public building or public work; may not submit proposals on leases of real
property to a public entity; may not be awarded or perform work as a
Awardee, supplier, subcontractor, or consultant under a contract with any
public entity; and, may not transact business with any public entity in excess
of the threshold amount provided in Section 287.017 for Category TWO
($10,000) for a period of thirty-six (36) months from the date of being placed
on the convicted vendor list. The Awardee warrants and represents that it has
not been placed on the convicted vendor list The Awardee agrees that
should Miami-Dade County discover that the Awardee's representations
regarding the list are false, this contract shall be terminated on the discretion
of Miami-Dade County. Further, should the Awardee be placed on the list at
any time during this contract Miami-Dade County shall have the right to
terminate this agreement
10.CRIMINAL CONVICTION
Pursuant to Miami-Dade County Ordinance No. 94-34, "Any individual who
has been convicted of a felony during the past ten years and any
corporation, partnership, joint venture or other legal entity having an officer,
director, or executive who has been convicted of a felony during the past ten
years shall disclose this information prior to entering into a contract with or
receiving funding from the County." Failure of the Awardee to disclose this
information as required may lead to the termination of this agreement by
Miami-Dade County.
If Awardee, or any owner, subsidiary, or other firm affiliated with or related to the
Awardee, is found by the responsible enforcement agency, the Courts or the
County to be in violation of the Acts, the County will conduct no further business
with Awardee. Any contract entered into based upon a false affidavit, as listed
below, and submitted pursuant to this resolution shall be voidable by the County:
1. Miami-Dade County Ownership Disclosure Affidavit
2. Miami-Dade Employment Family Leave Affidavit
3. Miami-Dade Employment Drug-Free Workplace Affidavit
4. Miami-Dade Employment Disclosure Affidavit
5. Disability Nondiscrimination Affidavit
6. Criminal Record Affidavit
7. Public Entity Crime Affidavit
8. Related-Party Disclosure Information
9. Miami-Dade County Affidavit Regarding Delinquent and Currently Due Fees
or Taxes
10. Affirmative Action Affidavits
11. Current on all County Contracts, Loans, and Other
Obligations Affidavit
12. Project Fresh Start Affidavit
13. Domestic Violence Leave Affidavit
14. Code of Business Ethics Affidavit
15. Financial and Conflicts of Interest Affidavit
If any attesting firm violates any of the Acts below during the term of any contract
such firm has with the County, such contract shall be voidable by the County, even
if the attesting firm was not in violation at the time it submitted its affidavit.
The applicable Acts are as follows:
1.The Americans with Disabilities Act of 1990 (ADA), Pub. L. 101-336, 104 Stat
327, 42 U.S.C. 12101-12213 and 47 U.S.C. Sections 225 and 611 including
Title I, Employment; Title II, Public Services; Title III, Public
conviction for a public entity crime may not submit a proposal for a contract
to provide any goods or services to a public entity; may not submit a
proposal on a contract with a public entity for the construction or repair ola
public building or public work; may not submit proposals on leases of real
property to a public entity; may not be awarded or perform work as a
Awardee, supplier, subcontractor, or consultant under a contract with any
public entity; and, may not transact business with any public entity in excess
of the threshold amount provided in Section 287.017 for Category TWO
($10,000) for a period of thirty-six (36) months from the date of being placed
on the convicted vendor list. The Awardee warrants and represents that it has
not been placed on the convicted vendor list The Awardee agrees that
should Miami-Dade County discover that the Awardee's representations
regarding the list are false, this contract shall be terminated on the discretion
of Miami-Dade County. Further, should the Awardee be placed on the list at
any time during this contract Miami-Dade County shall have. the right to
terminate this agreement
10. CRIMINAL CONVICTION
Pursuant to Miami-Dade County Ordinance No. 94-34, "Any individual who
has been convicted of a felony during the past ten years and any
corporation, partnership, joint venture or other legal entity having an officer,
director, or executive who has been convicted of a felony during the past ten
years shall disclose this information prior to entering into a contract with or
receiving funding·from the County." Failure of the Awardee to disclose this
information as required may lead to the termination of this agreement by
Miami-Dade County.
If Awardee, or any owner, subsidiary, or other firm affiliated with or related to the
Awardee, is found by the responsible enforcement agency, the Courts or the
. County to be in violation of the Acts, the County will conduct no further business
with Awardee. Any contract entered into based upon a false affidavit, as listed
below, and submitted pursuant to this resolution shall be voidable by the County:
1. Miami-Dade County Ownership Disclosure Affidavit
2. Miami-Dade Employment Family Leave Affidavit .
3. Miami-Dade Employment Drug-Free Workplace Affidavit
4. Miami-Dade Employment DisclQsure Affidavit
5. Disability Nondiscrimination Affidavit
6. Criminal Record Affidavit
7. Public Entity Crime Affidavit
8. Related-Party Disclosure Information
9. Miami-Dade County Affidavit Regarding Delinquent and Currently Due Fees
or Taxes
10. Affirmative Action Affidavits
11. Current on all County Contracts, Loans, and Other
Obligations Affidavit
12. Project Fresh Start Affidavit
13. Domestic Violence Leave Affidavit
14. Code of Business Ethics Affidavit
15. Financial and Conflicts of Interest Affidavit
If any attesting firm violates any of the Acts below during the term of any contract
such firm has with the County, such contract shall be voidable by the County, even
if the attesting firm was not in violation at the time it submitted its affidavit.
The applicable Acts are as follows:
1. The Americans with Disabilities Act of 1990 (ADA), Pub. L. 101-336, 104 Stat
327, 42 U.S.C. 12101-.12213 and 47 U.S.C. Sections 225 and 611 including
Title I, Employment; Ti.tle II, Public Services; Title III, Public
240
Accommodations and Services Operated by Private Entities; Title IV,
Telecommunications; and Title V, Miscellaneous Provisions.
2. The Rehabilitation Act of 1973, 29 U.S.C. Section 794;
3. The Federal Transit Act, as amended 49 U.S.C. Section 1612;
4. The Fair Housing Act as amended, 42 U.S.C. Section 3601-3631.
H. Conflicts with Applicable Laws
If any provision of this contract conflicts with any applicable law or regulation
including but not limited to, 24 CFR 570, only the conflicting provision shall be
deemed by the parties hereto to be modified to be consistent with the law or
regulation or to be deleted if modification is impossible. However, the obligations
under this contract, as modified, shall continue and all other provisions of this
contract shall remain in full force and effect. The County's determination on
whether a provision conflicts shall be final and binding.
I. Board of Directors
If the Awardee is a Community Development Corporation (CDC), OCED shall have
the option to appoint a representative to the Awardee's board of directors. This
representative shall not be considered in the counting of a quorum and shall have
no voting privileges.
J. Construction
If the Awardee engages in, procures, or makes loans for construction work, the
Awardee shall:
1. Contact the OCED representative noted in Section IV, Paragraph K of this
contract, prior to taking any action, to schedule a meeting to receive
compliance information.
2. Comply with the Awardee's procurement and pre-award requirements and
procedures which, at a minimum, shall adhere to all applicable federal
standards.
3. Comply with the Davis-Bacon Act; Copeland. Anti-Kick Back Act; Contract
Work Hours and Safety Standards Act; and Lead-Based Paint Poisoning
Prevention Act as amended on September 15, 1999; and other related acts,
as applicable.
4. Submit to OCED for written approval all proposed Solicitation Notices,
Invitations for Bids, and Requests for Proposals prior to publication.
5 Submit to OCED all construction plans and specifications and receive
OCED's approval prior to implementation.
6. Contact the OCED representative noted in Section IV, Paragraph K, prior to
scheduling a pre-construction conference. In accordance with industry
standards, OCED will hold 10% of the total grant award as a retainer until
the completion of the construction work is verified by OCED through a
Certificate of Occupancy.
7. The County shall have the right to assign the Community Builders Division of
the Office of Community and Economic Development to assist the project if the
County's staff determines that the Awardee has been unable to consistently
achieve the work and units described within the time frames of the action step
format of this agreement. Such involvement will result in a reduction of a
maximum of 5% of the agreement's award to cover the cost of the technical
Accommodations and Services Operated by Private Entities; Title IV,
Telecommunications; and Title V, Miscellaneous Provisions.
2. The Rehabilitation Act of 1973, 29 U.S.C. Section 794;
3. The Federal Transit Act, as amended 49 U.S.C. Section 1612;
4. The Fair Housing Act as amended, 42 U.S.C. Section 3601-3631.
H. Conflicts with Applicable Laws
If any provision of this contract conflicts with any applicable law or regulation
including but not limited to, 24 CFR 570, only. the conflicting provision shall be
deemed by the parties hereto to be modified to be consistent with the law or
regulation or to be deleted if modification is impossible. However, the. obligations
under this contract, as modified, shall continue and all other provisions of this
contract shall remain in full force and effect. The County's determination on
whether a provision conflicts shall be final and binding. .
I. Board of Directors
If the Awardee is a Community Development Corporation (CDC), OCED shall have
the option to appoint a representative to the Awardee's board of directors. This
representative shall not be considered in the counting of a quorum and shall have
no voting privileges.
J. Construction
If the Awardee engages in, procures, or makes loans for construction work, the
Awardee shall:
1. Contact the OCED representative noted in Section IV, Paragraph K of this
contract, prior to taking any action, to schedule a meeting to receive
compliance information.
2. Comply with the Awardee's procurement and pre-award requirements and
procedures which, at a minimum, shall adhere to all applicable federal
standards.
3. . Comply with the Davis-Bacon Act; Copeland Anti-Kick Back Act; Contract
Work Hours and Safety Standards Act; and Lead-Based Paint Poisoning
Prevention Act as amended on September 15, 1999; and other related acts,
as applicable.
4. Submit to OCED for written approval all proposed Solicitation Notices,
Invitations for Bids, and Requests for Proposals prior to publication.
5. . Submit to OCED all construction plans and specifications and receive
OCED's approval prior to implementation.
6. Contact the OCED representative noted in Section IV, Paragraph K, prior to
scheduling a pre-construction conference. In accordance with industry
standards, OCED will hold 10% of the total grant award as a retainer until
the completion of the construction work is verified by OCED through a
Certificate of Occupancy.
7. The County shall have the right to assign the Community Builders Division of
the Office of Community and Economic Development to assist the project if the
County's staff determines that the Awardee has been unable to consistently
achieve the work and units described within the time frames of the action step
format of this agreement. Such involvement will result in a reduction of a
maximum of 5% of the agreement's award to cover the cost of the technical
241
assistance. The Awardee shall cooperate and comply with all requests made by
the Community Builders Division of the Office of Community and Economic
Development.
8. Execute a restrictive covenant with Miami-Dade County for the grant award and
the use of the land to ensure its use as a CDBG project site as defined and
described in Attachment "A" of this agreement.
K.Audits and Records
1. Nonprofit organizations that expend $500,000 or more annually in federal
awards shall have a single or program specific audit conducted in
accordance with OMB A-133. Nonprofit organizations expending federal
awards of $500,000 or more under only one federal program may elect to
have a program-specific audit performed, in accordance with OMB A-133.
Awardees who will be receiving, or who have received, federal awards for
loans or loan guaranteed programs may be required to conduct audits of
those programs in accordance with regulations of the federal agencies
providing those guarantees or loans.
2. Nonprofit organizations that expend less than $500,000 annually in federal
awards shall be exempt from an audit conducted in accordance with OMB
A-133, although their records must be available for review (e.g.,
inspections, evaluations). Such agencies that receive less than $500,000 in
combined Federal awards must submit to the County annual compilation
reports that describe their performance. To achieve uniformity regarding
the reporting format, such documents must comply with the accounting
industry standards by communicating an independent accountant's (1)
expression of limited assurance on FINANCIAL STATEMENTS as a result of
performing inquiry and analytic procedures (Review Report); (2) results of
procedures performed (Agreed-Upon Procedures Report); (3) non-
expression of opinion or any form of assurance on a presentation in the
form of financial statements information that is the representation of
management (Compilation Report); or (4) an opinion on-an assertion made
by management in accordance with the Statements on Standards for
Attestation Engagements (Attestation Report).
3. When the requirements of OMB A-133 apply, an audit shall be conducted
for each fiscal year for which federal awards attributable to this contract
have been received by the Awardee. Each audit shall include a fiscal
review, which includes a validation of all program generated income and its
disposition, especially attributable to CDBG funds, an internal control
review, and a compliance review as described in OMB A-133. A copy of the
audit report in triplicate must be received by OCED no later than six months
following the end of the Awardee's fiscal year.
4. If an audit is required by Paragraph K of this contract, but the requirements
of OMB A-133 do not apply the Awardee may choose to have an audit
performed either on the basis of the Awardee's fiscal year or on the basis of
the period during which OCED-federal assistance has been received. In
either case, each audit shall cover a time period of not more than twelve
(12) months and an audit shall be submitted covering each assisted period
until all the assistance received from this contract has been reported on.
Each audit shall adhere to all other audit standards of OMB A-133, as these
may be limited to cover only those services undertaken pursuant to the
terms of this contract. A copy of the audit report in triplicate must be
received by OCED no later than six months following each audit period.
assistance. The Awardee shall cooperate and comply with all requests made by·
the Community Builders Division of the Office of Community and Economic
Development.
S. Execute a restrictive covenant with Miami-Dade County for the grant award and
the use of the land to ensure its use as a CDBG project site as defined and
described in Attachment "A" ofthis agreement.
K. Audits and Records
1. Nonprofit organizations that expend $500,000 or more annually in federal
awards shall have a single or program specific audit conducted In.
accordance with. OMB A-133. Nonprofit organizations expending federal
awards of $500,000 or more under only one federal program may elect to
have a program-specific audit performed, in accordance with OMB A-i33.
Awardees who will be receiving, or who have received, federal awards for
loans or loan guaranteed programs may be required to conduct audits· of
those programs in accordance with regulations of ~he federal agencies
providing those guarantees or loans.
2. Nonprofit organizations that expend less .than $500,000 annually in federal
awards shall be exempt from an audit conducted in accordance with OMB
A-133"although their records must be available for review (e.g.,
inspections, evaluations). Such agencies that receive less than $500,000 in
combined Federal awards must submit to the County annual compilation
reports thatdescribe their performance. To achieve uniformity regarding
the reporting format, such documents must comply with the accounting
industry standards by communicating an independent accountant's (1)
expression of limited assurance on FINANCIAL STATEMENTS as a result of
·performing inquiry and analytic procedures (Review Report); (2) results of
procedures performed (Agreed-Upon Procedures Report); (3) non-
expression of opinion or any form of assurance on a presentation in the
form of financial statements information that is the representation of
management (Compilation Report); or (4) an opinion omln assertion made
by management in accordance with the Statements on Standards for
Attestation Engagements (Attestation Report).
3. When the requirements of OMB A-133 apply, an audit shall be conducted
for each fiscal year for which federal awards attributable to this contract
have been received by the Awardee. Each audit shall include a fiscal
review, which includes a validation of all program generated income and its
disposition, especially attributable to CDBG funds, an internal· control
review, and a compliance review as described in OMB A-133: A copy of the
audit report in triplicate must be received by OCED no later than six months
following the end of the Awardee's fiscal year.
4. If an audit is required by Paragraph K of this contract, but the requirements
of OMB A-133 do not apply the Awardee may choose to have an audit·
performed either on the basis of the Awardee's fiscal year or on the basis of
the period during which OCED-federal assistance has been received. In
either case, each audit shall cover a time period of not more than twelve
(12) months and an audit shall be submitted covering each assisted period
until all the assistance received from this contract has been reported on.
Each audit shall adhere to all other audit standards of OMB A-133, as these
may be limited to cover only those services undertaken pursuant to the
terms of this contract. A copy of the audit report in triplicate must be
received by OCED no later than six months following each audit 'Period.
242
5. The Awardee shall maintain all Contract Records in accordance with
generally accepted accounting principles, procedures, and practices which
shall sufficiently and properly reflect all revenues and expenditures of
funds provided directly or indirectly by the County pursuant to the terms of
this contract.
6. The Awardee shall maintain all Contract Records that document all actions
undertaken to accomplish the "Scope of Services" outlined in Attachment A
in this contract.
7. The Awardee shall ensure that the Contract Records shall be at all times
subject to and available for full access and review, inspection, or audit by
County and federal personnel and any other personnel duly authorized by
the County.
8. The Awardee shall include in all OCED approved subcontracts used to
engage subcontractors to carry out any eligible substantive programmatic
services, as such services are described in this contract and defined by
OCED, each of the record-keeping and audit requirements detailed in this
contract. OCED shall, in its sole discretion, determine when services are
eligible substantive programmatic services and subject to the audit and
record-keeping requirements described above.
9. The County reserves the right to require the Awardee to submit to an audit
by Audit and Management Services or other auditor of the County's
choosing at the Awardee's' expense. The Awardee shall provide access to
all of its records, which relate directly or indirectly to this Agreement at its
place of business during regular business hours. The Awardee shall retain
all records pertaining to this Agreement and upon request make them
available to the County for three years following expiration of the
Agreement. The Awardee agrees to provide such assistance as may be
necessary to facilitate the review or audit by the County to ensure
compliance with applicable accounting and financial standards.
10. The Awardee shall ensure that its auditors share their audit results with
OCED. The auditors must submit the audit report to OCED within six
months after the conclusion of the audit period.
L.Retention of Records
1.The Awardee shall retain all Contract Records for a period of at least five (5)
years (hereinafter referred to as "Retention Period") subject to the
limitations set forth below:
a. For all non-CDBG assisted activities, the Retention Period shall
begin upon the expiration or termination of this contract.
b. For CDBG assisted public service activities, the Retention Period
shall begin upon the date of U.S. HUD's acceptance of OCED's
annual Grantee Performance Report for the year in which the
activity is reported as completed. For each public service activity,
the Awardee must retain all contract records except those relating
to real and nonexpendable personal property.
c. For all other CDBG assisted activities, the Retention Period shall
begin upon U.S. HUD's acceptance 'of OCED's annual Grantee
Performance Report in which each assisted activity is reported on
for the final time. For all the CDBG assisted activities covered by
this Section II, Paragraph L.1.c., the Awardee must retain all
contract records except those relating to real and nonexpendable
personal property.
5. The Awardee shall maintain all Contract Records in accordance with
generally accepted accounting principles, procedures, and practices which
·shall sufficiently and properly reflect all revenues and expenditures of
funds provided directly or indirectly by the County pursuant to the terms of
this contract.
6. The Awardee shall maintain all Contract Records that document all actions
undertaken to accomplish the "Scope of Services" outlined in Attachment A
in this contract.
7. The Awardee shall ensure that the Contract Records shall be at all times
subject to and available for full access and review, inspection, or audit by
County and federal personnel and any other personnel duly authorized by
the County.
8. The Awardee shall include in all OCED approved subcontracts used to
engage subcontractors to carry out any eligible substantive programmatic
services, as such services are described in this contract and defined by
aCED, each of the record-keeping and audit requirements detailed in this
contract. OCED shall, in its sole discretion, determine when services are
eligible substantive programmatic services and subject to the audit and
record-keeping requirements described above.
9. The County reserves the right to require the Awardee to submit to an audit
by Audit and Management Services or other auditor of the County's
choosing at the Awardee's expense. The Awardee shall provide access to
all of its records, which relate directly or indirectly to this Agreement at its
place of business during regular business hours. The Awardee shall retain
all records pertaining to this Agreement and upon request make. them
available to the County for three years following expiration of the
Agreement. The Awardee agrees to provide such assistance as may be
necessary to facilitate the review or audit by the County to ensure
compliance with applicable accounting and financial standards.
10. The Awardee shall ensure that its auditors share their audit results with
aCED. The auditors must submit the audit report to aCED within six
months after the conclusion of the audit period.
L. Retention of Records
1. The Awardee shall retain all Contract Records for a period of at least five (5)
years (hereinafter referred to· as "Retention Period") subject to the
limitations set forth below:
a. For all non-CDBG assisted activities, the Retention Period shall
begin upon the expiration or termination of this contract.
b. For CDBG assisted public service activities, the Retention Period
shall begin upon the date. of U.S. HUD's acceptance of OCED's
annual Grantee Performance Report for the year in which the
activity is reported as completed. For each public service activity,
the Awardee must retain all contract records except those relating
to real and nonexpendable personal property.
c. For all other CDBG assisted activities, the Retention Period shall
begin upon U.S. HUD's acceptance of aCED's annual Grantee
Performance Report in which each assisted activity is reported on
for the final time. For all the CDBG assisted activities covered by
this Section II, Paragraph L.1.c., the Awardee must retain all
contract records except those relating to real and nonexpendable
personal property.
243
d.For all CDBG assisted activities, the Retention Period for all
contract records relating to real and nonexpendable personal
property shall begin upon the date of the final disposition of the
property.
2. If the County or the Awardee have received or given notice of any kind
indicating any threatened or pending litigation, claim or audit arising out of
the services provided pursuant to the terms of this contract, the Retention
Period shall be extended until such time as the threatened or pending
litigation, claim or audit is, in the sole and absolute discretion of OCED,
fully, completely and finally . resolved.
3. The Awardee shall allow the County, federal personnel, or any person
authorized by the County full access to and the right to examine any of the
contract records during the required Retention Period.
4. The Awardee shall notify OCED in writing, both during the pendency of this
contract and after its expiration as part of the.final closeout procedure, of
the address where all contract records will be retained.
5. The Awardee shall obtain written approval of OCED prior to disposing of
any contract records within one year after expiration of the Retention
Period.
M.Provision of Records
1. The Awardee shall provide to OCED, upon request, all contract records.
These records shall become the property of OCED without restriction,
reservation, or limitation of their use. OCED shall have unlimited rights to
all books, articles, or other copyrightable materials developed for the
purpose of this contract. These unlimited rights shall include the rights to
royalty-fees; nonexclusive, and irrevocable license to reproduce, publish,
or otherwise use, and to authorize others to use, the information for public
purposes.•
2. If the Awardee receives funds from, or is under regulatory control of, other
governmental agencies, and those agencies issue monitoring reports,
regulatory examinations, or other similar reports, the Awardee shall provide
a copy of each report and any follow-up communications and reports to
OCED immediately upon such issuance unless such disclosure is a
violation of the rules or policies of the regulatory agencies issuing the
reports.
3. MIAMI-DADE COUNTY INSPECTOR GENERAL REVIEW
According to Section 2-1076 of the Code of Miami-Dade County, as
amended by Ordinance No. 99-63, Miami-Dade County has established the
Office of the Inspector General which may, on a random basis, perform
audits on all County contracts, throughout the duration of said contracts,
except as otherwise provided below. The cost of the audit of any Contract
shall be one quarter (1/4) of one (1) percent of the total contract amount
which cost shall be included in the total proposed amount. The audit cost
will be deducted by the County from progress payments to the selected
Awardee. The audit cost shall also be included in all change orders and all
contract renewals and extensions.
Exception: The above application of one quarter (1/4) of one percent fee
assessment shall not apply to the following contracts: (a) IPSIG contracts;
(b) contracts for legal services; (c) contracts for financial advisory services;
(d) auditing contracts; (e) facility rentals and lease agreements; (f)
d; For all CDBG assisted activities, the Retention Period for all
contract records relating to real and nonexpendable personal
property shall begin upon the date of the final disposition of the
property.
2. If the County or the Awardee have received or given notice of any kind
indicating any threatened or pending litigation, claim or audit arising out of
the services provided pursuant to the terms of this contract, the Retention
Period shall be extended until· such time as the threatened or pending
litigation, claim or audit is, in the sole and absolute discretion of OCED,
fuily, completely and finally resolved.
3. The Awardee shall allow the County, federal personnel, or any person
authorized by the County full access to and the right to examine any of the
contract records during the required Retention Period.
4. The Awardee shall notify OCED in writing, both during the pendency of this
contract and after its expiration as part of the final closeout procedure, of
the address where all contract records will be retained.
5. The Awardee shall obtain written approval of OCED prior to disposing of
any contract records within one year after expiration of the Retention
Period.
M. Provision of Records
1. The Awardee shall provide to OCED, upon request, all contract records.
These records shall become the property of OCED without restriction,
reservation, or limitation of their use. OCED. shall have unlimited rights to
all books, articles, or other copyrightable materials developed for the
purpose of this contract. These unlimited rights shall include the rights to
royalty-fees; nonexclusive, and irrevocable license to reproduce, publish,
or. otherwise use, and to authorize others to use, the information for public
purposes.
2. If the Awardee receives funds from, or is under regulatory control of, other
governmental agencies, and those agencies. issue monitoring reports,
regulatory examinations, or other similar reports, the Awardee shall provide
a copy of each report and any follow-up, communications and reports to
OCED immediately upon such issuance unless such disclosure is a
violation of the rules or policies of the regulatory agencies issuing the
reports.
3. MIAMI-DADE COUNTY INSPECTOR GENERAL REVIEW
According to Section 2-1076 of the Code of Miami-Dade County, as
amended by Ordinance No. 99-63, Miami-Dade County has established the
Office of the Inspector General which may, ·on a random basis, perform
audits on all County contracts, throughout the duration of said contracts,
except as otherwise provided below. The cost of the audit of any Contract
shall be one quarter (1/4) of one (1) percent of the total contract amount
which cost shall be included in the total proposed amount. The audit cost
will be deducted by the County from progress payments to the selected
Awardee. The audit cost shall also be included in all change orders and all
contract renewals and extensions.
Exception: The above application of one quarter (1/4) of one percent fee
assessment shall not apply to the following contracts: (a) IPSIG contracts;
(b) contracts for legal services; (c) contracts forfinancial advisory services;
(d) auditing contracts; (e) facility rentals and lease agreements; (f)
244
concessions and other rental agreements; (g) insurance contracts; (h)
revenue-generating contracts; (I) contracts where an IPSIG is assigned at
the time the contract is approved by the Commission; 0) professional
service agreements under $1,000; (k) management agreements; (I) small
purchase orders as defined in Miami-Dade County Administrative Order 3-2;
(m) federal, state and local government-funded grants; and (n) interlocal
agreements. Notwithstanding the foregoing, the Miami-Dade County Board
of County Commissioners may authorize the inclusion of the fee
assessment of one quarter (1/4) of one percent in any exempted contract at
the time of award.
Nothing contained above shall in any way limit the powers of the Inspector
General to perform audits on this contract.
COMMISSION AUDITOR ACCESS TO RECORDS
Pursuant to Ordinance No. 03-2, Awardee shall grant access to the
Commission Auditor to all financial and performance related records,
property, and equipment purchased in whole or in-part with government
funds, including funds awarded tp Awardee pursuant to this contract.
N.Prior Approval
The Awardee shall obtain written approval from OCED prior to undertaking any of
the following:
1. The engagement or execution of any subcontract(s) or contract
assignments, wherein CDBG funds will be used to pay for goods or
services. The Awardee must submit all proposed agreement documents to
OCED at least thirty (30) days prior to the start date of the agreement.
OCED shall have no obligation to approve payment of any expenditure
(resulting from an agreement or subcontract) which was incurred prior to
the approval by OCED of such agreement or subcontract.
2. The addition of any positions not specifically listed in the approved
budget.
3. The modification or addition of all job descriptions.
4. The purchase of all nonexpendable personal property not specifically listed
in the approved budget.
5. The disposition of all real, expendable personal, and nonexpendable
personal property as defined in Section II, Paragraph S.1. of this contract.
6. Out-of-town travel not specifically listed in the approved budget.
7. The disposition of Program Income not specifically listed in the approved
Program Income budget.
8. The publication of proposed Solicitation Notices, Invitations for Bids and
Requests for Proposals as provided for in Section II, Paragraph J of this
contract.
9. The disposal of all contract records as provided for in Section II, Paragraph
L of this contract.
0.Monitoring
The Awardee shall permit OCED and other persons duly authorized by OCED to
inspect all contract records, facilities, equipment, materials, and services of the
Awardee which are in any way connected to the activities undertaken pursuant to
concessions and other rental agreements; (g) insurance contracts; (h)
revenue-generating contracts; (I) contracts where an IPSIG is assigned at
the time the contract is approved by the. Commission; (j) professional
service agreements under $1,000; (k) management agreements; (I) small
purchase orders as defined in Miami-Dade County Administrative Order 3-2;
(m) federal, state and local government-funded grants; and (n) interlocal
agreements. Notwithstanding the foregoing. the Miami-Dade County Board
of County Commissioners may authorize the inclusion of the fee
assessment of one quarter (114) of one percent in any exempted contract at
the time of award.
Nothing contained above shall in any way limit the powers of the Inspector
General to perform audits on this contract.
COMMISSION AUDITOR ACCESS TO RECORDS
Pursuant to Ordinance No. 03·2, Awardee sh~1I grant access to the
Commission Auditor to all financial and performance related records,
property, and equipment purchased in whole or in-part with government
funds, including funds awarded tp Awardee pursuant to this contract.
N. Prior Approval
The Awardee shall obtain written approval from OCED prior to undertaking any of
the following:
1. The engagement or execution of any subcontract(s) or contract
assignments, wherein CDBG funds will be used to pay for goods or
services. The Awardee must submit all proposed agreement documents to
OCED at least thirty (30) days prior to the start date of the agreement.
OCED shall have no obligation to approve payment of any expenditure
(resulting from an agreement or subcontract) which was incurred prior to
the approval by OCED of such agreement or subcontract.
2.. The addition of any positions not specifically listed in the appr()ved
budget.
3. The modification or addition of all job descriptions.
4. The purchase of all nonexpendable personal property not specifically listed
in the approved budget.
5. The disposition of all real, expendable personal, and nonexpendable
personal property as defined in Section II, Paragraph S.1. of this contract.
6. Out-of·town travel not specifically listed in the approved budget.
7. The disposition of Program Income not specifically listed in the approved
Program Income budget.
8. The publication of proposed Solicitation Notices, Invitations for Bids and
Requests for Proposals as provided for in Section II, Paragraph J of this
contract.
9. The disposal of all contract records as provided for in Section II, Paragraph
L of this contract.
O. Monitoring
The Awardee shall permit OCeD and other persons duly authorized by OCeD to
inspect all contract records, facilities, equipment, materials, and services of the
Awardee which are in any way connected to the activities undertaken pursuant to
245
Non-compliance with the above requirements will be considered a breach of
contract, which will result in the immediate termination of the agreement, the
recovery of the entire funding award, and the disqualification of funding through
OCED for a period of three years.
R.Publicity, Advertisements and Signage
1. The Awardee shall ensure that all publicity, public relations, advertisements
and signs, recognizes the Miami-Dade Office of Community and Economic
Development (OCED) and the Community Development Block Grant
(CDBG) for the support of all contracted activities. This is to include, but is
not limited to, all posted signs, pamphlets, wall plaques, cornerstones,
dedications, notices, flyers, brochures, news releases, media packages,
promotions, and stationery. All signs used to publicize OCED contracted
activities must be approved by OCED prior to being posted and must also
meet the standard specifications as established by OCED. The use of the
official Miami Dade OCED logo is permissible.
2. The Awardee shall furnish, erect and maintain construction signs in
accordance with sketch included in these contract documents. The signs
shall be made of 3/4 inch thick marine plywood, newly painted and lettered
according to the accompanying sketch.
The signs shall be painted and lettered in accordance with professional
outdoor sign painting standards as to layout, symmetry, proportion, clarity
and neatness and use of weather-resistant colors and materials. The
Awardee shall place the signs, securely braced and mounted, as shown on
the typical project, sign placement diagram or as directed by the engineer.
All materials shall be provided by the Awardee and the signs shall remain in
the property of the Owner at the completion of the contract. NO WORK
SHALL COMMENCE UNTIL THE PROJECT SIGNS ARE SECURED IN
PLACE. THE SIGNS SHALL BE IN ACCORDANCE WITH THE DETAIL
SHOWN IN ATTACHMENT F. For this project signs will be required.
Payment for furnishing, installing and maintaining the sign shall be under
the bid amount for mobilization.
S.Procurement
The Awardee must take affirmative steps to procure supplies, equipment,
construction, or services to fulfill this contract from minority and women's
businesses, and to provide these sources the maximum feasible opportunity to
compete for subcontracts to be procured pursuant to this contract. To the
maximum extent feasible, these businesses shall be located in or owned 'by
residents of the Community Development areas designated by OCED in the CDBG
application approved by the supervising federal agency.
The Awardee shall assure that all subcontracts or third party agreements contain
provisions with stated goals, that low-income residents from Community
Development Target and Service Areas be provided with opportunities for
employment and training in contracted activities.
1. In conformance with Section 3 of the Housing and Community Development Act
of 1968, the Awardee must direct federal financing assistance towards Target Area
residents and ensure that employment and economic opportunities be given to low
and very low-income persons, particularly those who are recipients of government
assistance for housing according to the guidelines mentioned below:
A.The work to be performed under this contract is subject to the
requirements of section 3 of the Housing and Urban Development Act of
1968, as amended, 12 U.S.C. 170Iu (section 3). The purpose of section 3 is
Non-compliance with the above requirements will be considered a breach of
contract, which will result in the immediate termination of the agreement, the
recovery of the entire funding award, and the disqualification of funding through
aCED for a period of three years.
R. Publicity, Advertisements and Signage
1. The Awardee shall ensure that all publicity, public relations, advertisements
and signs, recognizes the Miami-Dade Office of Community and Economic
Development (OCED) and the Community Development Block Grant
(CDBG) for the support of all contracted activities. This is to include, but is
not limited to,. all posted signs, pamphlets, wall plaques, cornerstones,
dedications, notices, flyers, brochures,· news releases, media packages,
promotions, and stationery. All signs used to publicize aCED contracted
activities must be approved by OCED prior to being posted and must also
meet the standard specifications as established by aCED. The use of the
official Miami Dade OCED logo is permissible.
2. The Awardee shall furnish, erect and maintain construction signs in
accordance with sketch included in these contract documents. The signs
shall be made of % inch thick marine plywood, newly painted and lettered
according to the accompanying sketch.
The signs shall be painted and lettered in accordance with professional
outdoor sign painting standards as to layout, symmetry, proportion, clarity
and neatness and use of weather-resistant colors and materials. The
Awardee shall place the signs, securely braced and mounted, as shown on
the typical project sign placement diagram or as directed by the engineer.
All materials shall be provided by the Awardee and the signs shall remain in
. the property of the Owner at the completion of the contract. NO WORK
SHALL COMMENCE UNTIL THE PROJECT SIGNS ARE SECURED IN
PLACE. THE SIGNS SHALL BE IN ACCORDANCE WITH THE DETAIL
SHOWN IN ATTACHMENT F. For this project signs will be· required.
Payment for furnishing, installing and maintaining the sign shall be under
the bid amount for mobilization.
S. Procurement
The Awardee must take affirmative steps to procure supplies, equipment,
construction, or services to fulfill this contract from minority and women's
businesses, and to provide these sources the maximum feasible opportunity to
compete for subcontracts to be procured pursuant to this contract. To the
maximum extent feasible, these businesses shall be located in or owned by
residents of the Community Development areas designated by aCED in the CDBG
application approved by the supervising federal agency.
The A~ardee shall assure that all subcontracts or third party agreements contain
provisions with stated goals, that low-income residents from Community
Development Target and Service Areas be provided with opportunities for
employment and training in contracted activities.
1. In conformance with Section 3 of the Housing and Community Development Act
of 1968, the Awardee must direct federal financing assistance towards Target Area
residents and ensure that employment and economic opportunities be given to low
and very low-income persons, particularly those who are recipients of government
assistance for housing according to the guidelines mentioned below:
A. The work to· be performed under this contract is subject to the
requirements of section 3 of the Housing and Urban Development Act of
1968, as amended, 12 U.S.C. 170lu (section 3). The purpose of section 3 is
246
the terms of this contract, and/or to interview any clients, employees,
subcontractors, or assignees of the Awardee. Following such inspection or
interviews, OCED will deliver to the Awardee a report of its findings, and the
Awardee will rectify all deficiencies cited by OCED within the specified period of
time set forth in the report, or provide OCED with a reasonable justification for not
correcting the deficiencies. OCED will determine, in its sole and absolute
discretion, whether or not the Awardee's justification is acceptable or if the
Awardee must, despite the justification, rectify the deficiencies cited by OCED in its
report.
P.Conflict of Interest
The Awardee agrees to abide by the provisions of 24 CFR 84.42 (24 CFR Part 85.36
for Public Agencies) and 24 CFR 570,611 with respect to conflicts of interest, and
covenants that it presently has no financial interest and shall not acquire any
financial interest, direct or indirect, which would conflict in any manner or degree
with the performance of services requried under this Agreement. The Awardee
further covenants that in the performance of this Agreement no person having
such a financial interest shall be employed or retained by the Awardee hereunder.
These conflict of interest provisions apply to any person who is an employee,
agent, consultant, officer, or elected official or appointed official of the County, or
of any designated public agencies or subrecipients which are receiving funds
under the CDBG Entitlement program.
The Alivardee shall disclose any possible conflicts of interest or apparent
improprieties of any party that are covered by the above standards. The Awardee
shall make such disclosure in writing to OCED immediately upon the Awardee's
discovery of such possible conflict. OCED will then render an opinion which shall
be binding on all parties.
The Awardee shall submit to OCED, within five business days of execution this
contract, all updated Conflict of Interest affidavits, Related Party Disclosure
statements, list of current Board members, and list of all business associations
with the following documents:
â Original contract or its subsequent amendments.
â Requests for budget revisions.
• Requests for approval of subcontracts.
Non-compliance with the above requirements will be considered a breach of
contract, which will result in the immediate termination of the agreement, the
recovery of the entire funding award, and the disqualification of funding through
OCED for a period of three years.
Q.Related Parties
The Awardee shall report to OCED the name, purpose, and any other relevant
information in connection with any related party transaction. This includes, but is
not limited to, a for-profit or nonprofit subsidiary or affiliate organization, an
organization with overlapping boards of directors, and an organization for which
the Awardee is responsible for appointing memberships. The Awardee shall report
this information to OCED upon forming the relationship or if already formed, shall
report it immediately. Any supplemental information shall be reported quarterly in
the required Progress Report.
The Awardee shall submit to OCED, within five business days of execution this
contract, all updated Conflict of Interest affidavits, Related Party Disclosure
statements, list of current Board members, and list of all business associations
with the following documents:
â Original contract or its subsequent amendments.
â Requests for budget revisions.
â Requests for approval of subcontracts.
the terms of this contract, and/or to interview any clients, employees,
subcontractors, or assignees of the Awardee. Following such inspection or
interviews, OCED will deliver to the Awardee a report of its findings, and the
Awardee will rectify all deficiencies cited by OCED within the specified period of
time set forth in the report, or provide OCED with a reasonable justification for not
correcting the deficiencies. OCED will determine, in its sole and absolute.
discretion, whether or not the Awardee's justification is acceptable or if the
Awardee must, despite the justification, rectify the deficiencies cited by OCED in its
report.
P. Conflict of Interest
The Awardee agrees to abide by the provisions of 24 CFR 84.42 (24 CFR Part 85.36
for Public Agencies) and 24 CFR 570.611 with respect to conflicts of interest, and
covenants that it presently has no financial interest and shall not acquire any
financial interest, direct or indirect, which would conflict in any manner or degree
with the performance of services requried under this Agreement. The Awardee
further covenants that in the performance of this Agreement no person having
such a financial interest shall be employed or retained by the Awardee hereunder.
These conflict of interest provisions apply to any person who is an employee,
agent, consultant, officer, or elected official or appointed official of the County, or
. of any designated public agencies oil' subrecipients which are receiving funds
under the .CDBG Entitlement program.
The Awardee shall disclose any possible conflicts of interest or apparent
improprieties of any party that are covered by the above standards. The Awardee
shall make such disclosure in writing to OCED immediately upon the Awardee's
discovery of such possible conflict. OCED will then render an opinion which shall
be binding on all parties.
The Awardee shall submit to OCED, within five business days of execution' this
contract, all updated Conflict of Interest affidavits, Related Party Disclosure
statements, list of current Board members, and list of all business associations
with the following documents:
» Original contract or its subsequent amendments.
» Requests for budget revisions. » Requests for approval of subcontracts.
Non-compliance with the above requirements will be considered a breach of
contract, which will result in the immediate termination of the agreement, the
recovery· of the entire funding award, and the disqualification of funding through
OCED for a period of three years.
Q. Related Parties
The Awardee shall report to OCED the name, purpose, and any other relevant
information in connection with any related party transaction. This includes, but is
. not limited to, a for-profit or nonprofit subsidiary or affiliate organization, an
organization with overlapping boards of directors, and an organization for which
the Awardee is responsible for appointing memberships. The Awardee shall report
this information to OCED upon forming the relationship or if already formed, shall
report it immediately. Any supplemental information shall be reported quarterly in
the required Progress Report.
The Awardee shall submit to OCED, within five business days of execution this
contract, all updated Conflict of Interest affidavits, Related Party Disclosure
statements, list of current Board members, and list of all business associations
with the following documents: » Original contract or its subsequent amendments.
» Requests for budget revisions. » Requests for approval of subcontracts.
247
to ensure that employment and other economic opportunities generated by
HUD assistance or HUD- assisted projects covered by section 3, shall, to
the greatest extent feasible, be directed to low- and very low-income
persons, particularly persons who are recipients of HUD assistance for
housing.
B. The parties to this contract agree to comply with HUD's regulations in 24
CFR part 135, which implement section 3. As evidenced by their execution
of this contract, the parties to this contract certify that they are under no
contractual or other impediment that would prevent them from complying
with the part 135 regulations.
C. The Awardee agrees to send to each labor organization or representative of
workers with which the Awardee has a collective bargaining agreement or
other understanding, if any, a notice advising the labor organization or
workers' representative of the Awardee's commitments under this section 3
clause, and will post copies of the notice in conspicuous places at the work
site where both employees and applicants for training and employment
positions can see the notice. The notice shall describe the section 3
preference, shall set forth minimum number and job titles subject to hire,
availability of apprenticeship and training positions, the qualifications for
each; and the name and location of the person(s) taking applications for
each of the positions; and the anticipated date the work shall begin.
D. The Awardee agrees to include this section 3 clause in every subcontract
subject to compliance with regulations in 24 CFR part 135, and agrees to
take appropriate action, as provided in an applicable provision of the
subcontract or in this section 3 clause,upon a finding that the
subcontractor is in violation of the regulations in 24 CFR part 135. The
Awardee will not subcontract with any subcontractor where the Awardee
has notice or knowledge that the subcontractor has been found in violation
of the regulations in 24 CFR part 135.
E. The Awardee will certify that any vacant employment positions, including
training positions, that are filled (1) after the Awardee is selected but before
the contract is executed, and (2) with persons other than those to whom the
regulations of 24 CFR part 135 require employment opportunities to be
directed, were not filled to circumvent the Awardee's obligations under 24
CFR part 135.
F. Noncompliance with HUD's regulations in 24 CFR part 135 may result in
sanctions, termination of this contract for default, and debarment or
suspension from future HUD assisted contracts.
G. With respect to work performed in connection with section 3 covered
Indian housing assistance, section 7(b) of the Indian Self-Determination
and Education Assistance Act (25 U.S.C. 450e) also applies to the work to
be performed under this contract. Section 7(b) requires that to the greatest
extent feasible (i) preference and opportunities for training and employment
shall be given to Indians, and (ii) preference in the award of contracts and
subcontracts shall be given to Indian organizations and Indian-owned
Economic Enterprises. Parties to this contract that are subject to the
provisions of section 3 and section 7(b) agree to comply with section 3 to
the maximum extent feasible, but not in derogation of compliance with
section 7(b).
H. Fair Subcontracting Policies (Ordinance 97-35)
All Awardees on County contracts in which subcontractors may be used
shall be subject to and comply with Ordinance 97-35 as amended, requiring
Awardees to provide a detailed statement of their policies and procedures
for awarding subcontracts which:
to ensure that employment and other economic opportunities generated by
HUD assistance or HUD-assisted projects covered by section 3, shall, to
the greatest extent feasible, be directed to low-and very low-income
persons, particularly persons who are recipients of HUD assistance for
housing.
B. The parties to this contract agree to .comply with HUD's regulations in 24
CFR part 135, which implement section 3. As evidenced by their execution
of this contract, the parties to this contract certify that they are under no
contractual or other impediment that would prevent them from complying
with the part 135 regulations.
C. The Awardee agrees to send to each labor organization or representative of
workers with which the Awardee has a collective bargaining agreement or
other understanding, if any, a notice advising the labor organization or
workers' represel1tative of the Awardee's commitments under this section 3
clause, and will post copies of the notice in conspicuous places at the work
site where both employees and applicants for training and employment
positions can see the notice. The notice' shall describe the section 3
preference, shall set forth minimum number and job titles subject to hire,
availability of apprenticeship and training positions, the qualifications for
each; and the name and location of the person(s) taking applications for
each of the positions; and the anticipated date the work shall begin.
D. The Awardee agrees to include this section 3 clause in every subcontract
subject to compliance with regulations In 24 CFR part 135, and agrees to
take appropriate action, as provided in an applicable provision 6f the
subcontract. or in this section 3 clause, upon a finding that the
subcontractor is In violation of the regulations in 24 CFR part 135. The
Awardee will not subcontract with any subcontractor where the Awardee
has notice or knowledge that the subcontractor has been found in violation
of the regulations in 24 CFR part 135.
E. The Awardee will certify that any vacant employment positions, including
training positions, that are filled (1) after the Awardee is selected but before
the contract is executed, and (2) with persons other than those to whom the
regulations of 24 CFR part 135 require employment opportunities to be
directed, were not filled to circumvent the Awardee's obligations under 24
CFR part 135.
F. Noncompliance with HUD's regulations in 24 CFR part 135 may result In
sanctions, termination of this contract for default, and debarment or
suspension from future HUD assisted contracts.
G. With respect to work performed in connection with section 3 covered
Indian housing assistance, section 7(b) of the Indian Self-Determination
and Education Assistance Act (25 U.S.C. 450e) also applies to the work to
be performed under this contract. Section 7(b) requires that to the greatest
extent feasible (i) preference and opportunities for training and employment
shall be given to Indians, and (iI) preference In the award of contracts and
subcontracts shall be given to Indian organizations and Indian-owned
Economic Enterprises. Parties to this contract that are subject to the
provisions of section 3 and section 7(b) agree to comply with section 3 to
the maximum extent feasible, but not in derogation of compliance with
section 7(b).
H. Fair Subcontracting Policies (Ordinance 97-35)
All Awardees on County contracts in which subcontractors may be used
shall be subject to and comply with Ordinance 97-35 as amended, requiring
Awardees to provide a detailed statement of their policies and procedures
for awarding subcontracts which:
248
a) notifies the broadest number of local subcontractors of the
opportunity to be awarded a subcontract;
b) invites local subcontractors to submit bids/proposals in a practical,
expedient way;
c) provides local subcontractors access to information necessary to
prepare and formulate a subcontracting bid/proposal;
d) allows local subcontractors to meet with appropriate personnel of the
Awardee to discuss the Awardee's requirements; and
e) awards subcontracts based on full and complete consideration of all
submitted proposals and in accordance with the Awardee's stated
objectives.
All Awardees seeking to contract with the County shall, as a condition of
award, provide a statement of their subcontracting policies and procedures
(see attached Form A-7.2). Awardees who fail to provide a statement of their
policies and procedures may not be recommended by the County Manager
for award by the Board of County Commissioners.
The term "local" means having headquarters located in Miami-Dade County
or having a place of business located in Miami-Dade County from which the
contract or subcontract will be performed.
The term "subcontractor" means a business independent of a Awardee that
may agree with the Awardee to perform a portion of a contract.
The term "subcontract" means an agreement between a Awardee and a
subcontractor to perform a portion of a contract between the Awardee and
the County.
T.Property
1.Definitions
a.Real Property: Land, land improvements, structures, fixtures and
appurtenances thereto, excluding movable machinery and
equipment.
b.Personal Property: Personal property of any kind except real
property.
1) Tangible: All personal property having physical existence.
2) Intangible: All personal property having no physical
existence such as patents, inventions, and copyrights.
c.Nonexpendable Personal Property: Tangible personal property of a
nonconsumable nature, with a value of $750 or more per item, with
a normal expected life of one or more years, not fixed in place, and
not an integral part of a structure, facility or another piece of
equipment.
d.Expendable Personal Property: All tangible personal property other
than nonexpendable property.
2.The Awardee shall comply with the real property requirements as stated
below:
a.Any real property under the Awardee's control that was acquired or
improved in whole or in part with CDBG funds received from OCED
in excess of $25,000 shall be either:
a) notifies the broadest number of local subcontractors of the
opportunity to be awarded a subcontract;
b) invites local subcontractors to submit bids/proposals in a practical, .
expedient way;
c) provides local subcontractors access to information necessary to
prepare and formulate a subcontracting bid/proposal;
d) allows local subcontractors to meet with appropriate personnel of the
Awardee to discuss the Awardee's requirements; and
e) awards subcontracts based on full and complete consideration of all
submitted proposals and in accordance with· the Awardee's stated
objectives .
. All Awardees seeking to contract with the County shall, as a condition of
award, provide a statement of their subcontracting policies and procedures
(see attached Form A-7.2). Awardees who fail to provide a statement of their
policies and procedures may not be recommended by the County Manager
for award by the Board of County Commissioners.
The term "local" means having headquarters located in Miami-Dade County
or having a place of business located in Miami-Dade County from which the
contract or subcontract will be performed.
The term "subcontractor" means a business independent of a Awardee that
may agree with the Awardee to perform a portion of a contract.
The term "subcontract" means an agreement between a Awardee and a
subcontractor to perform a portion of a contract between the Awardee and
the County.
T. Property
1. Definitions
a. Real Property: Land, land improvements, structures, fixtures and
appurtenances thereto, excluding movable machinery and
equipment.
b. Personal Property: Personal property of any kind· except real
property.
1) Tangible: All personal property having physical existence.
2) Intangible: All personal property having no physical
existence such as patents, inventions, and copyrights.
c. Nonexpendable Personal Property: Tangible personal property of a
nonconsumable nature, with a value of $750 or mo.re per item, with
a normal expected life of one or more years, not fixed in place, and
not an integral part of a structure, facility or another piece of
equipment.
d. Expendable Personal Property: All tangible p·ersonal property other
than nonexpendable property.
2. The Awardee shall comply with the real property requirements as stated
below:
a. Any real property under the Awardee's control that was acquired or
improved in whole or in part with CDBG funds received from OCeD
in excess of $25,000 shall be either:
249
1) Used to meet one of the three (3) CDBG national objectives
until five years after the expiration or termination of this
contract, or for such longer period of time as determined by
OCED in its sole and absolute discretion; or
2) Not used to meet one of the three (3) CDBG National
Objectives. In the event the property is not used to meet
one of the national objectives for five (5) years following the
expiration or termination of this contract or such longer
period as determined by OCED-then the Awardee shall pay
to OCED an amount equal to the market value of the
property as may be determined by OCED in its sole and
absolute discretion, less any proportionate portion of the
value attributable to expenditures of non-CDBG funds for
acquisition of, or improvement to, the property.
Reimbursement is not required after the period of time
specified in Paragraph T.2.a.1., above.
b. Any real property under the Awardee's control that was acquired or
improved in whole or in part with CDBG funds from OCED for
$25,000 or less shall be disposed of, at the expiration or termination
of this contract, in accordance with instructions from OCED.
c. All real property purchased or improved in whole or in part with
funds from this and previous contracts with OCED, or transferred to
the Awardee after being purchased in whole or in part with funds
from OCED, shall be listed in the property records of the Awardee
and shall include a legal description; size; date of acquisition; value
at time of acquisition; present market value; present condition;
address or location; owner's name if different from the Awardee;
information on the transfer or disposition of the property; and map
indicating whether property is in parcels, lots, or blocks and
showing adjacent streets and roads. The property records shall
describe the programmatic purpose for which the property was
acquired and identify the CDBG national objective that will be met.
If the property was improved, the records shall describe the
programmatic purpose for which the improvements were made and
identify the CDBG national objective that will be met.
d. For awards involving the purchase or improvement of real property,
the Awardee agrees to execute a mortgage, loan document, or
restrictive covenant for the CDBG award with OCED within 180 days
after the execution of this agreement. Failure to comply with this
requirement may result in the retraction of the CDBG award for the
project and termination of this agreement.
e. All real property shall be inventoried annually by the Awardee and
an inventory report shall be submitted to OCED. This report shall
include the elements listed in Paragraph T.2.c., above.
3.The Awardee shall comply with the nonexpendable personal property
requirements as stated below:
a.All nonexpendable personal property purchased or improved in
whole or in part with funds from this and previous contracts with
OCED shall be listed in the property records of the Awardee and
shall include a description of the property; location; model number;
manufacturer's serial number; date of acquisition; funding source;
unit cost at the time of acquisition; present market value; property
1) Used to meet one of the three (3) CDBG national objectives
until five years after the expiration or termination of this
contract, or for such longer period of time as determined by
OCED in its sole and absolute discretion; or
2) Not used to meet one of the three (3) CDBG National
Objectives. In the event the property is not used to meet
one of the national objectives for five (5) years following the
expiration or termination of this contract or such longer
period as determined by OCED·then the Awardee shall pay
to OCED an amount equal to the market value of the
property as may be determined by OCED in its sole and
absolute discretion, less any proportionate portion of the
value attributable to expend,tures of non-CDBG funds for
acquisition of, or improvement to, the property.
Reimburseme"nt is not required after the period of time
specified in -Paragraph T.2.a.1., "above.
b. Any real property under the Awardee's control that was acquired or
improved in whole or in part with COBG funds from OCED for
$25,000 or less shall be disposed of, at the expiration or termination
of this contract, in accordance with instructions from OCED.
c. All real property purchased or improved in whole or in part with
funds from this and previous contracts with OCED, or transferred to
the Awardee after being purchased in whole or in part with funds
from OCED, shall be listed in the property records of the Awardee
and shall include a legal description; size; date of acquisition; v~lue
at time of acquisition; present market value; present condition;
address or location; owner's name if different from the Awardee;
information on the transfer or disposition of the property; and map
indicating whether property is in parcels, lots, or blocks and
showing adjacent streets and roads. The property records shall
describe the programmatic purpose for which the property was
acquired and identify the CDSG national objective that will be met.
If the property was improved, the records shall describe the
programmatic purpose for which the improvements were made and
identify the CDBG national objective that will be met.
d. For awards involving the purchase or improvement of real property,
"the Awardee agrees to execute a mortgage, loan document, or
restrictive covenant for the CDBG award with OCED within 180 days
after the execution of this agreement. Failure to comply with this
requirement may result in the retraction of the CDBG award for the
project and termination of this agreement.
e. All real property shall be inventoried annually by the Awardee and
an inventory report shall be submitted to OCED. This report shall
include the elements listed in Paragraph T.2.c., above.
3. The Awardee shall comply with the nonexpendable personal property
requirements as stated below:
a. " All nonexpendable personal property purchased or improved in
whole or in part with funds from this and previous contracts with
aCED shall be listed in the property records of the Awardee and
shall include a description of the property; location; model number;
manufacturer's serial number; date of acquisitiori; funding source;
unit cost at the time of acquisition; present market value; property
250
inventory number; information on its condition; and information on
transfer, replacement, or disposition of the property.
b. All nonexpendable personal property purchased or improved in
whole or in part with funds from this and previous contracts with
OCED shall be inventoried annually by the Awardee and an
inventory report shall be submitted to OCED. The inventory report
shall include the elements listed in Paragraph T.3.a., above.
c. Title (ownership) to all nonexpendable personal property purchased
in whole or in part with funds given to the Awardee pursuant to the
terms of this contract shall vest in the County and OCED.
4.The Awardee shall obtain prior written approval from OCED for the
disposition of real property, expendable personal property, and
nonexpendable personal property purchased or improved in whole or in
part with funds given to the Awardee or subcontractor pursuant to the
terms of this contract. The Awardee shall dispose of all such property in
accordance with instructions from OCED. Those instructions may require
the return of all such property to OCED.
U.Program Income
1. Program Income as defined in 24 CFR Part 570.500 means gross income
received by the Awardee directly generated from activities supported by
CDBG funds. When Program Income is generated by an activity that is only
partially assisted with CDBG funds, the income shall be prorated to reflect
the percentage of CDBG funds used.
2. The Awardee shall not, under any circumstances, use Program Income to
pay for charges or expenses that are specifically not allowed pursuant to
the terms of this contract and applicable federal regulations or rules, or any
County rules or ordinance.
a. The Awardee shall comply with the Program Income provisions in
OCED's Contract Compliance Manual. If any Program Income
provisions of the Contract Compliance Manual conflict with any
Program Income provisions of this contract, the provisions of this
contract shall rule.
b. The County may in its sole discretion allow Awardee to Use
Program Income to carry out eligible activities. The Awardee may
request to use Program Income for eligible activities. If the Awardee
requests to use Program Income, the Awardee shall report to OCED
all cumulative Program Income generated from activities financed in
whole or in part by funds from this contract. This information,
along with a check payable to Miami-Dade County for the generated
Program Income, must be submitted quarterly as part of the Fiscal
Section of the Awardee's Progress Report as outlined in Section II,
Paragraph D.2.a.
c. The Awardee shall report Program Income for as long as it receives
and/or has control over Program Income generated from this and
any previous contracts with OCED.
d. The Awardee shall provide to OCED a written explanation of the
activities to be assisted with Program Income and shall obtain
OCED's written approval prior to implementing those activities. All
provisions of this contract shall apply to any activity performed
using Program Income.
inventory number; information on its condition; and information on
transfer, replacement, or disposition of the property.
b. All non expendable personal property purchased or improved in
whole or in part with funds from this and previous contracts with
aCED shali be inventoried annually by the Awardee and an
inventory report shall be submitted to OCED. The inventory report
shall include the elements listed in Paragraph T.3.a., above.
c. Title (ownership) to all nonexpendable personal property purchased
in whole or in part with funds given to the Awardee pursuant to the
terms of this contract shall vest in the County and aCED.
4. The. Awardee shall obtain prior written approval from aCED for the
disposition of real property, expendable personal property, and
nonexpendable personal property purchased or improved in Whole or in
part with funds given to the Awardee or subcontractor pursuant to the'
terms of this contract. The Awardee shall dispose of all such property in
accordance with instructions from aCED. Those instructions may require
the return of all.such property to aCED.
U. Program Income
1. Program Income as defined in 24 CFR Part 570.500 means gross income
received by the Awardee directly generated from activities supported by
CDBG funds. When Program Income is generated by an activity that is only
partially assisted with CDBG funds, the income shall be prorated to reflect
the percentage of CDBG funds used.
2. The Awardee shall not, under any circumstances, use Program Income to
pay for charges or expenses that are specifically not allowed pursuant to
the terms of this contract and applicable federal regulations or rules, or any
County rules or ordinance.
a. The Awardee shall comply with the Program Income provisions in
aCED's Contract Compliance Manual. If any Program Income
provisions of the Contract Compliance Manual conflict with any
Program Income provisions of this contract, the provisions of this
contract shall rule.
b. The County may' in its sole discretion allow Awardee to Use
Program Income to carry out eligible activities. The Awardee may
request to' use Program Income for .eligible activities. If the Awardee
requests to use Program Income, the Awardee. shall report to aCED
all cumulative Program Income generated from activities financed in
whole or jn part by funds from this contract. This information,
along with a check payable to Miami·Dade County for the generated
Program Income, must be submitted quarterly as part of the Fiscal
Section of the Awardee's Progress Report as outlined in Section II,
Paragraph D.2.a.
c. The Awardee shall report Program Income for as long as it receives
and/or has control over Program Income generated from this and
any previous contracts with aCED. .
d. The Awardee shall provide to aCED a written explanation of the
activities to be assisted with Program Income and shall obtain
aCED's written approval prior to implementing those activities. All
provisions of this contract shall apply to any activity performed
using Program Income.
251
e. Subject to the limitations set forth in this paragraph, the Awardee
may use Program Income to fund any CDBG eligible activity as
provided for and defined by 24 CFR Part 570 et.seq.
f. Program Income from a revolving loan activity must be used only
for the same revolving loan activity.
g. Program Income from a revolving loan activity, such as loan
repayments, interest earned, late fees, and investment income, shall
be substantially disbursed to eligible loans, loan-related
programmatic costs, and operational costs for the same revolving
loan activity before the Awardee may request additional CDBG
funds for that activity.
h. All Program Income from nonrevolving loan activities shall be
substantially disbursed to carry out other OCED approved CDBG
eligible activities, and to cover operational costs before requesting
additional CDBG funds.
i. Any proceeds from the sale of property as detailed in Section II,
Paragraph T.4., above, shall be considered Program Income.
j. The Awardee shall obtain, as part of the required audit report,
validation by a certified auditor of all program generated income
and its disposition.
3. Upon expiration or termination of this contract or at the end of any program
year, the Awardee shall transfer to the County any Program Income funds
on hand, and any Program Income accounts receivable to any CDBG
funded activities. OCED may require remittance of all or part of any
Program Income balances (including investments thereof) held by the
Awardee (except those needed for immediate cash needs, cash balances of
revolving loan fund, cash balances from a lump sum drawdown, or cash or
investments held for Section 108 security needs).
4. OCED, in its sole and absolute discretion, reserves the right to pursue
other courses of action in the retention and use of Program Income
generated by the Awardee, and such action shall not require an amendment
to this contract.
V. Travel
The Awardee shall comply with the County's travel policies. Documentation of
travel expenses shall conform to the requirements of OCED's Contract Compliance
Manual.
W. Subcontracts and Assignments
1.Unless otherwise specified in this contract, the Awardee shall not
subcontract any portion of the work without the prior written consent of the
County. Subcontracting without the prior consent of the County may result
in termination of the contract for breach. When Subcontracting is allowed,
the Awardee shall comply with County Resolution No. 1634-93, Section 10-
34 of the County Code and Section 2-8.8 of the County Code. The Awardee
shall ensure that all subcontracts and assignments:
a. Comply with all requirements and regulations specified in OCED's
Contract Compliance Manual
b. Identify the full, correct, and legal name of the party;
e. Subject to the limitations set forth in this paragraph, the Awardee
may use Program Income to fund any CDBG eligible activity as
provided for and defined by 24 CFR Part 570 et.seq.
f. Program Income from a revolving loan activity must be used only
for the same revolving loan activity.
g. Program Income from a revolving loan activity, such as loan
repayments, interest earned, late fees, and investment income, shall
be substantially disbursed to eligible loans, loan-related
programmatic costs, and operational costs for the same revolving
loan activity before the Awardee may request additional . CDBG
funds for that activity.
h. All Program Income from nonrevolving loan activities shall be
substantially disbursed to carry out other OCED approved CDBG
eligible activities, and to cover operational costs before requesting
additional CDBG funds.
i. Any proceeds from the sale of property as detailed in Section II,
Paragraph T.4~, above, shall be considered Program Income.
j. The Awardee shall obtain, as part of the required audit report,
validation by. a certified auditor of all program generated income
and its disposition.
3. Upon expiration or termination of this contract or at the end of any program
year, the Awardee shall transfer to the County any Program Income funds
on hand, and any Program Income accounts receivable to ·any CDBG
funded activities. OCED may require remittance of all or part of any
Program Income balances (including investments thereof) held by the
Awarde.e (except those needed for immediate cash needs, cash balances of
revolving loan fund, cash balances from a lump sum drawdown, or cash or
investments held for Section 108 security needs).
4. OCED, in its sole and absolute discretion, reserves the right to pursue
other courses of action in the retention and use of Program Income
generated by the Awardee, and such action shall not require an amendment
to this contract.
V. Travel
The Awardee shall comply. with the County's travel policies. Documentation of
travel expenses shall conform to the requirements of OCED's Contract Compliance
Manual.
W. Subcontracts and Assignments
1. Unless otherwise specified in this contract, the Awardee shall not
subcontract any portion of the work without the prior written consent of the
County. Subcontracting without the prior consent of the County may result
in termination of the contract for breach. When Subcontracting is allowed,
the Awardee shall comply with County Resolution No. 1634-93, Section 10-
34 of the County Code and Section 2-8.8 of the County Code. The Awardee
shall ensure that all subcontracts and assignments:
a. Comply with all requirements and regulations specified in OCED's
Contract Compliance Manual
b. Identify the full, correct, and legal name of the party;
252
c. Describe the activities to be performed;
d. Present a complete and accurate breakdown of its price
component;
e. Incorporate a provision requiring compliance with all applicable
regulatory and other requirements of this contract and with any
conditions of approval that the County or OCED deem necessary.
This applies only to subcontracts and assignments in which
parties are engaged to carry out any eligible substantive
programmatic service, as may be defined by OCED, set forth in this
contract. OCED shall in its sole discretion determine when services
are eligible substantive programmatic services and subject to the
audit and record-keeping requirements described above, and;
f. Result from an open competitive bid process generating a minimum
of three bids. Such competitive process shall be described in
writing, approved by the Board of Directors and a copy of which
submitted to OCED. In such circumstances that open, competitive
bids are not feasible or that a minimum of three bids are
unobtainable, permission to use other methods of award must be
requested in writing and approved by OCED prior to the assignment
or award of subcontract. The Awardee agrees that no assignment
or sub-contract will be made or let in connection with the
Agreement without the prior written approval of OCED, which
approval shall not be unreasonably withheld, and that all such sub-
contractors or assignees shall be governed by the terms and
intent of this Agreement.
g. Incorporate the language of Attachment E, "Certification Regarding
Lobbying."
h. Include language stating that the Subcontractor understands and
agrees that the County is not a party to the subcontract and has no
obligation to the subcontractor.
2. The Awardee shall incorporate in all consultant subcontracts this additional
provision:
The Awardee is not responsible for any insurance or other fringe benefits,
e.g., social security, income tax withholdings, retirement or leave benefits,
for the Consultant or employees of the Consultant normally available to
direct employees of the Awardee. The Consultant assumes full
responsibility for the provision of all insurance and fringe benefits for
himself or herself and employees retained by the Consultant in carrying out
the Scope of Services provided in this subcontract.
3. The Awardee shall be responsible for monitoring the contractual
performance of all subcontracts and their progress toward meeting the
approved goals and objectives indicated in the attached Scope of Services.
4. The Awardee shall receive from OCED written prior approval for any
subcontract engaging any party who agrees to carry out any substantive
programmatic activities as may be determined by OCED as described in
this contract. OCED's approval shall be obtained prior to the release of any
funds to the subcontractor.
5. The Awardee shall receive written approval from OCED prior to either
assigning or transferring any obligations or responsibility set forth in this
c. Describe the activities to be performed;
d. Present a complete and. accurate breakdown of its price
component;
e. Incorporate a provIsion requiring compliance with all applicable
regulatory and other requireR'!ents of this contract and with any
conditions of approval that the County or OCED deem necessary.
This applies only to subcontracts and assignments in which
parties are engaged to carry out any eligible substantive
programmatic service, as may be defined by OCED, set forth in this
contract. OCED shall in its sole discretion determine when services
are eligible SUbstantive programmatic services and subject to the
audit and record-keeping requirements described above, and;
f.Result from an open competitive bid process generating a minimum
of three bids. Such competitive process shall be described in
writing, approved by the Board of Directors and a copy of which
submitted to aCED. In such circumstances that open, competitive
bids are not feasible or that a minimum of three bids are
unobtainable, permission to use other methods of award must be
requested in writing and approved by OCI;D prior to the assignment
or award of subcontract. The Awardee agrees that no assignment
or sub-contract will be made or let in connection with the
Agreement without the prior written approval of OCED, which
approval shall not be unreasonably withheld, and that all such sub-
contractors or assignees shall be governed by the terms and
intent of this Agreement.
g. Incorporate the language of Attachment E, "Certification Regarding
Lobbying. "
h. Include language stating that the Subcontractor understands and
agrees that the County is not a party to the subcontract and has no
obligation to the subcontractor.
2. The Awardee shall incorporate in all consultant subcontracts thi~ additional
. provision:
The Awardee is not responsible for any insurance or other fringe benefits,
e.g., social security, income tax withholdings, retirement or leave benefits,
for the Consultant or employees of the Consultant normally available to
direct employees of the Awardee. The Consultant assumes full
responsibility for the provision of all ins,urance and fringe benefits for
himself or herself and employees retained by the Consultant in carrying out
the Scope of Services provided in this subcontract.
3. The Awardee shall be responsible for monitoring the contractual
performance of all subcontracts and their progress toward meeting the
approved goals and objectives indicated in the attached Scope of Services.
4. The Awardee shall receive from OCED written prior approval for any
subcontract engaging any party who agrees to carry out any substantive
programmatic activities as may be determined by OCED as described in
this contract. OCED's approval shall be obtained prior to the release of any
funds to the subcontractor.
5. The Awardee shall receive written approval from OCED prior to either
assigning or transferring any obligations or responsibility set forth in this
253
contract or the right to receive benefits or payments resulting from this
contract.
6. Approval by OCED of any subcontract or assignment shall not under any
circumstance be deemed to provide for the incurrence of any obligation by
OCED in excess of the total dollar amount agreed upon in this contract.
7. If the subcontract involves $100,000 or more to provide services listed in
the Scope of Services or suppliers to supply the materials, the Awardee
shall provide the names of the subcontractors and suppliers to OCED.
8. The Awardee agrees that it will not change or substitute subcontractors or
suppliers from the list without prior written approval from OCED.
9. The Awardee shall not hire any of the Awardee's staff members or
employees as subcontractors.
X.Additional Funding
The Awardee shall notify OCED of any additional funding received for any activity
described in this contract. Such notification shall be in writing and received by
OCED within thirty (30) days of the Awardee's notification by the funding source.
Y.Method of Payment
The Awardee shall be paid as described below:
1. The Awardee shall be paid for those expenses allowed pursuant to the
provisions provided below only when the Awardee submits to OCED
adequate proof, as determined by OCED in its sole discretion, that the
Awardee has incurred the expenditures. It shall be presumed that the
Awardee has provided adequate proof of having incurred expenses if the
Awardee submits to OCED canceled checks or original invoices approved
by the Awardee's authorized representative. When original documents
cannot be presented, the Awardee must adequately justify their absence hi
writing and furnish copies of those documents to OCED. The Awardee shall
be paid only for those expenditures contained within Attachment B,
"Budget," to this contract as it may be revised with the prior written
approval by OCED.
2. Requests for payment (reimbursement) shall be assembled by calendar
month and submitted to OCED no less frequently than monthly.
Expenditures incurred by the Awardee must be submitted to OCED, along
with all original invoices, copies of front and back of cancelled checkspaid
to all subcontractors and suppliers, all release of liens from all
subcontractors and suppliers, and all final approved permits, for payment
within 30 days after the month in which the expenditures were incurred.
Failure to comply will result in rejection of invoices.
3. In no event shall the County provide advance CDBG funding to the
Awardee or to any subcontractor hereunder, nor shall the Awardee advance
CDBG funds to any party.
4. Any payment due under the terms of this contract may be withheld pending
the receipt and approval by OCED of all reports and documents which the
Awardee is required to submit to OCED pursuant to the terms of this
contract or any amendments thereto.
5. All payments will be limited to the quarterly payment schedule that
accompanies the action step chart in the scope of services. Payment is
contingent on the achievement by the Awardee of the quarterly
contract or the right to receive benefits or payments resulting from this
contract.
6. Approval by aCED of any subcontract or assignment shall not under any
circumstance be deemed to provide for the incurrence of any obligation by
aCED in excess of the total dollar amount agreed upon in this contract.
7. If the subcontract involves $100,000 or more to provide services listed in
the Scope of Services or suppliers to supply the materials, the Awardee
shall provide the names of the subcontractors and suppliers to aCED.
8. The Awardee agrees that it will not change or substitute subcontractors or
suppliers from the list without prior written approval from aCED.
9. The Awardee shall not hire any of the Awardee's staff members or
. employees as subcontractors.
X. Additional Funding
The Awardee shall notify aCED of any additional funding received for any activity
described in this contract. Such notification shall be in writing and received by
aCED within thirty (30) days of the Awardee's notification by the funding source.
Y. Method of Payment
The Awardee shall be paid as described below:
1. The Awardee shall be paid for those expenses allowed pursuant to the
provisions. provided below only when the Awardee submits to aCED
adequate proof, as determined by aCED in its sole discretion, that the
Awardee has incurred the expenditures. It shall be presumed that the
Awardee has provided adequate proof of having incurred expenses if the
Awardee submits to aCED canceled checks or original invoices approved
• by the Awardee's authorized representative. When original documents-
cannot be presented, the Awardee must adequately justify their absence hi
writing and furnish copies of those documents to aCED. The Awardee shall
be paid only for those expenditures contained within Attachment B,
"Budget," to this contract as it may be revised with the prior written
approval by aCED.
2. Requests for payment (reimbursement) shall be assembled by calendar
month and submitted to aCED no less frequently than monthly.
Expenditures incurred by the Awardee must be submitted to aCED, along
with all original invoices, copies of front and back of cancelled checkspaid
to all subcontractors and suppliers, all release of liens from all
subcontractors and suppliers, and all final approved permits, for payment
within 30 days after the month in which the expenditures were incurred •
. Failure to comply will result in rejection of invoices. .
3. In no event shall the County provide advance CDSG funding to the
Awardee or to any subcontractor hereunder, nor shall the Awardee advance
CDSG funds to any party.
4. Any payment due under the terms of this contract may be withheld pending
the receipt and approval by aCED of all reports and documents which the
Awardee is required to submit to aCED pursuant to the terms of this
contract or any amendments thereto.
5. All payments will be limited to the quarterly payment schedule that
accompanies the action step chart in the scope of services. Payment is
contingent on the achievement by the Awardee of the quarterly
254
accomplishment levels identified in the scope of services portion of this
agreement — Attachment "A," which shall be submitted with all payment
requests and shall clearly identify the completed level of accomplishments
met. This shall also apply to soft costs associated with project delivery.
6. No payment(s) will be made without evidence of appropriate insurance
required by this contract. Such evidence must be on file with OCED and
the County's Risk Management Division. OCED must receive the final
request for payment from the Awardee no more than thirty (30) calendar
days after the expiration or termination of this contract. If the Awardee fails
to comply with this requirement, the Awardee will forfeit all rights to
payment(s) if OCED, in its sole discretion, so chooses.
7. All monies paid to the Awardee which have not been used to retire
outstanding obligations of this contract must be refunded to OCED in
accordance with OCED's Contract Compliance Manual.
8. Ahy unexpended funds remaining after the completion of the services
under this contract, or after termination of this contract, shall be recaptured
in full by the County.
9. In the event the County determines that the Awardee has breached the
terms of this agreement and that the County is entitled to return of any or
all of the funds awarded under this contract, Awardee agrees to and shall
assign any proceeds to the County from any contract between the County,
its agencies or instrumentalities and the Awardee or any firm, corporation,
partnership or joint venture in which the Awardee has a controlling
financial interest in order to secure repayment of this award. "Controlling
financial interest" shall mean ownership, directly or indirectly to ten
percent or more of the outstanding capital stock in any corporation or a
direct or indirect interest of ten percent or more in a firm, partnership or
other business entity.
Z.Reversion of Assets
The Awardee shall return to OCED, upon the expiration or termination of this
contract all assets, owned or held by Awardee as a result of this contract,
including, but not limited to any CDBG funds on hand, any accounts receivable,
any overpayments due to unearned funds or costs disallowed pursuant to the
terms of this contract that were disbursed to the Awardee by the County, other
than reasonable operating and deficit reserves established by Awardee and which
are connected with the real property. In the case of activities involving real
property, such reserves shall not be distributed to any partner or subcontractor
prior to repayment to OCED of the CDBG Loan. The Awardee shall at the request of
the County execute any and all documents, including but not limited to mortgages
securing the property and UCC financing statements, as required by the County to
effectuate the reversion of assets.
111.The County Agrees:
Subject to the availability of funds, to pay for contracted activities according to the terms
and conditions contained within this contract in an amount not to exceed $394,000.
IV.The Awardee and OCED Agree:
A.Effective Date
1.This contract shall begin on July 1, 2006. Any costs incurred by the
Awardee prior to this date will not be reimbursed by the County.
accomplishment levels identified in the scope of services portion of this
agreement -Attachment "A," which shall be submitted with all payment
requests and shall clearly identify the completed level of accomplishments
met. This shall also apply to soft costs associated with project deUvery.
6. No payment(s) will be made without evidence of appropriate insurance
required by this contract. Such evidence must be on file with OCED and
the County's Risk Management Division. OCED must receive the final
request for payment from the Awardee no more than thirty (30) calendar
days after the expiration or termination of this contract. If the Awardee fails
to comply with this requirement, the Awardee will forfeit all rights to
payment(s) if OCED, in its sole discretion, so chooses.
7. All monies paid to the Awardee· which have not been used to retire
outstanding obligations of this contract must be refunded to OCED in
accordance with OCED's Contract Compliance Manual.
8. Any unexpended funds remaining after the completion of the services
under this contract, or after termination of this contract, shall be recaptured
in full by the County.
9. In the event the County determines that the Awardee has breached the
terms of this agreement and that the County is entitled to return of any or
all of the funds awarded under this contract, Awardee agrees to and shall
assign any proceeds to the County from any contract between the County,
its agencies or instrumentalities and the Awardee or any firm, corporation,
partnership or joint venture in which the Awardee has a controlling
financial interest in order to secure. repayment of this award. "Controlling
financial interest" shall mean ownership, directly or indirectly to ten
percent or more of the outstanding capital slock in any corporation or a
direct or indirect interest of ten percent or more in a firm, partnership or
other business entity.
Z. Reversion of Assets
The Awardee shall return to OCED, upon the expiration or termination of this
contract all assets, owned or held by Awardee as a result of this contract,
including, but not limited to any CDBG funds on hand, any accounts receivable,
any overpayments due to unearned funds or costs disallowed pursuant to the
terms of this contract that were disbursed to the Awardee by the County, other
than reasonable operating and deficit reserves established by Awardee and which
are conneoted with the real property. In the case of activities involving real
property, such reserves shall not be distributed to any partner or subcontractor
prior to repayment to OCED of the CDBG Loan. The Awardee shall at the request of
the County execute any and all documents, including but not limited to mortgages
securing the property and UCC financing statements, as required by the County to
effectuate the reversion of assets.
III. The County Agrees:
Subject to the availability of funds, to pay for contracted activities according to the terms
and conditions contained within this contract in an amount not to exceed $394,000.
IV. The Awardee and OCED Agree:
A. Effective Date
1. This contract shall begin on July 1! 2006. Any costs incurred by the
Awardee prior to this date will not be reimbursed by the County.
255
2. This contract shall expire on December 31, 2008. Any costs incurred by the
Awardee beyond this date will not be reimbursed by the County. The term
of this agreement and the provisions herein may be extended by the County
to cover any additonal time period during which the Awardee remains in
control of the CDBG funds or other assests, including Program Income to
support CDBG eligible activites. Any extension made pursuant to this
paragraph shall be accomplished by a writing by the County to the
Awardee. Such notice shall automatically become a part of this contract.
3. This contract may, at the sole and absolute discretion of the County and
OCED, remain in effect during any period that the Awardee has control over
contract funds, including Program Income. However, the County shall have
no obligation or responsibility to make any payment, except those
described within Section 11, Paragraph Y, or provide any type of assistance
or support to the Awardee if this contract has expired or been terminated.
B.Suspension
1.OCED may, for reasonable causes as determined in OCED's sole and
absolute discretion, temporarily suspend the Awardee's operations and
authority to obligate funds under this contract or withhold payments to the
Awardee pending necessary corrective action by the Awardee or both.
Reasonable cause shall be determined by OCED, in its sole and absolute
discretion, and may include, but is not limited to:
a. Ineffective or improper use of these contract funds by the Awardee
or any of its subcontractors;
b. Failure by the Awardee to materially comply with any term or
provision of this contract;
c. Failure by the Awardee to submit any documents required by this
contract; or
d. The Awardee's submittal of incorrect or incomplete reports or other
required documents.
2.In the event of a default by the Awardee, OCED may at any time suspend
the Awardee's authority to obligate funds, withhold payments or both.
These actions may apply to only part or all of the activities funded by this
contract.
3.OCED will notify the Awardee of the type of action to be taken in writing by
certified mail, return receipt requested, or in person with proof of delivery.
The notification will include the reason(s) for such action, the conditions of
the action, and the necessary corrective action(s). OCED will give the
Awardee reasonable opportunity to rectify any action or inaction referenced
above.
C.Termination
1. Termination at Will
This contract, in whole or in part, may be terminated by OCED upon no less
than ten (10) working days notice when OCED determines that it would be
in the best interest of OCED and the County. Said notice shall be delivered
by certified mail, return receipt requested, or in person with proof of
delivery.
2. Termination for Convenience
2. This contract shall expire on December 31,2008. Any costs incurred by the
Awardee beyond this date will not be reimbursed by the County. The term
of this agreement and the provisions herein may be extended by the County
to cover any additonal time period during which the Awardee remains in
control of the CDBG funds or other assests, including Program Income to
support CDBG eligible activites. Any extension made pursuant to this
paragraph shall be accomplished by a writing by the County to the
Awardee. Such notice shall automatically become a part of this contract.
3. This contract may, at the sole and absolute discretion of the County and
OCED, remain in effect during any period that the Awardee has control over
contract funds, including Program Income. However, the County shall have
no obligation or responsibility to make any payment, except those
described within Section II, Paragraph Y, or provide any type of assistance
or support to the Awardee if this contract has expired or been terminated.
B. Suspension
1. OCED may, for reasonable causes as determined in OCED's soJe and
absolute discretion, temporarily suspend the Awardee's operations and
authority to obligate funds under this contract or withhold payments to the
Awardee pending necessary corrective action by the Awardee or both.
Reasonable cause shall be determined by aCED, in its sole and absolute
discretion, and may include, but is not limited to:
a. Ineffective or improper use of these contract funds by the Awardee
or any of its subcontractors;
b. Failure by the Awardee to materially comply with any term or
provision of this contract;
c. Failure by the Awardee to submit any documents required by this
contract; or .
d. The Awardee's submittal of incorrect or incomplete reports or other
required documents.
2. In the event of a default by the Awardee, OCED may at any time suspend
the Awardee's authority to obligate funds, withhold payments or both.
These actions may apply to only part or all of the activities funded by this
contract.
3. OCED will notify the Awardee of the type of action to be taken in writing by
certified mail, return receipt requested, or in person with proof of delivery.
The notification will include the reason(s) for such action, the conditions of
the action, and the necessary corrective action(s). OCED will give the
Awardee reasonable opportunity to rectify any action or inaction referenced
above. .
C. Termination
1. Termination at Will
This contract, in whole or in part, may be terminated by OCED upon no less
than ten (10) working days notice when OCED determines that it would be
in the best interest of OCED and the County. Said notice shall be delivered
by certified mail, return receipt requested, or in person with proof of
delivery.
2. Termination for Convenience
256
OCED may terminate this contract, in whole part, when both parties agree
that the continuation of the activities would not produce beneficial results
commensurate with the further expenditure of funds. Both parties shall
agree upon the termination conditions. OCED, at its sole discretion,
reserves the right to terminate this contract without cause upon thirty (30)
days written notice. Upon receipt of such notice, the Awardee shall not
incur any additional costs under this contract. OCED shall be liable only
for reasonable costs incurred by the Awardee prior to notice of termination.
OCED shall be the sole judge of "reasonable costs."
3. Termination Because of Lack of Funds
In the event of a funding short-fall, or a reduction in federal appropriations,
or should funds to finance this contract become unavailable, OCED may
terminate this contract upon no less than twenty-four (24) hours written
notification to the Awardee. Said notice shall be delivered by certified mail,
return receipt requested, or in person with proof of delivery. OCED shall be
the final authority to determine whether or not funds are available. OCED
may at its discretion terminate, renegotiate and/or adjust the contract
award whichever is in the best interest of the County.
4. Termination for Substantial Funding Reduction
In the event of a substantial funding reduction of the allocation to the
Awardee through Board of County Commissioners' action, the Awardee
may, at its discretion, request in writing from the Director of OCED a
release from its contractual obligations to the County. The Director of
OCED will review the effect of the request on the community and the
County prior to making a final determination.
5. Termination for Breach
OCED may terminate this contract in whole or in part, when OCED
determines, in its sole and absolute discretion, that the Awardee is not
making sufficient progress thereby endangering ultimate contract
performance, or is not materially complying with any term or provision of
this contract.
Unless the Awardee's breach is waived by OCED in writing, OCED may, by
written notice to the Awardee, terminate this contract upon no less than
twenty-four (24) hours notice. Said notice shall be delivered by certified
mail, return receipt requested, or in person with proof of delivery.
Waiver of breach of any provision of this contract shall not be deemed to
be a waiver of any other breach and shall not be construed to be a
modification of the terms of this contract. The provisions herein do not
limit OCED's right to legal or equitable remedies.
6. Penalties for Fraud Misrepresentation or Material Misstatement
In accordance with the Code of Miami-Dade County, Section 2-8.4;1, any
individual or corporation or other entity that attempts to meet its
contractual obligations with the County through fraud, misrepresentation
or material misstatement, shall have its contract with the. County
terminated, whenever practicable, as determined by the County. The
County may terminate or cancel any other contracts which such individual
or other subcontracted entity has with the County. Such individual or
entity shall be responsible for all direct and indirect costs associated with
such termination or cancellation, including attorney's fees. The foregoing
notwithstanding, any individual or entity who attempts to meet it
contractual obligations with the County through fraud, misrepresentation
OCED may terminate this contract, in whole part, when both parties agree
that the continuation of the activities would not produce beneficial results
commensurate with the further expenditure of funds. Both parties shall
agree upon the termination conditions. OCED, at its sole discretion,
reserves the right to terminate this contract without cause upon thirty (30)
days written notice. Upon receipt of such notice, the Awardee shall not
incur any additional costs under this contract. OCED shall be liable only
for reasonable costs incurred by the Awardee prior to notice of termination.
OCED shall be the sole judge of "reasonable costs." .
3. Termination Because of Lack of Funds
.In the event of a funding short-fall, or a reduction in federal appropriations,
or should funds to finance this contract become unavailable, aCED may
terminate this contract upon no less than twenty-four (24) hours written
notification to the A~ardee. Said notice shall be delivered by certified mail,
return receipt requested, or in person with proof of delivery. OCED shall be
the final authoritY to determine whether or not funds are available. aOED
may at its discretion terminate, renegotiate and/or adjust the contract·
award whichever is in the best interest of the County.
4. Termination for Substantial Funding Reduction
In the event of a substantial funding reduction of the allocation to the
Awardee through Board of County Commissioners' action, the Awardee
may, at its discretion, request in writing from the Director of aCED a
release from its contractual obligations to the County. The Director of
OCED will review the effect of the request on the community and the
County prior to making a final determination.
5. Termination for Breach
OCED may terminate this contract~ in whole or in part, when OCED
determines, in its sole and absolute discretion, that the Awardee is not
making sufficient progress thereby endangering ultimate contract
performance, or is not materially complying with any term or provision of
this contract.
Unless the Awardee's breach is waived by OCED in writing, OCED may, by
written notice to the Awardee, terminate this contract upon no less than
twenty-four (24) hours notice. Said notice shall be delivered by certified
mail, return receipt requested, or in person with proof of delivery.
Waiver of breach of any provision of this contract shall not be deemed to
be a waiver of any other breach and shall not be construed to be a
modification of the terms of this contract. The provisions herein do not
limit aCED's right to legal or equitable remedies.
6. Penalties for Fraud Misrepresentation or Material Misstatement
In accordance with the Code of Miami-Dade County, Section 2-8.4.1, any
individual or corporation or other entity that attempts to meet its
contractual obligations with the County through fraud, misrepresentation
or material misstatement, shall have its contract with the County
terminated, whenever practicable, as determined by the County. The
County may terminate or cancel any other contracts which such individual
or other subcontracted entity has with the County. Such individual or
entity shall be responsible for all direct and indirect costs associated with
such termination or cancellation, including attorney's fees. The foregoing
notwithstanding, any individual or entity who attempts to meet it
contractual obligations with the County through fraud, misrepresentation
257
or material misstatement may be disbarred from County contracting for up
to five (5) years.
7.Payment Settlement
If termination occurs, the Awardee will be paid for allowable costs incurred
in carrying out activities required by this contract up to the date and time of
termination.
D.Renegotiation or Modification
1. Modifications of provisions of this contract shall be valid only when in writing
and signed by duly authorized representatives of each party. The parties agree to
renegotiate this contract if OCED determines, in its sole and absolute discretion,
that federal, state, and/or County revisions of any applicable laws or regulations, or
increases or decreases in budget allocations make changes in this contract
necessary. OCED shall be the final authority in determining whether or not funds
for this contract are available due to federal, state and/or County revisions of any
applicable laws or regulations, or increases in budget allocations.
2. CONTRACT EXTENSION
The County shall have the right to exercise an option to extend this contract for up
to one year beyond the current Contract period and will notify the Awardee(s) in
writing of the extension. This contract may be extended beyond the initial year
extension period upon mutual agreement between the County and the Awardee(s),
upon approval by the Director of the Office of Community and Economic
Development.
E.Right to Waive
OCED may, for good and sufficient cause, as determined by OCED in its sole and
absolute discretion, waive provisions in this contract or seek to obtain such waiver
from the appropriate authority. Waiver requests from the Awardee shall be in
writing. Any waiver shall not be construed to be a modification of this contract.
OCED's failure to exercise any of its rights under this contract, or OCED's waiver
of a provision on any one occasion, shall not constitute a waiver of such rights or
provision on any other occasion. No failure or delay by OCED in the exercise of any
right shall operate as a waiver.
F.Budget Revisions and Changes to the CDBG Eligibility Activity Title
1. Revisions to the Budget (Attachment B) shall be requested in writing and
must comply with OCED's Contract Compliance Manual. These revisions
shall not require a contract amendment unless the amount of this contract
is changed or unless otherwise required by OCED. All budget revisions
shall require the written approval of OCED. OCED shall have no obligation
to approve payment of expenditures incurred prior to the approval of the
budget revision related to such expenditures.
2. Budget Revisions Through County Resolution
Should a portion of the funding allocation to the Awardee be rescinded by
action from the Board of County Commissioners, written notification via
certified mail to the Awardee advising of the funding reduction shall be sent
by OCED no later than 5 working days of the action; written notification will
constitute a contract amendment. The Awardee will have five working days
upon receipt of certified return receipt notification to submit a revised
budget reflecting funding adjustments. Should the modified budget not be
received within the specified time, OCED will revise the budget at its
discretion. OCED in its sole and absolute discretion will determine whether
substantial reductions will necessitate revision and resubmittal of the
or material misstatement may be disbarred from County contracting for up
to five (5) years. .
7. Payment Settlement
If termination occurs, the Awardee will be paid for allowable costs incurred
in carrying out activities required by this contract up to the date and time of
termination.
D. Renegotiation or Modification
1. Modifications of provisions of this contract shall be valid only when in writing
and signed by duly authorized representatives of each party. The parties agree to
renegotiate this contract if aCED determines, in its sole and absolute discretion,
that federal, state, and/or County revisions of any applicable laws or regulations, or
increases or decreases in budget allocations make changes in this contract
necessary. OCED shall be the final authority in determining whether or not funds
for this contract are available due to federal, state and/or County revisions of any
applicable laws or regulations, or increases in budget allocations.
2. CaNTRACT EXTENSION
The County shall have the right to exercise an option to extend this contract for up
to one year beyond the current Contract period and will notify the Awardee(s) in
writing .of the extension. This contract may be extended beyond the initial year
extension period upon mutual agreement between the County and the Awardee(s),
upon approval by the Director of the affice of Community and Economic
Development
E. Right to Waive
aCED may, for good and sufficient cause, as determined by aCED in its sole and
absolute discretion, waive provisions in this contract or seek to obtain such waiver
from the appropriate authority. Waiver requests from the Awardee shall be in
writing. Any waiver shall not be construed to be a modification of this contract.
aCED's failure to exercise any of its rights under this contract, or aCED's waiver
of a provision on anyone occasion, shall not constitute a waiver of such rights or
provision on any other occasion. No failure or delay by aCED in the exercise of any
right shall operate as a waiver.
F. Budget Revisions and Changes to the CDBG Eligibility Activity Title
1. Revisions to the Budget (Attachment B) shall be requested in writing and
must comply with aCED's Contract Compliance Manual. These revisions
shall not require a contract amendment unless the amount of this contract
is changed or unless otherwise required by aCED. All budget revisions
shall require the written approval of aCED. aCED shall have no obligation
to approve payment of expenditures incurred prior to the approval of the
budget revision related to such expenditures.
2. Budget Revisions Through County Resolution
Should a portion of the funding allocation to the Awardee be rescinded by
action from the Board of County Commissioners, written notification via
certified mail to the Awardee advising of the funding reduction shall be sent
by aCED no later than 5 working days of the action; written notification will
constitute a contract amendment. The Awardee will have five working days
upon receipt of certified return receipt notification to submit a revised
budget reflecting funding adjustments. Should the modified budget not be
received within the specified time, aCED will revise the budget at its
discretion. OCED in its sole and absolute discretion will determine whether
substantial reductions will necessitate revision and resubmittal of the
258
Scope of Service (Attachment A). Revisions to the Scope of Services, when
required, will be negotiated to the mutual satisfaction of both parties.
3.Revisions to the CDBG eligibility activity titles under which this contract's
objectives are classified as noted in the Scope of Services shall not require
a contract amendment.
G. Disputes
In the event an unresolved dispute exists between the Awardee and OCED, OCED
shall refer the questions, including the views of all interested parties and the
recommendation of OCED, to the County Manager for determination. The County
Manager, or an authorized representative, will issue a determination within thirty
(30) calendar days of receipt and so advise OCED and the Awardee, or in the event
additional time is necessary, OCED will notify the Awardee within the thirty (30) day
period that additional time is necessary. The Awardee agrees that the County
Manager's determination shall be final and binding on all parties.
H. Headings
The section and paragraph headings in this contract are inserted for convenience
only and shall not affect in any way the meaning or interpretation of this contract.
I. Minority Participation
In order to gain greater Black business participation, the Awardee may submit its
contracts to the County Manager for bidding and award in accordance with County
policies and procedures.
J. Proceedings
This contract shall be construed in accordance with the laws of the State of Florida
and any proceedings arising between the parties, .in any manner pertaining or
relating to this contract, shall, to the extent permitted by law, be held in Miami-
Dade County, Florida.
K. Independent Private Sector Inspector General Reviews
Pursuant to Miami-Dade County Administrative Order 3-20, the Awardee is aware
that the County has the right to retain the services of an Independent. Private
Sector Inspector General (hereinafter "IPSIG"), whenever the County deems it
appropriate to do so. Upon written notice from the. County, the Awardee shall
make available to the IPSIG retained by the County, all requested records and
documentation pertaining to this Agreement for inspection and reproduction. The
County shall be responsible for the payment of these IPSIG services, and under no
circumstance shall the Awardee's prices and any changes thereto approved by the
County, be inclusive of any charges relating to these IPSIG services. The terms of
this provision herein, apply to the Awardee, its officers, agents, employees,
subcontractors and assignees. Nothing contained in this provision shall impair
any independent right of the County to conduct an audit or investigate the
operations, activities and performance of the Awardee in connection with. this
Agreement. The terms of this Article shall not impose any liability on the County
by the Awardee or any third party.
L. Notice and Contact
OCED's representative for this contract is Jonathan Johnston. The Awardee's
representative for this contract is Stephen David. The Awardee's principal office is
at 6130 Sunset Drive, South Miami, FL 33143. The Awardee's telephone number is
(305)-668-7237.
Scope of Service (Attachment A). Revisions to the Scope of Services, when
required, will be negotiated to the mutual satisfaction of both parties.
3. Revisions to the CDBG eligibility activity titles under which this contract's
objectives are classified as noted in the Scope of Services shall not require
a contract amendment.
G. Disputes
In the event an unresolved dispute exists between the Awardee and OCED, OCED
shall refer the questions, including the views of all interested parties and the
recommendation of OCED, to the County Manager for determination. The County
Manager, or an authorized representative, will issue a determination within thirty
(30) calendar days of receipt and so advise OCED and the Awardee, or in the event
additional time is necessary, OCED will notify the Awardee within the thirty (30) day
period that additional time is necessary. The Awardee agrees that the County
Manager's determination shall be final and bindi~g on all parties.
H. Headings
The section and paragraph headings in this contract are inserted for ~onvenience
only and shall not affect in any way the meaning or interpretation of this contract.
I. Minority Participation
In order to gain greater Black business participation, the Awardee may submit its
contracts to the County Manager for bidding and award in accordance with County
policies and procedures.
J. Proceedings
This contract shall be construed in accordance with the laws of the State of Florida
and any proceedings arising between the parties, in any manner pertaining or
---relating to this contract, shall, to the extent permitted by -law, be held in Miami-
Dade County, Florida.
K. Independent Private Sector Inspector General Reviews
Pursuant to Miami-Dade County Administrative Order 3-20, the Awardee is aware
that the County has the right to retain the services of an Independent. Private
Sector Inspector General (hereinafter "IPSIG"), whenever the County deems it
appropriate to do so. Upon written notice from the -County, the Awardee shall
make available to the IPSIG retained by the County, all requested records and
documentation pertaining to this Agreement for inspection and reproduction. The
County shall be responsible for the payment of these IPSIG services, and under no
circumstance shall the Awardee's prices and any changes thereto approved by the
County, be inclusive of any charges relating to these IPSIG services. The terms of
this provision herein, apply to the Awardee, its officers, agents, employees,
subcontractors and assignees. Nothing contained in this provision shall impair
any independent right of the County to conduct an audit or investigate the
operations, activities and performance of the Awardee in connection with this
Agreement. The terms of this Article shall not impose any liability on the County
by the Awardee or any third party.
l. Notice and C_ontact
OCED's representative for this contract is Jonathan Johnston. The Awardee's
representative for this contract is Stephen David. The Awardee's principal office is
at 6130 Sunset Drive, South Miami, FL 33143. The Awardee's telephone number is
(305)';668-7237.
259
In the event that different representatives are designated by either party after this
contract is executed, or the Awardee changes its address, notice of the name of the
new representative or new address will be rendered in writing to the other party
and said notification attached to originals of this contract.
M. Name and Address of Payee
When payment is made to the Awardee's assignee, the name and address of the
official payee is: N/A
N. Waiver of Trial
Neither the Awardee, subcontractor, nor any other person liable for the
responsibilities, obligations, services and representations herein, nor any
assignee, successor, heir or personal representative of the Awardee, subcontractor
or any such other person or entity shall seek a jury trial in any lawsuit, proceeding,
counterclaim or any other litigation procedure based upon or arising out of this
Contract, or the dealings or the relationship between or among such persons or
entities, or any of them. Neither Awardee, subcontractor, nor any such person or
entity will seek to consolidate any such action in which a jury trial has been
waived. The provisions of this paragraph have been fully discussed by the parties
hereto, and the provisions hereof shall be subject to no exceptions. No party has in
any way agreed with or represented to any other party that the provisions of this
paragraph will not be fully enforced in all instances.
0.Assignment
The Awardee shall not assign, transfer, hypothecate or otherwise dispose of this
contract, including any rights, title or interest therein, or its power to execute such
contract to any person, company or corporation without the prior written consent
of the County.
P. Third Parties
This agreement is intended for the sole and exclusive benefit of the -parties and is not
intended to benefit any third party nor shall if be deemed to give rise to any rights in any
third party.
Q. Survival
The parties acknowledge that any of the obligations in this agreement, including
but not limited to Awardee's obligation to indemnify the County, will survive the
term, termination, and cancellation hereof. Accordingly, the respective obligations
of the Awardee and the County under this agreement, which by nature would
continue beyond the termination, cancellation or expiration thereof, shall survive
termination, cancellation or expiration hereof.
R. All Terms and Conditions Included
This contract and its attachments as referenced (Attachment A - Scope of Services;
Attachment Al — Action Steps; Attachment B - Budget; Attachment B-1
ldemnification and Insurance Requirements; Attachment C - Progress Report;
Attachment D Information for Environmental Review; Attachment E - Certification
Regarding Lobbying; Attachment F - Publicity, Advertisements and Signage )
contain all the terms and conditions agreed upon by the parties. Attachment G —
Job Creation Verification
In the event that different representatives are designated by either party after this
contract is executed, or the Awardee changes its address, notice of the name of the
new representative or new address will be rendered in writing to the other party
and said notification attached to originals of this contract.
M. Name and Address of Payee
When payment is made to the Awardee's assignee, the name and ad~ress of the.
official payee is: N/A
N. Waiver of Trial
Neither the Awardee, subcontractor, nor any other person liable for the
responsibilities, obligations, services arid representations herein, nor any
assignee, successor, heir or personal representative of the Awardee, subcontractor
or any such qther person or entity shall see~ a jury trial in any lawsuit, proceeding,
counterclaim or any other litigation procedure based upon or arising out of this
Contract, or the dealings or the relationship between or among such persons or
entities, or any of them. Neither Awardee, subcontractor, nor any such per~on or
entity will seek to consolidate any such action in which a jury trial has been
waived. The provisions of this ·paragraph have been fully discussed by the parties
hereto, and the provisions hereof shall be subject to no exceptions. No party has·in
any way agreed with or represented to any other party that the provisions of this
paragraph will not be fully enforced in all instances.
o. Assignment
The Awardee shall not assign, transfer, hypothecate or otherwise dispose of this
contract, including any rights, title or interest therein, or its power to execute such
contract to any person, company or corporation without the prior written consent
of the County.
P. Third Parties
This· agreement is intended for the sole and exclusive benefit of the -parties and is not
intended to benefit any third party nor shall if be deemed to give rise to any rights in any
third party.
Q. Survival
The parties acknowledge that any of the obligations in this agreement, including
but not ·limited to Awardee's obligation to indemnify the County, will survive the
term, termination, and cancellation hereof. Accordingly, the respective obligations
of the Awardee and the County under this agreemerit, which by nature would
continue beyond the termination, cancellation or expiration thereof, shall survive
termination, cancellation or expiration hereof.
R. All Terms and Conditions Included
This contract and its attachments as referenced (Attachment A -Scope of Services;
Attachment Ai -Action Steps; Attachment B -Budget; Attachment B-1
Idemnification and Insurance Requirements; Attachment C -Progress Report;
Attachment D -information for Environmental Review; Attachment E -Certification
Regarding Lobbying; Attachment F -Publicity, Advertisements and Signage·)
contain all the terms and conditions agreed upon by the parties. Attachment G -
Job Creation Verification
260
BY:
AWARDEE:
The South Miami Community
Redevelopment Agency Inc.
MIAMI-DADE COUNTY
BY:
NAM
Gorge M. Burgess NAME:Stephen David
IN WITNESS THEREOF, the parties hereto have caused this thirty-one (31) page contract to be
executed by their undersigned officials as duly authorized, this day of 2007.
TITLE:Acting Director TITL County Manager
DATE:
0 M fid 1/41 'C.,
ci% 0) to
coum rn
0 `4L"
TITLE: Clerk, Board of County (,) 4,12, Ps ‘C)
G°.Vt-tfiX
Commissioners
BY:
NAME HORACE G. FELI
SMCRA, CHAIR
TITLE:
ATTEST
BY.
DATE
Type or Print Name Maria M. Menendez
ature)
Type or Rdint Name
Federal ID Number:31-180-3315
Resolution #:R1449-03, R160-05, R41-07, R.1. 31 0 6
Awardee's Fiscal Year Ending Date: 9/30/07
CORPORATE SEAL:
CONTRACT IS NOT VALID UNTIL SIGNED AND DATED BY BOTH PARTIES
BY:
IN WITNESS THEREOF, the parties hereto have caused this thirty-one (31) page contract to be
executed by their undersigned officials as duly authorized, this day of 2007.
AWARDEE:
The South Miami Community
Redevelopment Agency fOIdRGlatilrrT, Inc.
BY: 7~:---)X---)
NAME: Stephen David
TITLE: Acting Director
DATE:
BY:
NAME HORACE
SMyRA, ,CHAIR
TITLE:
DATE
Witn~~,~f3..~\ .~
f /-'i1 \~~"" ./') .. -BY: \. ,j! f ,) Lc __ ".,
BY:
'" (Signatu're)
Type or Print Name M d Maria M. soan az r
(SI ature)
0kt~~~-Type or int Nam
FederallD Number: 31-180-3315
MIAMI-DADE COUNTY
BY:
NA~' # • George M. Burgess
TITl • County Manager
Resolution #:R1449-03, Ri60-0S, R41-07, R13{206
Awardee's Fiscal Year Ending Date: 9/30/07
CORPORATE SEAL:
CONTRACT IS NOT VALID UNTIL SIGNED AND DATED BY BOTH PARTIES'
11
261
Date:SCORE:
6/15/2007 RFA FY20071 Acronym: SMCRA
Action Plan ID:
IDIS Number:
FY 2007 Activity ID: 20051362
Index Code:
District:
07
Dist.Team:
07
Source
CDBG MD Specific:
CATEGORY:
Economic
Development
75306 Contract Number:
4 ,
Contract Shell Type:
C CDBG NON-PROFIT
r Sort Contracts by Agency
Total FY 2007
Contract $$
$394 ,oce
Contract Tracking Report
Number Of Units
Proposed in Application I 12
Proposed by Funding:
Cost per Unit (CPU)
Contract Status:
32,833
Contract Dates
Start Completion.
7/1%2:006:12/3112008'
Amendment
A11111.,
Sent to Clerk
of Board
Returned from
County Manager/
Executed
If no street address, provide crossroads information:
HUD Code: HUD Activity Type:National Citation
17C CI Building Acquisition, Construction, Rehabilita 570.203(a)
Proposed:
12
Accomplishment Type Priority Need
Jobs
Block Group:
1. Description - Applicant:/ Agency / Developer Information:
Applicant / Developer (A.K.A.):
South Miami Community Redevelopment Agency
Applicant Type: Non-Profit Organization
E I N :
Applicant Legal Address: 16130 SUNSET DR
r!ITY, ."1, ZIP:'SOUTH MI I FL I 133143 ,1
Contact;Mr.Stephen David
Phone:(305) 668-7237
ActIVitytitleY.AtO iApelptOn:
Monttorng.i*tes:',
Title: Madison Square/South Miami Strip Mall Mixed-Use Project
Madison Square/South Miami Strip Mall Land Acquisition of property for the development of a mixed use facility located in
the South Miami NRSA to increase housing availability for low to moderate income individuals while creating and retaining
Funding Information
FY06 Contract #
FY06 IDIS #
FY06 Funding:$100,000
FY07 Non-OCED Funding:
FY07 Requested Amount:
$0
$294,000
Contract information ,:t,...aignees
Salutation FName LName
Mr ieOhei
...'
..,.
David'
.
B
:.,
Title: Ilkoliii!t)li6diii
Agency Fiscal Year
Start:End:AUDIT DUE:
10/01/260e 09/30/200A r3/28/2008
Prior Year
Carry Forward
FY 2006
01/25/2007 $100,000 Reprogram $$
FY 2007 $0 Action Plan
Allocation:
-ontradaracking
Issued Date
Signed Date
Contract
Officer:239
Planner:1143
Scope Finalized
Budget Approved
Export Contract Data
Sent to County
Attorney
Sent to County
Manager
I6. Geer information (Please remember to dk:-ivity Adde*)
Activity Geo Address:Activity Geo City:ST: GeoZipCode:Census Tract:
I Miami-Dade IFL 1133143 I I
7. HUD Information
Folio Number (CI and HO only)
National Objective:% Low/Mod:
570.208(a)(4) LMJ
4/0 Small/Min. Contractors:
RFA FY2007 Acronym: SMCRA Date: SCORE:
6/15/2007 Contract Number: 75306
FY 2007 Activity 10: 20051362 Action Plan 10:
Index Code:
lOIS Number:
CATEGORY:
Economic
Development
t.·
Source
CDBG
, Applicant 1 Developer (A.K.A.):
District:
07
South JVliami Community Redevelopment Agency
Applicant Type; Non-Profit Organization
Contract Shell Type:
MD Specific: Dist.Team:
07 COSG N'ON.;PROFIT C
r.ITY,ST, ZIP:
Contact: Mr.Stephen David
Phone: (305) 668-7237
P;~'~;~itM}mitl~!~Jld/Q;~'$~ril~~!~;~:'" 'M9~:i~~~f~fi1~§~!~~k;\;;' .', .' / ", , . '"
Title: Madison Square/South Miami Strip Mall Mixed-Use Project
Madison Square/South Miami Strip Mall ~and Acquisition of property for the development of a mixed use facility located in
the South Miami NRSA to increase housing availability for low to moderate income individuals while creating and retaining
FY06 Contract #
FY061DIS #
FY06 Funding: $100,000
FY07 Non-OCED Funding:
FY07 Requested Amount:
$0
Number Of Units
Proposed in Application I".~~J
Proposed by Funding:
Cost per Unit (CPU)
Contract Status: i _""Wo'''' ___ '''' __ ''_'''''''''''''_'''''''''''_', """"'_""""'''''''''''''''''''''''''''''''1
Contract Dates
PriorYear r-:~
Carry Forward ~ $294,000
FY2006 I---------------------------__ ~ 01/25/2007 $100 000
Completion, Amendment
Reprogram $$ ,
FY 2007
Action Plan
Allocation:
Signed Date
$0
Total FY 2007
Contract $$
Budget Approved
If no street address, provide crossroads information:
HUD Code: HUD Activity Type:,
17C CI Building Acquisition, Construction, Rehabilita
Proposed:
12
Accomplishment Type
Jobs
Attorney
Sent to County
Manager
National Citation
570.203(a)
Priority Need
Agency Fiscal Year
Start: End: AUDIT DUE:
r", ·3··","2""8""/"2"-0 .. "0 ... ·"8-.... -1 i!~j~~~!~!~~~~~jj! i~~~~~l~!u~~j~i '--__ --1
of Board
Returned from
County Manager / -:--__ _
Executed
Folio Number (CI and HO only)
National Objective:
570..208(a)(4) LMJ
% Low/Mod:
% Small/Min. Contractors:
262
-
. AGENCY NAME:
ACTIVITY:
FUNDING SOURCE:
AMOUNT:
TOTAL ACTIVITY COSTS:
TOTAL AVAILABLE FUNDING (ALL SOURCES):
PROPOSED ACCOMPLISHMENT UNITS:
ACCOMPLISHMENT UNITS:
TYPE:
$1,140,000•
APPROVED
SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY
MADISON/SQUARE/SOUTH MIAMI STRIP MALL MIXED USE DEVELOPMENT
CDBG 2007
ATTACHMENT "A,- I '
eiRiailar.MITIllif
010,906,000
12
12
JOBS
QUARTER ACTION STEP-CATEGORY
CUMULATIVE
PERCENTAGE OF
COMPLETION
APPROVED
CUMULATIVE CUMULATIVE... •
QUARTERLY pgiJgclip:. •
SERVICE UNITS PAYMENT.10EL .
• '.
APPROVED.:APPROVED •
ACTUAL QUARTERLY ACCOMPLISHMENTS
CUMULATIVE CUMULATIVE CUMULATIVE
PERCENTAGE OF
COMPLETION SERVICE UNITS .REIMBURSEMENTS
PRE-DEVELOPMENT PHASE
(DESIGN PHASE)
3RD (2006
IDENTIFY 19 PARCELS OF LAND FOR PROJECT
INITIATE MULTI-FAMILY HOUSING STUDY
SUBMITTAL OF QUARTERLY PROGRESS REPORTS
---27..' r'f-r-,.,
PRE-DEVELOPMENT PHASE
(DESIGN PHASE)
4TH (2006)
ACQUIRE AND PURCHASE TWO LOTS WITH OCED AWARD
COMPLETE MULTI-FAMILY HOUSING STUDY
BEGIN ENVIRONMENTAL CLEARANCE. ROCEDURE (OCED APPROVAL REQUIRED)
COMPLETE ENVIRONMENTAL REVIEW FORM & SUBMIT TO OCED FOR RE-NEW/APPROVAL
SUBMITTAL OF QUARTERLY PROGRESS REPORTS
7,18$2900a ..-,•:' z.,7a7.-4,
PRE-DEVELOPMENT PHASE
(DESIGN PHASE)
1ST (2007)
ACQUIRE REMAINING LOTS FOR PROJECT.
ACQUIRE ENVIRONMENTAL CLEARANCES.
SOLICITATION RFP / RFO FOR ARCHITECTURAL SERVICES (REQUIRES WRITTEN APPROVAL FROM OCED
PRIOR TO PUBLICATION)
EVALUATION OF RFP / RFQ RESPONSES
RECOMMENDATION, SELECTION / AWARD
EXECUTE CONTRACT FOR ARCHITECTURAL SERVICES (REQUIRES WRITTEN APPROVAL FROM OCED PRIOR
TO EXECUTION!
ISSUE NOTICE TO PROCEED
COMMENCE & COMPLETE DESIGN DRAWINGS! SPECIFICATIONS/ RFP
MONITOR MANAGEMENT
FINAL DRAWINGS / SPECIFICATIONS / RFP (CONSTRUCTION PLANS & SPECIFICATIONS REQUIRE OCED ..
APPROVAL PRIOR TO IMPLEMENTATION)
SUBMITTAL OF OUARTFRt Y PROGRESS REPORTS
,
PRE-BID PHASE
2ND (2007)
COMPLETE LAND USt AND ZONING REVISIONS
BID / RFP PACKAGE FOR GENERAL CONTRACTOR (GC) - REQUIRES WRITTEN APPROVAL FROM OCED PRIOR
TO PUBLICATION
DAVIS-BACON WAGE DETERMINATION - MUST BE REQUESTED FROM OCED & BE INCLUDED IN THE OCED
APPROVED BID PACKAGE
ADVERTISEMENT
PRE-BID CONFERENCE
SUBMITTAL OF QUARTERLY PROGRESS REPOPTS . _.:,..4 ,-.1,14,4'
POST HID PMAbE
3RD (2007)
WO! itFP uPENING
RECOMMENDATION, SELECTION I AWARD
VERIFY GC IS NOT ON DEBARMENT LIST
OBTAIN EVIDENCE OF GC CURRENT LICENSE & CURRENT OCCUPATIONAL LICENSE
PAGE 1 OF 3
QUARTER
PRE-DEVELOPMEIiT PHASE
(DESIGN PHASE)
3RD (2006
. AGENCY NAME:
ACTIVITY:
FUNDING SOURCE:
AMOUNT:
TOTAl ACTIVITY COSTS:
TOTAl AVAILABLE FUNDING (AlL SOURCES):
PROPOSED ACCOMPLISHMENT UNITS:
ACCOMPLISHMENT UNITS:
TYPE:
ACTION STEP'CA:rEGORY
IDENTIFY 19 PARCELS OF LAND FOR PROJECT
INITIATE MUL TI-FAMIL Y HOUSING STUDY
SUBMITIAl OF QUARTERLY PROGRESS REPORTS
~;;()t~q&'*f!$t.?ri!g;lI.fj)f%%~~FL1:~~tt
PRE-DEVELOPMEIiT PHASE
(DESIGN PHASE)
4TH (2006)
~;~;r.
PRE-DEVELOPMEIiT PHASE
(DESIGN PHASE)
1ST (2007)
~j)
PRE-BID PHASE
2ND (2007)
ACQUIRE AND PURCHASE TWO LOTS WITH OCED AWARD
COMPLETE MULTI-FAMILY HOUSING STUDY
BEGIN ENVIRONMENTAl CLEARANCEPROCEDURE (OCED APPROVAl REQUIRED)
COMPLETE ENVIRONMENTAl REVIEW FORM & SUBMIT TO OCED FOR REVIEW/APPROVAl
SUBMITI Al OF QUARTERLY PROGRESS REPORTS
ACQUIRE REMAINING LOTS FOR PROJECT.
ACQUIRE ENVIRONMENTAl CLEARANCES.
SOLICITATION RFP I RFQ FOR ARCHITECTURAl SERVICES (REQUIRES WRITIEN APPROVAl FROM OCED
PRIOR TO PUBLICATION)
EVAlUATION OF RFP I RFO RESPONSES
RECOMMENDATION, SELECTION I AWARD
EXECUTE CONTRACT FOR ARCHITECTURAl SERVICES (REOUIRES WRITIEN APPROVAl FROM OCED PRIOR
TO EXECUTIONl
ISSUE NOTICE TO PROCEED
COMMENCE & COMPLETE DESIGN DRAWINGSI SPECIFICATIONS! RFP
MONITOR MANAGEMENT
FINAl DRAWINGS / SPECIFICATIONS / RFP (CONiHRUCTION PLANS & SPECIFICATIONS REQUIRE OCED
APPROVAl PRIOR TO IMPLEMENTATION)
SUBMITI Al OF QUARTERL Y,PROGRESS REPORTS
COMPLETE LAND USE AND ZONING REVISIONS
BID / RFP PACKAGE FOR GENERAl CONTRACTOR (GCI -REQUIRES WRITIEN APPROVAl FROM OCED PRIOR
TO PUBLICATION
DAVIS-BACON WAGE DETERMINATION -MUST BE REQUESTED FROM OCED & BE INCLUDED IN THE OCED
APPROVIED BID PACKAGE '
ADVERTISEMENT
PRE-BID CONFERENCE
SUBMITIAl OF QUARTERLY PROGRESS REPORTS
APPROVED ATIACHMENT 'A"·-T
SOUTH MIAMI COMMUNITY REDEVELOPMEIiT AGENCY
MADISON/SQUARE/SOUTH MIAMI STRIP MALL MIXED USE DEVELOPMENT
COBG2007
~
JOBS
$1,140,000
$10,906,000
12
12
CUMULATIVE
PERCENTAGE OF
COMPLETION
APPROVED
CUMULATIVE
QUARTERLY
SERVICE UNITS
APPROVIED
CUMULATIVE.
ACTUAl QUARTERLY ACCOMPLISHMEIiTS
'C,UMULATiVE CUMULATIVE CUMULATIVE
~~~~1i OF SERVICE UNITS REIMBURSEMENTS
~~~~:~~.
.N'PROIiEo
)~~lU\~;R1ti!;.'f:t;!iFJ:h:Jif:i:'l~;1;~!1,,~L~ijf~tR&:~lli~B'~~~gm&r,.,5f:~f~~iil;t~~~'t.i~k%·;iM!if~lfj:!i~i${~i($Vi¥if~ill;";W"'illffi\&!;*_iiWii>'f!l~t~!;k~;a~~J;~llilJilift:;l~{;;~~lf~:w,m~{ifr~~~~:ri~~~~t o/,t{~t':»W1m:t%~~~, ... r.l ;rri~W$?it~1~}!ft%.{W~~~~».,~"'4J~I~~1?~~1h~i%%l&iiWf~'%~:t:1~M~fo~ffi.{\:
POST BID PHASE
3RD (2007)
BID I RFP OPENING
RECOMMENDATION, SELECTION I AWARD
VERIFY GC IS NOT ON DEBARMENT LIST
OBTAIN EVIDENCE OF GC CURRENT LICENSE & CURRENT OCCUPATIONAl LICENSE
~---~----~---------------------------~-----~I
PAGE 1 OF 3
263
AGENCY NAME:
ACTIVITY:
FUNDING SOURCE:
AMOUNT:
TOTAL ACTIVITY COSTS:
TOTAL AVAILABLE FUNDING (ALL SOURCES):
PROPOSED ACCOMPLISHMENT UNITS:
ACCOMPLISHMENT UNITS:
TYPE:
APPROVED •
SOUTH MIAMI COMMUNITY REDEVELOPMENT
MADISONISQUARE/SOUTH MIAMI STRIP MALL
CDBG 2007
ATTACHMENT 'A'.. of --,
AGENCY
MIXED USE DEVELOPMENT
.`.;,
51.140,000
510,808,000
12
,12
JOBS
QUARTER ACTION STEP CATEGORY.
CUMULATIVE
PERCENTAGE OF
COMPLETION
APPROVED •
CUMULATIVE
'QUARTERLY
SERVICE UNITS
. APPROVED
CUMULATIVE
PROJECTED
PAYMENT LEVEL
APPROVED
.
ACTUAL OUATEALY:ACCOMPLISHMENTS
CUMULATIVE.CUMULATIVE 'CUMULATIVE
PERCENTAGEOF
comPLETIOnf , F.EEPVicE.Orars REIMBURSEMENTS
PAYMENT AND PERFORMANCE BOND
CERTIFICATES OF INSURANCE (REFERENCE ATTACHMENT 8.1 OF CONTRACT)
EXECUTE CONTRACT FOR GENERAL CONTRACTOR (REQUIRES WRITTEN APPROVAL FROM OCED PRIOR TO
EXECUTION)
SUBMITTAL OF QUARTERLY PROGRESS REPORTS '
NrAvitrghliimIire.4-.!;,,,ITV*2
PRE-CONSTRUCTION
PHASE
4TH (2007)
PRE-CONSTRUCTION CONFERENCE (INCLUDE WOO SCHEDULE AND MAINTENANCE OF TRAFFIC) - CONTACT
& COORDINATE WITH OCED PRIOR TO SCHEDULING
RELEASE NOTICE TO PROCEED
OBTAIN PERMITS
EXECUTE AGREEMENTS WITH BUSINESSES THAT WILL OCCUPY STRIP MALL FOR CREATION OF 12 JOBS
SUBMITTAL OF QUARTERLY PROGRESS REPORTS
'
14,,,N9:Z1.MrAV .111.11.80.1a.r. 5244; ;
PAGE 2 OF 3
4TH (ZOOl)
I
AGENCY NAME:
ACTIVITY:
FUNDING SOURCE:
AMOUNT:
TOT,4L ACTIVITY COSTS:
TOT,4L AVAILABLE FUNDING (,4LL SOURCES):
PROPOSED ACCOMPLISHMENT UNITS:
ACCOMPLISHMENT UNITS:
TYPE:
PAYMENT AND PERFORMANCE BOND
CERTIFICATES OF INSURANCE (REFERENCE ATTACHMENT 8·1 OF CONTRACT)
EXECUTE CONTRACT FOR GENER,4L CONTRACTOR (REQUIRES WRITTEN AFPROVAL FROM OCED PRIOR TO
EXECUTION)
RELEASE NOTICE TO PROCEED
OBTAIN PERMITS
AND MAINTENANCE OF TRAFFIC)· CONTACT
EXECUTE AGREEMENTS WITH BUS!NESSES TIHAT WILL OCCUpy STRIP M,4LL FOR CREATION OF 12 JOBS
SOIJTH MIAMI COMMUNITY REDEVELOPMENT AGENCY
MADISON/SQUARE/SOUTH MIAMI STRIP MALL MIXED. USE DEVELOPMENT
CDBG200T
JOBS
$1.1411.000
$10.906.000
12
12
ACnJAL Q~~~Aci60MkISHMENTS
CUMlltAi'iYE CUMUt;A-nvE
PAGE 2 OF 3
264
AGENCY NAME:
ACTIVITY:
FUNDING SOURCE:
AMOUNT:
TOTAL ACTIVITY COSTS:
TOTAL AVAILABLE FUNDING (ALL SOURCES):
PROPOSED ACCOMPLISHMENT UNITS:
ACCOMPLISHMENT UNITS:
TYPE:
APPROVED
SOUTH MIAMI COMMUNITY REDEVELOPMENT
MADISOIUSQUAREMOUTH MIAMI STRIP MALL
CDBG 2007
ATTACHMENT *A*-4. / ''''Y
AGENCY
MIXED USE DEVELOPMENT
MiiMINSirging
S1,140,000
$10,906,000
12
12
JOBS
QUARTER ACTION STEP CATEGORY
• CUMULATIVE
PERCENTAGE OF
COMPLETION
APPROVED
CUMULATIVE - "
QUARTERLY .• ..
SERVICEUNITS
APPROVED ..
11K11112ATIVE:; .... " '.
.PROJECTS?'.
.0 AYMENTtEV,4; ..: •
.APPROVED .:•:'.,,.'..COMPLETION.
',..'•'•
ACTUAL QUARTERLY ACCOMPLISHMENTS
CUMOTIVE CUMULATIVE CUMULATIVE
PERCENTAGE OF ....
SERVICE UNITS REIMBURSEMENTS
CONSTRUCTION PHASE
1ST (2008)
COMMENCE CONSTRUCTION
CONSTRUCTION MANAGEMENT & MONITORING
SUBMIT WEEKLY PAYROLLS & PAYMENT CERTIFICATIONS (LABOR COMPLIANCE)
REQUIRES OCED REVIEW AND APPROVAL
SECTION 3 PLANS, COMPLIANCE, MONTHLY REPORTS
MONTHLY SUBMITTAL OF CONSTRUCTION RELATED PAYMENT REQUESTS / REIMBURSEMENT REQUESTS
(REQUIRES OCED REVIEW AND APPROVAL)
SUBMITTAL OF QUARTERLY PROGRESS REPORTS (ANNUAL REPORT FOR PRIOR YEAR1
•
CONSTRUCTION PHASE
2ND (2008)
CONTINUE CONSTRUCTION CONSTRUCTION (PROJECTED PERCENTAGE OF COMPLETION AND SPECIFIC ACHIEVEMENTS ARE
IDENTIFIED IN CONSTRUCTION SCHEDULE OR GANT CHART)
CONTINUE CONSTRUCTION MANAGEMENT & MONITORING
CONTINUE SUBMITTAL OF WEEKLY PAYROLLS & PAYMENT CERTIFICATIONS (LABOR COMPLIANCE) REQUIRES
OCED REVIEW AND APPROVAL
SECTION 3 PLANS, COMPLIANCE, MONTHLY REPORTS
CONTINUE MONTHLY SUBMITTAL OF CONSTRUCTION RELATED PAYMENT REQUESTS / REIMBURSEMENT
REQUESTS (REQUIRES OCED REVIEW AND APPROVAL).
SUBMITTAL OF QUARTERLY PROGRESS REPORTS
CONSTRUCTION PHASE
3RD (2008)
•
COMPLETE CONSTRUCTION (PROJECTED PERCENTAGE OF COMPLETION AND SPECIFIC ACHIEVEMENTS ARE
IDENTIFIED IN CONSTRUCTION SCHEDULE OR GANT CHART)
CONTINUE CONSTRUCTION MANAGEMENT & MONITORING
CONTINUE SUBMITTAL OF WEEKLY PAYROLLS & PAYMENT CERTIFICATIONS (LABOR COMPLIANCE) REQUIRES
OCED REVIEW AND APPROVAL
SECTION 3 PLANS, COMPLIANCE, MONTHLY REPORTS
CONTINUE MONTHLY SUBMITTAL OF CONSTRUCTION RELATED PAYMENT REQUESTS /REIMBURSEMENT
REQUESTS (REQUIRES OCED REVIEW AND APPROVAL)
RELEASEOE;lifE4(OBA '''•, , - 1' ,.1,-1 tHAL•A y •411,A
b.•24i' clgiO: Ai MPEET1
'44:01.1it ,
OS41101j JCAYG310 ,
iS1'0110iit 'F IO t ' E. 1T-L,',MEN7 RrIT'.:,_,E, , - ,.,1 .E',,D ET:_ 7.:T
Pg9 1.2 El:4**N49
FILL 12 JOBS WITH CONTRACTED Pli ,t:-: : ?-y
SUBMITTAL L 7. ;ARTERLY PRC, := E IF = ...z ' ARTS
POST CONSTRUCTION PHASE
4TH (2008)
ASSESS JOB RETENTION
RELEASE RETAINED AMOUNT OF FUNDING AWARD
SUBMITTAL OF QUARTERLY PROGRESS REPORTS
. y .-tltti,T ;,:?n_,iat111111111.a7,:;•;7
NOTE: THE PROJECTS CONSTRUCTION SCHEDULE -OR- GANT CHART MUST BE SUBMITTED TO OCED BY 8130/07
PROJECTED COMPLETION DATE IS 12/31108.
PAGE 3 OF 3
QUARTER
CONSTRUCTION PHASE
1ST (2008)
AGENCY NAME:
ACTIVITY:
FUNDING SOURCE:
AMOUNT:
TOTAl ACTMTY COSTS:
TOTAl AVAILABLE FUNDING (ALL SOURCES):
PROPOSED ACCOMPLISHMENT UNITS:
ACCOMPLISHMENT UNITS:
TYPE:
ACTION STEP CATEGORY
COMMENCE CONSTRUCTION
CONSTRUCTION MANAGEMENT & MONITORING
SUBMIT WEEKLY PAYROLLS & PAYMENT CERTIFICATIONS (lABOR COMPLIANCE)
REQUIRES acED REVIEW AND APPROVAl
SECTION 3 PLANS, COMPLIANCE, MONTHLY REPORTS
MONTHL Y SUBMITTAl OF CONSTRUCTION RELATED PAYMENT REQUESTS I REIMBURSEMENT REQUESTS
(REOUIRES acED REVIEW AND APPROVAl)
SUBMITTAl OF QUARTERLY PROGRESS REPORTS (ANNUAL REPORT FOR PRIOR YEAR)
APPROVEO ATTACHMENT 'A'-" '
SOUTH MIAMI COMMUNITY REOEVELOPMENT AGENCY
MADISON/SQUARE/SOUTH MIAMI STRIP MALL MIXED USE DEVElOPMENT
CDBG2oo7
lIlIIfI1'~iII
JOBS
$1,140,000
$10,908,000
12
12
, CUMULATIVE
PERCENTAGE OF
COMPLETION
APPROVED APPRoVEo ::,~~ROVEO
CUMUlATIVE -~MUtATM:-
QUAATEi!Ey ',: ,ffiOjecfEti'" , '\" ,ACTUAl QUAR'rffiL Y ACCOMPliSHMENTS SERVlCEiJNIi;~ 'PA.Yj;i~N1t~;'; 9.lJ¥yt:ATIVE 'CUMULATIvE CUMULATIVE
, , ',~ERCENTAGE OF
, COMPlETION' SERVICE UNITS REIMBURSEMENTs
,{{~E~}j·~~f;;~r:i;4!%ff~t~~i.*?$l~§~w;~iii~W.!1Jf:}!rr4f1%ft@W*~t5WJ.'\!.diWJpJ;A+~K?;~,~'~~'~~·~r;,~~'~"\'· ~.'l&;~~~~W~~1,i~4%~f~*~~,f~¥tW$t!&~*~~1t~}[tl1N:1fJ;igw.;m~1f~~!~r:rrt;~&t..;w*03?1}~«m~OCf .. ~w.~~~~f~>: I~P;~!?i~#t~\1$1t;~~1ffit;h1t~~%'i%~¥~~?tJ{1Mf:$.iWE~:W;~~*~iJ
CONSTRUCTION PHASE
2ND (2008)
CONSTRUCTION PHASE
3RO (2008)
CONTINUE CONSTRUCTION (pROJECTED PERCENTAGE OF COMPLETION AND SPECIFIC ACHIEVEMENTS ARE
IDENTIFIED IN CONSTRUCTION SCHEDULE OR GANT CHARI)
CONTINUE CONSTRUCTION MANAGEMENT & MONITORING
CONTINUE SUBMIIT Al OF WEEKLY PAYROLLS & PAYMENT CERTIFICATIONS (LABOR COMPLIANCE) REQUIRES
OCED REVIEW AND APPROVAL
SECTION '3 PLANS, COMPLIANCE, MONTHLY REPORTS
CONTINUE MONTHLY SUBMITTAL OF CONSTRUCTION RELATED PAYMENT REQUESTS I REIMBURSEMENT
REQUESTS (REQUIRES acED REVIEW AND APPROVAL) ,
SUBMITTAL OF QUARTERlY PRQGRESS REPORTS
COMPLETE CONSTRUCTION (PROJECTED PERCENTAGE OF COMPLETION AND SPECIFIC ACHIEVEMENTS ARE
IDENTIFIED IN CONSTRUCTION SCHEDULE OR CANT CHARI)
CONTINUE CONSTRUCTION MANAGEMENT & MPNITORING
CONTINUE SUBMIIT Al OF WEEKLY PAYROLLS & PAYMENT CERTIFICATIONS (LABOR COMPLIANCE) REQUIRES
acED REVIEW AND APPROVAL
SECTION 3 PLANS, COMPLIANCE, MONTHLY REPORTS
CONTINUE MONTHL Y SUBMITTAl OF CONSTRUCTION RElATED PAYMENT REQUESTS I REIMBURSEMENT
acED REVIEW AND
FILL 12 JOBS WITH CONTRACTED BUSINESSES
SUBMITTAl OF QUARTERlY PROGRESS REPORTS
'~1%.";1&r-J>~t~)'>1~o/\!f.(~~%[.\~~~~w.F~~~?;~M«r~ft:f.fIr~1ff.f>!lli{f¥ZJI~F~~~iftif§?li$1%i£ffl,
POST CONSTRUCTION PHASE ASSESS JOB RETENTION
4TH (2008) RELEASE RETAINED AMOUNT OF FUNDING AWARD
SUBMITTAL OF aUARTERL Y PROGRESS REPORTS
NOTE: THE PROJECTS CONSTIRUCTION SCHEDULE.oR-GANT CHART MUST BE SUBMITTED TO OI:ED BY _6130107 ____ _
PROJECTED COMPLETION DATE IS l2lJl/0S.
fO:~&£Rt~?dltf1~~Vfu\~~~~&"f¢fa ",,$H.iliii?w$~~~":;1J~~~t]~~#,:.$~~~¥Jf!m~lli;f~~tillr.1[lf.~i*tif,it;mw
PAGE30F 3
265
,g/7/7-c-kni e "V 7
The The South Miami Community Redevelopment Agency
Summary Budget
July 1, 2006 through December 31, 2008
CATEGORIES BUDGET TOTAL TOTAL
OCED
AMOUNT OCED ALL
NON SOURCES
PERSONNEL 0 0 0
SERVICES
CONTRACTUAL 521,569 0 521,569
EXPENSES
OPERATING 0 0 0
COMMODITIES 0 0 0
OUTLAY
CAPITAL 12,873,431 394,000 13,267,431
TOTAL 13,395,000 394,000 13,789,000
-
The South Miami Community Redevelopment Agency
Summary Budget
July 1, 2006 through December 31, 2008
CATEGORIES BUDGET TOTAL TOTAL
AMOUNT OCED ALL
NON SOURCES
OCED
PERSONNEL 0 0 0
CONTRACTUAL 521,569 0 521,569
SERVICES
OPERATING 0 0 0
EXPENSES
COMMODITIES 0 0 0
CAPITAL 12,873,431 394,000 13,267,431
OUTLAY
TOTAL 13,395,000 394,000 13,789,000
266
The South Mleml Community Redevelopment Agency, Inc.
Madison Square/South Re181111 Strip Mall Prefect
Detailed budget.
CDSO FY 2006
July 1, 2006 - December 31, 2008
Suhobi TYPO Services 0006 CMG CDSG CMG The S. M. CRA South Fla. USC Total Total Total
2004 2006 2009 2947 OCED Non QCED ALL Sources -
FERalNNEL
0 0 0 0 0 0 0 0 0 46
R
IOL
Subtotal 0 0 0 0 • 0 0 0 0 0
cow AL apievicat
21011 External Audit
21012 Environmental Audit
21020 Abcountin2 Services
21030 Other Prof.Svc.Survay
21030 Other Ibnif-Svo.Arotac 0 0 0 0 -0 521,589 0 521 589 521,569
22121 Outside Waste Cold
61610 Surveyinp 1
21210 ,Outside Leapt Svc. 0 0 0 0 0 0 0 0 r 0
61613 1.e061 8, Title fees 0 0 0 0 0 0 0 0 0
22310 'Security Svcs.
61626 .J'ct Fee; 0 0 0 0, 0 0 0 0 0
I
SublobsIContractual 0 0 0 0 0 821,669 0 621,869 821,849
i
OPERATING EXPENSES
22010 Electrical Svc.
22110 water a Sewer Svc.
23210 Oen. Liab. Insurance 0 0 0 0 0 0 0 0 0
23220 Aub Leib. 'neurones -
25330 Copy Webb% Rent
25511 Payments to lessor
31019 Teitchttne RPIARR ,
30121 Telephone Lone Diet
31110 Public:003ns
31210 Travel Exp. Local
31430 Aeproduclion Svc.
31811 Poetics Roo. Mail
32021 EducatIonel Materiels
32250 License S Penne fees
,0 0 0 0 0 0 0 0 0 Subtotal D
i
ra6n. Exp.
COMMODITIES
41016 esaoline-Untseded
47010 Office Supply
47012 kliecellimetnte 'UPON
47020 0111cs Equipment 0 0 0 0 0 0 0 0 .0
47110 ComPuter149001111 ..
47013 Printing/Rom.. Su pots
49237 Cleanin0 Supple,
Subtotal Comdles. 9, 0 0 0 0 0 0 0 0
`c,erstrAL OUTLAY
51619 Slet Preperstion 0 0 0 0 0. 0 0 0
a tafe Other Q001 of .end 100,000 04,900 100,000 100,000 ._2,903,023 0 394,00Q 2443,62.1 '3,367,6
weep Pity ' 9,346239 9,360239
• 61
81Z .. 090% 0 0 0 0 521,569 0 521,500 '-- 521,500
01626 InfraatruCar liar. 0 0 1 —0 0 0 0 0 0 0
Subtotal .... °tidily 100,000 64.00 10e,000 190,000 2,963,023 2200,0011 394,000 12,673,431 13,267,431
TOTAL, PROJECT CI - 100040 94,000 100,000 100,006 2,643,641 10431,3it 394,000 13,30600 13,769,040
XV
d 6Z
:f
'T
LO
0g
/L
i/90
1~1Il ~Ic_
48101
ISIibtQIaI
:,detnaI AudIt
IaIAudlt ~
~ WaaIIt Collet
).lI~_1JogeI s~
'!-!R!I'&Tllef8!.
Svce,
1VchIIecI~
~iJbiicaI·
I!ChN Rent!.
lltolHlor
F!IIf!!C!n! ~ ~~t
f EJip. Loc!!I
I!padyc!!on Svc
.... Rea.M8I
.lcenee & Permit ....
lub40lal ODl'lIl1. ExD.
~
2004
o
o
o
~
"0
....Q
....Q
.Jl
_0.
The South MIami Community R.ve~nt Agency. Inc.
~Ison Square/$outh "lam! strip MaR Prcjtct .
Detailed Budget.
CDBGFY2006
July 1; 2006 • December 31, 2008
~DSG _~Ci _CQI$Ci !It. $. M. eRA . I SouthFIa. L.IIJ~
"2006 "2008 2007
o o o
o o o o
·0 ·521.569
.Jl ....Q ~ ....Q
o
....Q ....Q ~ .::Q
~ ....Q .~ ....Q -'~1Mi
....Q ....Q o .Jl
....Q o o II o
.. a I :::·-r~d I . I
...... IWI'\ ~.SuopIY
. S\II!I!!!!'
!p!p. SUpplY
12371C1NnIno SIiilDIIN
l$Ull!!lIllLComdIe ....
_0
~
..Q
.0
....Q .J! .J!
_0 t .JI.
C~rr~OunAY .
.J!
_0.
Total Total Tolal
OCED I Non ~!D I AU. 8~u~
~ o
o ~
o 52069 .J!:Z1.569
.Jl _0.
....Q
....Q Q
....Q _&21,t1 .. 521M8
.Jl o
Ii J!. ....Q
.J! .J! _0
.JI ....Q _0
151619 Site Prelll ration 0 0 0 0 0 0 0 0
....81 COl dLllnd 100.000 1!4 000 100,OIXl 100,000 2.983.623 0 394.000 ~~.6~ 3.357;&23
81 ·PIfirie 0 () 0 0 9.388.239. o· 9.JlI8.2l1V 9 388.239
. 61
81 PII1. . ,QuI) O· 0 0 0 621689 0 521.!5G9 8211189
61 28 1-... I \iJ1DIV. 0·0 O· 0 0 0 0 0 0
.. lSubIQClil CiIcIIIaI 0uIIItY . 1~ ~ . ~-.",.,."-.~ "'" 100.0001 1oo.oao 3a4.000
[l'QTN. r·CQJT. 101!.mr M,IIIIII 100.0001 100_ 2.m.IU 3M"
o·
00
"-......
--J
"-
N o
o
--J
......
>1>0
N
<D
~
H
I§I
'0
o
N
"-o o
c.>
-.---.--~--~-~----~~---~----------~------
267
11.. Jl JL t-1.11_,JOUVILJVAI d .0-.11.
INDEMNIFICATION AND INSURANCE REQUIREMENTS
FOR PUBLIC SERVICE AND
ECONOMIC DEVELOPMENT Am-wins
Contiactor shall indemnify and hold harmless the County and its officers, employees, agents and
instrumentalities from any and all liability, losses or damages, including attorneys' fees and costs of
defense, which the County or its officers, employees, agents or instrumentalities may incur as a result of
claim's, demands, suits, causes of actions or proceedings of any kind or nature arising out of, relating to or
resulthig from the performance of this Agreement by the Contractor or its employees, agents, servants,
.partners principals or subcontractors. Contractor shall pay all claims and losses in connection therewith and
shall investigate and defend all claims, suits or actions of any kind or nature in the name of the County,
where applicable, including appellate proceedings, and shall pay all costs, judgments, and attorney's fees
.which may issue thereon. Contractor expressly understands and agrees that any insurance protection
:required by this Agreement or otherwise provided by Contractor shall in no way limit the, responsibility to
indemnify, keep and save harmless and defend the County or its officers, employees, agents and
instrumentalities as herein provided.
The Contractor shall furnish to Miami .Dade County, do Office of Community and Economic Development,
140 West Flagler Street, suite #1000, Miami, Florida 33130, Certificates) of Insurance which indicate that .
'insurance coverage has been obtained which meets the requirements as Outlined below:
A.Worker's Compensation Insurance for all employees of the Contractor as required by
Florida Statute 440.
Public Liability Insurance on a comprehensive basis in an amount not less than $300,000
combined single limit per occurrence for bodily injury and property damage. Miami-
Dade County must be shown as an additional insured with respect to, this coverage.
C.Automobile Liability Insurance covering all owned, non-owned and hired vehicles used
in connection with the work, in an amount not less than $300,000 combined single limit •
per occurrence for bodily injury and property damage.
All insurance policies required above all shall be issued by companies authorized to do business under
::the laws of the State of Florida, with the following qualifications:-
The company must be rated no less than "B." as to management,and no less than "Class
0 mattoiai s4with,,by,the latest editiOn of Best's Insurance duIde, ublishe4:1 by
mpeny Oldwick, NeNV Jersey, or its equivalent, subject to the approval of
the County Risk Management Division_
or
The company must hold a valid Florida Certificate of Authority as shcwn in the latest
"List of All Insurance Companies Authorized or Approved to Do. Business in Florida"
issued by the State of Florida Department of Insurance and are members of the 'Florida
Guaranty Fund.
Certificates will indicate no modification or change in insurance shall be made without thirty (30) days
in advance notice to the certificate holder.
••••• -::'. ,': ,'#. "
· . ~:' .,
.' .
; ~". '. . ...
.Ii...a. .II..fi. 'L.-ll.1l'.IlJ!!..l"1 Jl J:)-JI.
. INDEMNIFICATION AND INSURANCE REQUIREMENTS
FOR PUBLIC SERVICE AND
ECONOMcrCDEVELOPMffiNTA~
. . . ; ...... ,:::;:.,'
Con"tiactor shall indemnifY and hold' hannless the County and its officers, employees, agents and
iilStrUmentalities ~om any and all liability, losses or damages, including attorneys' fees and costs of
· defense, which the County or its officers, employees, agents or instrwnentalities may incur as a' result of
~laimS) demands, suits, causes of actions or proceedings of any kind or nature arising out of, relating to or
.resUlting from the perfQnnallce of this Agreement by the' Contractor or its employees, agents, servants,
.partners principals or subcontractors.·Contractor shall pay all c1rums and losses in'connecti~ntherewithand
· shall investigate and defend all claims, suits or actions of any kind or nature in the name of the County,
where 'applicable, including appellate proceedings, and shall pay all costs~ judgments, andatlomey's fees
_ wllich may issue thereon. Contractor expressly understands and agrees that any insUrance protection
:orequired . by this Agreement. or otherwise provided by Contractor shaH in' no way limit the responsibility to
indemnifY, keep and save .h~less and defend the County or its' officers, employees, agents and
· instrumentalities as herein provided.
. .
The Contractor shall furnish to MJami.Dade County, c/o OfficeofO:>nnnunity and Economic Developmen~
140 west Flagler Stieet, suite #1000, Miami, Florida 33130, Certificilte(s) of Insurance which indicate that .
'insurance "coverage has been obtained which meets the requirem~nts as outlined below:
A. Worker's Compensation Insurance for all employees of the Contrylctor as requited by
florida Statute 440 .
. B~ Public Liability Insurance on a comprehensive basis in an amount not less than' $300,000
.combined single limit per· occurrence for bodily injury and 'property . damage. Miami-
Dade County Jllust be shown as'an additional insured with respect to, this covc(a.ge.
C. . Automobile Liability Insurance covering all owned, non-owned. and hired vehicles used
in connectio.Q. with the work, in an amount not less tban$300,OOO combined single limit
per occurrence for bodily injury and property damage ..
All insurance p01ici~ requlre<Jaboveall shall be issued by companies authoriZed to do ·business under
: ~ihe laWs nfthe state of Florida, with the following qualificationS:. . .
""f1t:';tE:.~~~_;;;~:::.~;l.i:~~~~\~~rJt~~'
. ~\~."". A~_M 'Best .90inpany, "01dwi~k; New Jersey; or 'its equival~n~ ~bjOOt-'t9: the 3p~ri>val of .
. the COuilty Risk Management Division. -
or
.. The cOmpany inust hold a valid . Florida Certificate of Authority as .shown in the latest
:''List· of All Ifiswanc:e Companies Autho~ or Approved' to Do Business in Florida"
issued by' the State of Florida J)epartment of lnsurance . and are members of the ~Florida
Guaranty Fund.
Certificates will indicate no modification or change in insurance shall be made without thirty (30) days
in advance notice to the certificate holder. . 268
15. Help Those With ITN/AIDS?:
ENTER YES (Y) OR, NO (N) FOR QUESTIONS-14 TO 17
14. ,,clp Prevent Homelessness?:
•• • -. •
• • ."•• .
,•• :;•:';,r••••••1,.....,,•••11.••.1,:;•,f
•••,••• •.;,••-kr•••' •••-•'•
:•••,
6at Principal Balance:,'
.:•••••1.
cticalie if the activity is located in CDR Area or Strategy Arel C/S: .
ra Ideatifiet:
:liquidated Obligations:
16- Piimarily Help Persons With Disakilities?: • 17. Generate Program Income?:
)ICATE ALL THAT APPLY WITH "X" FOR QUESTIONS 18 TO 24
section 108:, . 19. One:For-One Replacement:20. Displacement: 2L Float Funded: -
special Assessment:. 23. Revolving Loan Fund: 24. Favored Activity:,
ent of Low/Mod in Service-Area:
us Tract: 74_2_0_3
ATTACHMENT C
FY 2007 • .•
CRESS REPORT
"Select Quarter (3 )
1" JAN-MAR
/ 2"° APR-JUN
3'd JUL,SEP
ANNUAL REPORT
T 1: Activity information
Agency Name: ourri /4777//77 r F•Vi-'Yebze <s•-r 6)-v cy 1,76/7/0
Project Title:fa l~So_4/u A021 6-1,Lb-f7;76Y t)r-z-nz2v 7 7 '7o .76'er
Activity Name:7)1r X -,41.71775 —Ai 7--
Activity Address: ,5sc:A/ G 2/ Tri5rne-,as—r" 4 iv 56(.1 __/9,L(6-6. Commission District:
ACtivity Description: A.t 7 t3 G -
AT —•••-•.."••••-•--
IDIS No.: 9. Source: 10: Grantee Activity II: Funded Amount:
Matrix Code:12. Index Code:- 13. National'Objective:
4. Ca'tegoty:
•
: •Area Benefit Ilnfonmation (complete this partif the national ohjeCtive is LMA) • . .•
2. Survey or Census Track determination? (SIC):
4. l3lock Groups:7 O 3.'.
ATTACHMENT C ... .,..., ....... .
d." ,":~ .. :. . ,
{ .' ..... . ~ .... ~ .... ' ".;.' : .. ;. ... : , """
r-.. ~RESS REPORT
\ . . .
• ~'ect Qu::arter (.,1')
1$4 JAN-MAR /
2.-APR-JUN j/
3"" JUI.,SEP
ANNUAL R~PORT
"Activity Name: /l2IX~-:7) -(/5E"' I2.F?2EYc:z,'1:?t?c(lONr 4~ Category; ~ __ ~ ____ _
Activity 'Address: ,J'uJ C--1' ~rI :S'r7lc:zT tiN Q 5t</ .5"~ 7f &r:ct6. Commission District _____ _
·ActivityDest:rip.(:jon: 4CCl~-r t3LI4i1V!Z2 ,£/focen-ry m 6'C: CO..vi/..W7m
/N7{) (iN TCD((f()/17/C t?ev<::Z-oerrzEhLT &t!/J /lfE60/Jtl(3/f' dO/L.v/l..~ 1?/1~
lDISNo.: 9. So\trce: --,,........ __ 10~ GI(lntee Activity #: ___ _ Funded Amount: -----;.-.-
Matrix·Code: ~ ____ _ ;12.1ndex·Code: l3~ National"Objective: --------------------------
EN1flj:R YES (Y) OR NO eN) FOR QUESTlONS.14 TO,17
15. Help Thqse With BlV/AIDS?: ----
, ( ..'
"i 4. ~ Ae1P Prevent Horoe1essness?:
16.. Primarily HelpPers'ons With Di$apilities?: 17. Generate Program Income?: ----
nCATE ALL THAT APPLY Wm-f '"X!' FOR QUES-nONS 18 TO 24
i9. On;For~One Rcpla'ccmcot: __ ~ ..
20. Displacement: __ _ Zl. Float Fuu.ded:. ---Section 108:.
;pecral'Asscssment: , 23. Rcvolving Loan Flind: _____ -'-_---':...-.. __ 24.1)v.ored Activity:, ..,....... __
tliquidat~ Obligations: " . . ~" . .' .... '",
----------------~--~--~---~------~~----~--------~~--
: ,Area Benefit Bnformation (complete this part'if the 1I1360';al oJ,jective is LMA)
ent of ~Wl1V!od in Scrvi~ Area:' ~, . ' 2. survcyorC~ ~~c~ d~cnni~atioil? (S;C): __________ _
;us Tr;1ct: 7 (;: I 0.:2 4. Dlock Groups: 74', tJ 3:0 9 ' 76,' (j 3 ; 0:3
/ 269
.`•
krter; plinect 19enerrt Information itcornikteldhis part if the iqational Objective LAW •
1. Counts by Households or Persons? (H/P): •
G. Method of Verification by the Agency:
7. Presumed Benefit? (Y/N):
9, Nature/Location Narrative:
5. Number of persons served outside of Entitlement Area:
(-
ATTACHMENT C
Total Number Benefiting from the Activity: fy",,O 3. Number of Female Headed Households:
es, Niwither of persons served in Entitlement Area: .*Z 0 CO
Interact Rate &rnonization Pcriod
Direct Loan
Direct Benefit by income Cnt5ory
ErtiliMELY LOW LOW MOO TOTAL
..•
Air 4; Sfurirt/Etligfttittrea ittteinniOtion le•orretifefe.this.0iii• .itli.e*Iiii)iiAObjezifi.-iie,is SBA
• 'd
4..
,,•,,
#entage of Deteriorated Buildings: 3. Public-Improvement/Condition: •
.A.Engttrit
um/Blight. Desiguation Year:
•
Job Creation/Retention titroforntatiorta (cogivPgete this t rt if ilbe Hationat Objective is-iLMJI .
Deferred Pa au
Direct Benefit by Race/ Ethnic Category
Note: The bcneficiartinformation must. be cumulative total from program start date.
American rkipul or Alaska., Native & Black
, African American
Other Multi—Racial
Whitt
Mack or African American
Man
American Indian/ Alaskin Native
Native lia / Other 4'srcific Islander
American ndiadAlu kart Native & White
Arian & Whitt
Btaeic Afri American & White
To ais
a. Nature/Location? (Y/N):
ATTACHMENT C
\ .:.!
11~ Coun~ by Households or Persons? (HIP):' , '.:.
----------~------~~--~~--------------~-. ,.' "
? _ Total Numkr g~efiting fr~~ ili~ Acti~~ .I ~ oDO
( . . .
4 . .Number of persons served 10 Entitlement Area:
3. Number of Female Headed Households:
2.()OQ
s. Number ofpersons served outside of Entitlement Area: 9";000
7. Presumed Benefit? (YIN): _________ _ 8. Natul"e/Location? (YIN):
--------------------~------
9. NaturelLocation Narrative:
Direct Benefit by Racel Ethnic. Category
Note: The beneficiary·illfonnation must.be cumulative total from \)ro~m
Ali>.n
Alb .. &. While
-Olhtr Multi -/0021
Tottis
,.1 Mwl wwnr ..... ~y~·" I . . TOTAL I ...
• :. • ': . ,...... • ,I.... • i ~ 't'" :, "''''':'::''';~':~~'~~~.1: . .).~o;.:\)..'' .. ,~. t,~ '\' .t..~~,,;.~I~ i~.:::j'!;;·~~"'X::.t~\~.:·~·~~:-~!:I~~:J:\' ;:~'.:
B,T 4: sruriYBI;ghh'tea "'f~rm:.ffo"(!WmpJet¢.tb;s· part. if fhe":Natioila':ObjeQt;vecis ;SBA}.', ::"-:' '~""'>?!'::;f~'tr '};j:'.::!:?::,.i'::'\ t~~·~'Y:;)"'!:';"i'J",([r;~~~!-0~,f~~~ii!;~;'::;;:'::;'tl.i'::i;;t;\':~~t~lt;:·',01i~~'tI1~¥ff!; {::~;m'3\W;~:'Yf'\ ,
j-gentage ofDcleriorated Bui14ings: 3w Public·ImprovementJCo~dition:.:' , .. i) ,' ..
. -. .. ~
lllllI1? li ght.besignation Y car:
OC $: Job CreationlRcfention InioOn~tiM (complete this p;brt if ·t~N2tion2' Obledhrc Is·8.Jvu)
Ie 1 ..... :... . .. ' .. : .. " ... , ... ,' ",.: .. , .' . , .. , '. '.. .'-
Din:ct L..o:m
) tho-
270
ATTACHMENT
'74 14a 2- Job Creation/Retention Information
Type
--
(
Total Job
Count-Full
Thite Job
Total Job
Count -Full
Time-
Low/Mod
Total
. Hours
Part time
Total Hours-Part.
Time- LovillViod
Percent of .
1.,ow/Hod Jobs'
Expect to Create
41 0 •
Expect to Retain
170
Actually Created
Actually Retained
• . •
inir 6: CDBG Multi-unit Activity Set Up and Completion Information(for 1.1VtH activities)
ble
Units Total , Occupied • Occupied Low/Mod
ft of Units at Start
11 of Units expected at
Completion
Li of Units actually
Completed __
de 2
CY-Pc Authorized Costs Actual Costs •'
:DBG
)the-
---(
'otali .
7 7: Displacement Information (complete this part if displacement has occurred)
ype Census •
Tract Or
City .
White Black Hispnic Asian/Pacific American --
.Indian/Alaskan
ispla cal
0111 -
'
=mining In • ••
.
. _
locatixl To .
• • .• • .•
•
•. .
r 8: •ReOla .cerneinte Infortnation (complete this part if.One-for One Replacement hays occurred)
Demolished/Conveked Address Repla.cement Address
fBedrooms
reetnent executed date
iilable Date
9: Activity Status/Accomplishments Information (complete this part for alt types of activities}
:tivity Status (Circle One): 1. Cancel 2. Completed 3:Underway
Dtivity is considered to be completed when it meets the National Objective and after all the funds are drawn)
Ipos•-•1 Accomplishment Type:
tuaC. _complishments Type:
rironmental Assessment Code:
3. Proposed II of Accomplishment Units:
5. Actual 1/ of Accomplislunent unit/s during the year.
7. Create Program Income? (YIN):
. . .
ATTACHMENT C
abWe 2-JDb CreatiohlRclention Inform.lItion
ToulJob Total Job Total ToUt) Hours~Part. Percent of
Type Count-Full Count-Full . HOUN ." Time-lLowfMod 'Low/Mwl Jobs'
/" -Time Job Time-Part time ( LowlMod
Expect to Create )/ ()
Expect 10 Retain ~V
Actually Created
Actually Retained
IRT 6: CIDBG Multi-u'nit Activity Set Up and Completion Dnformdltion(for i...MH activities}
bJe 1
Units Total Occupied Occu-'pi~d LowlMod
# of Units at Start
II of Units expected Dl
Completion
q of~nits actually
:::om-.f>leted
ryPe Authorized Co~ts Act\laj Costs.,
~
~DBG
)the'"
-(
'ota:.
:T 7: Dispraccrnent Knformation (complete this part if displacement has occurred) . . .' ." .
ype
isplaced
om
~ainingln
pe
·£Bedrooms
Census'
TraCt Or
qty
".
reement cx.ecutoo date
iilabJe Date
White Black Hispirnic AsianIPadfic Am,erican _
,Indian/Alaskan
Demolished/Converted Addx:ess Repla:celIlent A~drcss
..
9: Activib( St~~slAccomplishments Infonn:ation (complete this p'art for all types ~f :lctiviti~s) "
:tivity Status (Circle Ohe): '1. Cancel 2. Completed 3. ,Underway
:;tivity is cousldercd to be completed \~hcn it meets the Na!i0nill Objective and after n11 the funds are drawn)
lpo~ .... ·l Accomplislunent Type:
lua~ .,complishmenls Type:
rirorunentaI Assessment Code:
-----
-----
3. Proposed II of Accomplishment Uniifs:
5. Actual iI of Accomplishment unitls during the year:
7. Create Program lncome? (YIN):
". ." :~".:.
271
.ATTACHMENT C
Inplishrnent narrative for the Current Program Year (Please make sure that accomplishments during the current,.:
are only included.
ms--^i 6 lincs)
r e ile,-)AirLy iAI 77/ is z AA() "9 co(ii / 7/0 /L/ 8.7-Nc
/ t-- /2,, 00617 _A ra.eicpc2,2(/'?9',
50(71y/4/)Y/ CXX •
ring beiovv
, verify that the information in this report is accurate
?propriate records have been maintained.
red By: Date:
ved By: Date:
FOR OCED USE ONLY
Verified for completeness and accuracy by:
Contract Officer:Date:
)1anner:Date:.
',:1141V1 Section Supervisor Date:
. •
'fanning Section Supervisor:.Date:
livisiore Director:Date:
divan. Support Staff: cots UPDATE:
·ATrACHMENT C
)mplislnnent naITative for tile Current Program Year (please make sure that accomplishments durUig the cuITent. ,: . ~:
are only included. "
m"''''' 6lincs)
(
~ _// ~ /(-1 £ /7&41';od ...... JOt/12K /YJIXCO' (/,) c( IlCl2CVC'? [)/'/nlD.l7 ,e'/lQJcrif
/S CurtlZ(Sr\./TLY ltV i7lt.S-LilA/£) t9c Q (./1 "5IZIO/l./ SZ?ToS ,£'Y
n~g beloW 1, _. _-:.. ___ .,.-___________ ) verify that the information in tlus report is accurate
Jpropriate rcc~rds have been maintained.
red By: Date: --~------------~------~~--------~ --~-~----------------
'Vco By; Date:
------------------~----
(
FOR OCED USE ONI-Y
Vcr-Hied for (;omplctcn~ss ~nd ~ccuracy by:
Contract Officer. Dat~: ------------------
'larlOncr., Date:: ------------------
;MM Sectio~ ~upervisor:
::', " :. ~': ' ::~::.\ ,', ~'::"~ ~;-~-:, ·:~.;:>::T'~·. :::t/::, : ~~:>~~>".;:. 0',
)flll1lllldll1lg SeCfion,Sup'ervJSo,r:::-,~.,.,:.:· ., .. ""
~.' !!',_,.;' ;;..:.. ,,:,':: •. " . .':t •.. ~ ... ""'. -'-----------.. . , .. \ ..
Date:
--~--------~---
lDat~:·· ~
--~-------------. . ~. '. " . "
livisioll1 Director. Date:
~min~ Support Staff: IDIS UPDATE: ----,------'-'
272
ATTACHMENT C
QUARTERLY PROGRESS REPORT INSTRUCTIONS
MT i. AC11VITY INFORMATION -
• •-• Agency Naive: Enter the Name of the Agency
Project Title: Agency Acronym and the Title of the Project (60 characters maximum)
Activity Name: Agency Acronym and the name of the activity (40 characters maximum)
Category: Enter the Category of the activity (e.g. Housing, Public Service, Ecc. Dev etc.)
Activity Address: Enter the complete address of the location where the activity is taking place
Commission District: Enter the Commission District # where the activity is taking place
Activity Description: Enter brief description of the activity (120 characters maximum)
IDIS No.: Enter IDIS No. of the activity.
Source: Enter the funding source (e.g. HOME 95).
Grantee Activity #: Enter the Grantee Activity No.(E.g. 8.00.020.235)
Matrix Code: HUD Code applicable to the activity.
Index Code: Enter the Index Code from FAMIS
National Objective: Enter the National Objective applicable to the activity.
flelp Prevent Homelessness?: Enter Y if the purpose of the activity is to prevent homelessness; otherwise enter N.
lelp those with HIV/AIDS?: Enter Y if the purpose of the activity is to help persons with HIV/AIDS; otherwise enter N.
i-irriarily Help Persons With Disabilities?: Enter Y if the purpose of the activity is primarily help persons with disabilities;
ithervvise enter N.
;enerate Program Income?: Enter Y if this activity is expected to generate PrograMincome; otherwise enter N.
fiction 168: Enter X if this activity is funded. in whole or in part using proceeds from loans guaranteed under Section 108.
Me for one Replacement: Enter X if this activity is a One-For-One Replacement Activity
)isplacernent: Enter X if this activity involve.a displacement activity
bat Funded: Enter X if this activity is a Float Funded activity
pedal Assessment: Enter X if this activity is a public improvemeut activity for which a special assessment will be levied:
'evolving Fund: Enter X. if this. activity is funded through a revolving fund.
avored Activity: Enter X if this activity is an econornic development activity that is of important national interest and therefore
.ay be excluded from the aggregate public benefit calculation.
lost ' rincipal Balance: Enter the Float principal balance if this is a float funded activity
Alcatel& the activity is located in CDFI Area or Strategy Area: Enter C or.S depending upon whether this activity-is located in
ComMunity Development Financial Institution (CDFI)-or a Neighborhood Revitalization Strategy Area.
rea Identifier: If you entered C or S in the previous field, enter the Area Identifier.
liquidated Obligation: Enter the ainount•of orders placed. Contracts and grants awarded, goods and services received, and
nilar transactions for which expenditure has not been reported as of the end of the reporting period. •
r 2. AREA BENEFIT :INFORMATION
rcent of Low/Mod in service area: Enter the percentage of low/rnod persons in the service area.
rvey or Census Tract determination:- Enter the method by which the percentage of low/modinthe service area was determines.
ter S for Survey and C for COinus.-
nsus Tract: Enter the Census Tract for the LMA Service Area.
ickGroupsi Enter the Block Groups _associated with the Census Tract..
DIRECT BENEFIT IN.FORMATIONteornplette :1itart Er or
antis lii.liousehokrs Or reFolisTOMY-tilier P: tot'Car LMJ iactivity and fl for LMI-3C a.ctkoi
Benefiting from Activity: Enter The total number of persons benefiting-from the activi
Tuber of Female Headed HousehOlds: Enterthe total number of female Headed Households. This field is not applicable to LMC .• •
LMJ activities.
nber of persons served in Entitlement Area: Enter the total number persons served in Entitlement Area • • nber of persons served outside of Entitlement Area: Enter the total riumber•of persons served outsi6of the EntitIezneritArea...' --
hod off verification by the-Agency: Enter the method. used by the Agency in determining the number of persons served inside - • • '1--
outside Of the Entitlement Area.
aimed Benefit? (Y/N).: Enter Y if this activity is designed to exclusively-serve a category of persons.presinned by HUD to be
mod income. Please note that presumed benefit groups am-limited to: abused children, battered spouses, elderly persons,
'led adults, illiterate adults, persons living with AIDS; homeless and Migrant Farm Workers. This field is not appliCable to LIvfH
LMJ activities..
tre/Loca tion: Enter Y if the activity is considered low/mod because of the nature of the activity and the place it is being carried
Phis field is not applicable to LMH and LMJ activities.
ire/Location Narrative: Enter a description of how the Nature/Location of the activity benefits a limited clientele, at least 51%
lom are low/mod income.
Page 5 of 12
9 AM
ATTACHMENT C
QUARTIERL Y PROGRESS REPORT BNSTRUCTIONS
Un" '1 .. ACTIVITY INFORMATION
Agency N arne: Enter the Name of th« Agency
Project Title: Agency Acronym and the Title of the Project (60 characters maximum)
Activity Name: Agency Acronym and the name of the activity (40 characters maximum)
Category: Enter the Category of the activity (e,g, Housing, Public Service, Ecc. Devetc,)
Activity Address: Enter the complete address of the location where the activity is taking place
Commission District: Enter the Commission District # where the activity is laking place
Activity Description: Enter brief description of the activity (120 characters maximum)
lOIS No.: Enter lOIS No. of the a'ctivity.
Source: Enter the funding source (e.g. HOME 95).
Grantee Activity #: Enter the Grantee Activity No.(E.g. B.00,020.235)
Matrix Code': HUD Code applicable to the activity. "
(ndex Code: Enter the Index Code from FAMIS
'lational Objective: Enter the National Objective applicable to the activity.
fleJp Prevent Homelessness?: Enter Y iftlie purpose of the activity is to prevent homeJessness; otherwise enter N.
'1elp those witb f.lIV/AIDS?: Enter Y jfthe pUrp<Jse of the activity is to help persons with HIVIAIDS; otherwise enter N.
>rimariJy HeIp Persons With Disabilities?: Enter Y if the purpose of the activity is pnmarily help persons with disabilities;
itherwise enter N.
;enerate 'Priigram In,come?: Enter Y if this activity is expected to generate Prograndncome; otherwise enter N.
:ection 108: Enter X if this activity is funded, in whole or in part using proceeds from loans guanmte¢d under Section 10K
)n~ for OBle Replacement: Enter X if tbis activity' is a One-For-One Replacement Activity ,
.ispJacement: Enter X if this activity involve a displacement activity
'loat Funded: E~ter X ~fthis activity is a Float.Funded actiyity
pecial Assessment: Enter X if this activity is a public improvement activity for which a special asSessment will be levied.
~~volving Fund: Enter X if this activity is funded through a revolving fund.
avored Activity: Enter X if this activity is an economic development activity that is of important national interest and therefore
.ay be exCluded from the aggregate public bt;:riefit c;l1culation. .
. :','.,
!oat,Principa"BaJance: Enter the Float principal balance if this js a float funded activity
,dicateif tb~ a(:ti~ty is located in CDFI Area or Strategy Area: Enter C orS depending upon whether this activityjs located in
CommUIiity Development Financial Institution (CDFI)'or a Neighborhood RevitaliZation Strategy Area.
rea Ide~tifie~: If you entered e or S in the previous field, enter the Area Identifier. ' . ,
~liqujdated Obligation: Enter die ainountof orders placed. 0>ntracts and grants aw~ded, goods and services received, and
nilar t~actions for which expenditure has not been reported as of the end of the reporting period,
r 2. ARIEAIBENEF.JT :flNF,ORMATlON
rc~~t oC'Low/MQd :jn ser.vl~e area: Enter the percentage ofjow/mod persons in the service area.
rvey or Census Tritct detefm.mation: Enter the ni~od by which the percentage ofloW/mo{finthe service area was determines.
ler S for Survey and C for C¢nsus. ' '
n~s ira¢ Eriter the Gensus Tract for the LMA Service Area.
I~ Groups: Enter tli~ Block Groups associated with the G,~us Tract . . '
" .DIRE6T :B-=NEFiT .. fFORMA110N' com de ,ibis .. :." d if ,tIIlt; Nati(;:;i~iob· .' .. ~.'
~tS:by'Bouseli~)d~ oFP~~iis?;<B!P)~' Enter ~Jor tM,C;orL~ ;ac~Vity~d,:1f:f~''i:;M.iractiyitY.
til Nuriik Benefiting from Activity: Entetthe total riUillbCr of ~oDS benditffig~fromthe activitY~'!;;",;
niber of Female Headed Households: Enter the total number of femaJe Headed H~usehoJds. This field is not applicable to me
i.MJactlvities. ,
"'.,
nber of persons served in Entitlement Area: Enter the total number persons served in -Entit1ementAfe:a' ", '., . .. .,
nber of persons served outside of Entidem~nt .Area: Enter the total nUmber'of persons served outside' of the Entitiement.Arei"": ,:. '
:hod of verification by ,the-Agency: Enter the mC,thod used by the Agency in detennining the' number ofpersO~ Sei-vedinside -.. , ,q,,_..,
outside 6fthe Entitlement Area. ,
rowed Benefit? (YIN)': Enter Y if this activity is designed to exclusively· serve a category of persons, presUmed by HUDto be
'niod inCome. Please note that presumed benefit groups are ]~ited to: abused children, battered spo~es, elderly persons,
,led adul~, illiterate adults, Persons living with AID'S; homelesS and Migrant Fann Workers. This field is not applieablt! to LMH
LMJ actiVities.
tre/Location: Enter Y if the activity is considered low/mod because of the nature of the activity and the plate it is beiIig carried
fhis field is not applicable to LMH and LMl activities.
Ire!Location Narrative: Enter a description of how the Nature/Location of the activity benefits a limited clientele, at least 51% '
10m are low/mod income,
Page 5 of 12
9AM
273
ATTACHMENT C
4: SLUIVITOLEGHT AREA INFORMATION (complete this part if the national objective is SBA)
adaties:: Erater a description of the boundaries of slum/blight area (180 characters maximum)•
Ideterioratted buildings: Enter the percentage of buildings that were deteriorated when the area was designated as shun/blight,
lie Improveznent/Condition: Enter a brief description identifying each type of improvement located within the area and its condition at the
the area was designated slum/blight(40 characters maximum).
1/Blight Designation Year: Enter the year the area was designated as slum/blight.
5: JOB CREATION/RETENTION INFORMATION (complete this part if the National Objective is IMO
Direct or Deferred Payment Loan Information: If CDBG assistance for a job creation/retention activity is provided in the form of a loan,
T the Interest Rate, Amortization Period and the Amount.
BG. Grant Amount: If CDBG is being used to provide assistance in a form other than a direct or deferred loan, enter the amount provided for
activity.•
Enter the information about jobs expected to create, expected to retain, actually created and actually retained.
6: CDBG MULTI-UNIT ACTIVITY SET UP AND COMPLETION INFORMATION
Enter details of # of units at start, II of units expected at completion and it of units actually completed
Enter the details of costs associated with the activity.
7: DISPLACEMENT INFORMATION
requeSted displacement information in the table
B: REPLACEMENT INFORMATION
:relevant information in the table regarding Replacement as a result of this activity.
9: ACTIVITY STATUS/ACCOMPLISHMENTS INFORMATION(cornplete this part for all types pf activities)
pity Status: Circle I, 2 or 3..Please note that an activity is considered to be completed once it meets its national objective and all the hinds are-
a from no.
osed Accomplishment Type: Enter.1=People, +=Households, 8=Businesses, 9=Organizations, It-Housing Units, I I=Public
)bs.
osed # of accomplishment Unit's: Enter the proposed # of units to be accomplished.
al accoMptishment type: Enter the actual accomplishment type.
rl # of accomplishment units during the year: Enter the actual units accomplished.
-onmental Assessment Code: Enter A=Exempt, C=Completed, D=Underway
:e Prograth Income: Enter Yes or No.
Page 6 of 12
A IT ACHMENT C . . .
r 4: SUJMmlBG'HT AREA INFORMATION (completetiais part if the national objective is SBA)
~ndarles; Enta-a description oflhe boundaries ofslumlblight area (I 80 characters maximum) .... -,'.
ofdeterlorated.buildiogs: Enter the percentage of buildings' that were deteriorated when the area was designated as slumlblight. ... " .
blie Improvepent/Condioon: "Enter a brief description identiiyuii ~ch type ofimprovenient located within the ~ and its condition at the
e the area was designated slumlblight(40 characters maximum).
mlBligbt Designation Year: Enter the year the area was designated as slumlblighl.
. 5: JOB CREATION/RETENTION INFORMATION (complete this part if the National Obiective is LMJ
I: Direct or Deferred Payment Loan Information; IfCDBG assistance for ajob creatioillretention activity is provided in the form ofa loan,
~ the Interest Rate, Amortization Period and the Amount.
mGGrant A,.mount: IfCDBG is being used to provide assistance in a form other than a direct or deferred loan, enter the amount provided for
> activity .
.:. Enter the in£onnation about jobs expected to create, expected to retain, actually created and actually retained.
6: CDBG I\IIUL TI-UNIT ACTIVITY SET UP AND COMPLETION INFORMATION
: Enter details of# of units at ~tart, # of units expected at completion and # of units actually completed
~ Enter the details of costs associated with the activity.
7: DISPLACEMENT INFORMATION
~ requeSte<l"displacemenl information iii the table
8: REPIl...ACEMENT INFORMATION
: Televant infonnation in the table regarding Replacement asa result of this activity.
9: ACTIVITY STATUS/ACcOMPUSHMENTS INFORMATION(complete this part foil' all types offactivitiies)
lity Status: Circle], 2 or 3.il~ note that a:n activity jsconsidered to be Compl~ted on~ it meets its national objective and all the funds are·
r'i from IDIS. .
osed A~complishmeDt type: Enter.l =People, 4=Households, 8=Businesses, 9=Organizations, 10=Housing Units, 1 J=PubJic Facilities,
)bs.
osed # of accomplishment lJnit/s; Enter the proposed # of units to be accomplished.
11 accomplishment tYPe; Enter the actual accomplishment type.
II # of ace'omplishment units during the y~r: Enter the actual units accomplished.
'ollmental Assessment Code: Enter A=Exempt, C=Completed, D=Underway
e Program Income: Enter Yes or No.
Page 6 of J1
-'.: ~ .~
274
.;•=4.
SECI ION If: FISCAL INFORMATI
ATTACHMENT C
GENERAL INSTRUCTIONS
BUDGET AND EXPENDITURES
APPROVED BUDGET
. PROJ.F.,€ ED
•
REIMBURSED
AC1 UAL
.1PROO,CTED EXPENDITURES
FOR. NEXT REPORTING
PERIOD
PROJECTED. CUMULATIVE
EXPENDITURES BY DIE END
.OF CONTRACT PERIOD
This portion of the report must include only OCED funds and
expenditures covered by your organization's contract with OCED.
This section of the report covers fiscal activities from the
beginning of the contract date through the cut-off date covered by
the report.
For each category, list the amount of funds allocated in the most
recent approved OCED budget for your contracted activity.
List the project expenditures through the cut-off date of the report
for each of the.budget categories.
List the contract expenditures that OCED has reimbursed to your
organization through the cut-off date of the report.
List.ALL the contract expenditures, whether or not they have been
reimbursed by the County, OCED that your agenCy incurred
through the cut-off date of the report.
List all the expenditures that your organization anticipates will. be
incurred in the- implementation of the contracted activities through
the end of riext reporting period.
List all expenditures that your organiiation anticipates will be
incurred in the implementation 'of the contracted activities through
the end of the contracted period.
Page7of12
. '.': .. ~.. :. '." ,.'.... . ATTACHMENT C
--
••• 1. .' • ..:.\·'{;~:· .. t~~i~~.~.·:'~~~:;}:;if:~(f:~n·~~~ .;.':. '<.: . ., ':,.'
"SECTION U:FISCAL lNFORMA:ri:ON '><~-
GENERAL INSTRUCfIONS
BUDGET AND EXPENDITURES
APPROVED BUDGET
_ PROJECrED
-REThmURSED
:PRO.mCTED EXPENDITURES
FOR NEXT REPORTiNG
PERIOD -
PROJECTED' CUMuLATIVE
EXPENDITURES BY mE END
_OF CONTRACT PERIOD
AM-
.... ,.;
This portion of the report must include only OCED funds and
expenditures covered by your organization's contract with OCED.
_ This section of the report cov~rs fiscal activities from the
begirming of the contract date-through the cut-off date covered by
the report.
For each -category, list the amount of funds allocated in the most
recent approved OCED budget for your contracted activi ty.
List the project expenditUres through the cut-off date of the report
for each of the budget categories.
List the contract expenditiJres that OCED has reimbursed to your
organization through-the cut-off date of the report.
LisfALLth~ contrad expenditures, whether or not they have been
reimbursed by the -~County, OCED that your agency incurred
through the Gut-off date of the report. -
List all the expenditures -that your orgairization anticipates will be
incurred in the-implementation of the contracted activities through
t~e end of next reporting period.
-List all expenditures thai your organiiation anticipates will be
incurred in the implementation 'of the contracted -activities through
the end of the contracted p~ijod: ---
:"""'" ,\ ..
Page 7 of I~
; .....
":,' .
275
CUMULATEVE EXpENDETURES THROUCEff
END OR CURRENT REPORTING PERIOD
APPROVED BUDGET PROJECTED REIMBURSED
4a,4;
PROJECTED
EXPENDITURES
FOR NEXT • .
- REPORTING
PERIOD
PROJECTED
CUMULATIVE
EXPENDITURE
BY END OF
CONTRACT
PERIOD
ACTUAL
PERSONNEL
CONTRACTUAL
OPERATING COSTS
COMMODITIES
CAPITAL OUTLAY
TOTALS
SECTION II: FISCAL INFORMATION
PART A:BUDGET AND E ITURES •
INSTRUCTIONS: Coniplete the Chart fast the entire amount covered by the agreement.
PART B:PROGRAM INCOME USAGE
1. Does this activity generate Prograin Incoinv. •• Yes:
2. If Yes, indicate the amount generated this:qtYarter. •
3. Projected use of Program Indome (Respcindrirgy if #1 is answered "Yes')
Page 8 of 12
8/07 9:29 AM
No:
ATTACHM~NT C ~t'~··;: SECTION'll: FISCAL INFORMATION'
PART A: BtrD'GET,~~libl_S
INSTRUCTIONS: Complete the chart fot ~e entire amount covered by the agreement.
CONTRACTUAL
OPERATING COSTS
COMMODITIES
CAPITAL OUTLAY
TOTALS
PART B: PR:OGRAM INCOME USAGE
1. Does this activity generate Program IndJ!l¥, Yes: _ No: __
2. If Yes, indicate the amount generated :~~·~4~'~rter. ' $ _____ _
3. Projected use .of Program Income (~esp'J~~~JnlY if#l is answered "Yes")
j~i.::J{!:~~;l~}~, .
':",
>
.'
Page 8 of12
8/07 9:29 AM
__ ------------~l
-~---~
276
TOTA1;:.
AFRICAN AMERICAN CHART
NUMBER cots coNmAcToRp,
'SUBCONTRACTORS, OR
VENDORS .•
TOTAL DOLLARS AWARDED:
ATTACHMENT C
SECTION DL MINORITY BUSINESS ENTERPRISE DATA
SPECIFIC 'MST RUCTIONS
TYPE OF TRADE:
AMOUNT OF CONTRACT/
SUBCONTRACT OR
PURCHASE:
PERCENTAGE OF TOTAL
ACTIVITY:
Enter this information only once on each report for each firm
receiving funds through your organization's contract with
OCED.
Enter the Employer Number that I.R.S. has assigned to the
Vendor/Subcontractor. Each vendor must have unique
identifier.
Enter the Employer Number that I.R.S. has assigned to the
Prime Contractor as a unique identifier. This information must
be provided for each vendor listed.
Enter the numeric code (I through 6) that identifies the
racial/ethnic background of the owner(s) and controller(s) of
51% of the business. If 51% of the business is.not controlled by
any single racial or ethnic group, then enter the code that seems
most appropriate. The codes are listed at the bottom of the
form.
Enter the numeric code that best describes the
contractor's/subcontractor's/vendor's services. The codes are
mentioned in the front of this page.
Enter the total amount expended for goods, services, supplies,
and/or construction costs for each vendor, contract and
subcontract. In cases where commodities or equipment
purchases comprise the majority of the expenditures for the
period, then combine all expenses for the reported period.
Enter the total amount of dollars expended on goods, services,
supplies, and/or construction for all contracts, subcontracts,
and
purchases that occurred during the reporting period.
Enter number of African American fluids that transacted
,business with yottr organization during the reporting pfriod.
ThiS information-must be reported for organizations with at 1.
least 51% African American ownership or control..
Enter the total dollars paid to African American firms during
the reporting period.
Enter the percentage of total dollars received by African
American firms from funds expended by your organi7ation
during the reporbing period.
Page 9 of 12
NAME OF CONTRACTOR/
SUBCONTRACTOR OR
VENDOR, ADDRESS, AND
TELEPHONE NUMBER:
VENDOR ID #:
PRIME CONTRACTOR ID #:
RACE/ETHNIC GROUP:
9 AAA
ATIACHMENTC
, SECT10N IU: MINORl'l1{ BUSINESS ENTERPRISE DATA
" , SPECIFIC INSTRUctiONS
N~EOFCONTRACTOW
SUBCONTRACTOR OR
VENDOR, ADDRESS, AND
TELEPHONE NUMBER:
VENDORID#:
PRIME CONTRACTOR ID #:
RACE/ETHNIC GROUP;
AMOUNTOF'CONTRACf/
SUBCO-NlRACT OR
PURCHASE:
:.-
Enler this information only once on each report for each firm
receiving funds through yourorganizatioll's contract with
OCED. .
Enter the Employer Number that tRS. has assigned to the
Vendor/Subcontractor. Elich vendor must have unique
iden tifier.
Enter the Employer Number that I.RS. has assigned to the
Prime Contractor as a unique identifier. This information OJUst
be provided for each vendor listed~
Enter the numeric code (J through 6) that id,entifies the
racial/ethnic background of the owner(sl and controUer(s) of
S1 %of the business. If S1 % of the business is.not controlled by
any'single racial or ethnic group, then enter the code that seems
most appropriate. The codes are listed at the, bQttom of the
fonn.
Enter the numerlc code that best describes the
contractor'slsubcontractor'slvelldor's services. The codes are
mentioned in .the front Of this page.
Enter the total alllQunt expended for goods, serVices, supplies,
and/or construdioncosts for each 've~uror, contrad and, '
subcontract. In cases' where commodities or equipment
purchases comprise the maJority of the expenditures for .the
period~ then combine all expenses f~r the reported'period.
, ,-
Enter the total amoun'tof dollars expended on goods, services,
supplies, andlor construction for all contracts, subcontracts,
and ' '
purchases that occurred during the reporting period.,
"1:"."> :,'
'9 AM
TOTAL DOLLARS A WARDED: Enter the to~aJ dollars paid to African American linns during
th,e repOrting period.
. '
P~tENTAGEOFTOTAL
ACi1VITY:
Enter the,percent3geoftQWdoUars ~ive4 by Mrican
American firms from funds expended by your or~nizat:ion
during the reporting period.
Page90fl2
277
TYPE OF TRADE CODES
CPD
1-NEW CONSTRUCTION
2-EDUCATION AND TRAINING
3-OTHER
,.:_•PoDacte County HUD and
001-Nevi Const'uctior.) •
"-..002-Substantial Rehab.
tOC4;SerVice
',C05-.Project Management
a
4.).t CTIONIII: MINORITY BUSINESS ENTERPRISEPATA
PROJECT .
GPR ACTIVITY NUMBER:
REPORTING PERIOD: (Cheek One);:*y: OCT I 4:1•••••••MAR 31 A.PR 1 E SEP 30 ..,••••••
CONTRACT/SUB-CONTRACT/VENDOR: ACTIVITY
INSTRUCTIONS : Complete the chart:g iwii0t,p;*.rsient,..j9nAci m he columns belpw. When applicable, use the codes mentioned below,
is,CEIETHNIC GROUPS
WHITE AMERICAN
AFRICAN AMERICAN
'DATIVE AMERICAN
'1ISPANIC AMERICAN
4SIAN AMERICAN
DTHER
8/07 9:29 AM
Houitng Agency Programs ONLY
DCS-Professional
DO7-Tenant Service
DOS-EducatIon/TraIriirrg
DC9-Air.rt/Eng/Appralsal/
Prev, Eds., Obsolete
DOD-Other
Page JO of 12
AFRICAN AMERICANS
NUMBER OF •
CONTRACTORS!
SUB-CONTRACTORS/
VENDORS
TOTAL
DOLLARS
AWARDED
PERCENTAGE
OF TOTAL
ACTIVITY
• .
6,CE/eTHNIC GROUPS
WHITE AMERICAN
A.FR!CAN AMER!CAN
'1ATIVE AMERICAN
~ISPANIC AMERICAN
A,SIAN AMERICAN
JTHER
8107 9:29 AM
Po. I I AI.,;MIVlt:N r c; i)'lJtl),LI0NIII:' MINOJ11TY BUSiNESS EN'TERPRISBDATA
'"
MAR31 0 APRI0 SEP300
~1i}:I;~gon~s, men~on~d in,t4e columns below.. When applicable, use the codes mentioned below .
. .-.--.. ~.' .. , . ," ... '~ . ..... . '. . ~ f.t.i.f.nu:S .. 4
TOTAL
TYPE OF TRADE cooes' "';::;,:,FOr'Dade County HUO and HousIng Agency Progr.~msONLY
CPO . ,. <:'~\l~ O'C1-New Constiuctio,n ' DC6-Pro1essfona!
AFRICAN AMERICANS
1·NEW CONSTRUCTION· ",>:'~DC2·Substantlal Rehab, DC1·Tenant Service
2.EDUCAT1QN AND TRAINING:::J1\ O¢3.P.epalrs DC8-EducationITralrilrrg
3·0THER, ,,:,<t"':;;::~: D~erVlce DC,S-AfchlEng/AppralsalJ
'~CD5-,proJe(St Mariagem~nt Prevo cds,. Obsolete
DeO·Other
"
Page IOof12
NUMBER OF
CONTRACTORSI
SUB·CONTRACTORSI
VENDORS
TOTAL
DOLLARS
AWARDED
__ --__ ----------------~I
PERCENTAGE
OF TOTAL
ACTtvlT'f
278
•g;•••10.:*
ATTACHMENTC
U.S. HUD SECTION 3 REPORT
VV.:. •
T THREE — SUMMARY — IndicateS the efforts made to direct the employment and other economic opportunities
rated by HUD financial assistance for housing and community development programs, to the greatest extent
ble, toward low — and very low-income persons, particularly those who are recipients of government assistance for
ing. (Check all that apply.)
I Attempted to recruit low-income residents through: local advertising media, signs prominently displayed at the
project site, contracts with community organizations and public or private agencies operating within the
metropolitan area (or metropolitan country) in which the Section 3 covered program or project is located, or
similar.
Participated in a HUD program or other program which promotes the training or employment of Section 3
Residents.
I Participated in a HUD program or other program which promotes the award of contracts to business concerns
which meet the definition of Section 3 businesS concerns.
I • Coordinated with Youth build Programs adminiStered in the metropolitan area in which the Section 3 covered
project is located.
Other, describe below.
Page 11 of 12
ATTACHMENTC.
U.S. HUD SECTION 3 REPORT
..... ", ..... : ...
tT THREE -SUMMARY -IndicateS the efforts made to dir.ect the employment and other economic opportunities
!rated by HlJD financial assistance for housing and community development programs, to the greatest extent
ible, toward Jow -and very low-income persons, particularly those who are recipients of goverrunent assistance for
:ing. (Check all that apply.)
J. Attempted to recruit low-income residents through: loeal advertising media, signs prominently displayed at the
project site, contracts with community organizations and public or private agencies operating within the
metropolitan area (or metropolitan country) in which the Section 3 covered program or project is located, or
similar. .
] Participated in a HUD program or other program which promotes the training or employment of Section 3
Residents. .
Participated m a HUD program or other program which promotes the award of contracts to business concerns
which meet the. definition of Section 3 business concerns .
. Coordinated with Youth build Programs administered in the metropolitan area in which the Section 3 covered
project i~ located.
Other, describe below.
.. \, ~
Page J I of J2
AM
279
ATTACHMENT C
SECTION IV: U.S BUD SECTION 3 REPORT
mile Opportunities for Low & Very Low-Income Persons in Connection with Assisted Projects
i'..NCY NAME: PROJECT NAME:
r,NCY ADDRESS:
CONTRACT AMOUNT: $
PERIOD REPORTED: QTR 1 2 3 4
(CIRCLE ONE)
ORT R_EVIEWED/APPROVED.BY: TELEPHONE # :
(SIGNATURE)
1' ONE — EMPLOYMENT & TRAINING — To be completed for each project and submitted quarterly to OCED by April 15,
15, October 15 and January 15.
CATEGORY A
Total
New
Hires
(Total of
Column
G. 1/5)
B
Total'New
Hires who
are
Section 3
Residents
C
% of New
Hires that
are
Section 3
Residents
(B/A)
D
Total
Employee
Trainee
Hours
worked
-
E
Total
Employee
Trainee
Hones
Worked
3 Residents
by. Section
F
% of
Employee
"Trainee
.Hours
Worked by
Section 3
Residents
(FA))
G
RACIAL/ETHNIC CODES
I
White
Amer..
2
African
Amer.
3
Native
Amer.
4
Hispanic
Amer.
-
5
Asian or
Pacific
Amer.
FESSIONAL
IlNICIAN -
ICE./
kICAL
STRUCTION
BADE
)E:
)E:
)E:
k:
kL: -• -
CWO --, SUBCONTRACI'SAWARDED for:goods and services `associated with thiS project
..A
Total $
.Amount of
:row $
Amount of
% B TOT.. NUMBER. OF SECTION 3 BUSINESSES RECEIVING CONTRAC IS BY
• RACIAVETHNIC IDENTIFICATION
Contracts Contracts 2 5. 6
Awarded Awarded to White African Native Hispanic.- Asian- Hasidic
Section 3 American American American American' Pacific Jew
Businesses American
r1RUCTION
"'RUCTION
Page 12 of 12:- Progras Rcpott
ATTACHMENT C
.: ...
S:ECTION IV:U.S.HUD SECTION 3 ,REPORT
IOmic Opportunities for Low & Very Low-Income Persons in Connection with Assisted Projects
ENCY NAME: _______________ _ PROJECT NAME: --~---------------------------
CONTRACT AMOUNT: $ ----------ENCY ADDRESS: __________________ __
PERIOD REPORTED: QTR 1 2 3 4
(CIRCLE ONE)
'ORT REVIEWED/APPROVED,BY: _' ----~=:7:-:::==------
(SIdNATURE)
TELEPHONE # : -----------------
r ONE -EMPWYMENT & TRAINING -To be completed for each project and submitted quarterly to OCED by April] 5,
15 October 15 and January 15. . . ,
ICATEGORY A B C D E F G
Total Total New % of New Total Total % of RACIA1:JETHNIC CODES
New Hires who Hires that· EJ,tployee Employee I 2 3 4 5
Hires are are Trainee Employee Trainee White African Native Hispanic Asian or
(Total of Sectioo 3 Section 3 Hours Trainee Hours Amer, Amer. Amer. Amer. Pacific'
Column Residents Residents worked Worked by Amer.
G.l/S) (B/A) Hours Se.ction 3 '
Residents
Worked (EfJ)) -by Section -3 Residents
FESS~ONAL
HNICIAN
ICFJ.
RlCAL
STRUCnON
RAVE
I)
)E:
)E:
)E:
)E:
>E:
ffi.: , .
lL: ..
'.
~'7~uBC?'~~~~~~,~~ff~,.~~j;{~~,m$:tbifp~{~~;~i*i;~llilli:Ji~;~:';';;f;~4
rYPE OF ··A .: . .il :;'.\ :,~~;: \'i: .. C '.\( .:(:'.,.:,,:.,:::: ... ;:-:,' ,.: ·::.o:.i ....,-, .'.:'. ':,' .. ':' ....... , :.,:.0 . ,:" /i;':;;',:'" . ' .. (!i:;::i,":.'.:<'<· .• :/;): -:\ ': .. d.:.. .':/':'
)N1ltACT Total $ Total $ % B W·. NUMBER OF SECflON 3 BUSINESSES RECEIVING CONTRACTS BY
:muCTION .
lRUCIJON
\M
·Amountof .AIDountof A' .. RACIAL/ETIINlCIDENTIFICATION .
Contracts Contracts, 12· 3 4
AWlI1ded Awarded to White. NOcan Native Hispanic' Asian-
Section 3 Amencan Ainerlcan . . American American-' . Pacific
Business(S . American .
I)
6
Hasidic
Jew
280
7. Direct Contact information of loan/grant recipient:
Name:
Address:.
C State: Zip:
Mom: Fax:
ATTACHMENT D
Six (6) Pages
MIAMI-DADE
OFFICE OF COMMUNITY & ECONOMIC DEVELOPMENT (OCED)
INFORMATION FOR ENVIRONMENTAL REVIEW FORM
INSTRUCTIONS: Per 24 CFR Part 58, the purpose of the environmental review procedures is to
foster the implementation of environmentally compatible activities. As a grant or loan recipient,
Miami-Dade County will not fund projects that will negatively impact clients, communities, or
the environment.
Part i. AGENCY AND PROJECT DETAIL
1. Indicate Funding Source:
CDBG q HOME
HOMELESS (SRO/SHP)q EDI
2. Indicate Fiscal Year. FY 20
J. Name of Subrecipient/Agency:
q HOPE VI
q BED!
4. Name of Proposed Activity:
B.Location (Address with City, ST and Zip) of Activity or Project:
„..:=..,'.^.z„•,:4'''',:k.:?•'i;?, ' ., "4:•.,..!•,.'•'••;•:';!,•••••••- ,•-.-•-b".•.. i •4 •
. ..
7. Commission. District(s):
Form Revised 02/01107
ATTACHMENT D
Six (6) Pages .
, .. : ....... ':":':<;:-": .. ,-.::", ::.'," . : .... :~ ... '~';:.j.j~,:, . ::-;:':""
MIAMI-DADE
OFFICE OF COMMUNITY & ECONOMIC DEVELOPMENT (OCED)
INFORMATION FOR ENVIRONMENTAL REVIEW FORM
INSTRUCTIONS: Per24 CFR Part 58, the purpose of·the environmental review procedures is to
. foster the implementation of environmentally compatible activities. As a grant or loan recipient,
Miami-Dade County wlU not fund projects that will negatively impact clients, communities, or
the environment.
Part I. AGENCY AND PROJECT DEl AIL
1. Indicate Funding Source: .
o COBG o HOMELESS (SRO/SHP)
2. Indicate FIScal Year. FY 20_
3. Name of SubrecipienVAgency:
4,' .Name of Proposed Activity:
o HOME
DEDI
5, LOcation (Address with City, 8T andZip) of Activity or Project:
"'!:r:;~~::" ,',.' .~).:::
o HOPE VI o BEOI
;
..
. '
~------~~~~----~~-----+--~~~~~~~----~~~~
7~ Commissiori District(s):
B 0' Contact' f, tio ff ani . . . t .. lreef In ol'ma no 0 Igran reclplen:
Name: -
Address:. . cnv: I State: I Zip:
Phone: J Fax:
Fonn Revised 01101107
.. .... '-, . . ~ ~ .,' '. " ",'.
: .... ::.
281
9.. Detailed description of activity or project:
10. What is the purpose of the activity or project?. For example, Public Service, Economic
Development, Historic Preservation, Capital Improvement, Housing, etc.
11. What is the status of activity or project? For example, Pre-Development Phase,
Rehab/Construction Underway, Rehab/Construction Completed; etc.
Part H. PROJECT OUTCOME
Will the activity or project result in the following?
YES NO
1. Change in use
2. Sub-surface alteration (i.e. excavations)
3. New construction
4. Renovation or demolition -
,;:2;.,.:;,,,.:.f ". ! .
5. Site improvements sidewalk, landscaping; storm •
4616;10i,'—*k. di*. ' '' '
1,;.,N1:..,.•:: .;., :,:'6. idingirnprOVernentAiindoWs;doOrs,',. :.:::- :•••1.,. ,',
7. Displadernent of patens, heuseholds or business '.-:' " '• '',''.
, 8. Increase in population working or living on site
9. Land acquisition
. 10. Activity in 100-year floodplain
11. Anew nonresidential use generating at least 1,375,000 gallons of
water or 687,500 gallons of sewageper day.-
92. Use requiring operating permit (Le. for hazardous waste,
pretreatment of sewage, etc.) '
13. A sanitary landfill or hazardouS waste disposal site
14. Tree removal or relocation
15. Street improvements
16. The impounding of more than 10 acre feet of water (e.g. digging a
lake or diverting or deepening of a body of water).
2
'.:.'; .. :"."
.:'. "
· .... : .
9,· Detailed description of activity or project
10, What is the purpose of the activity or project? For example, Public Service, Economic
Oevelopment. Historic Preservation, Capital Improvement, Housing. etc,
11, What is the status of activity or project? For example, Pre-Development Phase,
Rehab/Construction Underway. Rehab/Construction Completed; etc,
Part II. PROJECT OUTCOME
fO'ect result;n the followin ?
NO
1. . Change ·in use
.. 2. $ulrSl,Jrface alteration (i.e, excavations) .
3. New construction
8.· Increase in ~Iation woodng orflVingon site
9. Land acquisition .
10. Activity in 100-year floodplain
...... : .• >..: •.
11. Anew nOnresidential use generating at least 1,375,000 gallOns of .. . ... ... .
wat~ or 687 500 Ions of . d . . . ...
12. Use requiring operating ·permit Oj~, for hazardous waste,
~treatment of . e, etc, .
13. A Sanitary landfin or hazardouS waste disposal site .
14. Tree removal or relocation
2
282
Part III. SITE SPECIFIC INFORMATION
1. Land Use:
Describe the existing and proposed land use:
® Existing?
• Proposed?
2. Site Plan:
Does the proposed activity include a new structure(s) or site improvements on a site of one (1)
acre or more?[1 YES D NO
If yes. a site plan must be provided. Project(s) will not be environmentally reviewed without a
site plan.
3. Photographs:
Does the activity include new construction, renovation or rehabilitation?
D YES:NO
es,:photographs -mustprovided of each side rear,an ,strikbie
roposed for assistance and 'the'_buildings _on the adjacent lots: The . p toraphS
identified by address. In addition, -provide for each existing structure on the site, the foilowing
information:
Existing structure(s) on site?
0 Estimated age of structure(s)?
4. Value of Improvements:
Does the proposed activity include rehabilitation or renovation of structure(s)?
YES I I NO
3
YES
.. \.': ': ..... ; .:: ':.,,:.: .. ,.: .'
Part 111. SITE SPECIFIC INFORMATION
. :.', ..
1. Land Use:
Describe the existing and proposed land use: .
4) Existing?
G> • Proposed?
2. ·Site P/'an:
Does the proposed activity include a new structure(s) or site improvements on a site of one (1)
acre or more? 0 YES 0 NO
, '.
If yes. a site plan must be provided. Project(s) will not be environmentally ~eviewed without a
site plan.
3. . Photographs:
DOes the activity include new construction, renovation or rehabilitation?
;P.~~~~~!f~~~~~ti~~~~~~~ii~·~~L.·· ...
identified by address.lnadditiori,'pitiVide. for each existing:'struclureon the site; the fol/owing' . . . .
information: ' .' ,. " ,.!-... ,'
, . ., ExlsUng structure(s)on site?
., Estimated age of struCture(s)? ._-,--_
4: Value of Improvements: .
Does the proposed activity include rehabilitation or renovation of structure(s)?
o YES o NO
3
283
.Has -aPhaSe !been performed • N eS#Anft4',,
El NO
0 'If a residential site, and the activity includes or involves rehabilitation, has it
inspected for defective paint surfaces?
• YES
inronrnental He6Ith Infprma
If yes, what is the estimated cost of rehabilitation or renovation?
What is the amount sought for funding?
In addition, indicate if the estimated value of the improvement represents:
.0 to 39.9 percent of the market value of the structure(s)
q 40 to 49.9 percent of the market value of the structure(s)
50 to 74.9 percent of the market value of the structure(s)
II 75 percent or more of the market value of the structure(s)
5.Phase I Environmental Audits:
Does the proposed activity involve the transfer of any property, new construction, major
renovations of 75% or more of the structures' market value, or a securing of a loan for
nonresidential parcel?
q YES D NO
If yes, a copy of Phase I EnVironmental Audit certified to Miami-Dade County must be
submitted to determine the likely presence of either a release or threatened release of
hazardous substance.
An audit is a review of a site and adjacent properties and involves preparing a history of
ownership, land use and zoning for the last 50 years; researching environmental records for
information on hazardous waste sites; hazardous facilities, solid waste/landfill facilities and
underground storage tanks (available through the Department of Environmental Regulations
and Management (DERM), Florida Department of Environmental. Protection (FDEP) and U.S.
Environmental Protection Agency (EPA)); and site inspection for physical evidence of
contamination such as damaged vegetation or stains in the soil.
:If yes, please submit the results.
Have any child under the age of seven at the site been tested for elevated levels of lead in
the body?
q YES [11 NO
If yes, please submit the results.
. ".:.', '.
If yes, what is the estimated cost of rehabilitation or renovation? _______ _
What is the amount sought for funding?
In addition, indicate if the estimated value of the improvement represents:
o .0 to 39.9 percent of the market value of the structure(s)
o 40 to 49.9 percent of the market value of the structure(s)
o 50 to 74.9 percent of the market value of the structure{s) o 75 percent or more of the market value of the slruclure{s)
5. Phase I Environmental Audits:
DOes ·the proposed activity involve the transfer of any property, new construction, major
renovations of 75% or more· of the structures' market value, or a· securing of a Joan for
nonresidential parcel? "
DYES o NO
If yes, a" copy "of Phase t Environmental Audit certified to Miami~Dade County must be -
s·ubmitted to determine the likely presence of either a release or threatened release of
hazardous substa"nce.
An audit isa review of a site and adjClcent properties and involves preparing a history of
ownership. land use and zoning for the last 50 years;"researching environmental records for
:information on hazardous waste sites, hazardous facilities, solid wastellandfill fc;lCilities and
underground storage tanks (available. through the Department of Envirqnmental Regulations
and Management ,DERM), Florida Department of Environmenta/Protection (FDEP) and -u.S.
",Environmental" Protection Agency (EPA)); and site inspectiOn for physical ~Vidence" of
"COhtamination such as damage<:fvegetation or stains inti)e soil.
. . , .
1~lj~j*~~r.~~~iii~~lf~~~~~;;~tt:",t\r~~;)~i~t~~j~"p","";"-,,/",,"""';,C,":'.';':·~:";:;\~;·,"1;\',i,
.If "a residential site, . and "the activity inCludes orlnv6Jves rehabilitation, has it be€rf "
inspected for defective paint surfaces? . .. '. :.: ...... ;
.. : ..... . 0" YES 0 NO.
. . ..... ~ .. ,'.'-... , '~;" .: , ... ..;.: .~ .. ' .. :
" 'If yes; please submit the results.
o Have any child underthe age of seven at the" site· been tested for elevated levels of lead in
. thebody?
o YES o NO
If yes, please submit the results.
4
284
Signature
7.Other Site Information:
YES NO
1. Flood insurance required?
2. Public water available on site? _
3. Public sewer available on site?
4.
_
Children under 7 years of age residing on
site'or relocating to site (including day tare facility)?
5. Hazardous waste disposal facility?
6. Storage of hazardous materials on site?_
7. Abandoned structure(s) on site?, .
Part IV. SUPPLEMENTAL REQUIRED DOCUMENTS
Required Submittal Documents:
1.For all projects: Submit street/plat maps that depict location of property in the County and/or
City with the location or lot clearly pointed out'.
For new construction projects: Submit a scope of service, an itemized budget, and a site plan.
3. For housinglbuilding rehabilitation projects only: , Submit a scope of service, an itemized
budget describing the major components of the rehabilitation program planned, and a
photograph of the property. - •
4. For historic proprieties, include: Submit photographs of the .property, and a description of any
adjacent historic properties that may be affected by your activity.
Part V. CERTIFICATION
!:certify to the accuracy of the information provided. I understand that all funded activities must
have an approved environmental review clearance, prior to 1 ,'commencement -9 mints-I - . understand that any,O'M ad n 'n Tina n delay the in of the ,,,.,
ironMental revieW.'process e iiic ''a ,,,-,.,,..,.: o . re that innate a orma n ,.. , bo
, could delay the commencement of my organ "O&'i Iliiojec understand 'alt approV
environmental reviews are valid for one (1) year maximum. -
Print Name
le of Organization or Corporation Date
Unless otherwise indicated, return completed form and attachments to:
Community Development Division Director
Office of Community and Economic Development
140 West Flagler Street, Suite 9000
Miami, Florida 33130
5
, ,' .
. : . .,,:' .' . ,.~.... :"" . •••• : ,J ••
. 7. Other Site Infonnation:
YES NO
1. Flood insurance required?
2. Public water available on site?
3. Public sewer available on site?
4. Children under 7 years of age residing on
sileor relocating to site (including day tare facility)?
5. . Hazardous waste disposal facility?
6. Storage of hazardous materials on site?
7 . Abandoned slnicfure(s) on site?
. Part IV. SUPPLEMENTAL REQUIRED DOCUMENTS
Required Submittal Documents:
. .
·1. For aU projects: Submit street/plat maps that depict location of property in the County and/or
City with the location or lOt dearly pOinted out.
2. For new construction projects: Submit a scope of service, an itemized budget; and a site plan.
. . .
·3. ror housing/building rehabilitation projects only: Submit a scope of service, an itemized
budget describing the' major components. of the'· rehabilitation program planned, and a
photograph of the property. . vi;: .~ ,
'4. . For historic proprieties, include; Submit photographs of the property, and a description of any
adjacent historic properties that may be affected by your activity .
. :PartV. CERTiFICATION.
'" .'
.. ".... {certify to·the !t~·(,·ilrnr'\1 ·rn"nt,.,1'ft)tI lunde~t~ndth:at anfund~actiyi,6:es·.'must
.. ~hav~. ·an·· 'dn"rirnnMiilftf·",1 ,ri:.triAlAI
. '/coulddelaythe: '·of iny' .. " ......... nrnlol1rr
'·environmental reviewS arevafid forone.(1} yearmruomum; . ,:...... :.
.... ~.: .' .' .. . . '. :.;~: ' ... ~ ... ~. , .
Print Name . Signature ... :. ................ Trtte
ie of Organization or Corporation . Date
Unless othetwiseindicatoo, return completed form and attachments to:
Community Development Division Director
Office of Community and Economic Development
140 West Flagler Street,. Suite 1000
Miami; Florida 33130
5.
' .. '
~, ".'
.... :.;' ",.-.'
~,-.;,-: .. : " : .. .-'
'~, :. :.~
285
• Exempt
CENST
CEST
-EA
Exempt Activities
Categorically Excluded and Not Subject to 58.5
Categorically Excluded Subject to 58.5
Environmental Assessment (Format II)
TYPES OF ACTIVITIES AND ENVIRONMENTAL GUIDELINES TRIGGERED:
Type of Activity EXEMPT* CENST" GEST*" Egirkir
Economic Development
New Construction
Rehab
Non-Construction/Expansion X
XI
•
X
X2
Housing
Single Family Rehab
Multi-Family Rehab
New C,onstrUction
Homeownership Assistance
Affordable Housing Pre-Dev.
X
X
X
XI X2
X
- Capital Improvement
Handicapped Access
Patio Facilities
Infrastructure
X
XI
XI
X2
X2
Public Services .
Employment
Crime Prevention
Child Care
Youth or Senior Services
Supportive Services
X
X
X
X
X
_.
TyPe•of Publication No Public No Public No Public Notice/No Publish
Notice/No Notice/No RROF (No Statutory FONSI and
RROF RROF Requirement Triggered) N01/RROF
- Or
Publish NOURROF
‘(Statutoty Requirement
• Triggerod)
,' .. ,,',:: .:
' ... ' '~.: ..
TYPES OF ACTIVITIES AND ENVIRONMENTAL GUIDELINES TRIGGERED:
Type of Activity EXEMPT* CENSTH CEST*H
Economic Development
New Construction
Rehab Xl
Non-Construction/Expansion X
Housing
Single Family Rehab X
Multi-Family Rehab X'
New ConstrUction
HomeownershipAss;~tance X
Affordable Hou~iog Pre-Dey. X
Capitallmprovemenl
HandicappedAcress X
Ptibfic Facilities X' Infrastru<;ture X'
. Public SefVices
Employment X
Crime Prevention X -Child Care X
Youth or Senior ~rVices X
Supportive Services X
Type 'of Publication No Public No Pubfic No' Public NoticeINq
NoticelNo Notice/No RROF (No statutory ..
RHOF RROF Requirement T Jiggered)
-Or
Publish NOJIRROF
'(statutoiyRequireinent .
. ',' . TliggerciJ)
•• ~ # •••• -, : ....
Xl ·lfJor co~tinued uSe an<iChange in 'density'(or'size) ofress
X 2 Change in density (or siie) ofmore'than 200/0' .. . ..... , "
,; ;. . . .
. "*
. ***
Exempt
CENST' .
'CEST
EA.
';-;'.'~ •.•.. ~ 1 • ". . • .', ~ .. ::; ~;:: ••••. , •...••. ~'''~~A~ ,., .. "".'
~JyaclUd~ and'NOt sUbject t~ 58~5 ...... ,., ... ~; .. ' . ,,, ..
CategoilcallY.Excluded subject to 58.5
EnviroiUnental Assessment (FOI"Tll3t II) . .
6
EA****
X
Xl
X2
X
X2
X2
. pubrlSh
FONSJand
NOIIRROF
" ._ .. , ~:.
" .... : ...
286
1.1.77,.;k• /7-,-,;rk A/-
CERTIFICATION REGARDING LOBBYING
Certification for Contracts, Grants, Loans and Cooperative Agreements
The undersigned certifies, to the best of his or her knowledge and belief, that:
1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the
undersigned, to any person for influencing or attempting to influence an officer or
employee of an agency, a Member of Congress, an officer or employee of Congress,
or an employee of a Member of Congress in connection with the awarding of any
Federal contract, the making of any Federal grant, the making of any Federal loan,
the entering into of any cooperative agreement, and the extension, continuation,
renewal, amendment, or modification of any Federal contract, grant, loan, or
cooperative agreement.
2. If any of the funds other than Federal appropriated funds have been paid or will be
paid to any person for influencing or attempting to influence an officer or employee
of any agency, a Member of Congress, an officer or employee of Congress, or an
employee of a Member of Congress in connection with this Federal contract, grant,
loan, or cooperative agreement, the undersigned shall complete and submit Standard
Form LLL, "Disclosure Form to Report Lobbying," in accordance with its
instructions.
3. The undersigned shall require that the language of this certification be included in
the award documents for all subawards at all tiers (including subcontracts, subgrants,
and contracts under grants, loans, and cooperative agreement in excess of $100,000)
and that all subrecipients shall certify and disclose accordingly.
4. This certification is a material representation of fact upon which reliance was placed
when this transaction was made or entered into. Submission of this certification is a
prerequisite for making or entering into this transaction imposed by section 1352,
title 31, U.S. Code. Any person who fails to file the required certification shall be
subject to a civil penalty of not less than $10,000 and not more than $100,000 for
each such failure.
By:
(Signature of Authorized Representative)
Print:Stephen David
(Print Name of Firm and Authorized Representative)
Title: Acting Director
Date: 0 -
CERTIFICATION REGARDING LOBBYING
Certification for Contracts, Grants, Loans and Cooperative Agreements
The undersigned certifies, to the best of his or her knowledge and belief, that:
1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the
undersigned, to any person for influencing or attempting to influence an officer or
employee of an agency, a Member of Congress, an officer or employee of Congress,
or an employee of a Member of Congress in connection with the awarding of any
Federal contract, the making of any Federal grant,· the making of any Federal loan,
the entering into of any cooperative agreement, and the extension, continuation,
renewal, amendment, or modification of any Federal contract, grant, loan, or
cooperative agreement.
2. If any of the funds other than Federal appropriated funds have been paid or will be
paid to any person for influencing or attempting to influence·an officer or employee
of any agency, a Member of Congress, an officer or employee of Congress, or an
employee of a Member of Congress in connection with this Federal contract, grant,
loan, or cooperative agreement, the undersigned shall complete and submit Standard
FOITn LLL, "Disclosure Form to Report· Lobbying," in accordance with its
instructions.
3. The undersigned shall require that the language of this certification be included in
the award documents for all subawards at all tiers (including subcontracts, sub grants,
and contracts under grants, loans, and cooperative agreement in excess of $100,000)
and that all subrecipients shall certify and disclose accordingly.
4. Tills certification is a material representation of fact upon which reliance was placed
when this transaction was made or entered into. Submission of this certification is a
prerequisite for making or entering into this transaction imposed by section 1352,
title 31, U.S. Code. Any person who fails to file the required certification shall be
subject to a civil penalty of not less than $10,000 and not more than $100,000 for
each such failure.
By:
/ (Signature of Authorized Representative)
Prmt: ____ s_t_e~p_h_e_n ___ D~a~v-i~d--~~--~--~~----~~------------
(Print Name of Firm and Authorized Representative)
Title: Acting Director
Date:
287
2' 10"
ATTACIIIVIENT F
4'O"
Barbara J. Jordan
District 1
Dorrin D. Rolle
District 2
Audrey Edmonson
District 3
Sally A. Heyman
District 4.
Bruno A. Barreiro
District 5
Rebeca Sosa
1Nitrict 6
arioi
islracl
Barbara J. Jordan
Pice-Chairwoman
Katy Sorenson
District 8
Dennis C. Moss
District)
Sen. Javier D. Souto
District 10
Joe A. Martinez
District 1.1
Jose "Pepe" Diaz
District 12
Natarba.Seijas
District 13 ...
Sign
The sign (s) shall be made of 3/. inch
thick marine plywood, newly
painted and lettered in accordance
with professional outdoor sign
painting standards as to layout,
symmetry, proportion, clarity and
neatness with the use of weather-
resistant colon and materials. The
Contractor shall place the sign (s)
securely braced and mounted. All
materials shall be provided by the
Contractor and the sign(s) shall
remain in the property Of the
Owner at the completion of the
contract.
Sign Support
The sign shall be free standing,
prominently displayed as directed
by OCED representative, and
supported by two 4"x4"x10'
pressure treated timbers securely
fastened to the rear of the sign and
sunk 4' below grade. Clearance
front the bottom of the sign to the
ground shall be 1'.
":.
Project Name
Project Cost
Entity
Miami-Dade County
Carlos Alvarez
Mayor
Board of County Commissioners
Bruno A. Barreiro
Chairman
Harvey Ruvin
Clerk of the Circuit and County Courts
George M. Burgess
County Manager
Murray A. Greenberg
County Attorney
Over 25 Years of :Strengthening Miattu-Dade County
4' 0"
... '.
[ 4' 0"
I
Project Narne
Project Cost
Enti
Miami-Dade County
Carlos Alvarez
Mayor
Board of Comity Commissioners
Bruno A. Barreiro
Chairman
Bar~ra J. Jerdsm
District 1
Dorrin D. Rolle
District 2
Audrey Edmonson
Dis",ict 3
Sally A. Heyman
DistriCt 4· .
Barbara J.Jor.dan
VICe-Chairwoman
Katy Sorenson
DistrictS
Dennis C.Moss
District}
Sen. Ja;vier D. Souto
District 10
Joe A. Martinez
District iI
Jose "l'epe"'Diaz
District 12
N;atadiaSclj:ts .
~riuio A. Barrciro
JJisb:ict 5 .
Reb:~Sos~ Diiirid 6' .,o :~\;i":-': ... '~~t--~~~. ': .. :
.J)istrid13. . .': .:....,.
.. ·~.~.;;i.f." .~,?~;·i:
; . ~. ~.' r·
. ···lIaneY Ruvin
.auk oj ih~ c-JiCuit and· County Courts
GOOrge M. Burgess
CoJUJiy Mtmoger .
M~~y A.Gr~i1berg
.. ClJunty Attorney
Over i51' ears oj Stren.<JC.:'::"':"':':=:=-::.c.=.:.:..;
ATIACHMENT F
Sign
The sign (s).shall be made of'!4 inch
thick marine plywood, newly
pa'inled aDd lettered in accordance
witb professional outdoor sign
painting standards as ,to layout,
symmetry, proportion, clarity and
neatne$swith the use 'or weatber-
resistant colon' and materia)$. The.
Contractor shall place the sign (s)
s«:urely braced and mounted. All
mater,als sball be provided by 'be
. Contractor and the sign(s) shall·
remain in the property Of die
Owner at the completion of the
contract.
Sign Support
The . sign shailbe free standing,
prominently di~pbyed' as directed
by OCED' representative, ~rid
supported by two 4"x4":dO'
pressure trealed timb.ers ·securely
fastened to the r.ea.r of the sigq and.
stink ·4' below grade. Clearance
from (,he bottom of tbe sign to tbe
ground shaUbe 1'.
:.:.' .... .:::.':' .. ; ....... ':.;.':
288
Attachment "G"
DOCUMENTATION OF EMPLOYMENT
OF LOW/MODERATE INCOME
In order to document that new jobs or retained jobs which resulted from the
technical/financial assistance provided by (Name of Agency) go to low
and moderate income individuals, Miami-Dade County has developed Income
Certification Forms which you can have your new employees fill out and return to your
company.
Please use the attached form and, when completed, keep a .copy and return original to
(Name of Agency)
Attachment "G"
DOCUMENTATION OF EMPLOYMENT
OF LOW /MODERATE INCOME
In order to document that new jobs or retained jobs which resulted from the
technical/financial assistance provided by ___ --l,;(N~am~e~o:..e.f~A~g~eu.nc:::..;yu.) __ go to low
and moderate income individuals, Miami-Dade County has developed Income
Certification Forms which you can have your new employees fill out and return to your
company.
Please use the attached form and, when completed, keep a copy and return original to
(Name of Agency)
289
DOCUMENTATION OF EMPLOYMENT
OF LOW/MODERATE INCOME
The Office of Community and Economic Development has developed a set of forms to
properly document the creation of new jobs and the retention of jobs resulting from
technical and/or financial assistance provided to businesses.
In accordance with US Department of Housing and Urban Development regulations for
the Community Development Block Grant Program, assistance to businesses must result
in employment opportunities for low and moderate income residents.
The following Agreement For Service Form, the Agreement for the Creation and
Retention of Jobs, and the Income Certification Form must be completed by the company
your agency assists and by their employees, respectively, and returned to your agency to
comply with your agency's contractual requirement with Miami-Dade County.
DOCUMENTATION OF EMPLOYMENT
OF LOW/MODERATE INCOME
The Office of Community and Economic Development has developed a set of forms to
properly document the creation of new jobs and the retention of jobs resulting from
technical and/or financial assistance provided to businesses.
In accordance with US Department of Housing and Urban Development regulations for
the Community Development Block Grant Program, assistance to businesses must result
. in employment opportunities for low and moderate income residents.
The following Agreement For Service Fonn, the Agreement for· the Creation· and
Retention of Jobs, and the Income Certification Form must be completed by the company
your agency assists and by their employees, respectively, and returned to your agency to
comply with your agency's contractual requirement with Miami-Dade County.
290
MIAMIDM JOB CREATION VERIFICATION (NON-NRSA)
COUNTY
NAME OF EMPLOYER:
PHONE NUMBER:
STREET
CITY:
ADDRESS:
STATE:ZIP CODE
NAME OF EMPLOYEE:
PHONE NUMBER:
STREET
CITY:
ADDRESS:
STATE:ZIP CODE
NO El DATE HIRED: WERE YOU UNEMPLOYED PRIOR TO TAKING YOUR JOB? YES q
DOES YOUR EMPLOYER OFFER EMPLOYER SPONSORED HEALTH CARE BENEFITS? YES n No 0
PLEASE CHECK THE BOX NEXT TO THE JOB TITLE THAT BEST DESCRIBES YOUR POSITION:
OFFICIALS AND MANAGERS 0 CRAFT WORKS (SKILLED) q
PROFESSIONAL El OPERATIVES (SEMI-SKILLED) 0
TECHNICIANS 0 LABORER (UNSKILLED) EI
SALES 0 SERVICE WORKERS ri
OFFICE AND CLERICAL El
DEMOGRAPHIC INFORMATION
WHITE BLACK AFRICAN AMERICAN n ASIAN 11 AMERICAN INDIAN/- n
ALASKAN NATIVE
NATIVE HAWAIIAN/AMERICAN INDIAN/ASIAN BLACK AFRICAN q
OTHER PACIFIC ISLANDER ALASKAN NATIVE & WHITE & WHITE AMERICAN & WHITE
AMERICAN INDIAN/OTHER ASIAN/El HISPANIC
ALASKAN NATIVE & BLACK MULTI-RACIAL PACIFIC
ISLANDER
TOTAL FAMILY SIZE (Please circle one):1 2 3 4 5 6 7 8
TOTAL FAMILY SIZE INCOME: $
Please see reverse side for family size and household income.
Revised 3/1/07
JOB CREATION VERIFICATION (NON-NRSA)
NAME OF EMPLOYER:
STREET ADDRESS:
CITY: STATE: ZIP CODE -----------------------------
PHONE NUMBER:
NAME OF EMPLOYEE:
STREET ADDRESS:
CITY: STATE: ZIP CODE --------------------------------
PHONE NUMBER:
DATE HIRED: WERE YOU UNEMPLOYED PRIOR TO TAKING YOUR JOB? YES 0 No D
DOES YOUR EMPLOYER OFFER EMPLOYER SPONSORED HEALTH CARE BENEFITS? YES D No D
PLEASE CHECK THE BOX NEXT TO THE JOB TITLE THAT BEST DESCRIBES YOUR POSITION:
OFFICIALS AND MANAGERS 0 CRAFT WORKS (SKILLED) D
PROFESSIONAL 0 OPERATIVES (SEMI-SKILLED) D
TECHNICIANS 0 LABORER (UNSKILLED) D
SALES 0 SERVICE WORKERS D
OFFICE AND CLERICAL 0
DEMOGRAPHIC INFORMATION
WHITE D BLACK AFRICAN AMERICAN D ASIAN D AMERICAN INDIAN/· D
ALASKAN NATIVE
NATIVE HAW A1IAN/ D AMERICAN INDIAN/ 0 ASIAN D BLACK AFRICAN D
OTHER PACIFIC ISLANDER ALASKAN NATIVE & WHITE & WHITE AMERICAN & WHITE
AMERICAN INDIAN/ D OTHER 0 ASIAN/ D HISPANIC D
ALASKAN NATIVE & BLACK MULTI-RACIAL PACIFIC
ISLANDER
TOTAL F AMIL Y SIZE (Please circle one): 1 2 3 4 5 6 7 8
TOTAL F AMIL Y SIZE INCOME: $
r:JJr Please see reverse side for family size and household income.
Revised 311107
291
AGREEMENT FOR FINANCIAL TECHNICAL
ASSISTANCE SERVICES
FOR. THE CREATION OF JOBS
In order to receive the various forms of Financial/Technical Assistance available through
Name of Agency , businesses must enter into an Agreement to make "available"
and to "document" the job creation for the benefit of low and moderate income residents
resulting from the technical assistance and/or financial assistance provided to your business.
Through this Agreement you are committing your business operating under the name of
to:
1) make available 51% of the resulting jobs to low and moderate income individuals;
2) provide a list of the job titles of the permanent jobs expected to be created which
will be available to low/moderate income and which jobs require special skills or
education and which are part-time, if any;
3) provide a description of steps to be taken by your business and our agency to ensure
low and moderate income individuals receive first consideration for the jobs
created;
4) maintain a list of permanent jobs filled, available to low and moderate income
individuals and a brief description of the hiring process.
The applicant signing below understands the information in this Agreement, understands that
Name of Agency will not provide all the assistance requested by your
business until this Agreement is executed.
Signature of Applicant Date
Agreed By
Intake Office Date
Name of Agency
1/13/04
AGREEMENT FOR FINANCIAL TECHNICAL
ASSISTANCE SERVICES
FOR THE CREATION OF JOBS
. In order to receive the various forms of Financial/Technical Assistance available through
Name of Agency , businesses must enter into an Agreement to make "available"
and to "document" the job creation for the benefit of low and moderate income residents
resulting from the technical assistance and/or financial assistanc~ provided to your business.
Through this Agreement you are committing your business operating under the name of
to: --------------------------
1) make available 51 % ofthe resultingjobs to low and moderate income individuals;
2) provide a list of the job titles of the permanent jobs expected to be created which
will be available to low/moderate income and which jobs require special skills or
education and which are part-time, if any;
3) provide a description of steps to be taken by your business and our agency to ensure.
low and moderate income individuals receive first consideration for the· jobs
created;
4) maintain a list of permanent jobs filled, available to low and moderate income
individuals and a brief description of the hiring process.
The applicant signing below understands the information in this Agreement, understands that
Name of Agency will not provide all the assistance requested by your
business until this Agreement is executed.
1/13/04
Signature of Applicant
Agreed By
Intake Office
N arne of Agency
Date
Date
292
AGREEMENT
FINANCIAL/TECHNICAL ASSISTANCE
-i'OR THE RETENTION OF JOBS
In order to receive the various forms of Financial/Technical Assistance available through
Name of Agency businesses must enter into an Agreement to
"document" that 51% of the present jobs are low and moderate income and/or that new jobs will
be made "available" to low and moderate income residents from jobs that may turn over.
Through this Agreement you are committing your business operating under the name of
to:
1) provide a list by job title of the permanent jobs retained, separating those that are
part time and which are low and moderate income;
2) estimate if any job turning over that will be available to low and moderate income
persons within two (2) years of the assistance;
3) complete a Certification of Low and Moderate Income Status Form for each
retained job held by a low and moderate income person;
4) maintain 51% of the work force with low and moderate income residents;
5) implement a process to ensure that for positions turning over and/or new positions
created are filled by low and moderate income residents;
The applicant signing below understands the information in this Agreement, understands that
Name of Agency will not provide all the assistance requested by your business
until action is taken to put in place the requirements of this Agreement and lastly, the applicant
also understands that failing to comply with this Agreement may result in being charged a fee for
the service provided.
Signature of Applicant Date
Agreed By
Intake Office Date
Name of Agency
1/13/04
I
AGREEMENT
FINANCIAL/TECHNICAL ASSISTANCE
~tOR THE RETENTION OF JOBS
In order to receive the various forms of Financial/Technical Assistance available through
Name of Agency . businesses must enter into an Agreement to
"document" that 51 % of the present jobs are low and moderate income andlor that new jobs will
be made "available" to low and moderate income residents from jobs that may turn over.
Through this . Agreement you are committing· your business operating under the name of
to:
~-------------------------
1) provide a list by job title of the permanent jobs retained, separating those that are
part time and which are low and moderate income;
2) estimate if any job turning over that will be available to low and moderate income
persons within two (2) years of the assistance;
3) complete a Certification of Low and Moderate Income Status Form for each
retained job held by a low and moderate income person;
4) maintain 51 % of the work force with low and moderate income residents;
5) implement a process to ensure that for positions turning over andlor new positions
created are filled by low and moderate income residents;
The applicant signing below understands the information in this Agreement, understands that
Name of Agency will not provide all the assistance requested by your business
until action is taken to put in place. the requirements of this Agreement and lastly, the applicant
also understands that failing to comply with this Agreement may result in being charged a fee for
the service provided.
1/13/04
Signature of Applicant
Agreed By
Intake Office
Name of Agency
Date
Date
293
MIAMI-DM
COUNTY
NAME OF EMPLOYER:
JOB CREATION VERIFICATION (NRSA)
STREET ADDRESS:
CITY:
STATE:ZIP CODE
PHONE NUMBER:
NAME OF EMPLOYEE:
STREET ADDRESS:
CITY:STATE:ZIP CODE
PHONE NUMBER:
DATE HIRED:WERE YOU UNEMPLOYED PRIOR TO TAKING YOUR JOB? YES q No
DOES YOUR EMPLOYER OFFER EMPLOYER SPONSORED HEALTH CARE BENEFITS? YES n No q
PLEASE CHECK THE BOX NEXT.TO THE JOB TITLE THAT BEST DESCRIBES YOUR POSITION:
OFFICIALS AND MANAGERS q CRAFT WORKS (SKILLED) q
PROFESSIONAL q OPERATIVES (SEMI-SKILLED) q
TECHNICIANS q LABORER (UNSKILLED) q
SALES q SERVICE WORKERS q
OFFICE AND CLERICAL q
DEMOGRAPHIC INFORMATION
WHITE q BLACK AFRICAN AMERICAN ASIAN n AMERICAN INDIAN/ q
ALASKAN NATIVE
NATIVE HAWAIIAN/AMERICAN INDIAN/ASIAN Fl BLACK AFRICAN n
OTHER PACIFIC ISLANDER ALASKAN NATIVE & WHITE & WHITE AMERICAN & WHITE
AMERICAN INDIAN/El OTHER ASIAN/(1 HISPANIC q
ALASKAN NATIVE & BLACK MULTI-RACIAL PACIFIC
ISLANDER
TOTAL FAMILY SIZE (Please circle one):1 2 3 4 5 6 7 8
I HEREBY CERTIFY THAT THE INFORMATION PROVIDED IS TRUE AND FACTUAL. I FURTHER ACKNOWLEDGE THAT THE INFORMATION IS SUBJECT TO
VERIFICATION BY AUTHORIZED GOVERNMENT OFFICIALS.
SIGNATURE:DATE:
Revised 3/1/07
MIAM .. DDADE a-l lnUl .
NAME OF EMPLOYER:
JOB CREATION VERIFICATION (NRSA)
STREET ADDRESS:
CITY: STATE: ZIP CODE ---------------------
PHONE NUMBER:
NAME OF EMPLOYEE:
STREET ADDRESS:
CITY: STATE: ZIP CODE
-----------~-------~---------
PHONE NUMBER:
DATE HIRED: WERE YOU UNEMPLOYED PRIOR TO TAKING YOUR JOB? YES 0 No 0
DOES YOUR EMPLOYER OFFER EMPLOYER SPONSORED HEALTH CARE BENEFITS? YES D No 0
PLEASE CHECK THE BOX NEXTTO THE JOB TITLE THAT BEST DESCRlBES YOUR POSITION:
OFFICIALS AND MANAGERS 0 CRAFT WORKS (SKILLED) 0
PROFESSIONAL 0 OPERATIVES (SEMI-SKILLED) 0
TECHNICIANS 0 LABORER (UNSKILLED) 0
SALES 0 SERVICE WORKERS 0
OFFICE AND CLERICAL 0
DEMOGRAPHIC INFORMATION
WHITE D BLACK AFRICAN AMERICAN D ASIAN 0 AMERICAN INDIAN/
ALASKAN NATIVE
NATIVE HAW A1IAN/ 0 AMERICAN INDIAN/ D ASIAN 0 BLACK AFRICAN
OTHER PACIFIC ISLANDER ALASKAN NATIVE & WHITE & WHITE AMERICAN & WHITE
AMERICAN INDIAN/ 0 OTHER D ASIAN/ 0 HISPANIC
ALASKAN NATIVE & BLACK MUL Tl-RACIAL PACIFIC
ISLANDER
TOTAL F AMIL Y SIZE (Please circle one): 1 2 3 4 5 6 7 8
I HEREBY CERTIFY TIIAT THE INFORMATION PROVIDED IS TRUE AND FACTUAL. 1 FURTHER ACKNOWLEDGE THAT THE INFORMATION IS SUBJECT TO
VERIFICATION BY AUTHORIZED GOVERNMENT OFFICIALS.
SIGNATURE: ______ -'--_________________ _ DATE: ________________ _
0
0
D
Revised 311107
294
Please circle the appropriate column for your family size and household income.
FAMILY
SIZE
HOUSEHOLD INCOME
VERY LOW
HOUSEHOLD
INCOME
HOUSEHOLD
INCOME , • ,.
,,,: ,,
• .
10. , .41 .'Jr psi,t1fAN:,4! v (****81T;GREATER THAN ..
I $18,950 $18,951- 30,300 $30,301
2 $21,650 $21,651- $34,600 $34,601
3 $24,350 $24,351 - $38,950 $38,951
4 $27,050 $27,051- $43,300 $43,301
5 $29,200 $29,201 - $46,750 $46,751
6 $31,400 $31,401 - $50,200 $50,201
7 $33,550 $33,551 - $53,650 $53,651
8 $35,700 $35,701 - $57,150 $57,151
I HEREBY CERTIFY THAT THE INFORMATION PROVIDED IS TRUE AND FACTUAL. I FURTHER ACKNOWLEDGE THAT THE INFORMATION IS SUBJECT TO
VERIFICATION BY AUTHORIZED GOVERMENT OFFICIALS.
SIGNATURE: DATE:
Revised 311/07
Please circle the appropriate column for your family size and household income.
F AMIL Y HOUSEHOLD INCOME HOUSEHOLD
SIZE VERY Low INCOME
':;':~;;~;i.';,L, '~;:~;;~i"";:\ ;,~i~~;~~,s,~!~@~r'\'.::.:'Y[,:::;i~iI,,;g)~¥M~~i{~i,
$18,950 $18,951-30,300 $30,301
2 $21,650 $21,651-$34,600 $34,601
,3 $24,350 $24,351 -$38,950 ' $38,95]
4 $27,050 $27,051-$43,300 $43,301
5 $29,200 $29,201 -$46,750 $46,75]
6 $31,400 $31,401 -$50,200 '$50,201
7 $33,550 $33,551-$53,650 $53,65]
8 $35,700 $35,701-$57,150 $57,]5]
I HEREBY CERTIFY THAT THE INFORMATION PROVIDED IS TRUE AND FACTUAL I FURTHER ACKNOWLEDGE THAT THE INFORMATION IS SUBJECT TO
VERlFICATION BY AUTHORIZED GOVERNMENT OFFICIALS,
SIGNATURE: ___________________ _ DATE: -------------------
Revised 311107
295
AGREEMENT FOR FINANCIAL AND TECHNICAL ASSISTANCE
Assistance is provided through the Office of Community and Economic Development and, funded by U.S.
Housing and Urban Development (USHUD). The goal of the USHUD is to bring about job creation for
low and moderate income residents of the County.
All job creation resulting from the financial or technical assistance provided by to your
company/business must help in meeting the goal that 51% of jobs created or retained must be available to
low and moderate income residents for a period of two (2) years after the assistance is provided.
By signing this Agreement, I understand the requirement of the funding sources and also understand that
job creation and the availability to low and moderate income residents is subject to verification by
authorized Government officials.
Name of Applicant: Date:
Address:
Phone #:
Name of Business (proposed):
Address:
Phone #:
CDBG/NRSA: Eligible Block Groups:
Federal Enterprise Zone: Empowerment Zone:
Current # of Employees: Expected # of Employees:
The applicant signing below certifies that he information given above is true and accurate to the best of
his/her knowledge.
Signature of Applicant Date Signed
Agreed By
Intake Officer Date
Name of Agency
AGREEMENT FOR FINANCIAL AND TECHNICAL ASSISTANCE
Assistance is provided through the Office of Community and Economic Development and funded by U.S.
Housing and Urban Development (USHUD). The goal of the USHUD is to bring about job creation for
low and moderate income residents of the County.
All job. creation resulting from the fmancial or technical assistance provided py to your
companylbusiness must help in meeting the goal that 51 % of jobs created or retained must be available to
low and moderate income residents for a period of two (2) years after the assistance is provided.
By signing this Agreement, I understand the requirement of the funding sources and also understand that
job creation and the availability to low and moderate income residents is subject to verification by
authorized Government officials.
Name of Applicant: Date: ----------------------
Address:
Phone #:
Name of Business (proposed):
Address:
Phone #:
CDBGINRSA: --------Eligible Block Groups:
Federal Enterprise Zone: .Empowerment Zone:
Current # of Employees: Expected # of Employees: __________ _
The applicant signing below certifies that he information given above is true and accurate to the best of
hislher knowledge.
Signature of Applicant
Agreed By
Intake Officer
Name of Agency
Date Signed
Date
296
Development Agreement
Between Miami-Dade County and
the South Miami Community Redevelopment Agency (SMCRA)
THIS AGREEMENT is made and entered into by and between Miami-Dade County, acting through its
Office of Community and Economic Development (hereinafter "OCED" or the "County" or "Lender"),
and the South Miami Community. Redevelopment Agency (hereinafter "SMCRA" or "Borrower"). This
Agreement is a written memorandum outlining the essential terms and conditions of an unwritten
understanding that had previously been entered into by and between the parties prior the commencement
of the Projects development.
The South Miami Community Redevelopment Agency ("SMCRA") purchased the land described by the
following folio numbers, property descriptions and addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3 LOT SIZE
4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR R/W
BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
(the "Property"). This development agreement regulates the use and expenditure of grant funding in the
amount of Three Hundred Ninety-Four Thousand Dollars and zero cents ($394,000.00), which funding is
being provided by OCED to the SMCRA. The grant funding under a Community Development Block
Grant (CDBG) assisted the SMCRA to partially fund the purchase of the Property.
The SMCRA shall develop the Madison Square/South Miami Strip Mall Project (hereinafter the
"Project") on the Property, for the purpose of developing affordable housing together with a
commercial/retail center. The SMCRA intends that the project will provide economic development
opportunities within the community redevelopment area and intends to provide job creation/job retention
opportunities.
In exchange for the $394,000 CDBG forgivable loan secured by the attached loan documents
(mortgage and promissory note), which documents are attached as composite Exhibit 1, and are
incorporated by reference into this document:
1) The SMCRA shall develop the Project and complete construction within three (3) years of the date
of the execution of this Agreement; and,
2) The SMCRA shall create and retain at least twelve (12) full-time permanent jobs within the
commercial/retail component of the Project for low- and moderate-income persons. The twelve (12) full-
time permanent jobs shall be created within twelve (12) months of completion of construction of the
Project and shall be retained within the commercial/retail component for a period of five (5) years from
the date of hire.
All employees employed as a result of this Agreement shall be considered to be, at all times, employees of
the SMCRA (or its tenants, sub-contractors, or other entities affiliated with SMCRA) under its sole
direction and not employees or agents of the County. SMCRA shall maintain, and shall require that its
subcontractors, tenants, affiliates and other related entities employing persons in fulfillment of this
Agreement maintain, complete and accurate records to substantiate compliance with the requirements set
MDC & SMCRA — Development Agreement
Page 1 of 12
Development Agreement
Between Miami-Dade County and
the South Miami Community Redevelopment Agency (SMCRA)
THIS AGREEMENT is made and entered into by and between Miami-Dade County, acting through its
Office of Community and Economic Development (hereinafter "OCED" or the "County" or "Lender"),
and the South Miami Community Redevelopment Agency (hereinafter "SMCRA" or "Borrower"). This
'Agreement is a written memorandum outlining the essential terms and conditions of an unwritten
understanding that had previously been entered into by and between the parties prior the commencement
of the Project's development.
The South Miami Community Redevelopment Agency ("SMCRA") purchased the land described by the
following folio numbers, property descriptions and addresses:
09-4025-010-0180: FRANKLIN SUB PH 5-34 LOT 17 LESS E27.50FT BLK 3 LOT SIZE
4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR R/W
BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
(the "Property"). This development agreement regulates the use and expenditure of grant funding in the
amount of Three Hundred Ninety-Four Thousand Dollars and zero cents ($394,000.00), which funding is
being provided by OCED to the SMCRA. The grant funding under a Community Development Block·
Grant (CDBG) assisted the SMCRA to partially fund the purchase of the Property.
The SMCRA shall develop the Madison Square/South Miami Strip Mall Project (hereinafter the
"Project") on the Property, for the purpose of developing affordable housing together with a
commercial/retail center. The SMCRA intends that the project will provide economic development
opportunities within the community redevelopment area and intends to provide job creation/job retention
opportunities.
In exchange for the $394,000 CDBG forgivable loan secured by the attached loan documents
(mortgage and promissory note), which documents are attached as composite Exhibit 1, and are
incorporated by reference into this document:
1) The SMCRA shall develop the Project and complete construction within three (3) years of the date
of the execution of this Agreement; and,
2) The SMCRA shall create and retain at least twelve (12) full-time permanent jobs within the
commercial/retail component of the Project for low-and moderate-income persqns. The twelve (12) full-
time permanent jobs shall be created within twelve (12) months of completion of construction of the
Project and shall be retained within the commercial/retail component 'for a period of five (5) years from
the date of hire.
All employees employed as a result of this Agreement shall be considered to be, at all times, employees of
the SMCRA (or its tenants, sub-contractors, or other entities affiliated with SMCRA) under its sale
direction and not employees or agents of the County. SMCRA shall maintain, and shall require that its
subcontractors, tenants, affiliates and other related entities employing persons in fulfillment of this
Agreement maintain, complete and accurate records to substantiate compliance with the requirements set
MOC & SMCRA -Development Agreement
Page 1 of 12
297
forth herein; all such entities shall retain such records for three (3) years from the expiration of this
Agreement and/or any extension thereof; and,
3) SMCRA agrees a) to maintain records and other documentation sufficient to support its
compliance and satisfaction with the requirements set forth herein; b) that the County or its duly
authorized representatives or governmental agencies shall, for a period of three (3) years after the
expiration of this Agreement and/or any extension thereof, have access to and the right to examine and
reproduce any of SMCRA's books, documents, papers and records of its subcontractors, affiliates, tenants
or other entities engaged in fulfilling the requirements herein in order to determine whether the
requirements set forth herein have been satisfied; and c) to provide such entities listed in subsection (3)(b)
herein notice of the inspection and record-keeping requirements set forth herein; and,
4) The SMCRA shall, as an integral component of the project, provide employment opportunities for
low and moderate income persons through businesses locating within the Project, including providing
clear opportunities for promotion and economic advancement; and,
5) The SMCRA shall designate a minimum of thirty (30) housing units to be rented and/or sold as
affordable housing, to persons of low or moderate income, which shall be defined as income not
exceeding 140% of the median income in Miami-Dade County. Furthermore, tenants and/or owners of
these affordable units shall not expend more than thirty (30) percent of their monthly income on housing
expenses. This 30-unit requirement may be revisited by OCED, at the written request of SMCRA, in the
event that SMCRA is unable to acquire the balance of property SMCRA intends to acquire for the Project
or if the Board of County Commissioners otherwise alters or amends the affordable housing requirement
for SMCRA.
The affordable housing and job creation and retention requirements described herein, in paragraphs 5 and
2, shall be secured by two declarations of restrictions attached to the Property, which shall run with the
land for a twenty (20) year period (affordable housing requirements) and/or for the period necessary to
complete the commitments described herein (job creation), and the mortgage secured by the Property,
both of which shall be recorded in the public records of Miami-Dade County. The declarations of
restrictions are attached hereto as Exhibit 2, and are incorporated by reference into this development
agreement.
6) SMCRA shall, during construction, monitor the compliance with requirements of Section 3 of the
Housing and Urban Development Act of 1968 and the implementing regulations in 24 Code of Federal
Regulations (CFR) Part 135, as amended by ,an interim rule published on June 30, 1994 (59 FR 33866);
and
7) In the event the Property is sold during the three (3) year construction phase (or an extension of
the three (3) year Construction Phase, which extension shall be requested in writing by the SMCRA at
least one year prior to the expiration of the three-year construction period or extension and which request
shall not be unreasonably denied by OCED), if the Project construction has not been completed within
three (3) years of the date of the execution of this document, or if the job creation requirements set forth
herein are not complied with, this loan shall become due, the SMCRA shall immediately reimburse the
County its $394,000 contribution to the purchase of the Property, plus compound interest at the rate of
twelve percent (12%) and the County's proportional share of any proceeds in excess of the original
purchase price of the Property, and the County shall exercise any rights and remedies set forth in the
mortgage or other documents associated with this Project and Property as well as any rights or remedies
MDC & SMCRA — Development Agreement
Page 2 of 12
forth herein; all such entities shall retain such records for three (3) years from the expiration of this
Agreement and/or any extension thereof; and,
3) SMCRA agrees a) to maintain records and other documentation sufficient to support its
compliance and satisfaction with the requirements set forth herein; b) that the County or its duly
authorized representatives or governmental agencies shall, for a period of three (3) years after the
expiration of this Agreement and/or any extension thereof, have acc,ess to and the right to examine and
reproduce any of SMCRA's books, documents, papers and records of its subcontractors, affiliates, tenants
or other entities engaged in fulfilling' the requirements herein in order to determine whether the
requirements set forth herein have been satisfied; and c) to provide such entities listed in subsection (3)(b )
herein notice of the inspection and record-keeping requirements set forth herein; and,
4) The SMCRA shall, as an integral component of the project, provide employment opportunities for
low and moderate income persons through businesses locating within the Project, including providing
clear opportunities for promotion and economic advancement; and,
5) The SMCRA shall designate a minimum of thirty (30) housing units to be rented and/or sold as
affordable housing, to persons of low or moderate income, which shall be defined as income not
exceeding 140% of the median income in Miami-Dade County. Furthermore, tenants and/or owners of
these affordabie units shall not expend more than thirty (30) percent of their monthly income on housing
expenses. This 30-unit requirement may be revisited by OCED, at the written request of SMCRA, in the
event that SMCRA is unable to acquire the balance of property SMCRA intends to acquire for the Project
or if the Board of County Commissioners otherwise alters or amends the affordable housing requirement
forSMCRA.
The affordable housing and job creation and retention requirements described herein, in paragraphs 5 and
2, shall be secured by two declarations of restrictions attached to the Property, which shall run with the
land for a twenty (20) year period (affordable housing requiremen~s) and/or for the period necessary to
complete the commitments described herein Gob creation), and the mortgage secured by the Property,
both of which shall be recorded in the public records of Miami-Dade County. The declarations of
restrictions are attached hereto as Exhibit 2, and are incorporated by reference into this development
agreement.
6) SMCRA shall, during construction, monitor the compliance with requirements of Section 3 of the
Housing and Urban Development Act of 1968 and the implementing regulations in 24 Code of Federal
Regulations (CFR) Part 135, as amended by an interim rule published on June 30, 1994 (59 FR 33866);
and
7) In the event the Property is sold during the three (3) year construction phase (or an extension of
the three (3) year Construction Phase, which extension shall be requested in writing by the SMCRA at
least one year prior to the expiration of the three-year construction period or extension and' which request
shall not be unreasonably denied by aCED), if the Project construction has not been completed within
three (3) years of the date of the execution of this document, or if the job creation requirements set forth
herein are not complied with, this loan shall become due, the SMCRA shall immediately reimburse the
County its $394,000 contribution to the purchase of the Property, plus compound interest at the rate of
twelve percent (12%) and the County's proportional share of any proceeds in excess of the original
purchase price of the Property, and the County shall exercise any rights and remedies set forth in the
mortgage or other documents associated with this Project and Property as well as any rights or remedies
Moe & SMCRA -Development Agreement
Page 2 of 12
298
available at law or in equity. This provision shall be secured by the loan documents attached as Exhibit 1;
and,
8) This loan shall be forgiven provided all the requirements provided herein, including requirements in the
documents incorporated herein but excluding the affordable housing requirement described in Section 5
herein, are completed to the satisfaction of the County; and
9) A Default shall have occurred if a) the Project is not constructed on a timely basis,
notwithstanding any extensions granted by OCED; b) the Project or Property are sold without proper
notice and repayment to the County, c) twelve (12) jobs are not created as set forth herein and within the
time period set forth herein, or if such jobs are not maintained for the specified period of time; or d) if
records establishing satisfaction with the requirements of this Agreement are not maintained and made
available as set forth herein; and,
10) If an Event that Default occurs, in the determination of the County, the County may so notify
SMCRA ("Default Notice"), specifying the basis for such default, and advising the SMCRA that such
default must be cured immediately or this Agreement with the County may be terminated and all amount
specified in Section 7 shall become due. Notwithstanding, the County may, in its sole discretion, allow
SMCRA to rectify the default to the County's reasonable satisfaction within a thirty (30) day period. The
County may grant an additional period of such duration as the County shall deem appropriate without
waiver of any of the County's rights hereunder, so long as SMCRA has commenced curing such default
and is effectuating a cure with diligence and continuity during such thirty (30) day period or any other
period which the County prescribes; and,
11) The County may terminate this Agreement if Borrower attempts to meet its contractual obligation
with the County through fraud, misrepresentation or material misstatement. The County may, as a further
sanction, terminate or cancel any other contract(s) that such individual or corporation or other entity has
with the County and that such individual, corporation or other entity shall be responsible for all direct and
indirect costs associated with such termination or cancellation, including attorney's fees and costs. The
foregoing notwithstanding, any individual, corporation or other entity which attempts to meet its
contractual obligations with the County through fraud, misrepresentation or material misstatement may be
disbarred from County contracting for up to five (5) years in accordance with the County debarment
procedures. The Borrower may be subject to debarment for failure to perform and all other reasons set
forth in Section 10-38 of the County Code. In the event that the County terminates this Agreement for the
reasons set forth herein, the County may exercise its rights as set forth herein and in the documents
incorporated by reference herein; and
12) SMCRA agrees to comply, subject to applicable professional standards, with the provisions of any
and all applicable Federal, State and the County orders, statutes, ordinances, rules and regulations which
may pertain to the services or activities required under this Agreement, including but not limited to:
a) Equal Employment Opportunity (EEO), in compliance with Executive Order 11246
as amended and applicable to this Contract.
b) Miami-Dade County Florida, Department of Business Development Participation
Provisions, as applicable to this Contract.
MDC & SMCRA — Development Agreement
Page 3 of 12
available at law or in equity. This provision shall be secured by the loan documents attached as Exhibit 1;
and,
8) This loan shall be forgiven provided all the requirements provided herein, including requirements in the
documents incorporated herein but excluding the affordable housing requirement described in Section 5
herein, are completed to the satisfaction of the County; and
9) A Default shall have occurred if· a) the Project is not constructed on a timely basis,
notwithstanding any extensions granted by OCED; b) the Project or Property are sold without proper
notice and repayment to the County, c) twelve (12) jobs are not created as set forth herein and within the
time period set forth herein, or if such jobs are not maintained for the specified period of time; or d) if
records establishing satisfaction with the requirements of this Agreement are not maintained and made
available as set forth herein; and,
10) If an Event that Default occurs, in the determination of the County, the County may so notify
SMCRA ("Default Notice"), specifying the basis for such default, and advising the SMCRA that such
default must be cured immediately or this Agreement with the County may be terminated and all amount
specified in Section 7 shall become due. Notwithstanding, the County may, in its sole discretion, allow
SMCRA to rectify the default to the County's reasonable satisfaction within a thiliy (30) day period. The
County may grant an additional period of such duration as the County shall deem appropriate without
waiver of any of the County's rights hereunder, so long as SMCRA has commenced curing such default
and is effectuating a cure with diligence and continuity during such thirty (30) day period or any other
period which the County prescribes; and,
11) The County may terminate this Agreement if Borrower attempts to meet its contractual obligation
with the County through fraud, misrepresentation or material misstatement. The County may, as a further
sanction, terminate or cancel any other contract(s) that such individual or corporation or other entity has
with the County and that such individual, corporation or other entity shall be responsible for all direct and
indirect costs associated with such termination or cancellation, including attorney's fees and costs. The
foregoing notwithstanding, any individual, corporation or other entity which attempts to meet its
contractual obligations with the County through fraud, misrepresentation or material misstatement may be
disbarred from County contracting for up to five (5) years in accordance with the County debarment
procedures. The Borrower may be subject to debarment for failure to perform and all other reasons set
forth in Section 10-38 of the County Code. In the event that the County terminates this Agreement for the
reasons set forth herein, the County may exercise its rights as set forth herein and in the documents
incorporated by reference herein; and
12) SMCRA agrees to comply, subject to applicable professional standards, with the provisions of any
and all applicable Federal, State and the County orders, statutes, ordinances, rules and regulations which
may pertain to the services or activities required under this Agreement, including but not limited to:
a) Equal Employment Opportunity (EEO), in compliance with Executive Order 11246
as amended and applicable to this Contract.
b) Miami-Dade County Florida, Department of Business Development Participation
Provisions, as applicable to this Contract.
MOC & SMCRA -Development Agreement
Page 3 of 12
299
c) Environmental Protection Agency (EPA), as applicable to this Contract.
d) Miami-Dade County Code, Chapter 11A, Article 3. All contractors and subcontractors
performing work in connection with this Contract shall provide equal opportunity for employment
because of race, religion, color, age, sex, national origin, sexual preference, disability or marital status.
The aforesaid provision shall include, but not be limited to, the following: employment, upgrading,
demotion or transfer, recruitment advertising; layoff or termination; rates of pay or other forms of
compensation; and selection for training, including apprenticeship. The Contractor agrees to post in
conspicuous place available for employees and applicants for employment, such notices as may be
required by the Dade County Fair Housing and Employment Commission, or other authority having
jurisdiction over the work setting forth the provisions of the nondiscrimination law.
e) "Conflicts of Interest" Section 2-11 of the County Code, and Ordinance 01-199.
f) Miami-Dade County Code Section 10-38 "Debarment".
g) Miami-Dade County Ordinance 99-5, codified at 11A-60 et. seq. of Miami-Dade Code
pertaining to complying with the County's Domestic Leave Ordinance.
h) Miami-Dade County Ordinance 99-152, prohibiting the presentation, maintenance, or
prosecution of false or fraudulent claims against Miami-Dade County.
Notwithstanding any other provision of this Agreement, SMCRA shall not be required pursuant to
this Agreement to take any action or abstain from taking any action if such action or abstention would, in
the good faith determination of the SMCRA, constitute a violation of any law or regulation to which
SMCRA is subject, including but not limited to laws and regulations requiring that SMCRA conduct its
operations in a safe and sound manner.
13) During the performance of this Contract, SMCRA agrees to: not discriminate against any
employee br applicant for employment because of race, religion, color, sex, handicap, marital status, age
or national origin, and will take affirmative action to ensure that they are afforded equal employment
opportunities without discrimination. Such action shall be taken with reference to, but not limited to:
recruitment, employment, termination, rates of pay or other forms of compensation, and selection for
training or retraining, including apprenticeship and on the job training. By entering into this Contract with
the County, SMCRA attests that it is not in violation of the Americans with Disabilities Act of 1990 (and
related Acts) or Miami-Dade County Resolution No. R-385-95.
14) SMCRA shall not assign this agreement, or any interest therein, without the prior written consent
of the other party.
15) In the event that any provision of this agreement is found to be legally unenforceable, such
unenforceability shall not prevent enforcement of any other provision of this agreement.
16) This agreement shall be binding on, and shall inure to the benefit of, the parties to it and their
respective heirs, legal representatives, and successors.
17) No waiver of any of the provisions of this Agreement shall be deemed to, or shall constitute, a
waiver of any other provision, whether or not similar, nor shall any wavier constitute a continuing waiver.
No waiver shall be binding unless executed in writing by the party granting the waiver.
MDC & SMCRA — Development Agreement
Page 4 of 12
c) Environmental Protection Agency (EPA), as applicable to this Contract.
d) Miami-Dade County Code, Chapter llA, Article 3. All contractors and subcontractors
performing work in connection with this Contract shall provide equal opportunity for employment
because of race, religion, color, age, sex, national origin, sexual preference, disability or marital status ..
The aforesaid provision shall include, but not be limited to, the following: employment, upgrading,
demotion or transfer, recruitment advertising; layoff or termination; rates of payor other forms of
compensation; and sele«tion for training, including apprenticeship. The Contractor agrees to post in
conspicuous place available for employees and applicants for employment, such notices as may be
required by the Dade County Fair Housing and Employment Commission, or other authority having
jurisdiction over the work setting forth the provisions of the nondiscrimination law.
e) IIConflicts of Interest" Section 2-11 of the County Code, and Ordinance 01-199.
f) Miami-Dade County Code Section 10-38 "Debarment".
g) Miami-Dade County Ordinance 99-5, codified at l1A-60 et. seq. of Miami-Dade Code
pertaining to complying with the County's Domestic Leave Ordinance.
h) Miami-Dade County Ordinance 99-152, prohibiting the presentation, maintenance, or
prosecution of false or fraudulent claims against Miami-Dade County.
Notwithstanding any other provision ofthis Agreement, SMCRA shall not be required pursuant to
this Agreement to take any action or abstain from taking any action if such action or abstention would, in
the good faith determination of the SMCRA, constitute a violation of any law or regulation to which
SMCRA is subject, including but not limited to laws and regulations requiring that SMCRA conduct its
operations in a safe and sound malmer. .
13) During the performance of this Contract, SMCRA agrees to: not discriminate against any
employee br applicant for employment because of race, religion, color, sex, handicap, marital status, age
or national origin, and will take affirmative action to ensure that they are afforded equal employment
opportunities without discrimination. Such action shall be taken with reference to, but not limited to:
recruitment, employment, termination, rates of payor other forms of compensation, and selection for
training or retraining, including apprenticeship and on the job training. By entering intothis Contract with
the County, SMCRA attests that it is not in violation of the Americans with Disabilities Act of 1990 (and
related Acts) or Miami-Dade County Resolution No. R-385-95.
14) SMCRA shall not assign this agreement, or any interest therein, without the prior written consent
of the other party.
15) In the event that any provision of this agreement is found to be legally unenforceable, such
unenforceability shall not prevent enforcement of any other provision of this agreement.
16) This agreement shall be binding on, and shall inure to the benefit of, the parties to it and their
respective heirs, legal representatives, and successors.
17) No waiver of any of the provisions of this Agreement shall be deemed to, or shall constitute, a
waiver of any other provision, whether or not similar, nor shall any wavier constitute a continuing waiver.
No waiver shall be binding unless executed in writing by the party granting the waiver.
MDC & SMCRA -Development Agreement
Page 4 of 12
300
18) This document incorporates and includes all prior negotiations, correspondence, conversations,
agreements or understandings applicable to the matters contained in this agreement and the parties agree
that there are no commitments, agreements or understandings concerning the subject matter of this
agreement that are not contained in this document. Accordingly it is agreed that no deviation from the
terms of the agreement shall be predicated upon any prior representations or agreements whether oral or
written. No supplement, modification, or amendment of this Agreement shall be binding unless executed
in writing by both parties.
19) In the event of any litigation arising out of this agreement or project agreement, each party hereby
knowingly, irrevocably, voluntarily and intentionally waives its right to trial by jury.
20) Whenever either party desires to give notice to the other, it must be given by hand delivery,
facsimile, or written notice, sent by certified United States mail, with return receipt requested or a
nationally recognized private mail delivery service, addressed to the party for whom it is intended, at the
place last specified, and the place for giving of notice in compliance with the provisions of this paragraph.
For the present, the parties designate the following as the respective places for giving of notice and
identified the following persons as the contracting officers:
FOR OCED AND MIAMI-DADE COUNTY
Miami-Dade County
Office of Community and Economic Development
140 West Flagler , Suite 1000
Miami, FL 33130
Attention: Director, OCED
Miami-Dade County, Florida
Office of the County Manager
Stephen P. Clark Building
111 N.W. First Street, 29th Floor
Miami, Florida 33128
With copy to:
ATTN: Brenda Kuhns Neuman
Miami-Dade County Attorney
111 N.W. 1st Street
28th Floor
Miami, Florida 33128
FOR SMCRA:
SMCRA
Attention: Stephen David
6130 Sunset Drive
City of South Miami, FL 33143
Telephone: (305) 668-7238
MDC & SMCRA — Development Agreement
Page 5 of 12
18) This document incorporates and includes all prior negotiations, correspondence, conversations,
agreements or understandings applicable to the matters contained in this agreement and the parties agree
that there are no commitments, agreements or understandings concerning the subject matter of this
agreement that are not contained in this document. Accordingly it is agreed that no deviation from the
terms of the agreement shall be predicated upon any prior representations or agreements whether oral or
written. No supplement, modification, or amendment of this Agreement shall be binding unless executed
in writing by both parties.
19) In the event of any litigation arising out of this agreement or project agreement, each party hereby
knowingly, irrevocably, voluntarily and intentionally waives its right to trial by jury.
20) Whenever either party desires to give notice to the other, it must be given by hand delivery,
facsimile, or written notice, sent by certified United States mail, with return receipt requested or a
nationally recognized private mail delivery service, addressed to the party for whom it is intended, at the
place last specified, and the place for giving of notice incompliance with the provisions of this paragraph.
For the present, the parties designate the following as the respective places for giving of notice and
identified the following persons as the contracting officers:
FOR DCED AND MIAMI-DADE COUNTY
Miami-Dade County
Office of Community and Economic Development
140 West Flagler, Suite 1000
Miami, FL 33130
Attention: Director,OCED
Miami-Dade County, Florida
Office of the County Manager
Stephen P. Clark Building
. 111 N.W. First Street, 29th Floor
Miami, Florida 33128
With copy to:
ATTN: Brenda Kuhns Neuman
Miami-Dade County Attorney
111 N. W. 1 st Street
28 th Floor
Miami, Florida 33128
FORSMCRA:
SMCRA
Attention: Stephen David
6130 Sunset Drive
City of South Miami, FL 33143
Telephone: (305) 668-7238
Moe & SMCRA -Development Agreement
Page 5 of 12
301
Facsimile: (305) 668-7356
Notices given as provided above shall be deemed given and shall be effective when delivered to the
addressee at the address set forth above, or when received via certified mail. Either party may change its
address to which notices, demands and communications shall be sent by giving written notice thereof to
the other party.
21) The parties submit to venue in Miami-Dade County for any action to enforce or arising from this
Agreement or the facts that led to this Agreement.
22) This Agreement and any project agreement shall be construed in accordance with and governed by
the laws of the State of Florida.
23) Headings are for convenience of reference only and shall not be considered in any interpretation of
this agreement.
24) This agreement may be executed in several counterparts, each of which shall be deemed an
original and such counterpart shall constitute one and the same instrument.
25) The signatories to this agreement warrant that they are duly authorized by action of their
respective SMCRA, OCED, Miami-Dade County Board of County Commissioners, board of directors or
other authority to execute this agreement and to bind the parties to the promises, terms, conditions and
warranties contained in this agreement.
26) The SMCRA warrants that neither it, nor any principal, employee, agent, representative or family
member has promised to pay, and consultant has not, and will not, pay a fee the amount of which is
contingent upon the OCED or Miami-Dade County awarding this development agreement and grant to the
SMCRA.
27) SMCRA warrants that neither it, nor any principal, employee, agent, representative or family
member has procured, or attempted to procure, this Agreement in violation of any of the provisions of the
Miami-Dade County Code, including but not limited to the Miami-Dade County Conflict of Interest and
Code of Ethics Ordinance, or the City of South Miami conflict of interest and code of ethics ordinances.
28) This Mortgage shall be binding upon the parties hereto and their respective heirs, personal
representatives, successors and assigns, and it shall inure to the benefit of Mortgagee and its successors
and assigns and to the benefit of Mortgagor and Mortgagor's heirs, personal representatives and permitted
successors and assigns.
REPRESENTATIONS
29) Borrower. Borrower represents to the County that it has duly, validly and lawfully entered into
this Agreement and that this Agreement constitutes the valid, binding and lawful obligation of Borrower.
GENERAL REQUIREMENTS.
30) Compliance with Laws. Borrower shall comply in all material respects, in the acquisition,
development, construction and operation of the facility, with all applicable federal, state and local laws
MDC & SMCRA — Development Agreement
Page 6 of 12
Facsimile: (305) 668-7356
Notices given as provided above shall be deemed given and shall be effective when delivered to the
addressee at the address set forth above, or when received via certified mail. Either patiy may change its
address to which notices, demands and communications shall be sent by giving written notice thereof to
the other party.
21) The parties submit to venue in Miami-Dade County for any action to enforce or arising from this
Agreement or the facts that led to this Agi·eement.
22) This Agreement and any project agreement shall be construed in accordance with and governed by
the laws of the State of Flmida.
23) Headings are for convenience of reference only and shall not be considered in any interpretation of
this agreement.
24) This agreement may be executed in several counterparts, each of which shall be deemed an
original and such counterpart shall constitute one and the same instrument. .
25) The signatories to this agreement warrant that they are duly authorized by action of their
respective SMCRA, aCED, Miami-Dade County Board of County Commissioners, board of directors or
other authority to execute this agreement and to bind the parties to the promises, terms, conditions and
warranties contained in this agreement.
26) The SMCRA warrants that neither it, nor any principal, employee, agent, representative or family
member has promised to pay, and consultant has not, and will not, pay a fee the amount of which is
contingent upon the aCED or Miami-Dade County awarding this development agreement and grant to the
SMCRA.
27) SMCRA warrants that neither it, nor any principal, employee, agent, representative or family
member has procured, or attempted to procure, this Agreement in violation of any of the provisions of the
Miami-Dade County Code, including but not limited to the Miami-Dade County Conflict of Interest and
Code of Ethics Ordinance, or the City of South Miami conflict of}nterest and code of ethics ordinances.
28) This Mortgage shall be binding upon the parties hereto and their respective heirs, personal
representatives, successors and assigns, and it shall inure to the benefit of Mortgagee and its successors
and assigns and to the benefit of Mortgagor and Mortgagor's heirs, personal representatives and permitted
successors and assigns. .
REPRESENTATIONS
29) Borrower. Borrower represents to the County that it has duly, validly and lawfully entered into
this Agreement and that this Agreement constitutes the valid, binding and lawful obligation of Borrower.
GENERAL REQUIREMENTS.
30) Compliance with Laws. Borrower shall comply in all material respects, in the acquisition,
development, construction and operation of the facility, with all applicable federal, state and local laws
Moe & SMCRA -Development Agreement
Page 6 of 12
302
and regulations, to the extent applicable to this type of project, which is not a housing project but is a
commercial project for profit.
REMEDIES; TERMINATION; FURTHER RIGHTS.
31)General.
(1) Subject to any mutually agreed upon extensions of time, nonperformance or delay in the
performance by any party of any of its obligations under this Agreement, which is continuing after
notice in writing and the expiration of any grace period provided for herein, shall constitute a default
entitling the other party to exercise its rights and remedies for such default.
(2) Any failure or delay by either party in asserting any of its rights and remedies as to any
non-performance or delay in performance by the other party shall not operate as a waiver of any such
non-performance or delay in performance or of any rights or remedies.
(3) Except as expressly provided otherwise in this Agreement, each right or remedy provided
herein is cumulative to other rights or remedies, and the exercise by any party to this Agreement of
one or more of such rights or remedies shall not preclude the exercise by it, at the same or different
times, of any other rights or remedies for the same or any other nonperformance or delay in
performance by any other party to this Agreement.
(4) Each party covenants and agrees that any and all legal actions arising out of or connected
with this Agreement shall be instituted in the Circuit Court of the Eleventh Judicial Circuit, in and for
Miami-Dade County, Florida, or in the United States District Court for the Southern District of
Florida, as the exclusive forums and venues for any such action, and each party further covenants and
agrees that it will not institute any action in any other forum or venue and hereby consents to
immediate dismissal or transfer of any such action instituted in any other forum or venue. In the event
of any dispute, claim or legal action of any kind or nature, Borrower shall be responsible for and shall
bear its own attorney's fees and costs.
(5) This Agreement shall be construed and interpreted as nearly as practicable in accordance
with the expressed intent of the parties, so as to uphold the validity of all the provisions hereof.
Nevertheless, the provisions of this Agreement are severable, and if any provision is determined to be
invalid, unlawful or contrary to public policy, such provision shall be disregarded and the same shall
have no effect upon any other provisions hereof, which other provisions shall continue in full force
and effect.
(6) This Agreement is entered into within, and with reference to the laws of the State of
Florida, and shall be governed, construed and applied in accordance with the laws of the State of
Florida.
(7) If the Project is sold or transferred by Borrower, Borrower shall not be released from its
obligation hereunder unless the County consents. In the event of such consent, Borrower shall require
the transferee to assume its obligations hereunder in writing.
(8) In the event Borrower has defaulted in any material provision of this Agreement and as a
consequence of that default the County is required to prepay, repay or refund any CDBG funds
received which the County would otherwise have been entitled to retain, or any future CDBG funds
shall be withheld which the County would have otherwise been entitled to receive, or the County is
MDC & SMCRA — Development Agreement
Page 7 of 12
and regulations, to the extent applicable to this type of project, which is not a housing project but is a
commercial project for profit.
REMEDIES; TERMINATION; FURTHER RIGHTS.
31) General.
(1) Subject to any mutually agreed upon extensions of time, nonperformance or delay in the
performance by any party of any of its obligations under this Agreement, which is continuing after
notice in writing and the expiration of any grace period provided for herein, shall constitute a default
entitling the other party to exercise its rights and remedies for such default.
(2) Any failure or delay by either party in asserting any of its rights and remedies as to any
non-performance or delay in performance by the other party shall not operate as a waiver of any such
non-performance or delay in performance or of any rights or remedies.
(3) Except as expressly provided otherwise in this Agreement, each right or remedy provided
herein is cumulative to other rights or remedies, and the exercise by any party to this Agreement of
one or more of such rights or remedies shall not preclude the exercise by it, at the same or different
times, of any other rights or remedies for the same or any other nonperformance or delay in
performance by any other party to this Agreement.
(4) Each party covenants and agrees that any and all legal actions arising out of or connected
with this Agreement shall be instituted in the Circuit Court of the Eleventh Judicial Circuit, in and for
Miami-Dade County, Florida, or in the United States District Court for the Southern District of
Florida, as the exclusive forums and venues for any such action, and each party further covenants and
agrees that it will not institute any action in any other forum or venue and hereby consents to
immediate dismissal or transfer of any such action instituted in any other forum or venue. In the event
of any dispute, claim or legal action of any kind or nature, Borrower shall be responsible for and shall
bear its own attorney's fees and costs.
(5) This Agreement shall be construed and interpreted as nearly as practicable in accordance
with the expressed intent of the parties, so as to uphold the validity of all the provisions hereof.
Nevertheless, the provisions of this Agreement are severable, and if any provision is determined to be
invalid, unlawful or contrary to public policy, such provision shall be disregarded and the same shall
have no effect upon any other provisions hereof, which other provisions shall continue in full force
and effect.·
(6) This Agreement is entered into within, and with reference to the laws of the State of
Florida, and shall be governed, construed and applied in accordance with the laws of the State of
Florida.
(7) If the Project is sold or transferred by Borrower, Borrower shall not be released from its
obligation hereunder unless the County consents. In the event of such consent, Borrower shall require
the transferee to assume its obligations hereunder in writing.
(8) In the event Borrower has defaulted in any material provision of this Agreement and as a
consequence of that default the County is required to prepay, repay or refund any CDBG funds
received which the County would otherwise have been entitled to retain, or any future CDBG funds
shall be withheld which the County would have otherwise been entitled to receive, or the County is
MDC & SMCRA -Development Agreement
Page 7 of 12
303
required to pay a fine or penalty to HUD, then Borrower shall pay to the County the amount equal to
the CDBG funds so required to be repaid, prepaid or refunded by the County or the present value of
any future CDBG funds so withheld from the County, or the amount of such fine or penalty assessed
plus any reasonable out-of-pocket costs for outside professional fees imposed or required by HUD.
(9) The Borrower shall indemnify and hold harmless the County and its officers, employees,
agents, and instrumentalities from any and all liability, losses or damages, including reasonable
attorney's fees and costs of defense, which the County or its officers, employees, agents or
instrumentalities may incur as a result of claims, demands, suits, causes of actions or proceedings of
any kind or nature arising out of, relating to or resulting from the performance of this Agreement by
the Borrower or its employees, agents, servants, partners, principals or subcontractors. The Borrower
shall pay all claims and losses in connection therewith and shall investigate and defend all claims,
suits or actions of any kind or nature in the name of the County, where applicable, including appellate
proceedings, and shall pay all costs, judgments, and reasonable attorney's fees which may issue
thereon. The Borrower expressly understands and agrees that any insurance protection required by
this Agreement or otherwise provided by the Borrower shall in no way limit the responsibility to
indemnify, keep and save harmless and defend the County or its officers, employees, agents and
instrumentalities as herein provided.
(10) Insurance. The Borrower shall furnish to the County General Services Administration,
c/o Risk Management Division, 111 N.W. 1st Street, Suite 2340, Miami, Florida 33128-1989, original
Certificate(s) of Insurance which indicate that insurance coverage has been obtained which meets the
requirements set forth in the FY 2006 Community Development Clock. Grant Contract Between
Miami-Dade County and South Miami Community Redevelopment Agency and the mortgage
executed with this Development Agreement.
MISCELLANEOUS PROVISIONS.
32) Recitals. The recitals set forth above shall be incorporated into the terms of this Agreement.
33) No Taxing Power. Nothing in this Agreement shall constitute or require, or be deemed to
constitute or require, a pledge of the full faith and credit or taxing power of the County, the State of
Florida or any of its political subdivisions, within the meaning of any constitutional or statutory
limitation, and no person shall have any right, directly or indirectly, to compel the exercise of the ad
valorem taxing power of the County, the State of Florida or any of its political subdivisions for any such
payments.
34) Certain Definitions. The following terms used in this Agreement shall have the meanings given
to them in or pursuant to the CDBG Regulations and related administrative requirements: "held by or
made available to"; "create/retain" or "retain" jobs.
35) No Liability of Officials, Officers or Employees. No official, officer or employee of the County
or Borrower shall be personally liable for any non-performance or delay in performance by the County or
Borrower, respectively, or for any amount which may become due under any provisions of this
Agreement, unless otherwise expressly set forth herein.
36) Approvals. Approvals required of the County or Borrower shall not be unreasonably withheld or
delayed. Unless otherwise required by this Agreement and except to the extent in conflict with general
law, all approvals or disapprovals shall be provided within thirty (30) days of submission of any
documents requiring approval. If no approval or disapproval is given within the time required by this
MDC & SMCRA — Development Agreement
Page 8 of 12
required to pay a fine or penalty to HUD, then Borrower shall pay to the County the amount equal to
the CDBG funds so required to be repaid, prepaid or refunded by the County or the present value of
any future CDBG funds so withheld from the County, or the amount of such fine or penalty assessed
plus any reasonable out-of-pocket costs for outside professional fees imposed or required by HUD.
(9) " The Borrower shall indemnify and hold harmless the County and its officers, employees,
agents, and instrumentalities from any and all " liability, losses or damage.s, including reasonable
attorney's fees and costs of defense, which the County or its officers, employees, agents or
instrumentalities may incur as a result of claims, demands, suits, causes of actions or proceedings of
any kind or nature arising out of, relating to or resulting from the performance of this Agreement by
the Borrower or its employees, agents, servants, partners, principals or subcontractors. The Borrower
shall pay all claims and losses in connection therewith and shall investigate and defend all claims,
suits or actions of any kind or nature in the name of the County, where applicable, including appellate
proceedings", and shall pay all costs, judgments, and reasonable attorney's fees which may issue
thereon. The Borrower expressly understands and agrees that any insurance protection required by
this Agreement or otherwise provided by the Borrower shall in no way limit the responsibility to
indemnify, keep and save harmless and defend the County or its officers, employees, agents and
instrumentalities as herein provided.
(10) Insurance. The Borrower shall furnish to the County General Services Administration,
c/o Risk Management Division, 111 N.W. 1st Street, Suite 2340, Miami, Florida 33128-1989, original
Certificate(s) of Insurance which indicate that insurance coverage has been obtained which meets the
requirements set forth in the FY 2006 Community Development Clock Grant Contract Between
Miami-Dade County and South Miami Community Redevelopment Agency and the mortgage
executed with this Development Agreement.
MISCELLANEOUS PROVISIONS.
32) Recitals. The recitals set forth above shall be incorporated into the terms of this Agreement.
33) No Taxing Power. Nothing in" this Agreement shall constitute or require, or be deemed to
constitute or require, a pledge of the full faith and credit or taxing power of the County, the State of
Florida or any of its political subdivisions, within the meaning of any constitutional or statutory
limitation, and no person shall have any right, directly or indirect!y, to compel the yxercise of the ad
valorem taxing power of the County, the State of Florida or any of its political subdivisions for any such
payments.
34) Certain Definitions. The following terms used in this Agreement shall have the meanings given
to them in or pursuant to the CDBG Regulations and related administrative requirements: "held by or
made available to"; "create/retain" or "retain" jobs.
35) No Liability of Officials, Officers or Employees. No official, officer or employee of the County
or Borrower shall be personally liable for any non-performance or delay in performance by the County or
Borrower, respectively, or for any amount which may become due under any provisions of this
Agreement, unless otherwise expressly set forth herein.
36) Approvals. Approvals required of the County or Borrower shall not be unreasonably withheld or
delayed. Unless otherwise required by this Agreement and except to the extent in conflict with general
law, all approvals or disapprovals shall be provided within thirty (30) days of submission of any
documents requiring approval. If no approval or disapproval is given within the time required by this
MDC & SMCRA -Development Agreement
Page 8 of 12
304
South Miami Community
Redevelopment Agency
.....
By:
Section, and no extension has been mutually agreed in writing, the approval shall be deemed given and
conclusively established.
37) Assignment of Proceeds. Borrower agrees to assign any proceeds to the County from any
contract between the County, its agencies or instrumentalities and the Borrower or any firm, corporation,
partnership or joint venture in which the Borrower has a controlling financial interest, in order to secure
repayment of the Loan. "Controlling financial interest" shall mean ownership, directly. or indirectly, to
ten percent (10%) or more of the outstanding capital stock in any corporation or a direct or indirect
interest of ten percent (10%) or more in a firm, partnership or other business entity.
ENTIRE AGREEMENT, WAIVERS AND AMENDMENTS.
38) Counterparts. This Agreement may be executed in two or more counterparts, each of which is
considered and shall be deemed to be an original.
39) Force Majeure. Neither party shall be responsible for delays in performing any of their
respective obligations hereunder when said delay or failure is due to acts of providence or enemies of the
government.
40) Term of Agreement. The term of this Agreement shall commence as of the date first written
above and shall expire upon completion of all payments of the Loan due from Borrower, unless sooner
terminated by the County as provided herein.
Notwithstanding the exercise of termination provisions provided herein, this Agreement shall expire upon
SMCRA's completion of all the requirements provided herein but excluding the affordable housing
requirement described in Section (5) herein.
IN WITNESS WHEREOF, the parties execute this agreement on the respective dates under each
signature: The SMCRA, signing by and through its executive director and Chairperson of the SMCRA
Board of Directors, both duly authorized to execute same through a resolution of SMCRA; and Miami-
Dade County, signing by and through the Mayor or his designee.
MIAMI-DADE COUNTY,
a political subdivision of the State of Florida.
By:
Name:
Title:
me:.'7 ve.4.9
Title: s,r)i r:.47 /9 I'D /i7e--e7V,er
MDC & SMCRA — Development Agreement
Page 9 of 12
Section; and no extension has been mutually agreed in writing, the approval shall be deemed given and
conclusively established.
37) Assignment of Proceeds. Borrower agrees to assign any proceeds to the County from any
contract between the County, its agencies or instrumentalities and the Borrower or any firm, corporation,
partnership or joint venture in which the Borrower has a controlling financial interest, in order to secure
repayment of the Loan. "Controlling financial interest" shall mean ownership, directly. or indirectly, to
ten percent (10%) or more of the outstanding capital stock in any corporation or a direct or indirect
interest often percent (10%) or more in a firm, partnership or other business entity.
ENTIRE AGREEMENT, WAIVERS AND AMENDMENTS.
38) ·Counterparts. This Agreement may be executed in two or more counterparts, each of which is
considered and shall be deemed to be an original.
39) Force Majeure. Neither party shall be responsible for delays in performing any of their
respective obligations hereunder when said delay or failure is due to acts of providence or enemies of the
government.
40) Term of Agreement. The term of this Agreement shall commence as of the date first written
above and shall expire upon completion of all payments of the Loan due from Borrower, unless sooner
terminated by the County as provided herein.
Notwithstanding the exercise of termination provisions provided herein, this Agreement shall expire upon
SMCRA's completion of all the requirements provided herein but excluding the affordable housing
requirement described in Section (5) herein.
IN WITNESS WHEREOF, the parties execute this agreement on the respective dates under each
signature: The SMCRA, signing by and through its executive director and Chairperson of the SMCRA
Board of Directors, both duly authorized to execute same through a resolution of SMCRA; and Miami-
Dade County, signing by and through the Mayor or his designee.
MIAMI-DADE COUNTY,
a political subdivision of the State of Florida.
By: ________ '---____ _
Name: -----------------------------
Title: ------------------------------
South Miami Community
Redevelopment Agency
By: /:;;{----). )
L, 5'.,E,C'dC9tV /2«02
MDC & SMCRA -Development Agreement
Page 9 of 12
305
g_)
South Miami Community
Redevelopment Agency
Name: Maria M. Menendez
Title: /./y (e
Approved as to form and substance:
By:
Print Name:
Title:
Dated:
Approved as to form and substance:
By: E 17E-730t-{
Print Nam /6-q
Title: 0/y././a./ ev-i-tri
Dated:
MDC & SMCRA — Development Agreement
Page 10 of 12
Approved as to form and substance:
By: ______ '----_____ _
Print Name: -----~-----
Title: ____________ _
Dated: -------------
South Miami Community
Redevelopment Agency
B(jb=-Q:~.
Name: Maria M. Menendez
Title: (!;~ t!lrd<---
Approved as to form and substance:
By: eVE A-;3c:~r5/~
Pr! Namtf~tff;/~
Title: (JflJ(VZl.l tlt7An :rt--f
I) Dated:_~J'I-L!-'=-)--6--1--/-=-°0--L7-__ _
MDC & SMCRA -Development Agreement
Page 10 of 12
306
Exhibit 1
(Attach mortgage and promissory note)
MDC & SMCRA — Development Agreement
Page 11 of 12
Exhibit 1
(Attach mortgage and promissory note)
Moe & SMCRA -Development Agreement
Page 11 of 12
307
Exhibit 2
(Attach BOTH affordable housing and CDBG declarations of restrictions)
MDC & SMCRA — Development Agreement.
Page 12 of 12
Exhibit 2
(Attach BOTH affordable housing and CDBG declarations of restrictions)
MDC & SMCRA -Development Agreement
Page 12 of 12
308
THIS INSTRUMENT WAS PREPARED BY:
BRENDA KUHNS NEUMAN, ESQ.
Assistant County Attorney
Miami-Dade County, Florida
111 N.W. First Street, Suite 2810
Miami, Florida 33128
MORTGAGE AND SECURITY AGREEMENT
AND ASSIGNMENT OF LEASES, RENTS AND PROFITS
THIS MORTGAGE AND SECURITY AGREEMENT AND ASSIGNMENT OF
LEASES, RENTS AND PROFITS ("the "Mortgage"), dated this day of , 2007 by
South Miami Community Redevelopment Agency (hereinafter "SMCRA", "Mortgagor" or
"Borrower"), duly created pursuant to Chapter 163, Flordia Statutes, with an address of
(t)/ 3 Ci S uthset -r. You 1(4 r'ttw'b' 34-2) , in favor of MIAMI-DADE
COUNTY, a political subdivision of the State of Florida with an address of 111 N.W. First Street,
Miami, FL 33128, Attn: County Manager ("Mortgagee").
WITNESSETH
That for good and valuable consideration, and to secure the payment of the Promissory Note
executed by the Mortgagor in favor of the Mortgagee in the original principal amount of Three
Hundred Ninety-Four Thousand DOLLARS and no/100 (U.S. $ 394,000.00), as the same may be
renewed, extended or amended, from time to time, and together with all accrual interest, including,
without limitation, such interest as may be added to the principal amount under the terms of such
instrument (referred to as the "Note" or the "Promissory Note"), the final payment of which is due
on or before the due date provided in the Promissory Note and to secure any other indebtedness
owed by Mortgagor to Mortgagee, now or hereafter arising under the terms of this Mortgage or in
any other instrument constituting additional security for the Note, and all other sums of money
secured as provided under this Mortgage, the Mortgagor does grant, bargain, sell, remise, release,
and convey unto the Mortgagee, its successors and assigns, the real estate described in Exhibit 1,
which is attached and made a part of this Mortgage, which, together with the property hereinafter
described, is referred to herein as the "Property";
TOGETHER WITH:
(a)All buildings and improvements, now or hereafter located on the Property, all
privileges and other rights now or hereafter made appurtenant thereto, including, without limitation,
all right, title and interest of Mortgagor in and to all streets, roads and public places, opened or
MDC & SMCRA — Mortgage
Page 1 of 28
THIS INSTRUMENT WAS PREPARED BY:
BRENDA KUHNS NEUMAN, ESQ.
Assistant County Attorney
Miami-Dade County, Florida
III N.w. First Street, Suite2810
Miami, Florida 33128
MORTGAGE AND SECURITY AGREEMENT
AND ASSIGNMENT OF LEASES, RENTS AND PROFITS
THIS MORTGAGE AND SECURITY AGREEMENT AND ASSIGNMENT OF
LEASES, RENTS AND PROFITS ("the "Mortgage"), dated this __ day of , 2007 by
South Miami Community Redevelopment Agency (hereinafter "SMCRA", "Mortgagor" or
"Borrower"), duly created pursuant to Chapter 163, Flordia Statutes, with an address of
(PI.30 SlA/lJ.·e.i jI),'-h-C,Sourl , tL11?IN1(~, fit4-331'-/-};' , in favor of MIAMI-DADE
COUNTY, a political subdivision of the State qf Florida with an address of 111 N.W. First Street,
Miami, FL 33128, Attn: County Manager ("Mortgagee").
WITNESSETH
That for good and valuable consideration, and to secure the payment of the Promissory Note
executed by the Mortgagor in favor of the Mortgagee in the original principal amount of Three
Hundred Ninety-Four Thousand DOLLARS and no/IOO (U.S. $ 394,000.00), as the same may be
renewed, extended or amended, from time to time, and together with all accrual interest, including,
without limitation, such interest as may be added to the principal amount under the telU1S of such
instrument (referred to as the "Note" or the "Promissory Note"), the final payment of which is due
on or before the due date provided in the Promissory Note and to secure any other indebtedness
owed by Mortgagor to Mortgagee, now or hereafter arising under the terms of this Mortgage or in
any other instrument constituting additional security for the Note, and all other sums of money
secured as provided under this Mortgage, the Mortgagor does grant, bargain, sell, remise, release,
and convey unto the Mortgagee, its successors and assigns, the real estate described in Exhibit 1,
which is attached and made a part of this Mortgage, which, together with the property hereinafter
described, is referred to herein as the "Property";
TOGETHER WITH:
(a) All buildings and improvements, now or hereafter located on the Property, all
privileges and other rights now or hereafter made appurtenant thereto, including, without limitation,
all right, title and interest of Mortgagor in and to all streets, roads and public places, opened or
MOC & SMCRA -Mortgage
Page 1 of 28
309
proposed, and all easements and rights-of-way, public or private, now or hereafter used in
connection with the Property; and
(b) All fixtures, fittings, furnishings, appliances, apparatus, goods, equipment, and
machinery, including, without limitation, all gas and electric fixtures, radiators, heaters, engines and
machinery, boilers, ranges, ovens, elevators and motors, escalators, bathtubs, sinks, water closets,
basins, pipes, faucets and other ventilating and air-conditioning, plumbing, lighting and heating
fixtures, mirrors, mantels, refrigerating plants, refrigerators, iceboxes, dishwashers, carpeting,
furniture, laundry equipment, cooking apparatus and appurtenances, washing machines•, dryers,
trash compactors, TV antennas, phone systems, incinerators, trash receptacles, sprinklers and fire
extinguishing systems, smoke detectors and other fire alarm devices, door bell and alarm
systems, screens, awnings, doors, storm and other detachable doors and windows, built-in cases,
counters, trees, hardy shrubs and perennial flowers, interior and exterior cleaning, plowing, lawn
care, maintenance and repair machinery, vehicles 'or equipment, and all building material, supplies
and equipment now or hereafter delivered to the Property and installed or used in the Property, 'all
other fixtures and personal property of whatever kind and nature owned by the Mortgagor on the
date of this Mortgage contained in or hereafter placed in any building standing on the Property;
such other goods, equipment, chattels and personal property as are usually furnished by landlords in
letting premises of the character hereby conveyed, and all renewals or replacements thereof or
articles in substitution thereof, all of the estate, right, title and interest of the Mortgagor in and to all
property of any nature whatsoever, now or hereafter situated on the Premises or intended to be used
in connection with the operation thereof, all of which shall be deemed to be fixtures and accessions
to the freehold and a part of the realty as between the parties hereto, and all persons claiming by,
through or under them, and shall be' deemed to be a portion of the security for the indebtedness
herein mentioned and secured by the Mortgage. If the lien of this. Mortgage on any fixtures or
personal property is or becomes subject to a lease agreement, conditional sale agreement or chattel
mortgage of the Mortgagor, any and all deposits made thereof or therefor are hereby assigned to the
Mortgagee, together with the benefit of any payments now or hereafter made thereon. There is also
transferred, set over, and assigned hereby Mortgage to Mortgagee, its successors and assigns, all
leases and use agreements of machinery, equipment and other personal property of Mortgagor in
the categories hereinabove set forth, under which Mortgagor is the lessee of, or entitled to use, such
items, and Mortgagor agrees to execute and deliver to Mortgagee specific separate assignments to
Mortgagee of such leases and agreements when requested by Mortgagee, but nothing herein
constitutes Mortgagee's consent to any financing of any fixture or personal property, and nothing
herein shall obligate Mortgagee to perform any obligations of Mortgagor under any such leases or
agreements unless it so chooses, which obligations Mortgagor hereby covenants and agrees to well
and punctually perform. The items set forth in this paragraph (b) are sometimes hereinafter
separately referred to as "Collateral"; and
(c) All rents, royalties, issues, profits, revenue, income and other benefits from the
property described in paragraph (a) and (b) hereof to be applied against the indebtedness and other
MDC & SMCRA — Mortgage
Page 2 of 28
proposed, and all easements and rights-of-way, public or private, now or hereafter, used III
connection with the Property; and
(b) All fixtures, fittings, furnishings, appliances, apparatus, goods, equipment, and
machinery, including, without limitation, all gas and electric fixtures, radiators, heaters, engines and
machinery, boilers, ranges, ovens, elevators and motors, escalators, bathtubs, sinks, water closets,
basins, pipes, faucets and other ventilating and air-conditioning, plumbing, lighting and heating
fixtures, mirrors, mantels, refrigerating plants, refrigerators, iceboxes, dishwashers, carpeting,
furniture, laundry equipment, cooking apparatus and appurtenances, washing machines" dryers,
trash compactors, TV antennas, phone systems,incinerators, tra~h receptacles, sprinklers and fire
extinguishing systems, smoke detectors and other fire alarm devices, door bell and alarm
systems, screens, awnings, doors, storm and other detachable doors and windows, built-in cases,
counters, trees, hardy shrubs and perennial flowers, interior and exterior cleaning, plowing, lawn
care, maintenance and repair machinery, vehicles or equipment, and all building material, supplies
and equipment now or hereafter delivered to the Property and installed or used in the Property, 'all
other fixtures and personal property of whatever kind and nature owned by the Mortgagor on the
date of this Mortgage contained in or hereafter placed in any building standing on the Property;
such other goods, equipment, chattels and personal property as are usually furnished by landlords in
letting premises of the character hereby conveyed, and all renewals or replacements thereof or
articles in substitution thereof, all of the estate, right, title and interest of the Mortgagor in and to all
property of any nature whatsoever, now or hereafter situated on the Premises or intended to be used
in connection with the operation thereof, all of which shall be deemed to be fixtures and accessions
to the freehold and a part of the realty as between the parties hereto, and all persons claiming by,
through or under them, and shall be' deemed to be a portion of the security for the indebtedness
herein mentioned and secured by the Mortgage. If the lien of this Mortgage on any fixtures or
personal property is or becomes subject to a lease agreement, conditional sale agreement or chattel
mortgage of the Mortgagor, any and all deposits made thereof or therefor are hereby assigned to the
Mortgagee, together with the benefit of any payments now or hereafter made thereon. There is also·
transferred, set over, and assigned hereby Mortgage to Mortgagee, its successors' and assigns, all
leases and use agreements of machinery, equipment and other personal property of Mortgagor in
the categories hereinabove set forth, under which Mortgagor is the lessee of, or entitled to use, such
items, and Mortgagor agrees to execute and deliver to Mortgagee specific separate assignments to
Mortgagee of such leases and agreements when requested by Mortgagee, but nothing herein
constitutes Mortgagee's consent to any financing of any fixture or personal property, and nothing
herein shall obligate Mortgagee to perform any obligations of Mortgagor under any such leases or
agreements unless it so chooses, which obligations Mortgagor hereby covenants and agrees to well
and punctually perform. The items set forth in this paragraph (b) are sometimes hereinafter,
separately referred to as "Collateral"; and
( c) All rents, royalties, issues, profits, revenue, income and other benefits from the
property described in paragraph (a) and (b) hereof to be applied against the indebtedness and other
MOC & SMCRA -Mortgage
Page 2 of 28
310
sums secured hereby, provided, however, that permission is hereby given to Mortgagor so long as
no default has occurred hereunder, to collect, receive, take, use and enjoy such rents, royalties,
issues, profits, revenue, income and other benefits as they become due and payable, but not in
advance thereof. The foregoing assignment shall be fully operative without any further action on
the part of either party and specifically Mortgagee shall be entitled, at its option upon the
occurrence of a default hereunder, to all rents, royalties, issues, profits, revenue, income and other
benefits from the property described in paragraphs (a) and (b) hereof whether or not Mortgagee
takes possession of such property. Upon any such default hereunder, the permission hereby given
to Mortgagor to collect such rents, royalties, issues, profits, revenue, income and other benefits
from the property described in paragraphs (a) and (b) hereof shall terminate and such permission
shall be reinstated upon a cure of the default upon Mortgagee's specific consent. Neither the
exercise of any rights under this paragraph by Mortgagee nor the application of any such rents,
royalties, issues, profits, revenue, income or other benefits to the indebtedness and other sums
secured hereby, shall cure or waive any default or notice of default hereunder or invalidate any act
done pursuant hereto or to any such notice, but shall be cumulative of all other rights and remedies.
(d) All right, title and interest of Mortgagor in and to all leases now or hereafter on or
affecting the property described in paragraphs (a) and (b) hereof, together with all security therefor
and all monies payable thereunder, subject, however, to the conditional permission hereinabove
given to Mortgagor to collect the rentals under any such lease. The foregoing assignment of any
lease shall not be deemed to impose upon Mortgagee any of the obligations or duties of Mortgagor
provided in any such lease, and, Mortgagor agrees to fully perform all obligations of the lessor
under all such leases. Upon Mortgagee's request, Mortgagor agrees to send to. Mortgagee a list of
all leases covered by the foregoing assignment and as any such lease shall expire or terminate or as
any new lease shall be made, Mortgagor shall so notify Mortgagee in order that at all times
Mortgagee shall have a current list of all leases affecting the property described in paragraphs (a)
and (b) hereof. Mortgagee shall have the right, at any time and from time to time, to notify any
lessee of the rights of Mortgagee as provided by this paragraph. From time to time, upon request of
Mortgagee, Mortgagor shall specifically assign to Mortgagee as additional security hereunder, by an
instrument in writing in such form as may be approved by Mortgagee, all right, title and interest of
Mortgagor in and to any and all leases now or hereafter on or affecting the Premises, together with
all security therefor and all monies payable hereunder, subject to the conditional permission
hereinabove given to Mortgagor to collect the rentals under any such lease. Mortgagor shall
execute and deliver to Mortgagee any notification, financing statement or other document
reasonably required by Mortgagee to perfect the foregoing assignment as to any such lease.
(e) To the extent of the indebtedness secured herein, all judgments, awards of damages and
settlements hereafter made as a result of or in lieu of any taking of the Property or any part thereof
or interest therein under the power of eminent domain, or for any damage (whether caused by such
taking or otherwise) to the Property or the improvements thereon or any part thereof or interest
therein, including any award for change of grade of streets.
MDC & SMCRA — Mortgage
Page 3 of 28
sums secured hereby, provided, however, that permission is hereby given to Mortgagor so long as
no default has occurred hereunder, to collect, receive, take, use and enjoy such rents, royalties,
issues, profits, revenue, income and other benefits as they become due and payable, but not in
advance thereof. The foregoing assignment shall be fully operative without any further action on
the part of either party and specifically Mortgagee shall be entitled, at its option upon the
occurrence of a default hereunder, to all rents, royalties, issues, profits, revenue, income and other
benefits from the property described in paragraphs (a) and (b) hereof whether or not Mortgagee
takes possession of such property. Upon any such default hereunder, the permission hereby given
to Mortgagor to collect such rents, royalties, issues, profits, revenue, income and other benefits
from the property described in paragraphs (a) and (b) hereof shall terminate and such permission
shall be reinstated upon a cure of the default upon Mortgagee's specific consent. Neither the
exercise of any rights under this paragraph by Mortgagee nor the application of any such rents,
royalties, issues, profits, revenue, income or other benefits to the indebtedness and other sums
secured hereby, shall cure or waive any default or notice of default hereunder or invalidate any act
done pursuant hereto or to any such notice, but shall be cumulative of all other rights and remedies.
(d) All right, title and interest of Mortgagor in and to all leases now or hereafter on or
affecting the property described in paragraphs (a) and (b) hereof; together with all security therefor
and all monies payable thereunder, subject, however, to the conditional permission hereinabove
given to Mortgagor to collect the rentals under any such lease. The foregoing assignment of any
lease shall not be deemed to impose upon Mortgagee any of the obligations or duties of Mortgagor
provided in any such lease, and, Mortgagor agrees to fully perform all obligations of the lessor
under all such leases. Upon Mortgagee's request, Mortgagor agrees to send to .Mortgagee a list of
all leases covered by the foregoing assignment and as any such lease shall expire or terminate or as
any new lease shall be made, Mortgagor shall so notify Mortgagee in order that at all times
Mortgagee shall have a current list of all leases affecting the property described in paragraphs (a)
and (b) hereof .. Mortgagee shall have the right, at any time and from time to time, to notify any
lessee of the rights of Mortgagee as provided by this paragraph. From time to time, upon request of
Mortgagee, Mortgagor shall specifically assign to Mortgagee as additional security hereunder, by an
instrument in writing in such form as may be approved by Mortgagee, all right, title and interest of
Mortgagor in and to any and all leases now or hereafter on or affecting the Premises, together with
all security therefor and all· monies payable hereunder, subject to the conditional permission
hereinabove given to Mortgagor to collect the rentals under any such lease. Mortgagor shall
execute and deliver to Mortgagee any notification, financing statement or other document
reasonably required by Mortgagee to perfect the foregoing assignment as to any such lease.
(e) To the extent of the indebtedness secured herein, all judgments, awards of damages and
settlements hereafter made as a result of or in lieu of any taking of the Property or any part thereof
or interest therein under the power of eminent domain, or for any damage (whether caused by such
taking or otherwise) to the Property or the improvements thereon or any part thereof or interest
therein, including any award for change of grade of streets.
MOC & SMCRA -Mortgage
Page 3 of 28
311
(f) To the extent of the indebtedness secured herein, all insurance policies covering all
or any portion of the Property and all blueprints, plans, maps, documents, books and records
relating to the Property.
(g) To the extent of the indebtedness secured herein, all proceeds of the conversion,
voluntary or involuntary, of any of the foregoing into cash or liquidated claims.
TO HAVE AND TO HOLD the above granted Property, with all the privileges and
appurtenances to the same belonging to the said Mortgagee, its successors and assigns, to its and
their use and behoof forever.
PROVIDED, HOWEVER, that if the Mortgagor shall pay or cause to be paid to the
Holder of the Note principal and interest under the Note, at the time and in the manner stipulated
therein, and shall pay or cause to be paid all other sums payable hereunder and all indebtedness
hereby secured, then, in such case, the estate, right, title and interest of the Mortgagee in the
Property shall cease, determine and become void and the Mortgagee shall, cancel, release and
discharge this Mortgage.
ARTICLE ONE
Mortgagor's Covenants
Mortgagor covenants and agrees with Mortgagee that:
1.01 Title.
a. The Mortgagor warrants that: it has good and marketable title to an
indefeasible fee simple estate in the Property, subject to no liens, charges or encumbrances other
than the lien of this Mortgage and of any encumbrances, if any, described on Exhibit 2 hereto
("Permitted Encumbrances"); that it has good right and lawful authority to mortgage the Property in
the manner and form herein provided; that Mortgagor has full power and authority to mortgage the
Property in the manner and form herein done or intended hereafter to be done; that this Mortgage is
and shall remain a valid and enforceable lien on the Property, subject Only to those of the Permitted
Encumbrances which are stated on Exhibit 2 hereto to constitute "Prior Encumbrances"; that
Mortgagor and its successors and assigns shall warrant and defend the same and priority of this lien
forever against the lawful claims and demands of all persons whomsoever (other than the Prior
Encumbrances); and, that this covenant shall not be extinguished by any foreclosure hereof but
shall run with the land.
b. Mortgagor shall maintain the property free of all security interests, liens and
MDC & SMCRA — Mortgage
Page 4 of 28
(f) To the extent of the indebtedness secured herein, all insurance policies covering all
or any portion of the Propeliy and all blueprints, plans, maps, documents, books and records
relating to the Property. .
(g) To the extent of the indebtedness secured herein, all proceeds of the conversion,
voluntary or involuntary, of any of the foregoing into cash or liquidated claims.
TO HA VE AND TO HOLD the above granted Property, with all the privileges and
appurtenances to the same belonging to the said Mortgagee, its successors and assigns, to its and
their use and behoofforever.
PROVIDED, HOWEVER, that if the Mortgagor shall payor cause to be paid to the
Holder of the Note principal and interest under the Note, at the time and in the manner stipulated
therein, and shall payor cause to be paid all other sums payable hereunder and all indebtedness
hereby secured, then, in such case, the estate, right, title and interest of the Mortgagee in the
Property shall cease, determine and become void and the Mortgagee shall, cancel, release and
discharge this Mortgage.
ARTICLE ONE
Mortgagor's Covenants
Mortgagor covenants and agrees with Mortgagee that:
1.01 Title.
a. The Mortgagor warrants that: it has good and marketable title to an
indefeasible fee simple estate in the Property, subject to no liens, charges or encumbrances other
than the lien of this Mortgage and of any encumbrances, if any, described on Exhibit 2 hereto
("Permitted Encumbrances"); that it has good right and lawful authority to mortgage the Property in
the manner and form herein provided; that Mortgagor has full power and authority to mortgage the
Property in the manner and form herein done or intended hereafter to be done; that this Mortgage is
and shall remain a valid and enforceable lien on the Property, subject only to those of the Permitted
Encumbrances which are stated on Exhibit 2 hereto to constitute "Prior Encumbrances"; that
Mortgagor and its successors and assigns shall warrant and defend the same and priority of this lien
forever against the lawful claims and demands of all persons whomsoever (other than the Prior
Encumbrances); and, that this covenant shall not be extinguished by any foreclosure hereof but
shall run with the land.
b. Mortgagor shall maintain the property free of all security interests, liens and
MOC & SMCRA -Mortgage
Page 4 of 28
312
encumbrances, other than Permitted Encumbrances, the security interest hereunder or any lien or
encumbrance disclosed to and approved by Mortgagee in writing.
c. The Mortgagor shall do, execute, acknowledge and deliver all and every
such further acts, deeds, conveyances, mortgages, assignments, notices of assignments, transfers
and assurances as the Mortgagee shall from time to time require, for the better assuring, conveying,
assigning, transferring and confirming unto the Mortgagee the property and rights hereby conveyed
or assigned or intended now or hereafter so to be, or which the Mortgagor may be or may hereafter
become bound to convey or assign to the Mortgagee, or for carrying out the intention of facilitating
the performance of the terms of this Mortgage, or for filing, registering or, recording this Mortgage
and, on demand, shall execute and deliver, and hereby authorizes the Mortgagee to execute in the
name of the Mortgagor to the extent it may lawfully do so, one or more financing statements,
chattel mortgages or comparable security instruments, to evidence more effectively the lien hereof
upon the Collateral.
d. The Mortgagor shall, upon the execution of this Mortgage, the Declaration
of Restrictions, the Development Agreement, and the Note (the "Loan Documents"), cause all
recordable Loan Documents, to be filed, registered or recorded in such manner and in such places
as may be required by any present or future law in order to publish notice of and fully to protect the
lien hereof upon, and the interest of the Mortgagee in the Property.
e. The Mortgagor. shall pay for all filing, registration or recording fees, and all
expenses incident to the preparation, execution and acknowledgment of this Mortgage, any
mortgage supplemental hereto, any security instrument with respect to the Collateral, and any
instrument of further assurance, and all federal, state, county and municipal stamp taxes and other
taxes, duties, imposts, assessments and charges arising out of or in connection with the execution
and delivery of the Note, this Mortgage, any mortgage supplemental hereto, any security instrument
with respect to the Collateral or any instrument of further assurance.
f. The Mortgagor, so long as all or part of the indebtedness secured hereby is
outstanding shall preserve in its present form and keep in full force and effect its existence, as a
legal entity under the laws of the state of its formation and shall comply with all regulations, rules,
ordinances, statutes, orders and decrees of any governmental authority or court applicable to the
Premises or any part thereof.
1.02 Payment of Note and Escrow Account.
a.The Mortgagor shall promptly and punctually pay principal, interest, and all
other sums due or to become due pursuant to the terms of the Note, in the time and manner set forth
therein. On the first day of each month until said Note is fully paid, a sum, as estimated by the
Mortgagee, equal to the total rental payments due under any ground leases which have not been
MDC & SMCRA — Mortgage
Page 5 of 28
encumbrances, other than Permitted Encumbrances, the security interest hereunder or any lien or
encumbrance disclosed to and approved by Mortgagee in writing.
c. The Mortgagor shall do, execute, acknowledge and deliver all and every
such further acts, deeds, conveyances, mortgages, assignments, notices of assignments, transfers
and assurances as the Mortgagee shall from time to time require, for the better assuring, conveying,
assigning, transferring and confirming unto the Mortgagee the property and rights hereby conveyed
or assigned or intended now or hereafter so to be, or which the Mortgagor may be or may hereafter
become bound to conveyor assign to the Mortgagee, or for carrying out the intention of facilitating
the performance of the terms of this Mortgage, or for filing, registering or recording this Mortgage
and, on demand, shall execute .and deliver, and hereby authorizes the Mortgagee to execute in the
name of the Mortgagor to the extent it may lawfully do so, one or more financing statement·s,
chattel mortgages or comparable security instruments, to evidence more effectively the lien hereof
upon the Collateral.
d. The Mortgagor shall, upon the execution of this Mortgage, the Declaration
of Restrictions, the Development Agreement, and the Note (the "Loan Documents"), cause all
recordable Loan Documents, to be filed, registered or recorded in such manner and in such places
as may be required by any present or future law in order to publish notice of and fully to protect the
lien hereof upon, and the interest of the Mortgagee in the Property.
e. The Mortgagor. shall pay for all filing, registration or recording fees, and all
expenses incident to the preparation, execution and acknowledgment of this Mortgage, any
mortgage supplemental hereto, any security instrument with respect to the Collateral, and any
instrument of further assurance, and all federal, state, county and municipal stamp taxes and other
taxes, duties, imposts, assessments and charges arising out of or in connection with the execution
and delivery ofthe Note, this Mortgage, any mortgage supplemental hereto, any security instrument
with respect to the Collateral or any instrument of further assurance.
f. The Mortgagor, so long as all or part of the indebtedness secured hereby is
outstanding shall preserve in its present form and keep in full force and effect its existence, as a
legal entity under the laws of the state of its formation and shall comply with all regulations, rules,
ordinances, statutes, orders and decrees of any governmental authority or court applicable to the
Premises or any part thereof.
1.02 Payment of Note and Escrow Account.
a. The Mortgagor shall promptly and punctually pay principal, interest, and all
other sums due or to become due pursuant to the terms of the Note, in the time and manner set forth
therein. On the first day of each month until said Note is fully paid, a sum, as estimated by the
Mortgagee, equal to the total rental payments due under any ground leases which have not been
MOC & SMCRA -Mortgage
Page 5 of 28
313
subordinated to this Mortgage, if any, and the taxes and special assessments next due on the
Property encumbered by this Mortgage, plus the premiums that will next become due and payable
on insurance policies as may be required under section 1.05 hereof, less all sums already paid for
each divided by the number of months to elapse before one (1) month prior to the date when such
ground rents, premiums, taxes and special assessments will become delinquent, shall be segregated
by the Mortgagor to pay said ground rents, taxes, special assessments and insurance premiums.
Such segregated sums shall be held by Mortgagor in interest bearing accounts and shall be kept
separate and apart from other funds of the Mortgagor. Mortgagor shall, at the written request of the
Mortgagee, furnish any information requested by Mortgagee concerning such accounts. The
Mortgagor shall pay the ground rents, taxes, special assessments and insurance premiums when
each is due (the "Reserve Payments") and before they become delinquent. In the event the
Mortgagor is late in making any of the Reserve Payments, the Mortgagee may require the
Mortgagor to deposit the Reserve Payments with the Mortgagee on the first of each month until the
Note is paid in full. The Reserve Payments should be held by the Mortgagee without any allowance
of interest to the Mortgagor and need not be kept separate and apart of other funds of the
Mortgagee. All payments mentioned in this paragraph and all payments to be made under the Note
secured hereby shall be added together and the aggregate amount thereof shall be paid by the
Mortgagee to the following items in the order set forth: (i) said ground rents, if any, taxes, special
assessments, fire and other hazard insurance premiums, (ii) interest on the Note secured hereby; and
(iii) amortization of the principal of said Note. Notwithstanding the foregoing escrow
requirements, the Mortgagor shall not be obligated to segregate, or to pay to the Mortgagee, ground
rents, if'any, taxes, special assessments, fire and other hazard insurance premiums if the Mortgagor
is required to pay such sums to the Holder of a Permitted Encumbrance.
b. The arrangement provided for in the section 1.02 is solely for the 'added
protection of the Mortgagee and entails no responsibility on the Mortgagee's part beyond the
allowing of due credit, without interest, for the sums actually received by it. Upon assignment of
the Mortgage by the Mortgagee, any funds on hand shall be turned over to the new mortgagee and
any responsibility of the Mortgagee for such funds shall terminate. (
c. If the total of any Reserves described in section 1.02(a) hereof shall exceed
the amount of payments actually applied by Mortgagee as set forth in section 1.02(a) any excess
Escrow Funds may be credited by Mortgagee to subsequent Escrow payments coming due or, at the
option of the Mortgagee, refunded to the Mortgagor. Any deficiency in the Escrow Account shall
be paid by the Mortgagor within five (5) business days from receipt of written notification from the
Mortgagee that the deficiency has occurred. If there shall be a default under any of the provisions
of this Mortgage, the Mortgagee may apply any excess Escrowed Funds against the amounts due
and payable under the Loan Documents.
1.03 Maintenance and Repair. The Mortgagor shall keep the Property in good condition
and operating order and shall not commit or permit any waste thereof Mortgagor shall diligently
MDC & SMCRA — Mortgage
Page 6 of 28
subordinated to this Mortgage, if any, and the taxes and special assessments next due on the
Property encumbered by tlus Mortgage, plus the premiums that will next become due and payable
on insurance policies as may be required under section 1.05 hereof, less all sums already paid for
each divided by the number of months to elapse before one (1) month prior to the date when such
ground rents, premiums, taxes and special assessments will become delinquent, shall be segregated
by the Mortgagor to pay said ground rents, taxes, special assessments and insurance premiums.
Such segregated sums shall be held by Mortgagor in interest bearing accounts and shall be kept
separate and apart from other funds of the Mortgagor. Mortgagor shall, at the written request of the
Mortgagee, furnish any infomiation requested by Mortgagee concerning such accounts. The
Mortgagor shall pay the ground rents, taxes, special assessments and insurance premiums when
each is due (the "Reserve Payments") and before they become delinquent. In the event the
Mortgagor is late in making any of the Reserve Payments, the Mortgagee may require the
Mortgagor to deposit the Reserve Payments with the Mortgagee on the first of each month until the
Note is paid in full. The Reserve Payments should be held by the Mortgagee without any allowance
of interest to the Mortgagor and need not be kept separate and apart of other funds of the
Mortgagee: All payments mentioned in this paragraph and all payments to be made under the Note
secured hereby shall be· added together and the aggregate amount thereof shall be paid by the
Mortgagee to the following items in the order set forth: (i) said ground rents, if any, taxes, special
assessments, fire and other hazard insurance premiums, (ii) interest on the Note secured hereby; and
(iii) amortization of the principal of said Note. Notwithstanding the foregoing escrow
requirements, the Mortgagor shall not be obligated to segregate, or to pay to the Mortgagee, ground
rents, if any, taxes, special assessments, fire and other hazard insurance premiums if the Mortgagor
is required to pay such sums to the Holder of a Permitted Encumbrance.
b. The arrangement provided for· in the section 1.02 is solely for the 'added
protection of the Mortgagee and entails no responsibility on the Mortgagee's part beyond the
allowing of due credit, without interest, for the sums actually received by it. Upon assignment of
the Mortgage by the Mortgagee, any funds on hand shall be turned over to the new mortgagee and
any responsibility of the Mortgagee for such funds shall terminate.
c. If the total of any Reserves described in section I.02(a) hereof shall exceed
the' amount of payments actually applied by Mortgagee as set forth in section 1.02(a) any excess
Escrow Funds may be credited by Mortgagee to subsequent Escrow payments coming due or, at the .
option of the Mortgagee, refunded to the Mortgagor. Any deficiency in the Escrow Account shall
be paid by the Mortgagor within five (5) business days from receipt of written notification from the
Mortgagee that the deficiency has occurred. If there shall be a default under any of the provisions
of tills Mortgage, the Mortgagee may apply any excess Escrowed Funds against the amounts due
and payable under the Loan Documents. .
1.03 Maintenance and Repair. The Mortgagor shall keep the Property in good condition
and operating order and shall not commit or permit any waste thereof. Mortgagor shall diligently
MDC & SMCRA -Mortgage
Page 6 of 28
314
maintain the Property and make any needed repairs, replacements, renewals, additions and
improvements, and complete and restore promptly and in a good workmanlike manner. Mortgagor
shall not remove any part of the Collateral from the Property or demolish any part of the Property or
materially alter any part of the Property without the prior written consent of the Mortgagee.
Mortgagor shall permit Mortgagee or its agents the opportunity to inspect the Property, including
the interior of any structures, at any reasonable time.
1.04 Compliance with Laws. The Mortgagor shall comply with all laws, ordinances,
regulations, covenants, conditions and restrictions affecting the Property or the operation thereof,
and shall pay all fees or charges of any kind in connection therewith.
MDC & SMCRA — Mortgage
Page 7 of 28
maintain the Property and make any needed repairs, replacements', renewals, additions and
improvements, and complete and restore promptly and in a good workmanlike manner. Mortgagor
shall not remove any part of the Collateral from the Property or demolish any part of the Property or
materially alter any part of the Property without the prior written consent of the Mortgagee.
Mortgagor shall permit Mortgagee or its agents the opportunity to inspect the Property, including
the interior of any structures, at any reasonable time.
1.04 Compliance with Laws. The Mortgagor shall comply with all laws, ordinances,
regulations, covenants, conditions and restrictions affecting the Property or the operation thereof,
and shall pay all fees or charges of any kind in connection therewith.
MOC & SMCRA -Mortgage
Page 7 of 28
315
1.05 Insurance
a. The Mortgagor shall keep all buildings and improvements now or hereafter
situated on the Property insured against loss or damage by fire and other hazards as may reasonably
be required by Mortgagee, including, without limitation: (i) rent loss or business interruption
insurance whenever in the opinion of Mortgagee such protection reasonably is necessary; and (ii)
flood and earthquake insurance whenever in the opinion of Mortgagee such protection is reasonably
necessary. Mortgagor shall also provide liability insurance with such limits for personal injury and
death and property damage as Mortgagee may require.
b. The Mortgagor shall initially maintain, until Mortgagee shall otherwise
indicate in writing, fire and extended coverage insurance in an amount of not less than the full
replacement cost of the Property, with 90% coinsurance, and both "agreed amount" and "inflation
guard" coverages with deductibles not to exceed three percent (3%) of the value of the property.
The policy shall be written by a company or companies having a Best's rating of at least A:IX.
Liability insurance shall be provided in an amount of not less than one million ($1,000,000.00) or
any greater amount required by the Contract between Miami-Dade County and the Mortgagor dated
, 199 (hereinafter "Development Agreement") and rental or business interruption
insurance in an amount sufficient to cover any loss of rents or income for the Property suffered by
the Mortgagor for a period of up to twelve (12) months.
c. All policies of insurance to be furnished hereunder shall be in a form
satisfactory to Mortgagee, with Standard Mortgagee Clauses attached to all policies in favor of the
Mortgagee, including a provision requiring that the coverage evidenced thereby shall not be
terminated or materially modified without thirty (30) days' prior written notice to the Mortgagee.
Mortgagor shall deliver all policies, including additional and renewal policies, to Mortgagee and
shall deliver renewal policies not less than ten (10) days prior to their expiration date except that if
the originals of such policies are at any time held by the holder of a Prior Encumbrance, then
Mortgagor shall deliver to Mortgagee certified copies of such policies together with original
certificates hereof. The Mortgagee shall be shown as additional insured with respect to this
coverage.
d. No separate insurance shall be taken out by the Mortgagor without the prior
written approval of the Mortgagee. In the event the Mortgagee approves additional insurance, the
Mortgagor shall immediately notify Mortgagee whenever any separate insurance is issued and shall
promptly deliver to Mortgagee certified copies of the policy or policies of such insurance. All
additional insurance policies shall be in the form required by paragraph (c) above. In the event of a
foreclosure, or other transfer of title to the Property in lieu of foreclosure or by purchase at the
foreclosure sale all interest in any insurance policies in force shall pass to Mortgagee, transferee or
purchaser as the case may be, and to the holders of the Permitted Encumbrances as their interests
may appear.
MDC & SMCRA — Mortgage
Page 8 of 28
1.05 Insurance
a. The Mortgagor shall keep all buildings and improvements now or hereafter
situated on the Property insured against loss or damage by fire and other hazards as may reasonably
be required by Mortgagee, including, without limitation: (i) rent loss or business interruption
insurance whenever in the opinion of Mortgagee such protection reasonably is necessary; and (ii)
. flood and earthquake insurance whenever in the opinion of Mortgagee such protection is reasonably
necessary. Mortgagor shall also provide liability insurance with such limits for personal injury and
death and property damage as Mortgagee may require. .
b. The Mortgagor shall initially maintain, until Mortgagee shall otherwise
indicate in writing, fire and extended coverage insurance in an amount of not less than the full
replacement cost of the Property, with 90% coinsurance, and both "agreed amount" and "inflation
guard" coverages with deductibles not to exceed three percent (3%) of the value of the property.
The poli9Y shall be written by a company or companies having a Best's rating of at least A:IX.
Liability insurance shall be provided in an amount of not less than one million ($1,000,000.00) or
any greater amount required by the Contract between Miami-Dade County and the Mortgagor dated
____ , 199_ (hereinafter "Development Agreement") and rental or business interruption
insurance in an amount sufficient to cover any loss of rents or income for the Property suffered by
the Mortgagor for a period of up to twelve (12) months. .
c. All policies of insurance to be furnished hereunder shall be' in a form
satisfactory to Mortgagee, with Standard Mortgagee Clauses attached to all policies in favor of the
Mortgagee, including a provision requiring that the coverage evidenced thereby shall not be
terminated or materially modified without thirty (30) days'prior written notice to the Mortgagee.
Mortgagor shall deliver all policies, including additional and renewal poficies, to Mortgagee and
shall deliver renewal policies not less than ten (10) days prior to their expiration date except that if
the originals of such policies are at any time held by the holder of a Prior Encumbrance, then
Mortgagor shall deliver to Mortgagee certified copies of such policies together with original
certificates hereof. The Mortgagee shall be shown as additional insured with respect to this
coverage.
d. No separate insurance shall be taken out by the Mortgagor without the prior
written approval of the Mortgagee. In the event the Mortgagee approves additional insurance, the
Mortgagor shall immediately notify Mortgagee whenever any separate insurance is issued and shall
'promptly deliver to Mortgagee certified copies of the policy or policies of such insurance. All
additional insurance policies shall be in the form required by paragraph (c) above. In the event of a
foreclosure, or other transfer of title to the Property in lieu of foreclosure or by purchase at the
foreclosure sale all interest in any insurance policies in force shall pass to Mortgagee, transferee or
purchaser as the case may be, and to the holders of the Permitted Encumbrances as their interests
may appear.
MOC & SMCRA -Mortgage
Page 8 of 28
316
1.06 Casualty. Mortgagor shall promptly notify Mortgagee of any loss whether covered
by insurance or not. In case of loss or damage by fire or other casualty, Mortgagee shall have the
right to approve the settlement of any claim made under insurance policies covering the Property or
to allow Mortgagor to agree with the insurance company or companies on the amount to be paid in
regard to such loss. Provided that there is no default hereunder, such insurance proceeds shall be
paid to the Mortgagee to the extent of the indebtedness held by the Mortgagee without any
allowance of rebuilding or restoration of buildings or improvements on said Property. Such
proceeds shall be used to retire the indebtedness unless the Mortgagor demonstrates to the
satisfaction of the Mortgagee that the Property may be restored to at least equal value and
substantially the same character in which case the proceeds shall be made available to the
Mortgagor for rebuilding or restoration of buildings or improvements on said Property. In that
event, such proceeds shall be made available in the manner and under the conditions that the
Mortgagee may require, including without limitation: (i)• approval of plans and specifications of
such work before such work shall be commenced; (ii) suitable completion or performance bonds
and Builder's All Risk insurance; and (iii) no insurer claims any rights of participation and/or
assignment of rights with respect to the indebtedness secured hereby. The buildings and
improvements shall be so restored or rebuilt so as to be of at least equal value and substantially the
same character as prior to such damage or destruction. Any surplus which may remain out of said
insurance proceeds after payment of such cost of rebuilding or restoration shall, at the sole option of
the Mortgagee, be applied on account of the indebtedness secured hereby or be paid to Mortgagor.
Any insurance proceeds received by Mortgagor pursuant to the provisions of this section 1.06 shall
remain subject to the lien of this Mortgage, and no holder of any Permitted Encumbrance shall
attach, garnish, execute or otherwise attempt to compel payment or delivery of such sums to it or to
any other person so long as such sums are used or are to be used for the purposes set forth in this
paragraph 1.06. The provisions of this section shall be interpreted and complied with pursuant to
the Development Agreement and said agreement's provisions and conditions allowing for
forgiveness of monies owed under this Mortgage.
1.07 Condemnation. The Mortgagor, immediately upon obtaining knowledge of the
institution of any proceeding for the condemnation of the Property or any portion thereof, shall
notify Mortgagee in writing of the pendency thereof. The Mortgagor hereby assigns, transfers and
sets over unto the Mortgagee to the extent of the indebtedness secured herein, all compensation,
rights of action, proceeds of any award and any claim for damages for any of the Property taken or
damaged under the power of eminent domain or by condemnation or by sale of the Property in lieu
thereof. Mortgagee may, at its option, commence, appear in and prosecute, in its own name, and
for its own account, any action or proceeding, or make any compromise or settlement, in
connection with the condemnation, taking under the power of eminent domain, or sale in lieu
thereof. After deducting therefrom all of its reasonable expenses, including attorneys' fees, the
Mortgagee shall apply the proceeds of the award to the reduction of the indebtedness secured by
this Mortgage unless Mortgagor demonstrates to the satisfaction of the Mortgagee that the value
MDC & SMCRA — Mortgage
Page 9 of 28
1.06 Casualty. Mortgagor shall promptly notify Mortgagee of any loss whether covered
by insurance or not. In case of loss or damage by fire or other casualty, Mortgagee shall have the
right to approve the settlement of any claim made under insurance policies covering the Property or
to allow Mortgagor to agree with the insurance company or companies on the amount to be paid in
regard to such loss. Provided that there is no default hereunder, such insurance proceeds shall be
paid to the Mortgagee to the extent of the indebtedness held by the Mortgagee without any
allowance of rebuilding or restoration of buildings or improvements on said Property. Such
proceeds shall be used to retire the indebtedness unless the Mortgagor demonstrates to the
satisfaction of the Mortgagee that the Property may be restored to at least equal value and
substantially the same character in which case the proceeds shall be made available to the
Mortgagor for rebuilding or restoration of buildings or improvements on said Property. In that
. event, such proceeds shall be made available in the manner and under the conditions that the
Mortgagee may require, including without limitation: (i)' approval of plans and specifications of
such work before such work shall be commenced; (ii) suitable completion or performance bonds
and Builder's All Risk irtsurance; and (iii) no insurer claims any rights of participation and/or
assignment of rights with respect t6 the indebtedness secured hereby. . The buildings and
improvements shall be so restored or rebuilt so as to be of at least equal value and substantially the
same character as prior to such damage or destruction. Any surplus which may remain out of said
insurance proceeds after payment of such cost of rebuilding or restoration shall, at the sole option of
the Mortgagee, be applied on account of the indebtedness secured hereby or be paid to Mortgagor.
Any insurance proceeds received by Mortgagor pursuant to the provisions of this section 1.06 shall
remain subject to the lien of this Mortgage, and no holder of any Permitted Encumbrance shall
attach, garnish, execute or otherwise attempt to compel payment or delivery of such sums to it or to
any other person so long as such sums are used or are to be used for the purposes set forth in this
paragraph 1.06. The provisions of this section shall be interpreted and complied with pursuant to
the Development Agreement and said agreement's provisions and conditions allowing for
forgiveness of monies owed under this Mortgage.
,
1.07 Condemnation. The Mortgagor, immediately upon obtaining knowledge of the
institution of any proceeding for the condemnation of the Property or any portion thereof, shall
notify Mortgagee in writing of the pendency thereof. The Mortgagor hereby assigns, transfers and
sets over unto the Mortgagee to the extent of the indebtedness secured herein, all compensation,
rights of action, proceeds of any award and any claim for damages for any of the Property taken or
damaged under the power of eminent domain or by condemnation or by sale of the Property in lieu
thereof. Mortgagee may, at its option, commence, appear in and prosecute, in its own name, and
for its own account, any action or proceeding, or make any compromise or settlement, in
connection' with the condemnation, taking under the power of eminent domain, or sale in lieu
thereof. After deducting therefrom all of its reasonable expenses, including attorneys' fees, the
Mortgagee shall apply the proceeds of the award to the reduction of the indebtedness secured by
this Mortgage unless Mortgagor demonstrates to the satisfaction of the Mortgagee that the value
MOC & SMCRA -Mortgage
Page 90f28
317
and character of the Property shall be maintained, in which case, the Mortgagee shall hold said
proceeds without any allowance of interest and make them available for restoration or rebuilding of
the Property. In the event that the Mortgagee elects to make said proceeds available to reimburse
Mortgagor for the cost of the rebuilding or restoration of the buildings or improvements on said
Property, such proceeds shall be made available in the manner and under the conditions that the
Mortgagee may require provided under Section 1.06 above. If the proceeds are made available by
the Mortgagee to reimburse the Mortgagor for the cost of said rebuilding or restoration, any surplus
which may remain out of said award after payment of such cost of rebuilding or restoration shall at
the option of the Mortgagee be applied on account of the indebtedness secured hereby or be paid to
Mortgagor. Mortgagor agrees to execute such further assignments of any compensation, award,
damages, right of action and proceeds, as Mortgagee may require. Any sums received by
Mortgagor pursuant to the provisions of this paragraph 1.07 shall remain subject to the lien of this
Mortgage, and no holder of any Permitted Encumbrance shall attach, garnish, execute or otherwise
attempt to compel payment or delivery of such sums to it or to any other person so long as such
sums are used or are to be used for the purposes set forth in this paragraph 1.07.
1.08 Liens and Encumbrances. The Mortgagor shall not, without the Mortgagee's
express written consent, permit the creation of any liens or encumbrances on the Property other than
the lien of this Mortgage and of any Permitted Encumbrances, and shall pay when due all
obligations, lawful claims or demands of any person, which, if unpaid, might result in, or permit the
creation of, a lien or encumbrance on the Property or on the rents, issues, income and profits arising
therefrom, whether such lien would be senior or subordinate hereto, including all claims of
mechanics, materialmen, laborers and others for work or labor performed, or materials or supplies
furnished in connection with any work done in and to the Property and the Mortgagor will do or
cause to be done everything necessary so that the lien of this Mortgage is fully preserved, at no cost
to the Mortgagee. For the purposes of this section, a notice of commencement issued by a
contractor shall not be considered a lien and shall not trigger the default provisions of this loan.
1.09 Taxes and Assessments. The Mortgagor shall pay in full when due, and in any
event before any penalty or interest attaches, all general taxes and assessments, special taxes,
special assessments, water charges, sewer service charges, and all other charges against the Property
and shall furnish to Mortgagee official receipts evidencing the payment thereof.
1.10 Indemnification. The Mortgagor shall appear in and defend any suit, action or
proceeding that might in any way, as determined in the sole judgment of Mortgagee, affect the
value of the Property, the priority of this Mortgage or the rights and powers of Mortgagee.
Mortgagor shall, at all times, indemnify, hold harmless and on demand, shall reimburse Mortgagee
for any and all loss, damage, expense or cost, including cost of evidence of title and attorneys' fees,
arising out of or incurred in connection with any such suit, action or proceeding, and the sum of
such expenditures shall be secured by this Mortgage and 'shall bear interest at the rate provided in
the Note secured hereby and shall be due and payable on demand. Mortgagor shall pay cost of suit,
MDC & SMCRA — Mortgage
Page 10 of 28
and character of the Property shall be maintained, in which case, the Mortgagee shall hold said
proceeds without any allowance of interest and make them available for restoration or rebuilding of
the Property. In the event that the Mortgagee elects to make said proceeds available to reimburse
Mortgagor for the cost of the rebuilding or restoration of the buildings or improvements on said
Property, such proceeds shall be made available in the manner and under the conditions that the
Mortgagee may require provided under Section 1.06 above. If the proceeds are made available by
the Mortgagee to reimburse the Mortgagor for the cost of said rebuilding or restoration, any surplus
which may remain out of said award after payment of such cost of rebuilding or restoration shall at
the option of the Mortgagee be applied on account of the indebtedness secured hereby or be paid to
Mortgagor. Mortgagor agrees to execute such further assignments of any compensation, award,
damages, right of action and proceeds, as Mortgagee may require. Any sums received by
Mortgagor pursuant to the provisions of this paragraph 1 ~07 shall remain subject to the lien of this
Mortgage, and no holder of any Permitted Encumbrance shall attach, garnish, execute or otherwise
attempt to compel payment or delivery of such sums to it or to any other person so long as such
sums are used or are to be used for the purposes set forth ·in this paragraph 1.07.
1.08 Liens and Encumbrances. The Mortgagor shall not, without the Mortgagee's
express written consent, permit the creation of any liens or encumbrances on the Property other than
the lien of this Mortgage and of any Permitted Encumbrances, and shall pay when due all
obligations, lawful claims or demands of any person, which, if unpaid, might result in, or permit the
creation of, a lien or encumbrance on the Property or on the rents, issues, income and profits arising
therefrom, whether such lien would be senior or subordinate hereto, including all claims of
mechanics, materialmen, laborers and others for work or labor performed, or materials or supplies
furnished in connection with any work done in and to the Property and the Mortgagor will do or
cause to be done everything necessary so that the lien of this Mortgage is fully preserved, at no cost
to th~ Mortgagee. For the purposes of this section, a notice of commencement issued by a
contractor shall not be considered a lien and shall not trigger the default provisions of this loan.
1.09 Taxes and Assessments. The Mortgagor shall pay in full when due, and in any
event before any penalty or interest attaches, all general taxes and assessments, special taxes,
special assessments, water charges, sewer service charges, and all other charges against the Property
and shall furnish to Mortgagee official receipts evidencing the payment thereof.
1.10 Indemnification. The Mortgagor shall appear in and defend any suit, action or
proceeding that might in any way, as determined in the sole judgment of Mortgagee, affect the
value' of the Property, the priority of this Mortgage or the rights and powers of Mortgagee.
Mortgagor shall, at all times, indemnify, hold harmless and on demand, shall reimburse Mortgagee
for any and all loss, damage, expense or cost, including cost of evidence of title and attorneys' fees,
arising out of or incurred in connection with any such suit, action or proceeding, and the sum of
such expenditures shall be secured by this Mortgage and 'shall bear interest at the rate provided in
the Note secured hereby and shall be due and payable on demand. Mortgagor shall pay cost of suit,
Moe & SMCRA -Mortgage
Page 10 of28
318
cost of evidence of title and reasonable attorneys' fees in any proceeding or suit, including appellate
proceedings, brought by Mortgagee to foreclose this Mortgage.
1.11 Sale of Property.
a. In order to induce Mortgagee to make the loan evidenced by the Note,
Mortgagor agrees that if the Property or any part thereof or interest therein is sold, assigned,
transferred, conveyed, further mortgaged, encumbered, or otherwise alienated by Mortgagor,
whether voluntarily, involuntarily or by operation of law, or that if the person(s) managing the
Property is replaced, in either or any case without the prior written consent of Mortgagee,
Mortgagee, at its option, may declare the Note secured hereby and all other obligations hereunder to
be forthwith due and payable within fifteen (15) days of written notice, provided, however,
Mortgagee shall not withhold its consent unless such mortgaging or encumbering of the Property,
or change to its ownership or management will have a material adverse affect on the Mortgagee's
security for the indebtedness secured by this Mortgage. The Mortgagee may condition its consent
upon an increase in the interest rate of the Note to the then current market rate for new loans
secured by property similar to the Property, and the Mortgagor shall pay all costs incurred thereby,
including any costs of amending the Note and Mortgage and of obtaining a title insurance
endorsement. In addition, the Mortgagee may charge a fee for processing any application seeking
the consent of Mortgagee.
b. Any change in the legal or equitable title of the Property or in the beneficial
ownership of the Property, whether or not of record and whether or not for consideration, or sale or
other disposition of the stock of the borrowing entity except by devise or descent, shall be deemed a
transfer of an interest in the Property. In connection herewith, the financial stability and managerial
and operational ability of Mortgagor are a substantial and material consideration to Mortgagee in its
agreement to make the loan to Mortgagor secured by the Mortgage. The Mortgagor acknowledges
that the transfer of an interest in the Property or change in the person or entity operating and
managing the Property may significantly or materially alter and reduce Mortgagee's security for the
indebtedness secured hereby.
c. In the event that ownership of the Property, or any part thereof, becomes
vested in any person or persons other than Mortgagor, without the prior written approval of
Mortgagee, the Mortgagee may, waive such default and substitute the Mortgagor with the
Mortgagor's successor or successors in interest in the same manner as with Mortgagor, without in
any way releasing, discharging or otherwise affecting the liability of Mortgagor hereunder, or the
Mortgage indebtedness hereby secured. No sale of the Property, no forbearance on the part of
Mortgagee, no extension of the time for the payment of the Mortgage indebtedness or any change in
the terms thereof consented to by Mortgagee shall in any way whatsoever operate to release,
discharge, modify, change or affect the original liability of Mortgagor herein, either in whole or in
part, nor shall the full force and effect of this lien be altered thereby. Any deed conveying the
MDC & SMCRA — Mortgage
Page 11 of 28
cost of evidence of title and reasonable attorneys' fees in any proceeding or suit, including appellate
proceedings, brought by Mortgagee to foreclose this Mortgage.
1.11 Sale of Property.
a. In order to induce Mortgagee to make the loan evidenced by the Note,
Mortgagor agrees that if the Property or any part thereof or interest therein is sold, assigned,
transferred, conveyed, further mortgaged, encumbered, or otherwise alienated by Mortgagor,
whether voluntarily, involuntarily or by operation of law, or that if the person(s) managing the
Property is replaced, in either or any case without the prior written consent of Mortgagee,
Mortgagee, at its option, may declare the Note secured hereby and all other obligations hereunder to
be forthwith due and payable within fifteen (15) days of written notice, provided, however,
Mortgagee shall not withhold its consent unless such mortgaging or encumbering of the Property,
or change to its ownership or management will have a material adverse affect on the Mortgagee's
security for the indebtedness secured by this Mortgage. The Mortgagee may condition its consent
upon an increase in the interest rate of the Note to the then current market rate for new loans
secured by property similar to the Property, and the Mortgagor shall pay all costs incurred thereby,
including any costs of amending the Note and Mortgage and of obtaining a title insurance
endorsement. In addition, the Mortgagee may charge a fee for processing any application seeking
the consent of Mortgagee.
b. Any change in the legal or equitable title of the Property or in the beneficial
ownership of the Property, whether or not of record and whether or not for consideration, or sale or
other disposition of the stock of the borrowing entity except by devise or descent, shall be deemed a
transfer of an interest in the Property. In connection herewith, the financial stability and managerial
and operational ability of Mortgagor are a substantial and material consideration to Mortgagee in its
agreement to make the loan to Mortgagor secured by the Mortgage. The Mortgagor acknowledges
that the transfer of an interest in the Property or change in the person or entity operating and
managing the Property may significantly or materially alter and reduce Mortgagee's security for the
indebtedness secured hereby.
c. In the event that ownership of the Property, or any part thereof, becomes
vested in any person or persons other than Mortgagor, without the prior written approval of
Mortgagee, the Mortgagee may, waive such default and substitute the Mortgagor with the
Mortgagor's successor or successors in interest in the same manner as with Mortgagor, without in
any way releasing, discharging or otherwise affecting the liability of Mortgagor hereunder, or the
Mortgage indebtedness hereby secured. No sale of the Property, no forbearance on the part of
Mortgagee, no extension of the time for the payment of the Mortgage indebtedness or any change in
the terms thereof consented to by Mortgagee shall in any way whatsoever operate to release,
discharge, modify, change or affect the original liability of Mortgagor herein, either in whole or in
part, nor shall the full force and effect of this lien be altered thereby. Any deed conveying the
MOC & SMCRA -Mortgage
Page 11 of28 319
Property, or any part thereof, shall provide that the grantee thereunder assumes all of the grantor's
obligations under this Mortgage, the Note and all other instruments or agreements evidencing or
securing the repayment of the Mortgage indebtedness. In the event such deed shall not contain such
provisions, the grantee under such deed shall be deemed to assume, by its acquisitions of the
Property all the obligations established by the Loan Documents.
d.Mortgagor shall not sell, assign, transfer or otherwise dispose of the
Collateral or any interest therein and shall not do or permit anything to be done that may impair the
Collateral without the prior consent of the Mortgagee, unless the Mortgagor is not in default under
the terms of this Mortgage and the Collateral which is to be disposed is fully depreciated or
unnecessary for use in the operation of the Property.
1.12 Management. The Mortgagor agrees that the Mortgagee shall have the right to
employ professional management for the Property at any time that the Mortgagor is in default under
any provision of this Mortgage for a period of more than forty-five (45) days. Such employment
shall be at the sole discretion of the Mortgagee and NOTHING herein shall obligate the Mortgagee
to exercise its right to install professional management. The cost of such management shall be
borne by Mortgagor and shall be treated as an advance under Section 1. 13.
1.13 Advances. If Mortgagor shall fail to perform any of the covenants herein contained
or contained in any instrument constituting additional security for the Note, the Mortgagee may,
without creating an obligation to do so, make advances on its behalf. Any and all sums so
advanced shall be a lien upon the Property and shall become secured by this Mortgage. The
Mortgagor shall repay on demand all sums so advanced in its behalf with interest at the rate of
eighteen percent (18%) percent or the maximum rate allowed by law, whichever is greater, per
annum in excess of the rate of the Note at the time of such advance. Nothing herein contained shall
prevent any such failure to perform on the part of Mortgagor from constituting an event of default
as defined below.
1.14 Financial Statements. The Mortgagor shall deliver to Mortgagee, within ninety (90)
days after the end of each of Mortgagor's fiscal years, a balance sheet and statement of profit and
loss with respect to the operation of the Property for the fiscal year just completed and beginning
with the second such fiscal year after the recordation of the Loan Documents, a comparison of the
just completed fiscal year with the preceding fiscal year's balance sheet and statement of profit and
loss, all in reasonable detail and certified as complete and correct, by the Mortgagor and a Certified
Public Accountant.
1.15 Time. The Mortgagor agrees that time is of the essence hereof in connection with
all obligations of the Mortgagor herein or in said Note or any other instruments constituting
additional security for said Note.
MDC & SMCRA — Mortgage
Page 12 of 28
, .
Property, or any part thereof, shall provide that the grantee thereunder assumes all of the grantor's
obligations under this Mortgage, the Note and all other instruments or agreements evidencing or
securing the repayment of the Mortgage indebtedness. In the event such deed shall not contain such·
provisions, the grantee under such deed shall be deemed to assume, by its acquisitions of the
Property all the obligations established by the Loan Documents.
d. Mortgagor shall not sell, assign, transfer or otherwise dispose of the·
Collateral or any interest therein and shall not do or permit anything to be done that may impair the
Collateral without the prior consent of the Mortgagee, unless the Mortgagor is not in default under
the terms of this Mortgage and the Collateral which is to be disposed is fully depreciated or
unnecessary for use in the operation of the Property.
1.12 Management. The Mortgagor agrees that the Mortgagee shall have the right to
employ professional management for the Property at any time that the Mortgagor is in default under
any provision of this Mortgage for a period of more than forty-five (45) days. Such employment
shall be at the sole discretion of the Mortgagee and NOTHING herein shall obligate the Mortgagee
to exercise its right to install professional management. The cost of such management shall be
borne by Mortgagor and shall be treated as an advance under Section 1. 13.
1.13. Advances. If Mortgagor shall fail to perform any of the covenants herein contained
or contained in any instrument constituting additional security for the Note, the Mortgagee may,
without creating an obligation to do so, make advances on its behalf. Any and all sums so
advanced shall be a lien upon the Property and shall become secured by this Mortgage. The
Mortgagor shall repay on demand all sums so advanced in its behalf with interest at the rate of
eighteen percent (18%) percent or the maximum rate allowed by law, whichever is greater, per
annum in excess of the rate of the Note at the time of such advance. Nothing herein contained shall
prevent any such failure to perform on the part of Mortgagor from constituting an event of default
as defined below.
1.14 Financial Statements. The Mortgagor shall deliver to Mortgagee, within ninety (90)
days after the end of each of Mortgagor's fiscal years, a balance sheet and statement of profit and
loss with respect to the operation of the Property for the fiscal year just completed and beginning
with the second such fiscal year after the recordation of the Loan Documents, a comparison of the
just completed fiscal year with the preceding fiscal year's balance sheet and statement of profit and
loss, all in reasonable detail and certified as complete and correct, by the Mortgagor and a Certified
Public Accountant.
1.15 Time. The Mortgagor agrees that time is of the essence hereof in: connection with
all obligations of the Mortgagor herein or in said Note or any other instruments constituting
additional security for said Note. .
MOC & SMCRA -Mortgage
Page 12 of28 320
1.16 Estoppel Certificates. The Mortgagor within ten (10) days from receipt of written
request, shall furnish a duly acknowledged written statement setting forth the amount of the debt
secured by this Mortgage, and stating either that no set-offs or defenses exist against the Mortgage
debt, or if any such setoffs or defenses are alleged to exist, the nature thereof.
1.17 Records: The Mortgagor agrees to keep adequate books and records of account in
accordance with generally accepted accounting principles and shall permit the Mortgagee, and its
agents, accountants and attorneys, to visit and inspect the Property and examine its books and
records of account, and to discuss its affairs, finances and accounts with the Mortgagor, at such
reasonable times as Mortgagee may request.
1.18 Assignment of Rents and Leases. Mortgagor agrees to execute and deliver to
Mortgagee such assignments of the leases and rents applicable to the Property as the Mortgagee
may from time to time request while this Mortgage and the Note and indebtedness secured by this
Mortgage are outstanding.
1.19 Subordination to Prior Encumbrances. Notwithstanding anything herein which is or
which may appear to be to the contrary, the lien of this Mortgage and Mortgagee's rights hereunder
are subordinate and inferior to the lien of those Permitted Encumbrances (if any) whether now
existing or hereafter created which are stated on Exhibit 2. Mortgagee agrees, by its acceptance
hereof, that no action required to be taken by Mortgagor under the express terms of any Prior
Encumbrance shall constitute a default or any Event of Default hereunder, provided however, that
such actions are not inconsistent with Mortgagor's obligations set forth in the Note or in paragraph
1.20(c) below.
1.20 Leases Affecting Mortgaged Property.
a. Mortgagor shall comply with and observe its obligations as landlord under
all leases affecting the Property or any part thereof. Upon request, Mortgagor shall furnish
promptly to Mortgagee executed copies of all such leases now existing or hereafter created.
Mortgagor shall not, without the express written consent of Mortgagee, enter any lease except upon
forms approved by Mortgagee. Mortgagor shall not accept payment of rent more than one (1)
month in advance without prior written consent of Mortgagee. Nothing contained in this Section
1.20 or elsewhere in this Mortgage shall be construed to make Mortgagee a mortgagee in
possession unless and until Mortgagee actually takes possession of the Mortgaged Property either in
person or through an agent or receiver.
b. To the extent allowable by applicable law, each lease of the Mortgaged
Property, shall be entered into in a form provided by the Mortgagee and shall provide that, in the
event of the enforcement by Mortgagee of the remedies provided for by law or by this Mortgage,
the lessee thereunder will, if requested by Mortgagee or by any person succeeding to the interest of
MDC & SMCRA — Mortgage
Page 13 of 28
1.16 Estoppel Certificates. The Mortgagor within ten (10) days from receipt of written
request, shall fumish a duly acknowledged written statement setting forth the amount of the debt
secured by this Mortgage, and stating either that no set-offs or defenses exist against the Mortgage
debt, or if any such setoffs or defenses are alleged to exist, the nature thereof.
1.17 Records; The Mortgagor agrees to keep adequate books and records of account in
accordance with generally accepted accounting principles and shall permit the Mortgagee, and its
agents, accountants and attomeys, to visit and inspect the Property and examine its books and
. records of account, and to discuss its affairs, finances and accounts with the Mortgagor, at such
reasonable times as Mortgagee may request.
1.18 Assignment of Rents and Leases. Mortgagor agrees to execute and deliver to
Mortgagee such assignments of the leases and rents applicable to the Property as the Mortgagee
may from time to time request while this Mortgage and the Note and indebtedness secured by this
Mortgage are outstanding.
1.19 Subordination to Prior Encumbrances. Notwithstanding anything herein which is or
which may appear to be to the contrary, the lien of this Mortgage and Mortgagee's rights hereunder
are subordinate and inferior to the lien of those Permitted Encumbrances (if any) whether now
existing or hereafter created which are stated on Exhibit 2. Mortgagee agrees, by its acceptance
hereof, that no action required to be taken by Mortgagor under the express terms of any Prior
Encumbrance shall co~stitute a default or any Event of Default hereunder, provided however, that
such actions are not inconsistent with Mortgagor's obligations set forth in the Note or in paragraph
L20(c) below.
1.20 Leases Affecting Mortgaged Property.
a. Mortgagor shall comply with and observe its obligations as landlord under
all leases affecting the Property or any part thereof. Upon request, Mortgagor shall furnish
promptly to Mortgagee executed copies of all such leases now existing or hereafter created.
Mortgagor shall not, without the express written consent of Mortgagee, enter any lease except upon
forms approved by Mortgagee. Mortgagor shall not accept payment of rent more than one (1)
month in advance without prior written consent of Mortgagee. Nothing contained in this Section
1.20 or elsewhere in this Mortgage shall be construed to make Mortgagee a mortgagee in
possession unless and until Mortgagee actually takes possession ofthe Mortgaged Property either in
person or through an agent or receiver.
b. To the extent allowable by applicable law, each lease of the Mortgaged
Property, shall be entered into in a form provided by the Mortgagee and shall provide that, in the
event of the enforcement by Mortgagee of the remedies provided for by law or by this Mortgage,
the lessee thereunder will, if requested by Mortgagee or by any person succeeding to the interest of
Moe & SMCRA -Mortgage
Page 13 of 28 321
Mortgagor as the result of said enforcement, automatically become the lessee of Mortgagee or any
such successor in interest, without any change in the terms or other provisions of the respective
lease, provided, however, that Mortgagee or said successor in interest shall not be bound by (i) any
payment of rent or additional rent for more than one (1) month in advance, except prepayments in
the nature of security for the performance by said lessee of its obligations under said lease, or (ii)
any amendment or modification in the lease made without the consent of Mortgagee or any
successor in interest. Each lease shall also provide that, upon request by said successor in interest,
the lessee shall execute and deliver an instrument or instruments confirming its attomment.
c.Intentionally left blank.
1.21 Intentionally left blank. ,
1.22 Incorporation of Contract. Mortgagor agrees and covenants to abide by all the terms
and conditions of the Development Agreement, or OCED Contract, executed on
2007. The Development Agreement, or OCED Contract, is incorporated herein by reference as if
fully set forth herein. A default of any provision of the OCED Contract shall be deemed an Event
of Default under this Mortgage.
ARTICLE TWO
Default
2.01 Events of Default. The following shall be deemed to be Events of Default
hereunder:
a. Failure to make any payment when due in accordance with the terms of the
Note secured by this Mortgage or failure to make any additional payments required by this
Mortgage within fifteen days (15 ) of the date on which such payments were due.
b. Failure to keep or perform any of the other terms, covenants and conditions
in this Mortgage provided that such failure shall have continued for a period of thirty (30) days after
written notice of such failure from the Mortgagee.
c. After written notice from Mortgagee and an opportunity to cure of thirty (30)
days from such written notice, continued breach of any warranties or representations given by
Mortgagor to Mortgagee in connection with the Loan Documents.
d. An event of default under or institution of foreclosure or other proceedings
to enforce any Permitted Encumbrance or any other mortgage or security interest, lien or
encumbrance of any kind upon the Property or any portion thereof.
MDC & SMCRA — Mortgage
Page 14 of 28
Mortgagor as the result of said enforcement, automatically becom'e the lessee of Mortgagee or any
such successor in interest, without any change in the terms or other provisions of the respective
lease, provided, however, that Mortgagee or said successor in interest shall not be bound by (i) any
payment of rent or additional rent for more than one (1) month in advance, except prepayments in
the nature of security for the performance by said lessee of its obligations under said lease, or (ii)
any amendment or modification in the lease made without the consent of Mortgagee or any
successor in interest. Each lease shall also provide that, upon request by said successor in interest,
the lessee shall execute and deliver an instrument or instruments confirming its attornment.
c. Intentionally left blank.
1.21 Intentionally left blank. .
1.22 Incorporation of Contract. Mortgagor agrees and covenants to abide by all the terms
and conditions of the Development Agreement, or OCED Contract, executed on _____ _
2007. The Development Agreement, or OCED Contract, is incorporated herein by reference as if
fully set forth herein. A default of any provision of the OCED Contract shall be deemed an Event
of Default under this Mortgage.
ARTICLE TWO
Default
2.01 Events of Default. The following shall be deemed to be Events of Default
hereunder:
a. Failure to make any payment when due in acc.ordance with the terms of the
Note secured by this Mortgage or failure' to make any additional payments required by this
Mortgage within fifteen days (15 ) of the date on which such payments were due.
b. Failure to keep or perform any of the other tenns, covenants and conditions
in this Mortgage provided that such failure shall have continued for a period ofthirty (30) days after
written notice of such failure from the Mortgagee.
c. After written notice from Mortgagee and an opportunity to cure of thirty (30)
days from such written notice, continued breach of any warranties or representations given by
Mortgagor to Mortgagee in connection with the Loan Documents.
d. An event of default under or institution of foreclos)lre or other proceedings
to enforce any Permitted Encumbrance or any other mortgage or security interest, lien or
encumbrance of any kind upon the Property or any p0l1ion thereof.
MOC & SMCRA -Mortgage
Page 14 of 28
322
e.The Mortgagor, or any successor or assign including, without limitation, the
current owners of any interest in the Property shall:
(i) file a petition under the Federal Bankruptcy Code or any similar law,
state or federal, whether now or hereafter existing (hereafter referred to as a "Bankruptcy
Proceeding"); or
(ii) file any answer admitting insolvency or inability to pay debts, or
(iii) fail to obtain a vacation or stay of any Insolvency Bankruptcy
Proceeding within forty-five (45) days, as hereinafter provided; or
(iv) be the subject of an order for relief against it in any Bankruptcy
Proceeding; or
(v) have a custodian or a trustee or receiver appointed for or have any
court take jurisdiction of its property, or the major part thereof, in any involuntary proceeding for
the purpose of reorganization, arrangement, dissolution, or liquidation if such receiver or trustee
shall not be discharged or if such jurisdiction relinquished, vacated or stayed on appeal or otherwise
within forty-five (45) days; or
(vi) make an assignment for the benefit of its creditors; or
(vii) admit in writing its inability to pay its debts generally as they
become due; or
(viii) consent to an appointment of custodian or receiver or trustee of
all of its property, or the major part thereof.
f.Intentionally left blank.
g.Failure of the Mortgagor to comply with the requirements of the
Development Agreement, or OCED Contract, including any failure by the Mortgagor to provide job
creation, as set forth in the Development Agreement.
h.After the applicable grace periods have expired, failure to comply with the
terms of the Development Agreement between the Mortgagor, as Borrower, and Miami-Dade
County, as Lender; the Note; and any other instruments, now or hereafter executed by Owner in
favor of Dade County, which in any manner constitute additional security for the Note.
MDC & SMCRA — Mortgage
Page 15 of 28
e. The Mortgagor, or any successor or assign including, without limitation, the
current owners of any interest in the Property shall:
(i) file a petition under the Federal Bankruptcy Code or any similar law,
state or federal, whether now or hereafter existing (hereafter referred to as a "Bankruptcy
Proceeding"); or
(ii) file any answer admitting insolvency or inability to pay debts, or
(iii) fail to obtain a vacation or stay of any Insolvency Bankruptcy
Proceeding within forty-five (45) days, as hereinafter provided; or
(iv) be the subject of an order for relief against it in any Bankruptcy
Proceeding; or
(v) have a custodian or a trustee or receiver appointed for or have any
court take jurisdiction of its property, or the major part thereof, in any involuntary proceeding for
the purpose of reorganization, arrangement, dissolution, or liquidation if such receiver or trustee
shall not be discharged or if such jurisdiction relinquished, vacated or stayed on appeal or otherwise
within forty-five (45) days; or
(vi) make an assignment for the benefit of its creditors; or
(vii) admit in writing its inability to pay its debts generally as they
become due; or
(viii) consent to an appointment of custodian or receiver or trustee of
all of its property, or the major part thereof.
f. Intentionally left blank.
g. Failure of the Mortgagor to comply with the requirements of the
Development Agreement, or OCED Contract, including any failure by the Mortgagor to provide job
creation, as set forth in the Development Agreement.
h. After the applicable grace periods have expired, failure to comply with the
terms of the Development Agreement between the Mortgagor, as Borrower, and Miami-Dade
County, as Lender; the Note; and any other instruments, now or hereafter executed by Owner in
favor of Dade County, which in any manner constitute additiorial security for the Note.
MOC & SMCRA -Mortgage
Page 150f28 323
2.02 Remedies.
a. Upon and after any such Event of Default, the Mortgagee, by written notice
given to the Mortgagor, may declare the entire principal of the Note then outstanding (if not then
due and payable), and all accrued and unpaid interest thereon, all premium payable thereunder, and
all other obligations of Mortgagor hereunder, to be due and payable immediately, and upon any
such declaration the principal of the Note and said accrued and unpaid interest shall become and be
immediately due and payable, anything in the Note or in this Mortgage to the contrary
notwithstanding.
b. Upon and after any such Event of Default, the Mortgagee or by its agents or
attorneys, may enter into and upon all or any part of the Property, and each and every part thereof,
and may exclude the Mortgagor, its agents and servants wholly therefrom; and having and holding
the same, may use, operate, manage and control the Property and conduct the business thereof,
either personally or by its superintendents, managers, agents, servants, attorneys or receivers and
upon every such entry, the Mortgagee, at the expense of the Property, from time to time, either by
purchase, repairs or construction, may maintain and restore the Property, whereof it shall become
possessed as aforesaid, and, from time to time, at the expense of the Property, the Mortgagee may
make all necessary or proper repairs, renewals and replacements and such useful alterations,
additions, betterments and improvements thereto and thereon as to it may seem advisable, and in
every such case the Mortgagee shall have the right to manage and operate the Property and to carry
on the business thereof and exercise all rights and powers of the Mortgagor with respect thereto
either in the name of the Mortgagor or otherwise as it shall deem best, and the Mortgagee shall be
entitled to collect and receive all earnings, revenues, rents, issues, profits and income of the
Property and every part thereof, all of which shall for all purposes constitute property of the
Mortgagor; and after deducting the expenses of conducting the business thereof and of all
maintenance, repairs, renewals, replacements, alterations, additions, betterments and improvements
and amounts necessary to pay for taxes, assessments, insurance and prior or other proper charges
upon the Property or any part thereof, as well as just and reasonable compensation for the services
of the Mortgagee its attorneys, counsel, agents, clerks, servants and other employees by it properly
and reasonably engaged and employed, the Mortgagee shall apply the moneys arising as aforesaid,
first, to the payment of the principal of the Note and the interest thereon, when and as the same
shall become payable, and second, to the payment of any other sums required to be paid by the
Mortgagor under this Mortgage.
c. Upon and after any such Event of Default, the Mortgagee shall have all of
the remedies of a Secured Party under the Uniform Commercial Code of Florida, Sec. 671-689 et
al. F.S., as amended from time to time, including without limitation the right and power to sell, or
otherwise dispose of the Collateral or any part thereof, and for that purpose may take immediate and
exclusive possession of the Collateral, or any part thereof, and with or without judicial process,
enter upon any Property on which the Collateral, or any part thereof, may be situated and remove
MDC & SMCRA — Mortgage
Page 16 of 28
2.02 Remedies.
a. Upon and after any such Event of Default, the Mortgagee, by written notice
given to the Mortgagor, may declare the entire principal of the Note then outstanding (if not then
due and payable), and all accrued and unpaid interest thereon, all premium payable thereunder, and
all other obligations of Mortgagor hereunder, to be due and payable immediately, and upon any
such declaration the principal of the Note and said accrued and unpaid interest shall become and be
immediately due and payable, anything in the Note or in this Mortgage to the contrary
notwithstanding.
b. Upon and after any such Event of Default, the Mortgagee or by its agents or
attorneys, may enter into and upon all or any part of the Property, and each and every part thereof,
and may exclude the Mortgagor, its agents and servants wholly therefrom; and having and holding
the same, may use, operate, manage and control the Property and conduct the business thereof,
either personally or by its superintendents, managers, agents, servants, attorneys or receivers and
upon every such entry, the Mortgagee, at the expense of the Property, from time to time, either by
purchase, repairs or construction, may maintain and restore the Property, whereof it shall become
possessed as aforesaid, and, from time to time, at the expense of the Property, the Mortgagee may
make all necessary or proper repairs, renewals and replacements and such useful alterations,
additions, betterments and improvements thereto and thereon as to it may seem advisable, and in
every such case the Mortgagee shall have the right to manage and operate the Property and to carry
on the business thereof and exercise all rights and powers of the Mortgagor with respect thereto
either in the name of the Mortgagor or otherwise as it shall deem best, and the Mortgagee shall be
entitled to collect and receive all earnings, revenues, rents, issues, profits and income of the
Property and every part thereof, all of which shall for all purposes constitute property of the
Mortgagor; and after deducting the expenses of conducting the business thereof and of all
maintenance, repairs, renewals, replacements, alterations, additions, betterments and improvements
and amounts necessary to pay for taxes, assessments, insurance and prior or other proper charges
upon 'the Property or any part thereof, as well as just and reasonable compensation for the services
of the Mortgagee its attorneys, counsel, agents, clerks, servants and other employees by it properly
and reasonably engaged and employed, the Mortgagee shall apply the moneys arising as aforesaid,
first, to the payment of the principal of the Note and the interest thereon, when and as the same
shall become payable, and second,". to the payment of any other sums required to be paid by the
Mortgagor under this Mortgage.
c. Upon and after any such Event of Default, the Mortgagee shall have all of
. the remedies of a Secured Party under the Uniform Commercial Code of Florida, Sec. 671-689 et
al. F.S., as amended from time to time, including without limitation the right and power to sell, or
otherwise dispose of the Collateral or any part thereof, and for that purpose may take immediate and
exclusive possession of the Collateral, or any part thereof, and with or without judicial process,
. enter upon any Property on which the Collateral, or any part thereof, may be situated and remove
MOC & SMCRA -Mortgage
Page 16 of 28 324
the same therefrom without being deemed guilty of trespass and without liability for damages
thereby occasioned, or at Mortgagee's option Mortgagor shall assemble the. Collateral and make it
available to the Mortgagee at the place and at the time designated in the demand. Mortgagee shall
be entitled to hold, maintain, preserve and prepare the Collateral for sale. Mortgagee without
removal may render the Collateral unusable and dispose of the. Collateral on the Property. To the
extent permitted by law, Mortgagor expressly waives any notice of sale or other disposition of the
Collateral and any other right or remedy of Mortgagee existing after default hereunder, and to the
extent any such notice is required and cannot be waived, Mortgagor agrees that, as it relates to, this
paragraph c. only, if such notice is marked, postage prepaid, to the Mortgagor at the above address
with copies of said notice mailed in the same fashion to the president of the Mortgagor, at least
fifteen (15) days before the time of the sale or disposition, such notice shall be deemed reasonable
and shall fully satisfy any requirement for giving of said notice.
d.Upon and after any such Event of Default, the Mortgagee, with or without
entry, or by its agents or attorneys, insofar as applicable, may:
(i) sell the Property to the extent permitted and pursuant to the
procedures provided by law, and all estate, right, title and interest, claim and demand therein, and
right of redemption thereof, at one or more sales as an entity or in parcels, and at such time and
place upon such terms and after such terms and after such notice thereof as may be required, or
(ii) institute proceedings for the complete or partial foreclosure of this
Mortgage, or
receiver or receivers
income thereof, or
(iii) apply to any court of competent jurisdiction for the appointment of a
for the Property and of all the earnings, revenues, rents, issues, profits and
(iv) take such steps to protect and enforce its rights whether by action,
suit or proceeding in equity or at law for the specific performance of any covenant, condition or
agreement in the Note, or in this Mortgage, or in aid of the execution of any power herein granted,
or for any foreclosure hereunder, or for the enforcement of any other appropriate legal or equitable
remedy or otherwise as the Mortgagee shall elect.
e.The Mortgagee may adjourn from time to time any sale by it to be made
under or by virtue of this Mortgage by announcement at the time and place appointed for such sale
or for such adjourned sale or sales; and, except as otherwise provided by any applicable provision
of law, the Mortgagee, without further notice or publication, other than that provided in
sub-paragraph 2.02(c) above may make such sale at the time and place to which the same shall be
so adjourned.
MDC & SMCRA — Mortgage
Page 17 of 28
the same therefrom without being deemed guilty of trespass and without liability for damages
thereby occasioned, or at Mortgagee's option Mortgagor shall assemble the. Collateral and make it
available to the Mortgagee at the place and at the time designated in the demand. Mortgagee shall
be entitled to hold, maintain, preserve and prepare the Collateral for sale. Mortgagee without
removal may render the Collateral unusable and dispose of the. Collateral on the Property. To the
extent permitted by law, Mortgagor expressly waives any notice of sale or other disposition of the
Collateral and any other right or remedy of Mortgagee existing after default hereunder, and to the
extent any such notice is required and cannot be waived, Mortgagor agrees that, as it relates to, this
paragraph c. only, if such notice is marked, postage prepaid, to the Mortg~gor at the above address
with copies of said notice mailed in the same fashion to the president of the Mortgagor,· at least
fifteen (15) days before the time of the sale or disposition, such notice shall be deemed reasonable
and shall fully satisfy any requirement for giving of said notice.
d. Upon and after any such Event of Default, the Mortgagee, with or without
entry, or by its agents or attorneys, insofar as applicable, may:
(i) sell the Property to the extent permitted and pursuant to the
procedures provided by law, and all estate, right, title and interest, elaim· and demand therein, and
right of redemption thereof, at one or more sales as an entity or in parcels, and at such time and
place upon such terms and after such terms and after such notice thereof as may be required, or
(ii) iristitute proceedings for the complete or partial foreclosure of this
Mortgage, or
(iii) apply to any court of competent jurisdiction for the appointment of a
receiver or receivers for the Property and of all the earnings, revenues, rents, issues, profits and
income thereof, or
(iv) take such steps to protect and enforce its rights whether by action,
suit or proceeding ill equity or at law for the specific performance of any covenant, condition or
agreement in the Note, or in this Mortgage, or in aid of the execution of any power herein granted,
or for any foreclosure hereunder, or for the enforcement of any other appropriate legal or equitable
remedy or otherwise as the Mortgagee shall elect.
e. The Mortgagee may adjourn from time to time any sale by it to be made
under or by virtue of this Mortgage by announcement at the time and place appointed for such sale
or for such adjourned sale or sales; and, except as otherwise provided by any applicable provision
of law, the Mortgagee, without further notice or publication, other than that provided in
sub-paragraph 2.02(c) above may make such sale at the time and place to which the same shall be
so adjourned.
MOC & SMCRA -Mortgage
Page 17 of 28 325
f. Upon the completion of any sale or sales made by the Mortgagee under or by
virtue of this Section, the Mortgagor, or an officer of any court empowered to do so, shall execute
and deliver to the accepted purchaser or purchasers a good and sufficient instrument, or good and
sufficient instruments, conveying, assigning and transferring, all estate, right, title and interest in
and to the property and rights sold. The Mortgagee is hereby appointed the true and lawful attorney
irrevocable of the Mortgagor, in its name and stead, to make all necessary conveyances,
assignments, transfers and deliveries of the Property and rights so sold, and for that purpose the
Mortgagee may execute all necessary instruments of conveyance, assignment and transfer, and may
substitute one or more persons with like power, the Mortgagor hereby ratifying and confirming all
that its said attorney or such substitute or substitutes shall lawfully do by virtue hereof. This power
of attorney shall be deemed to be a power coupled with an interest and not subject to revocation.
Nevertheless, the Mortgagor, if so requested by the Mortgagee, shall ratify and confirm any such
sale or sales by executing and delivering to the Mortgagee or to such purchaser or purchasers all
such instruments as may be advisable, in the judgment of the Mortgagee, for the purpose, and as
may be designated in such request. Any such sale or sales made under or by virtue of this Section
whether made under the power of sale herein granted or under or by virtue of judicial proceedings
or of a judgment or decree of foreclosure and sale, shall operate to divest all the estate, right, title,
interest, claim and demand whatsoever, whether at law or in equity, of the Mortgagor in and to the
properties and rights so sold, and shall be a perpetual bar both at law and in equity against the
Mortgagor and against any and all persons claiming or who may claim the same, or any part thereof
from, through or under the Mortgagor.
g. In the event of any sale made under or by virtue of this Section (whether
made under the power of sale herein granted or under or by virtue of judicial proceedings or of a
judgment or decree of foreclosure and sale), the entire principal of, and interest on, the Note, if not
previously due and payable, and all other sums required to be paid by the Mortgagor pursuant to
this Mortgage, immediately thereupon shall, anything in the Note or in this Mortgage to the
contrary notwithstanding, become due and payable.
h. The purchase money proceeds or avails of any sale made under or by virtue
of this Section, together with any other sums which then may be held by the Mortgagee under the
provisions of this Section or otherwise, shall be applied as follows:
First: To the payment of the costs and expenses of such sale, including
reasonable compensation to the Mortgagee, its agents and counsel, and of any judicial proceedings
wherein the same may be made, and of all expenses, liabilities and advances made or incurred by
the Mortgagee under this Mortgage, together with interest at the rate for advances hereunder in
Section 1. 13.
Second: To the payment of any other sums required to be paid by the
Mortgagor pursuant to any provisions of this Mortgage or of the Note.
MDC & SMCRA — Mortgage
Page 18 of 28
f. Upon the completion of any sale or sales made by the Mortgagee under or by
virtue of this Section, the Mortgagor, or an officer of any court empowered to do so, shall execute
and deliver to the accepted purchaser or purchasers a good and sufficient instrument, or good and
sufficient instruments, conveying, assigning and transferring, all estate, right, title and interest in
and to the property and rights sold. The Mortgagee is hereby appointed the true and lawful attorney
irrevocable of the Mortgagor, in its name and stead, to make all necessary conveyances,
assignments, transfers and deliveries of the Property and rights so sold, and for that purpose the
Mortgagee may execute all necessary instruments of conveyance, assignment and transfer, and may
substitute one or more persons with like power, the Mortgagor hereby ratifying and confirming all
that its said attorney or such substitute or substitutes shall lawfully do by virtue hereof. This power
of attorney shall be deemed to be a power coupled with an interest and not subject to revocation.
Nevertheless, the Mortgagor, if so requested by the Mortgagee, shall ratify and confinn any such
sale or sales by executing and delivering to the Mortgagee or to such purchaser or purchasers all
such instruments as may be advisable, in the judgment of the Mortgagee, for the purpose, and as
may be designated in such request. Any such sale or sales made under or by virtue of this Section
whether made under the power of sale herein granted or under or by virtue of judicial proceedings
or of a judgment or decree of foreclosure and sale, shall operate to divest all the estate, right, title,
interest, claim and demand whatsoever, whether at law or in equitY, of the Mortgagor in and to the
properties and rights so sold, and shall be a perpetual bar both at law and in equity against the
Mortgagor and against any and all persons claiming or who may claim the same, or any part thereof
from, through or under the Mortgagor.
g. In the event of any sale made under or by virtue of this Section (whether
made under the power of sale herein granted or under or by virtue of judicial proceedings or of a
judgment or decree of foreclosure and sale), the entire principal of, and interest on, the Note, if not
previously due and payable, and all other sums required to be paid by the Mortgagor pursuant to
this. Mortgage, immediately thereupon shall, anything in the Note or in this Mortgage to the
contrary notwithstffi?ding, become due and payable.
h. The purchase money proceeds or avails of any sale made under or by virtue
of this Section, together with any other sums which then may be held by the Mortgagee under the
provisions of this Section or otherwise, shall be applied as follows:
First: To the payment of the costs and expenses of such sale, including
reasonable compensation to the Mortgagee, its agents and counsel, and of any judicial proceedings
wherein the same may be made, and of all expenses, liabilities and advances made or incurred by
the Mortgagee under this Mortgage, together with interest at the rate for advances hereunder in
Section 1. 13.
Second: To the payment of any other sums required to be paid by the
Mortgagor pursuant to any provisions of this Mortgage or of the Note.
MOC & SMCRA -Mortgage
Page 18 of 28 326
Third: To the payment of the whole amount then due, owing or unpaid upon
the Note for principal and interest, with interest on the unpaid principal and accrued interest at the
rate specified in the Note, from and after the happening of any Event of Default described above
from the due date of any such payment of principal until the same is paid.
Fourth: To the payment of the surplus, if any, to the Mortgagor or
whomsoever is lawfully entitled to receive the same.
Upon any sale made under or by virtue of this Section, whether made under
the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or
decree of foreclosure and sale, the Mortgagee may bid for and acquire the Property or any part
thereof and in lieu of paying cash therefor may make settlement for the purchase price by crediting
upon the indebtedness of the Mortgagor secured by this Mortgage the net sales price after deducting
therefrom the expenses of the sale and the cost of the action and any other sums which the
Mortgagee is authorized to deduct under this Mortgage. The Mortgagee, upon so acquiring the
Property, or any part thereof shall be entitled to hold, lease, rent, operate, manage and sell the same
in any manner provided by applicable laws.
MDC & SMCRA — Mortgage
Page 19 of 28
Third; To the payment of the whole amount then due, owing or unpaid upon
the Note for principal and interest, with interest on the unpaid principal and accrued interest at the
rate specified in the Note, from and after the happening of any Event of Default described above
from the due date of any such payment of principal until the same is paid.
Fourth: To the payment of the surplus, if any, to the Mortgagor or
whomsoever is lawfully entitled to receive the same.
Upon any sale made under or by virtue of this Section, whether made under
the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or
decree of foreclosure and sale, the Mortgagee may bid for and acquire the Property or any part
thereof and in lieu of paying cash therefor may make settlement for the purchase price by crediting
upon the indebtedness of the Mortgagor secured by this Mortgage the net sales price after deducting
therefrom the expenses of the sale and the cost of the action and any other sums which the
Mortgagee is authorized to deduct under this Mortgage. The Mortgagee, upon so acquiring the
Property, or any part thereof shall be entitled to hold, lease, rent, operate, manage and sell the same
in any manner provided by applicable laws.
MOC & SMCRA -Mortgage
Page 19 of28 327
ARTICLE THREE
Miscellaneous Terms and Conditions
3.01 Leases. In the event the Mortgagee shall institute judicial proceedings to foreclose
the lien hereof, and shall be appointed as a mortgagee in possession of the Property, the Mortgagee
during such time as it shall be the Mortgagee in possession of the Property pursuant to an order or
decree entered in such judicial proceedings, shall have, and the Mortgagor hereby gives and grants
to the Mortgagee, the right, power and authority to make and enter into leases of the Property or the
portions thereof for such rents and for such periods of occupancy and upon such conditions and
provisions as mortgagee in possession may deem desirable, and Mortgagor expressly acknowledges
and agrees that the term of any such lease may extend beyond the date of any sale of the Property
pursuant to a decree rendered in such judicial proceedings; it being the intention of the Mortgagor
that while the Mortgagee is a Mortgagee in possession of the Property pursuant to an order or
decree entered in such judicial proceedings, such Mortgagee shall be deemed to be and shall be the
attorney-in-fact of the Mortgagor for the purpose of making and entering into leases of parts or
portions of the Property for the rents and upon the terms, conditions and provisions deemed
desirable to such Mortgagee and with like effect as if such leases had been made by the Mortgagor
as the owner in fee simple of the Property free and clear of any conditions or limitations established
by this Mortgage. The power and authority hereby given and granted by the Mortgagor to
Mortgagee shall be deemed to be coupled with an interest and shall not be revocable by Mortgagor.
3.02 Taxation of Note and Mortgage. If at any time before the debt hereby secured is
fully paid, any law be enacted, deducting from the value of said real estate, for the purposes of
taxation, any lien thereon, or revising or changing in any way the laws now in force for the taxation
of mortgages or bonds, or the debts secured thereby, for state or local purposes, or the manner of
collection of such taxes, so as to affect adversely this Mortgage or the debt hereby secured, or the
owner and holder thereof in respect thereto, then this Mortgage and the Note hereby secured shall,
at the option of Mortgagee and without notice to any party, become immediately due and payable.
If any law should be enacted and to the extent permitted by such law, Mortgagor shall have the
opportunity of paying to the Mortgagee the amount of any additional cost or taxes to the Mortgage
from such law.
3.03 Marshalling of Assets. Mortgagor on its own behalf and on behalf of its successors
and assigns hereby expressly waives all rights to require a marshalling of assets by Mortgagee or to
require Mortgagee, upon a foreclosure, to first resort to the sale of any portion of the Property which
might have been retained by Mortgagor before foreclosing upon and selling any other portion as
may be conveyed by Mortgagor subject to this Mortgage.
3.04 Partial Release. Without affecting the liability of any other person for the payment
of an indebtedness herein mentioned (including Mortgagor should it convey said Property) and
MDC & SMCRA — Mortgage
Page 20 of 28
ARTICLE THREE
Miscellaneous Terms and Conditions
3.01 Leases. lit the event the Mortgagee shall institute judicial proceedings to foreclose
the lien hereof, and shall be appointed as a mortgagee in possession of the Property, the Mortgagee
during such time as it shall be the Mortgagee in possession of the Property pursuant to an order or
decree entered in such judicial proceedings, shall have, and the Mortgagor hereby gives and grants
to the Mortgagee, the right, power and authority to make and enter into leases of the Property or the
portions thereof for such rents and for such periods of occupancy and upon such conditions and
provisions as mortgagee in possession may deem desirable, and Mortgagor expressly acknowledges .
and agrees that the term of any such lease may extend beyond the date of any sale of the Property
pursuant to a decree rendered in· such judicial proceedings; it being the intention of the Mortgagor
that while the Mortgagee is a Mortgagee in possession of the Property pursuant to an order or
decree entered in such judicial proceedings, such Mortgagee shall be deemed to be and shall be the
attorney-in-fact of the Mortgagor for the purpose of making and entering into leases of parts or
portions of the Property for the rents and upon the terms, conditions and provisions deemed
desirable to such Mortgagee and with like effect as if such leases had been made by the Mortgagor
as the owner in fee simple of the Property free and clear of any conditions or limitations established
by this Mortgage. The power and authority hereby given and granted by the Mortgagor to
Mortgagee shall be deemed to be coupled with an interest and shall not be revocable by Mortgagor.
3.02 Taxation of Note and Mortgage. If at any time before the debt hereby secured is
fully paid, any law be enacted, deducting from the value of said real estate, for the purposes of
taxation, any lien thereon, or revising or changing in any way the laws now in force for the taxation
of mortgages or bonds, or the debts secured thereby, for state or local purposes, or the manner of
collection of such taxes, so as to affect adversely this Mortgage or the debt hereby secured, or the
owner and holder thereof in respect thereto, then this Mortgage and the Note hereby secured shall,
at the option of Mortgagee and without notice to any party, become immediately due and payable.
If any law should be enacted and to the extent permitted by such law, Mortgagor shall have the
opportunity of paying to the Mortgagee the amount of any additional cost or taxes to the Mortgage
from such law.
3.03 Marshalling of Assets. Mortgagor on its own behalf and on behalf of its successors
and assigns hereby expressly waives all rights to require a marshalling of assets by Mortgagee or to
require Mortgagee, upon a foreclosure, to first resort to the sale of any portion of the Property which
might have been retained by Mortgagor before foreclosing upon and selling any other portion as
may be conveyed by Mortgagor subject to this Mortgage.
3.04 Partial Release. Without affecting the liability of any other person for the payment
of an indebtedness herein mentioned (including Mortgagor should it convey said Property) and
MOC & SMCRA -Mortgage
Page 20 of 28 328
without affecting the priority of the lien hereof upon any property not released, Mortgagee may,
without notice, release any person so liable, extend the maturity or modify the terms of any such
obligation, or grant other indulgences, release or reconvey or cause to be released or reconveyed at
any time all or any part of the Property described herein, or take or release any other security or
make compositions or other arrangements with debtors. Mortgagee may also accept additional
security, either concurrently herewith or hereafter, and sell the same or otherwise realized thereon
either before, concurrently with, or after sale hereunder.
3.05 Non-Waiver.
a. By accepting payment of any sum secured hereby after its due date or altered
performance of any obligation secured hereby, Mortgagee shall not waive its right against any
person obligated directly or indirectly hereunder or with respect to any indebtedness hereby secured,
either to require prompt payment when due of all other sums so secured or take remedy for failure
to make such prompt payment or full performance. No exercise of any right or remedy by
Mortgagee hereunder shall constitute a waiver of any other right or remedy herein contained or
provided by law.
b. No delay or omission of the Mortgagee in the exercise of any right, power or
remedy accruing hereunder or arising otherwise shall impair any such right, power or remedy, or be
construed to be a waiver of any default or acquiescence therein.
c. Receipt of rents, awards, and any other monies or evidences thereof,
pursuant to the provisions of this Mortgage and any disposition of the same by Mortgagee shall not
constitute a waiver of the right of foreclosure by Mortgagee in the event of default or failure of
performance by Mortgagor of any covenant or agreement contained herein or in any note secured
hereby.
3.06 Protection of Security. Should Mortgagor fail to make any payment or to perform
any covenant as herein provided, Mortgagee (but without obligation so to do and without notice to
or demand upon Mortgagor and without releasing Mortgagor from any obligation hereof) may
make or do the same in the manner and to such extent as Mortgagee may deem reasonably
necessary to protect the security hereof, Mortgagee being authorized to enter upon the Property for
such purposes, commence, appear in and defend any action or proceeding purporting to affect the
security hereof or the rights or powers of Mortgagee; pay, purchase, contest, or compromise any
encumbrance, charge or lien which in the judgment of Mortgagee is prior or superior hereto; and, in
exercising any such power, incur any liability and expend whatever amounts in its absolute
discretion it may deem necessary therefor, including cost of evidence of title and reasonable counsel
fee. Any expenditures in connection herewith shall constitute an advance hereunder.
3.07 Rules of Construction. When the identity of the parties hereto or other
MDC & SMCRA — Mortgage
Page 21 of 28
without affecting the priority of the lien hereof upon any property not released, Mortgagee may,
without notice, release any person so liable, extend the maturity or modify the terms of any such
obligation, or grant other indulgences, release or reconvey or cause to be released or reconveyed at
any time all or any prui of the Property described herein, or take or release any other security or
make compositions or other arrangements with debtors. Mortgagee may also accept additional
security, either concurrently herewith or hereafter, and sell the same or otherwise realized thereon
either before, concurrently with, or after sale hereunder.
3.05 Non-Waiver.
a. By accepting payment of any sum secured hereby after its due date or altered
performance of any obligation secured hereby, Mortgagee shall not waive its right against apy
person obligated directly or indirectly hereunder or with respect to any indebtedness hereby secured,
either to require prompt payment when due of all other sums so secured or take remedy for failure
to make such prompt payment or full performance. No exercise of any right or remedy by
Mortgagee hereunder shall constitute a waiver of any other right or remedy herein contained or
provided by law.
b. No delay or omission of the Mortgagee in the exercise of any right, power or
remedy accruing hereunder or arising otherwise shall impair any such right, power or remedy, or be
construed to be a waiver of any default or acquiescence therein.
c. Receipt of rents, awards, and any other monies or evidences thereof,
. pursuant to the provisions of this Mortgage and any disposition of the same by Mortgagee shall not
constitute a waiver of the right of foreclosure by Mortgagee in the event of default or failure of
performance by Mortgagor of any covenant or agreement contained herein or in any note secured
hereby.
3.06 Protection of Security. Should Mortgagor fail to make any payment or to perform
any covenant as herein provided, Mortgagee (but without obligation so to do and without notice to
or demand upon Mortgagor and without releasing Mortgagor from any obligation hereof) may
make or do the same· in the manner and to such extent as Mortgagee may deem reasonably
necessary tD protect the security hereof, Mortgagee being authorized to enter upon the Property for
such purposes, commence, appear in and defend any action or proceeding purporting to affect the
security hereof or the rights or powers of Mortgagee; pay, purchase, contest, or compromise any
encumbrance, charge or lien which in the judgment of Mortgagee is prior or superior hereto; and, in
exercising any such power, incur any liability and expend whatever amounts in its absolute
discretion it may deem necessary therefor, including cost of evidence of title and reasonable counsel
fee. Any expenditures in connection herewith shall constitute an advance hereunder.
3.07 Rules Df Construction. When the identity of the parties hereto or other
MOC & SMCRA -Mortgage
Page 21 of 28 329
circumstances make it appropriate, the masculine gender shall include the feminine and/or neuter,
plural and the singular number shall include the plural. The headings of each paragraph are for
information and convenience only and do not limit or construe the contents of any provision hereof
3.08 Severability. If any term of this Mortgage, or the application thereof to any person
or circumstances, shall, to any extent, be invalid or unenforceable, the remainder of this Mortgage,
or the application of such term to persons or circumstances other than those as to which it is invalid
or unenforceable, shall not be affected thereby, and each term of this Mortgage shall be valid and
enforceable to the fullest extent permitted by law.
3.09 Successors in Interest. This Mortgage applies to, inures to the benefit of, and is
binding not only on the parties hereto, but on their heirs, executors, administrators, successors and
assigns. All obligations of Mortgagor hereunder are joint and several. The term "Mortgagee" shall
mean the holder and owner, including pledges, of the Note secured hereby, whether or not named as
Mortgagee herein.
3.10 Notices. All notices to be given pursuant to this Mortgage shall be sufficient if
mailed postage prepaid, certified or registered mail, return receipt requested, to the above described
addresses of the parties hereto, or to such other address as a party may request in writing. All
notices to Mortgagor shall be sent to the attention of the Executive Director. All notices to the
Mortgagee shall be sent to the attention of the County Manager. Any time period provided in the
giving of any notice shall commence upon the date such notice is deposited in the mail.
3.11 Modifications. This Mortgage may not be amended, modified or changed, nor shall
any waiver of any provision be effective, except only by an instrument in writing and signed by the
party against whom enforcement of any waiver, amendment, change, modification or discharge is
sought.
3.12 Governing Law. This Mortgage shall be construed according to and governed by
the laws of the State of Florida, provided, however, that nothing herein shall limit or impair any
right which Holder has under applicable federal laws of the United States of America to charge a
rate of interest on the sums evidenced hereby at a rate which exceeds the maximum rate allowed
under the laws of Florida.
ARTICLE FOUR
Lending Provisions
4.01 Breach of Loan Agreement and Other Documents. Notwithstanding anything to the
contrary contained in this Mortgage, in the Note, in the Development Agreement, or in any other
instrument securing the loan evidenced by the Note, Mortgagee may at its option declare the entire
MDC & SMCRA — Mortgage
Page 22 of 28
circumstances make it appropriate, the masculine gender shall include the feminine andlor neuter,
plural and the singular number shall include the plural. The headings of each paragraph are for
information and convenience only and do not limit or construe the contents of any provision hereof
3.08 Severability. If any term of this Mortgage, or the application thereof to any person
or circumstances, shall, to any extent, be invalid or unenforceable, the remainder of this Mortgage,
or the application of such term to persons or circumstances other than those as to which it is invalid
or unenforceable, shall not be affected thereby, and each term of this Mortgage shall be valid and
enforceable to the fullest extent permitted by law.
3.09 Successors in Interest. This Mortgage applies to, inures to the benefit of, and is
binding not only on the parties hereto, but on their heirs, executors, administrators, successors' and
assigns. All obligations of Mortgagor hereunder are joint and several. The term "Mortgagee" shall
mean the holder and owner, including pledges, of the Note secured hereby, whether or not named as
Mortgagee herein.
3.10 Notices. All notices to be given pursuant to this Mortgage shall be sufficient if
mailed postage prepaid, certified or registered mail, return receipt requested, to the above described
addresses of the parties hereto, or to such other address as a party may request in writing. All
notices to Mortgagor shall be sent to the attention of the Executive Director. All notices to the
Mortgagee shall be sent to the attention of the County Manager. Any time period provided in the
giving of any notice shall commence upon the date such notice is deposited in the mail.
3.11 Modifications. This Mortgage may not be amended, modified or changed, nor shall
any waiver of any provision be effective, except only by an instrument in writing and signed by the
party against whom enforcement of any waiver, amendment, change, modification or discharge is
sought.
3.12 Governing Law. This Mortgage shall be construed according to and governed by
the laws of the State of Florida, provided, however, that nothing herein shall limit or impair any
right which Holder has under applicable federal laws of the United States of America to charge a
rate of interest on the sums evidenced hereby at a rate which exceeds the maximum rate allowed
under the laws of Florida.
ARTICLE FOUR
Lending Provisions
4.01 Breach of Loan Agreement and Other Documents. Notwithstanding anything to the
contrary contained in this Mortgage, in the Note, in the Development Agreement, or in any other
instrument securing the loan evidenced by the Note, Mortgagee may at its option declare the entire
MOC & SMCRA -Mortgage
Page 22 of28 330
indebtedness secured hereby, and all interest thereon and all advances made by Mortgagee
hereunder, immediately due and payable and/or exercise all additional rights accruing to it under
this Mortgage upon an Event of Default, or in the event of a breach by Mortgagor of any covenant
contained in this Mortgage following expiration of all notice and cure periods set forth therein.
4.02 Future Advances. This Mortgage is given to secure not only existing indebtedness,
but also such future advances, whether such advances are obligatory or are to be made at the option
of the Mortgagee, or otherwise, as are made within twenty years from the date hereof, to the same
extent as if such future advances were made on the date of the execution of this Mortgage. The
total amount of indebtedness that may be so secured may decrease or increase from time to time,
but the total unpaid balance so secured at one time shall not exceed four times the face amount of
the Note, plus interest thereon, and any disbursements made for the payment of taxes, levies or
insurance on the Property with interest on such disbursements at the rate designated in the Note to
apply following a default thereunder. Mortgagor hereby agrees that it shall not execute or file for
record any notice limiting the maximum principal amount that may be so secured, and that no such
notice shall be of any force and effect whatsoever unless Mortgagee shall have consented thereto in
writing signed by Mortgagee and recorded in the public records of Miami-Dade County, Florida.
4.03 Rights under Prior Encumbrances.
a. Mortgagor hereby covenants and agrees (i) to promptly observe and perform
all of the covenants and conditions contained in any Permitted Encumbrance or any other lien upon
the Property, and which are required to be observed or performed by Mortgagor and to do all things
necessary to preserve and keep unimpaired its rights thereunder; (ii) to promptly notify Mortgagee
in writing of any default by the Mortgagor in the performance and the observance of any of the
terms, covenants or conditions on part of Mortgagor to be performed or observed under such
instrument or of the occurrence of any event which, regardless of the lapse of time, would constitute
a default under such instrument and promptly to cause a copy of each such notice given by the
Mortgagee thereunder to the Mortgagor to be delivered to Mortgagee.
b. In the event Mortgagor fails to make any payment required under such a
Permitted Encumbrance or any other lien upon the Property or to do any act set forth in the
preceding subparagraph herein provided, then Mortgagee may, but without obligation, and without
notice to or demand upon Mortgagor, and without releasing Mortgagor from any obligation hereof,
make or do the same in such manner and to such extent as Mortgagee may deem necessary to
protect its interest under this Mortgage. Mortgagee's rights hereunder shall specifically include, but
without limitation thereof, the right to pay any and all payments of interest and principal, insurance
premiums, taxes and assessments and other sums due or to become due thereunder.
c. In the event Mortgagor fails to perform any of the terms, covenants and
conditions required to be performed or observed by Mortgagor under such a Permitted
MDC & SMCRA — Mortgage
Page 23 of 28
indebtedness secured hereby, and all interest thereon and all advances made by Mortgagee
hereunder, immediately due and payable arid/or exercise all additional rights accruing to it under
this Mortgage upon an Event of Default, or in the event of a breach by Mortgagor of any covenant
contained in this Mortgage following expiration of all notice and cure periods set forth therein.
4.02 Future Advances. This Mortgage is given to secure not only existing indebtedness,
but also such future advances, whether such advances are obligatory or are to be made at the option
of the Mortgagee, or otherwise, as are made within twenty years from the date hereof, to the same
extent as if such future advances were made on the date of the execution of this Mortgage. The
total amount of indebtedness that may be so secured may decrease or increase from time to time,
but the total unpaid balance so secured at one time shall not exceed four times the face amount of
the Note, plus interest thereon, and any disbursements made for the payment of taxes, levies or
insurance on the Property with interest on such disbursements at the rate designated in the Note to
apply following a default thereunder. Mortgagor hereby agrees that it shall not execute or file for
record any notice limiting the maximum principal amount that may be so secured, and that no such
notice shall be of any force and effect whatsoever unless Mortgagee shall have consented thereto in
writing signed by Mortgagee and recorded in the public records of Miami-Dade County, Florida.
4.03 Rights under Prior Encumbrances .
. a. Mortgagor hereby covenants and agrees (i) to promptly observe and perform
all of the covenants and conditions contained in any Permitted Encumbrance or any other lien upon
the Property, and which are required to be observed or performed by Mortgagor and to do all things
necessary to preserve and keep unimpaired its rights thereunder; (ii) to promptly notify Mortgagee
in writing of any default by the Mortgagor in the performance and the observance of any of the
terms, covenants or conditions on part of Mortgagor to be performed or observed under such
instrument or of the occurrence of any event which, regardless of the lapse of time, would constitute
a default under such instrument and promptly to cause a copy of each such notice given by the
Mortgagee thereunder to the Mortgagor to be delivered to Mortgagee.
b. In the event Mortgagor fails to make any payment required under such a
Permitted Encumbrance or any other lien upon the Property or to do any act set forth in the
preceding subparagraph herein provided, then Mortgagee may, but without obligation, and without
notice to or demand upon Mortgagor, and without releasing Mortgagor from any obligation hereof,
make or do the same in such manner and to such extent as Mortgagee may deem necessary to
protect its interest under this Mortgage. Mortgagee's rights hereunder shall specifically include, bll:t
without limitation thereof, the right to pay any and all payments of interest and principal, insurance
premiums, taxes and assessments and other sums due or to become due thereunder.
c.
conditions required
In the event Mortgagor fails to perform any of the telms, covenants and
to be performed or observed by MOligagor under such a Permitted
Moe & SMCRA -Mortgage
Page 23 0(28 331
Encumbrance or any other lien upon the Property, then Mortgagee may, but without obligation, and
without notice or demand upon Mortgagor and without relieving Mortgagor from any obligation
hereof, take any action Mortgagee deems necessary or desirable to prevent or cure any such default
by Mortgagor. Upon receipt by Mortgagee from Mortgagor of any written notice of default by
Mortgagor under such instrument, Mortgagee may rely thereon and take any action it deems
necessary to cure such default event though the existence of such default or the nature thereof may
be questioned or denied by the Mortgagor or by any party on behalf of the Mortgagor. Mortgagor
hereby expressly grants to Mortgagee, and agrees that Mortgagee shall have, the absolute and
immediate right to enter upon the Property or any part thereof to such extent and as often as the
Mortgagee in its sole discretion deems necessary or desirable in order to prevent or cure any such
default by the Mortgagor. Mortgagee may pay and expend such sums of money as Mortgagee in its
sole discretion deems necessary for any such purpose and may pay expenses, employ counsel and
pay reasonable attorney's fees. All costs, charges and expenses so incurred or paid by Mortgagee
shall become due and payable immediately, whether or not there by notice, demand, attempt to
collect or suit pending. The amount so incurred or paid by Mortgagee, together with interest
thereon at the rate of interest set forth in the Note to accrue following default thereunder, from the
date incurred until paid by Mortgagor, shall be added to the indebtedness secured by the lien of this
Mortgage to the same extent as if paid or expended on the date hereof.
d. Mortgagor agrees that it will not surrender any of its rights under such a
Permitted Encumbrance or other lien upon the Property, and will not, without the prior written
consent of Mortgagee, consent to any modification, change or any alteration or amendment of such
instrument of the obligations secured thereby, either orally or in writing, and no release or
forbearance of any of Mortgagor's obligations under such instrument whether pursuant to such
instrument or otherwise, shall release Mortgagor from any of its obligations under this Mortgage.
e. Any default by Mortgagor or any event of default under a Permitted
Encumbrance or other lien upon the Property, to which this Mortgage may be subject shall
constitute an Event of Default under this Mortgage.
4.04 Limitation of Interest. All agreements between Mortgagor and Mortgagee are
expressly limited so that in no contingency or event whatsoever, whether by reason of advancement
of the principal amount of the Note, acceleration of maturity of the unpaid principal amount of the
Note, acceleration of maturity of the unpaid principal balance thereof, or otherwise, or advancement
of any sums under the provisions of this Mortgage, shall the amount paid or agreed to be paid to the
holder of the Note for the use, forbearance or detention of the money to be advanced thereunder or
hereunder exceed the highest lawful rate permissible. If, from any circumstances whatsoever,
fulfillment of any provisions of this Mortgage or the Note or any other agreement referred to herein,
at the time performance of such provision shall be due, shall involve transcending the limit of
validity prescribed by law which a court of competent jurisdiction may deem applicable thereto or
hereto, then ipso facto, the obligations to be fulfilled shall be reduced to the limit of such validity,
MDC & SMCRA — Mortgage
Page 24 of 28
Encumbrance or any other lien upon the Property, then Mortgagee may, but without obligation, and
without notice or demand upon Mortgagor and without relieving Mortgagor from any obligation
hereof, take any action Mortgagee deems necessary or desirable to prevent or cure any such default
by Mortgagor. Upon receipt by Mortgagee from Mortgagor of any written notice of default by
Mortgagor under such instrument, Mortgagee may rely thereon and take any action it deems
necessary to cure such default event though the existence of such default or the nature thereof may
be questioned or denied by the Mortgagor or by any party on behalf of the Mortgagor. Mortgagor
hereby expressly grants to Mortgagee, and agrees that Mortgagee shall have, the absolute and
immediate right to enter upon the Property or any part thereof to such extent and as often as the
Mortgagee in its sole discretion deems necessary or desirable in order to prevent or cure any such
default by the Mortgagor. Mortgagee may pay and expend such sums of money as Mortgagee in its
sole discretion deems necessary for any such purpose and may pay expenses, employ counsel and
pay reasonable attorney's fees. All costs, charges and expenses so incurred or paid by Mortgagee
shall become due and payable immediately, whether or not there by notice, demand, attempt to
collect or suit pending. The amount so incurred or paid by Mortgagee, together with interest
thereon at the rate of interest set forth in the Note to accrue following default thereunder, from the
date incurred until paid by Mortgagor, shall be added to the indebtedness secured by the lien of this
Mortgage to the same extent as if paid or expended on the date hereof.
d. Mortgagor agrees that it will not surrender any of its rights under. such a
Permitted Encumbrance or other lien upon the Property, and will not, without the prior written
consent of Mortgagee, consent to any modification, change or any alteration or amendment of such
instrument of the obligations secured thereby, either orally or in writing, and no release or
forbearance of any of Mortgagor's obligations under such instrument whether pursuant to such
instrument or otherwise, shall release Mortgagor from any of its obligations under this Mortgage.
e. Any default by Mortgagor or any event of default under a Permitted
Encumbrance or other 'lien upon the Property, to which this Mortgage may be subject shall
constitute an Event of Default under this Mortgage.
4.04 Limitation of Interest. All agreements between Mortgagor and Mortgagee are
expressly limited so that in no contingency or event whatsoever, whether by reason of advancement
of the principal amount of the Note, acceleration of maturity of the unpaid principal amount of the
Note, acceleration of maturity of the unpaid principal balance thereof, or otherwise, or advancement
of any sums under the provisions of this Mortgage, shall the amount paid or agreed to be paid to the
holder of the Note for the use, forbearance or detention of the money to be advanced thereunder or
hereunder exceed the highest lawful rate permissible. If, from any circumstances whatsoever,
fulfillment of any provisions of this Mortgage or the Note or any other agreement referred to herein,
at the time performance of such provision. shall be due, shall involve transcending the limit of
validity prescribed by law which a court of competent jurisdiction may deem applicable thereto or
hereto, then ipso facto, the obligations to be fulfilled shall be reduced to the limit of such validity,
MOC & SMCRA -Mortgage
Page 24 of 28 332
Maria M. Menende:.
and if from any circumstances the holder of the Note or Mortgage shall ever receive as interest an
amount which would exceed the highest lawful rate, such amount which would be excessive
interest shall be applied to the reduction of the unpaid principal balance due hereunder and not the
payment of interest. These provisions shall control every other provision of all agreements between
Mortgagor and Mortgagee.
4.05 Waiver of Jury Trial: MORTGAGOR WAIVES ITS RIGHTS TO A TRIAL
BY JURY IN ANY ACTION, WHETHER ARISING IN CONTRACT OR TORT, BY
STATUTE OR OTHERWISE, IN ANY WAY RELATED TO THE TERMS OF THIS
MORTGAGE. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE
MORTGAGEE'S EXTENDING CREDIT TO MORTGAGOR AND NO WAIVER OF
LIMITATION OF THE MORTGAGEE'S RIGHTS UNDER THIS PARAGRAPH SHALL
BE EFFECTIVE UNLESS IN WRITING AN 1 MANUALLY SIGNED ON THE
LENDER'S BEHALF.
IN WITNESS WHEREOF, the said Mortgagor caused this instrument to .be signed and
sealed as of the date first above written.
Witnesses: Mortgagor:
South Miami Community
Redevelopment Agency, a Community
Redevelopment Agency duly created
pursuant to Chapter 163, Florida Statutes
By/
Pri' ame: Stephen David
le: SMCRA Director
(SEAL)
STATE OF FLORIDA
) SS.
COUNTY OF MIAMI-DADE )
I HEREBY CERTIFY that on this day, before me, a Notary Public duly authorized in the
State and County named above to take acknowledgments, personally appeared Stephen David as
Acting Director of The South Miami Community Redevelopment Agency, a Co unity
Redevelopment Agency duly created pursuant to Chapter 163, Florida Statutes, 04-whk. • is
personally known to me or ( ) who presented as identification, to me known
MDC & SMCRA — Mortgage
Page 25 of 28
and if from any circumstances the holder of the Note or Mortgage shall ever receive as interest an
amount which would exceed the highest lawful rate, such amount which would be excessive
interest shall be applied to the reduction of the unpaid principal balance due hereunder and not the
payment of interest. These provisions shall control every other provision of all agreements between
Mortgagor and Mortgagee.
4.05 Waiver of Jury Trial: MORTGAGOR WAIVES ITS RIGHTS TO A TRIAL
BY JURY IN ANY ACTION, WHETHER ARISING IN CONTRACT OR TORT, BY
STATUTE OR OTHERWISE, IN ANY WAY RELATED TO THE tERMS 'OF THIS
MORTGAGE. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE
MORTGAGEE'S EXTENDING CREDIT TO MORTGAGOR AND NO WAIVER OF
LIMITATION OF THE MORTGAGEE'S RIGHTS UNDER THIS PARAGRAPH SHALL
BE EFFECTIVE UNLESS IN WRITING AND MANUALLY SIGNED ON THE
LENDER'S BEHALF.
IN WITNESS WHEREOF, the said Mortgagor caused this instrument to be signed and
sealed as of the date first above written.
Witnesses:
Oa~G.~
. Maria M. MenendF:!:
STATE OF FLORIDA )
) SSe
COUNTY OF MIAMI-DADE)
Mortgagor:
South Miami Community
Redevelopment Agency, a Community
Redevelopment Agency duly created
pursuant to Chapter 163, Florida Statutes /--", .. ...., .... , .. -_ ...... -.. :~ .. ~:=::::> ..... ' ......... -....... -.-"
"./
BY=l_/ ~~ ___ """"'~ ___ """-_
Pri \ arne: Stephen David
. fe: SMCRA Director
(SEAL)
I HEREBY CERTIFY that on this day, before me, a Notary Public duly authorized in the
State and County named above to take acknowledgments, personally appeared Stephen David as
Acting Director of The South Miami Community Redevelopment Agency, a ~o~unity
Redevelopment Agency duly created pursuant to Chapter 163, Florida Statutes, , ~is
personally knoWn to me or ( ) who presented as identification, to me known -MOC & SMCRA -Mortgage
Page 25 of 28
333
NOTA PUBLIC, State of Florida
to be a representative of the person described as the Mortgagor in and who executed the foregoing
Mortgage and Security Agreement and Assignment of Leases, Rents and Profits, and acknowledged
before me that said person executed that Mortgage and Security Agreement and Assignment of
Leases, Rents and Profits and who ( ) did ( ) did not take an oath.
WITNESSETH my hand and official seal in the State and County above, this day of
2007.
My Commission Expires:
ow a Nkenga Payne
• My Commission DD255847
No/ Expires October 05, 2007
MDC & SMCRA — Mortgage
Page 26 of 28
to be a representative of the person described as the Mortgagor in and who executed the foregoing
Mortgage and Security Agreement and Assignment of Leases, Rents and Profits, and acknowledged
before me that said person executed that Mortgage and Security Agreement and Assignment of
Leases, Rents and Profits and who ( ) did ( ) did not take an oath.
WlrNESSETH my hand and official seal in the State and County above, thisFday of ~\JI.Qj ,2007.
. ~
My Commission Expires:
#I'~ Nkenga Payne
! ~ .. My Commission DD255647 ~c. ;
"I-Ot ",0" Expires October 05, 2007
MOC & SMCRA -Morlgage
Page 26 of 28
PUBLIC, State of Florida
334
EXHIBIT 1
LEGAL DESCRIPTION
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3 LOT SIZE
4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR R/W BLK 1
LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
MDC & SMCRA — Mortgage
Page 27 of 28
EXHIBIT 1
LEGAL DESCRIPTION
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27. 50FT BLK 3 LOT SIZE
4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR R/W BLK 1
LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
MOC & SMCRA -Mortgage
Page 27 of28 335
EXHIBIT 2
PERMITTED ENCUMBRANCES
None. The subject property is not encumbered except as provided herein.
MDC & SMCRA — Mortgage
Page 28 of 28
EXHIBIT 2
PERMITTED ENCUMBRANCES
None. The subject property is not encumbered except as provided herein.
MOC & SMCRA -Mortgage
Page 28 of 28 336
PROMISSORY NOTE
Amount $394,000 Date: June , 2007
FOR VALUE RECEIVED, the undersigned, South Miami Community Redevelopment
Agency (SMCRA), a community redevelopment agency organized under the laws of Florida,
promise(s) to pay to the Miami-Dade County, acting through its Office of Community & Economic
Development (hereinafter referred to as "OCED" or the "County"), in the manner hereinafter
specified, the principal sum of ($394,000) Three Hundred Ninety-Four Thousand Dollars,
payable without interest except as herein below or otherwise provided.
This Promissory Note is made to evidence the loan made to the undersigned by the OCED
pursuant to a South Miami Community Advisory Committee of Miami-Dade County
recommendation to OCED and Miami-Dade County to provide a Community Block Development
Grant to the City of South Miami Community Redevelopment Agency (SMCRA) as reflected in the
Development Agreement between the parties dated June , 2007 (hereinafter "Development
Agreement"). So long as the undersigned, SMCRA, has not provided false information in support
of the application for the loan, or has not otherwise violated the CDBG guidelines, and the
Development Agreement between Miami-Dade County/OCED and the SMCRA, the
aforementioned principal sum shall be forgiven as provided for in the Development Agreement.
Pursuant to the Development Agreement, the SMCRA is to construct the Madison Square/South
Miami Strip Mall Project (herein after "Project"). Pursuant to paragraph 7 of the Development
Agreement, in the event the Property tied to the Project is sold during the three (3) year
construction phase (or an extension of the three (3) year Construction Phase, which extension
shall be requested by the SMCRA and which request shall not be unreasonably denied by OCED
and Miami-Dade County), or if the Project construction has not been completed within three (3)
years of the date of the execution of this document, or of the requirements set forth in the
Development Agreement are not complied with or SMCRA fails to properly perform under said
agreement, Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus twelve percent (12%) compound interest as
well as the County's proportional share of any proceeds in excess of the original purchase price
of the Property.
This Note is secured by a mortgage, of even date herewith, on the real property owned by
the undersigned located at 6442 SW 59th Place, 6443 SW 60th Avenue, and 6429 SW 59th Place,
South Miami, Florida 33143 (the "Property"). The legal description of the Property is attached
hereto as exhibit A.
If the undersigned fails to construct the Project within the time frame delineated in the
Development Agreement, fails to comply with the requirements and obligations set forth in the
Development Agreement, or has provided false information in support of the application for loan or
MDC & SMCRA — Proniissoty Note
Page 1 of 6
PROMISSORY NOTE
Amount $394,000 Date: June _, 2007
FOR VALUE RECEIVED, the undersigned, South Miami Conununity Redevelopment
Agency (SMCRA), a community redevelopment agency organized under the laws of Florida,
promisees) to pay to the Miami-Dade County, acting through its Office of Community & Economic . .
Development (hereinafter referred to as "OCED" or the "County"), in the manner hereinafter
specified, the principal sum of ($394,000) Three Hundred Ninety-Four Thousand Dollars,
payable without interest except as herein below or otherwise provided.
This Promissory Note is made to evidence the loan made to the undersigned by the OCED
pursuant to a South Miami Community Advisory Committee of Miami-Dade County
recommendation to OCED and Miami-Dade County to provide a Community Block Development
Grant to the City of South Miami Community Redevelopment Agency (SMCRA) as reflected in the
Development Agreement between the parties dated June _, 2007 (hereinafter "Development
Agreement"). So long as the undersigned, SMCRA, has not provided false information in support
of the application for the loan, or has not otherwise violated the CDBG guidelines, and the
Development Agreement between Miami-Dade County/OCED and the SMCRA, the
aforementioned principal sum shall be forgiven as provided for in the Development Agreement.
Pursuant to the Development Agreement, the SMCRA is to construct the Madison Square/South
Miami Strip Mall Project (herein after "Project"). Pursuant to paragraph' 7 of the Development
Agreement, in the event' the Property tied to the Project is sold during the three (3) year
construction phase (or an extension of the three (3) year Construction Phase, which extension
shall be requested by the SMCRA and which request shall not be unreasonably denied by OCED
and Miami-Dade County), or if the Project construction has not been completed within three (3)
years of the date of the execution of this document, or. of the requirements set forth in the
Development Agreement are not complied with or SMCRA fails to properly perform under said
agreement, Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus twelve percent (12%) compound interest as
well as the County's proportional share of any proceeds in excess of the original purchase price
of the Property.
This Note is secured by a mortgage, of even date herewith, on the real property owned by
the undersigned located at 6442 SW 59th Place, 6443 SW 60th Avenue, and 6429 SW 59 th Place,
South Miami, Florida 33143 (the "Property"). The legal description of the Property is attached
hereto as exhibit A.
If the undersigned fails to construct the Project within the time frame delineated in the
Development Agreement, fails to comply with the requirements and obligations set forth in the
Development Agreement, or has provided false information in support of the application for loan or
MDC & SMCRA -Promissory Note
Page 1 0/6
337
has otherwise violated OCED, CDBG, and HUD guidelines under title 24 Part 570 of the Code of
Federal Regulations (CFR), or if the Property securing this Note is sold or in any way alienated or
transferred, such an event shall constitute a default, and the aforementioned principal sum shall, at
the option of the holder hereof, become at once due and collectable without notice, time being of
the essence, and shall bear compound interest at the rate of twelve percent (12%), with such interest
accruing from the date the loan is disbursed to SMCRA until the date the entire principal plus
interest and proportional property appreciation (as reflected in any sale of the Property) is paid in
full. Determination that SMCRA is constructing the Project as provided for under the Development
Agreement, transfer or sale of the Property, or the undersigned's violation of the Development
Agreement are sufficient reasons to call for payment of this Note. This determination shall rest with
the OCED and/or its designated agents and the maker shall be notified of the time and place of
payment. Subordination of this Note or the SMCRA's refinancing of the subject Property shall also
constitute default. However, upon reasonable notification and reasonable request of the SMCRA,
OCED and Miami-Dade County shall entertain and authorize subordination of this note and shall
not unreasonably reject such a request.
Borrower agrees to assign any proceeds to the county from any contract between the
county, its agencies or instrumentalities and the borrower or any firm, corporation, partnership or
joint venture in which the borrower has a controlling financial interest in order to secure
repayment of the loan. "Controlling financial interest" shall mean ownership, directly or
indirectly to ten percent or more of the outstanding capital stock in any corporation or a direct or
indirect interest of ten percent or more in a firm, partnership or other business entity.
The undersigned reserve(s) the right to repay at any time all or any part of the principal
amount of this Note without the payment of penalties or premiums, however, SMCRA shall repay
such principal with interest calculated as provided herein.
If the principal amount of this Note is not paid when due, the undersigned's action shall
constitute a default and the undersigned shall, at the option of the OCED, pay to the OCED the late
charge of one percent per calendar month, or fraction thereof, on the amount past due and
remaining unpaid. Failure of the OCED to exercise such option shall not constitute a waiver of
such default. If the undersigned shall default on payment under this Note, or provide false
information in support of the application for loan, or otherwise violate the CDBG, the undersigned
may be subject to penalties authorized by state and local laws, codes, rules and regulations. If this
Note be reduced to judgment, such judgment shall bear the maximum interest rate allowed by law.
If suit is instituted by the OCED or Miami-Dade County to recover on this Note, the
undersigned agree(s) to pay all costs of such collection including reasonable attorney's fees, at trial
and appellate levels, and court costs.
DEMAND, protest and notice of demand and protect are hereby waived, and the
undersigned hereby waives, to the extent authorized by law, all exemption rights which otherwise
would apply to the debt evidenced by this Note.
MDC & SMCRA — Promissoty Note
Page 2 of 6
has otherwise violated aCED, CDBO, and HUD guidelines under title 24 Part 570 of the Code of
Federal Regulations (CFR), or if the Property securing this Note is sold or in any way alienated or
transferred, such an event shall constitute a default, and the aforementioned principal sum shall, at
the option of the holder hereof, become at once due and collectable without notice, . time being of
the essence, and shall bear compound interest at the rate of twelve percent (12%), with such interest
accruing from the date the loan is disbursed to SMCRA until the date the entire principal plus
interest and proportional property appreciation (as reflected in any sale of the Property) is paid in
full. Determination that SMCRA is constructing the Project as provided for under the Development
Agreement, transfer or sale of the Property, or the undersigned's violation of the Development
Agreement are sufficient reasons to call for payment of this Note. This determination shall rest with
the aCEDandlor its designated agents and the mqker shall be notified of the time and place of
payment. Subordination' of this Note or the SMCRA's refinancing of the subject Property shall also
constitute default. However, upon reasonable notification and reasonable request of the SMCRA,
aCED and Miami-Dade County shall entertain and authorize subordination of this note and shall
not unreasona~ly reject such a request.
Borrower agrees to assign any proceeds to the county from any contract between the
county, its agencies or instrumentalities and the borrower or any firm, corporation, partnership or
. joint venture in which the borrower has a controlling financial interest in order to secure
repayment of the loan. "Controlling financial interest" shaH mean ownership, directly or
indirectly to ten percent or more of the outstanding capital stock in any corporation or a direct or
indirect interest of ten percent or more in a finn, partnership or other business entity.
The undersigned reserve(s) the right to repay at any time all or any part of the principal
amount of this Note without the payment of penalties or premiums, however, SMCRA shall repay
such principal with interest calculated as provided herein.
If the principal amount of this Note is not paid when due, the undersigned's action shall
constitute a default and the undersigned shall, at the option of the aCED, pay to the aCED the late
charge of one percent per calendar month, or fraction thereof, on the amount past due and
remaining unpaid. Failure of the OCED to exercise such option shall not constitl,lte a waiver of
such default. If the undersigned shall default on payment under this Note, or provide false
information in support of the application for loan, or otherwise violate the CDBO, the undersigned
may be subject to penalties authorized by state and local laws, codes, rules and regulations. If this
Note be reduced to judgment, such judgment shall bear the maximum interest rate allowed by law.
If suit is instituted by the OCED or Miami-Dade County to recover on this Note, the
undersigned agree(s) to pay all costs of such collection including reasonable attorney's fees, at trial
and appellate levels, and court costs.
DEMAND, protest and notice of demand and protect are hereby waived, and the
undersigned hereby waives, to the extent authorized by law, all exemption rights which otherwise
would apply to the debt evidenced by this Note.
MDC & SMCRA -PromissOlY Note
Page 2 0/6
338
Whenever used herein the terms "holder", "maker" and "payee" shall be construed in the
singular or plural as the context may require or admit.
MDC & SMCRA — Promissory Note
Page 3 of 6
Whenever used herein the tenus "holder", "maker" and "payee" shall be construed in the
singular or plural as the context may require or admit.
MDC & SMCRA -PromissOIY Note
Page 3 0/6
339
By: If
Public, State of Florida
Chairperson, SMCR
South Miami Con unity
Redevelopment ge cy
IN WITNESS WHEREOF, this Note has been duly executed by the undersigned as of its
date.
WITNESSES:
(--))
Signature
Maria M. Menendez
Print Name
STATE OF FLORIDA }
} SS
COUNTY OF MIAMI-DADE }
phen David, Director,
7§MCRA
Thee foregoing instrument was acknowledged, before me this day of
As WA , 2007, by Stephen David, .the SMCRA acting director. He is personally
known to me, or has produced as identification and that she/he did execute this instrument
1ree-Fa-i--icrvoluntarily for the purposes stated herein.
My Commission Expires:
4-9Yxv.f . Nkef47a Payne
k91 , ivly Commission OD255847
Expires October 05, 2007 OkA (14
Print m
r
e
Maria M. Menendez
Print Name
WITNESSES:
Signature
MDC & SMCRA — Promissory Note
Page 4 of 6
IN WITNESS WHEREOF, this Note has been duly executed by the undersigned as of its
date.
WITNESSES:
(}ha.:-(1.~¥
Signature
Maria M. Menendez
Signature /hvt -,;4-~
Print Name
STATE OF FLORIDA
} S8
COUNTY OF MIAMI-DADE}
}
T~e foregoing instrument was acknowledged· before me this ~ day of A-~\ ,2007, by Stephen David, the SMCRA acting director. He is .~
known to me, or has produced . as identification and that she/he did execute this instrument
l'reely and voluntarily for the purposes stated herein .
. My Commission Expires:
Public, State of Florida
Pnnt me
WITNESSES:
~~Q"~4<
:Signature r
Maria M. Menendez
Print Name
Redevelopment
MDC & SMCRA -Promissory Note
Page 4 016
340
Signature
Print Name
STATE OF FLORIDA }
} SS
COUNTY OF MIAMI-DADE }
The foregoing instrument was acknowledged before me this day of
, 2007, by , Chairperson of the SMCRA Board of
Directors. He/She is personally known to me, or has produced as identification and that
she/he did execute this instrument freely and voluntarily for the purposes stated herein.
My Commission Expires:
Notary Public, State of Florida
Print Name
MDC & SMCRA — Promissory Note
Page 5 of 6
Signature
Print Name
STATE OF FLORIDA
} SS
COUNTY OF MIAMI-DADE}
}
The foregoing instrument was acknowledged before me this day of
_________ , 2007, by ,Chairperson of the SMCRA Board of
Directors. He/She is personally known to me, or has produced as identification and that
she/he did execute this instrument freely and voluntarily for the purposes stated herein.
My Commission Expires:
Notary Public, State of Florida
Print
MDC & SMCRA -Promissory Note
Page 5 0/6
Name
341
Exhibit A
LEGAL DESCRIPTION OF PROPERTY
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3
LOT SIZE 4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT
FOR R/W BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South
Miami
MDC & SAICRA — Promissory Note
Page 6 of 6
Exhibit A
LEGAL DESCRIPTION OF PROPERTY
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3
LOT SIZE 4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT
FOR R/W BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South
Miami
MDC & SMCRA -Promissory Note
Page 60/6
342
EXHIBIT 4
PROMISSORY NOTE
Amount $394,000 Date: August , 2007
FOR VALUE RECEIVED, the undersigned, South Miami Community Redevelopment
Agency (SMCRA), a community redevelopment agency organized under the laws of Florida,
promise(s) to pay to the Miami-Dade County, acting through its Office of Community & Economic
Development (hereinafter referred to as "OCED" or the "County"), in the manner hereinafter
specified, the principal sum of ($394,000) Three Hundred Ninety-Four Thousand Dollars,
payable without interest except as herein below or otherwise provided.
This Promissory Note is made to evidence the loan made to the undersigned by the OCED
pursuant to a. South Miami Community Advisory Committee of Miami-Dade County
recommendation to OCED and Miami-Dade County to provide a Community Block Development
Grant to the City of South Miami Community Redevelopment Agency (SMCRA) as reflected in the
Development Agreement between the parties dated June , 2007 (hereinafter "Development
Agreement"). So long as the undersigned, SMCRA, has not provided false information in support
of the application for the loan, or has not otherwise violated the CDBG guidelines, and the
Development Agreement between Miami-Dade County/OCED and the SMCRA, the
aforementioned principal sum shall be forgiven as provided for in the Development Agreement.
Pursuant to the Development Agreement, the SMCRA is to construct the Madison Square/South
Miami Strip Mall Project (herein after "Project"). Pursuant to paragraph 7 of the Development
Agreement, in the event the Property tied to the Project is sold during the three (3) year
construction phase (or an extension of the three (3) year Construction Phase, which extension
shall be requested by the SMCRA and which request shall not be unreasonably denied by OCED
and Miami-Dade County), or if the Project construction has not been completed within three (3)
years of the date of the execution of this document, or of the requirements set forth in the
Development Agreement are not complied with or SMCRA fails to properly perform under said
agreement, Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus twelve percent (12%) compound interest as
well as the County's proportional share of any proceeds in excess of the original purchase price
of the Property.
This Note is secured by a mortgage, of even date herewith, on the real property owned by
the undersigned located at 6442 SW 59th Place, 6443 SW 60th Avenue, and 6429 SW 59th Place,
South Miami, Florida 33143 (the "Property"). The legal description of the Property is attached
hereto as exhibit A.
If the undersigned fails to construct the Project within the time frame delineated in the
Development Agreement, fails to comply with the requirements and obligations set forth in the
Development Agreement, or has provided false information in support of the application for loan or
MDC & SMCRA — Promissory Note
Page 1 of 6
EXHISIT 4
PROMISSORY NOTE
Amount $394,000· Date: August _, 2007
FOR V ALUE RECEIVED, the undersigned, South Miami Community Redevelopment
Agency (SMCRA), a community redevelopment agency organized under the laws of Florida,
promisees) to pay to the Miami-Dade County, acting through its Office of Community & Economic
Development (hereinafter referred to as "OCED" or the "County"), in the manner hereinafter
specified, the principal sum of ($394,000) Three Hundred Ninety-Four Thousand Dollars,
payable without interest except as herein below or otherwise provided.
This Promissory Note is made to evidence the loan made to the undersigned by the OCED
pursuant to a. South Miami Community Advisory Committee of Miami-Dade County
recommendation to OCED and Miami-Dade County to provide a Community Block Development
Grant to the City of South Miami Community Redevelopment Agency (SMCRA) as reflected in the
Development Agreement between the parties dated June _, 2007 (hereinafter "Development
Agreement"). So long as the undersigned, SMCRA, has not provided false information in support
of the application for the loan, or has not otherwise violated the CDBG guidelines, and the
Development Agreement between Miami-Dade County/OCED and the SMCRA, the
aforementioned principal sum shall be forgiven as provided for in the Development Agreement.
Pursuant to the Development Agreement, the SMCRA is to construct the Madison Square/South
Miami Strip Mall Project (herein after "Project"). Pursuant to paragraph 7 of the Development
Agreement, in the event the Property tied to the Project is sold during the three (3) year
construction phase (or an extension of the three (3) year Construction Phase, which extension
shall be requested by the SMCRA and which request shall not be unreasonably denied by OCED
and Miami-Dade County), or if the Project construction has not been completed within three (3)
years of the date of the execution of this document, or of the requirements set forth in the
Development Agreement are not complied with or SMCRA fails to properly perform under said
agreement, Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus twelve percent (12%) compound interest as
well as the County's proportional share of any proceeds in excess of the original purchase price
of the Property.
This Note is secured by a mortgage, of even date herewith, on the real property owned by
the undersigned located at 6442 SW 59 th Place, 6443 SW 60 th Avenue, and 6429 SW 59 th Place,
South Miami, Florida 33143 (the "Property"). The legal description of the Property is attached
hereto as exhibit A.
If the undersigned fails to construct the Project within the time frame delineated in the
Development Agreement, fails to comply with the requirements and obligations set forth in the
Development Agreement, or has provided false information in support of the application for loan or
MDC & SMCRA -Promissory Note
Page 10/6 343
TIT 5
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to the land in the
South Miami Community Redevelopment Agency ("SMCRA"), Miami-Dade County,
Florida, described in Exhibit "A," attached hereto, and hereinafter called the "Property,"
and
IN ORDER TO ASSURE Miami-Dade County (the "County") and South Miami
Community Advisory Committee ("CAC") that the SMCRA shall use the CAC Community
Development Block Grant ("CDBG") funding of Three Hundred Ninety-Four Thousand
dollars and zero cents ($394,000.00) properly, the SMCRA agrees to abide by certain
covenants, which covenants and declaration of restriction shall run with the land; and
SMCRA acknowledges that it freely, voluntarily and without duress makes the following
Declaration of Restrictions covering and running with the Property:
(1) SMCRA shall develop a project known as Madison Square/South Miami Strip
Mall Project (Project), whose primary purpose is the development of a mixed-use
development to meet affordable housing needs on the property and create
economic development opportunities, as well as, provide job creation/job
retention opportunities;
(2) The SMCRA shall create and retain at least one full-time permanent job for low-
and moderate-income persons within the, commercial retail component of the
Project per each $35,000 of CBDG funds used in the purchase of property for the
Madison Square/South Miami Strip Mall Project, resulting in 11.25 positions,
which shall be rounded up to twelve (12) positions; The twelve (12) full-time
permanent jobs shall be created within twelve (12) months of completion of
construction of the Project and shall be retained within the commercial/retail
component for a period of five (5) years from the date of hire.
(3) The SMCRA shall provide employment opportunities that are an integral
component designed to promote job opportunities for low to moderate income
persons;
(4) The SMCRA shall provide jobs for low to moderate income persons where
businesses will agree to provide clear opportunities for promotion and economic
advancement to persons who are hired;
(5) In the event this Property is ever sold, or if the Project construction has not been
completed within three (3) years of the date of the execution of this document,
Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus interest at rate of twelve
percent (12%) and its proportional share of any proceeds in excess of the original
purchase price of the Property, as well as all rights and remedies to the County
set forth in the Mortgage secured by the Property;
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 1 of 5
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to the land in the
South Miami Community Redevelopment Agency ("SMCRA"), Miami-Dade County,
Florida, described in Exhibit "A," attached hereto, and hereinafter called tile "Property,"
and
IN ORDER TO ASSURE Miami-Dade County (the "County") and South Miami
Community Advisory Committee ("CAC") that the SMCRA shall use the CAC Community
Development Block Grant ("CDBG") funding of Three Hundred Ninety-Four Thousand
dollars and zero cents ($394,000.00) properly, the SMCRA agrees to abide by certain
covenants, which covenants and declaration of restriction shall run with the land; and
SMCRA acknowledges that it freely, voluntarily and without duress makes the following
Declaration of Restrictions covering and running with the Property:
(1) SMCRA shall develop a project known as Madison Square/South Miami Strip
Mall Project (Project), whose primary purpose is the development of a mixed-use
development to meet affordable housing needs· on the property and create
economic development opportunities, as well as, provide job creation/job
retention opportunities;
(2) The SMCRA shall create and retain at least one full-time permanent job for low-
and moderate-income persons within the. commercial retail component of the
Project per each $35,000 of CBDG funds used in the purchase of property for the
Madison Square/South Miami Strip Mall Project, resulting in 11.25 positions,
which shall be rounded up to twelve (12) positions; The twelve (12) full-time
permanent jobs shall be created within twelve (12) months of completion of
construction of the Project and shall be retained within the commercial/retail
component for a period of five (5) years from the date of hire.
(3) The SMCRA shall provide employment opportunities that are an integral
component designed to promote job opportunities for low to moderate income
persons;
(4) The SMCRA shall provide jobs for low to moderate income persons where
businesses will agree to provide clear opportunities for promotion and economic
advancement to persons who are hired; .
(5) In the event this Property is ever sold, or if the Project construction has not been
completed within three (3) years of the date of the execution of this document,
Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus interest at rate of twelve
percent (12%) and its proportional share of any proceeds in excess of the original
purc~ase price of the Property, as well as all rights and remedies to the County
set forth in the Mortgage secured by the Property;
MDC & SMCRA Declaration of Restrictions (COB G)
Page 1 of 5
344
(6) Any substantial modification or abandonment of the Madison Square/South
Miami Strip Mall Project shall require the approval of CAC and the County, acting
through its Office of Community and Economic Development ("OCED");
(7) As further part of this Declaration, it is hereby understood and agreed that any
official inspector of the County, or its agents duly authorized, may have the
privilege at any time during normal working hours of entering and inspecting the
use of the Madison Square/South Miami Strip Mall premises, once constructed
and occupied, to determine whether or not the requirements of the CDBG
regulations and these conditions herein agreed to are being complied with.
Covenant Running with the Land. This Declaration on the part of the Owner
shall constitute a covenant running with the land and shall be recorded, at Owner's
expense, in the public records of Miami-Dade County, Florida and shall remain in full
force and effect and be binding upon the undersigned Owners, and their heirs,
successors and assigns and those claiming through any heir, successor and assign,
including all lessees, regardless of payment or satisfaction of the underlying loan until
such time as the same may be modified or released by Miami-Dade County. These
restrictions during their lifetime shall be for the benefit of, and limitation upon, all present
and future owners of the real property and for the benefit of CAC and Miami-Dade
County and the public welfare. Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way, obligate or
provide a limitation on the CAC of Miami-Dade County.
Term. This Declaration is to run with the land and shall be binding on all parties
and all persons claiming under it until all obligations described herein shall be satisfied,
unless an instrument signed by the then-owner(s) of the Property has been recorded
agreeing to change the covenant in whole, or in part, provided that the Declaration has
first been modified or released by Miami-Dade County, or its successor in interest. The
determination that all obligations described herein have been satisfied shall be made by
the County in its sole discretion in accordance with federal regulations governing the use
of CDBG funds and upon written request from SMCRA.
Modification, Amendment, Release. This Declaration of Restrictions may be
modified, amended or released as to the land herein described, or any portion thereof,
by a written instrument executed by the, then, owner(s) of all of the Property, including
joiners of all mortgagees, if any, provided that the same is also approved by the CAC
and by Miami-Dade County.
Should this Declaration of Restrictions be so modified, amended or released, a
written instrument effectuating and acknowledging such modification, amendment or
release, shall be executed by all such parties and recorded in the Public Records of
Miami-Dade County.
Enforcement. Enforcement shall be by action against any parties or person
violating, or attempting to violate, any covenants. The prevailing party in any action or
suit pertaining to or arising out of this Declaration shall be entitled to recover, in addition
to costs and disbursements allowed by law, such sum as the Court may adjudge to be
reasonable for the services of his attorney. This enforcement provision shall be in
addition to any remedies available at law, in equity or both.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 2 of 5
(6) Any substantial modification or abandonment of the Madison Square/South
Miami Strip Mall Project shall require the approval of CAC and the County, acting
through its Office of Community and Economic Development ("OCED");
(7) As further part of this Declaration, it is hereby understood and agreed that any
official inspector of the County, or its agents duly authorized, may have the
privilege at any time during normal working hours of entering and inspecting the
use of the Madison Square/South Miami. Strip Mall premises, once constructed
and occupied, to determine whether or not the requirements of the CDSG
regulations and these conditions herein agreed to are being complied with.
Covenant Running with the Land. This Declaration on the part of the Owner
shall constitute a covenant running with the land and shall be recorded, at Owner's
expense, in the public records of Miami-Dade County, Florida and shall remain in full
force and effect and be binding upon the undersigned Owners, and their heirs,
successors and assigns and those claiming through any heir, successor and assign,
including all lessees, regardless of payment or satisfaction of the underlying loan until
such time as the same may be modified or released by Miami-Dade County. These
restrictions during their lifetime shall be for the benefit of, and limitation upon, all present
and future owners of the real property and for the benefit of CAC and Miami-Dade
County and the public welfare. Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way, obligate or
provide a limitation on the CAC of Miami-Dade County.·
Term. This Declaration is to run with the land and shall be binding on all parties
and all persons claiming under it until all obligations described herein shall be satisfied,
unless an instrument signed by the then-owner(s) of the Property has been recorded
agreeing to change the covenant in whole, or in part, provided that the Declaration has
first been modified or released by Miami-Dade County, or its successor in interest. The
determination that all obligations described herein have been satisfied shall be made by
the County in its sole discretion in accordance with federal regulations governing the use
of COBG funds and upon written request from SMCRA.
Modification, Amendment, Release. This Declaration of Restrictions. may be
modified, amended or released as to the land herein described, or any portion thereof,
by a written instrument executed by the, then, owner(s) of all of the Property, including
joiners of all mortgagees, if any, provided that the same is also approved by the CAC
and by Miami-Dade County. .
Should this Declaration of Restrictions be so modified, amended or released, a
written instrument effectuating and acknowledging such modification, amendment or
release, shall be executed by all such parties and recorded in the Public Records of
Miami-Dade County.
Enforcement. Enforcement shall be by action against any parties or person
violating, or attempting to violate, any covenants. The prevailing party in any action or
suit pertaining to or arising out of this Declaration shall be entitled to recover, in addition
to costs and disbursements allowed by law, such sum as the Court may adjudge to be
reasonable for the services of his attorney. This enforcement provision shall be in
addition to any remedies available at law, in equity or both.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 2 of 5
345
Election of Remedies. All rights, remedies and privileges granted herein shall
be deemed to be cumulative and the exercise of any one or more shall neither be
deemed to constitute an election of remedies, nor shall it preclude the party exercising
the same from exercising such other additional rights, remedies or privileges.
Severability. Invalidation of any one of these covenants, by judgment of Court,
shall not affect any of the other provisions which shall remain in full force and effect.
Owner. The term Owner shall include the Owner, and its heirs, successors and
assigns.
IN WITNESS WHEREOF, we have hereunto set our hands and seals the day
and year written above.
WITNESSES:
Signature
By:
Stephen David
Acting Director, SMCRA
Print Name
Signature
Print Name
STATE OF FLORIDA
) SS
COUNTY OF MIAMI-DADE }
The foregoing instrument was acknowledged before me this day of
, 20 , by Stephen David. He is personally
known to me, or has produced as identification
and that she/he did execute this instrument freely and voluntarily for the purposes stated
herein.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 3 of 5
Election of Remedies. All rights, remedies and privileges granted herein shall
be deemed to be cumulative and the exercise of anyone or more shall neither be
deemed to constitute an election of remedies, nor shall it preclude the party exercising
. the same from exercising such other additional rights, remedies or privileges.
Severability. Invalidation of anyone of these covenants, by judgment of Court,
shall not affect any of the other provisions which shall remain in full force and effect.
Owner. The term Owner shall include the Owner, and its heirs, successors and
assigns.
IN WITNESS WHEREOF, we have hereunto set our hands and seals the day
and year written above.
WITNESSES:
Signature
Print Name
Signature
Print Name
STATE OF FLORIDA }
} SS
COUNTY OF MIAMI-DADE }
8y: ____________________ __
Stephen David
Acting Director, SMCRA
The foregoing instrument was acknowledged before me this _____ day of
___________________ , 20 __ , by Stephen David. He is personally
known to me, or has produced ____________________ -as identification
and that she/he did execute this instrument freely and voluntarily for the purposes stated
herein.
MOC & SMCRA Declaration of Restrictions (CDBG)
Page 3 of 5
346
My Commission Expires:
Notary Public, State of Florida
Print Name
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 4 of 5
My Commission Expires:
Notary Public, State of Florida
Print Name
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 40f5
347
Exhibit A
LEGAL DESCRIPTION OF PROPERTY
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3 LOT
SIZE 4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR
RIW BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 5 of 5
ExhibitA
LEGAL DESCRIPTION OF PROPERTY
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3 LOT
SIZE 4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR
RJW BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 5 0(5
348
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to the land in the
South Miami Community Redevelopment Agency ("SMCRA" or "Owner"), Miami-Dade
County, Florida, described in Exhibit "A," attached hereto, and hereinafter called the
"Property," or if the undersigned Owner does not hold fee simple title to said properties
as of the date of this Declaration, the Owner represents that Owner has a contract for
purchase of such property and Owner agrees to record this Declaration again as to
those properties Owner acquires upon acquiring said fee simple title, and
WHEREAS, SMCRA has received a forgivable loan for the purchase of some of
these properties, and
WHEREAS, SMCRA has committed in Resolution No. R-931-06 to the Miami-
Dade County Board of County Commissioners that SMCRA will create and retain
affordable housing units certain of the properties described in Exhibit A, and
IN ORDER TO ASSURE Miami-Dade County (the "County") and South Miami
Community Advisory Committee ("CAC") that the SMCRA shall create and retain
affordable housing units in accordance with its promises to the Board of County
Commissioners, SMCRA agrees to abide by certain covenants, which Covenants and
declaration of restrictions shall run with the land; and SMCRA acknowledges that it
freely, voluntarily and without duress makes the following Declaration of Restrictions
covering and running with the Property:
(1) SMCRA shall develop a project known as Madison Square/South Miami Strip
Mall Project (Project), whose primary purpose is the development of a mixed-use
development to meet affordable housing needs on the property and create
economic development opportunities, as well as, provide job creation/job
retention opportunities;
(2) The SMCRA shall designate, as affordable housing, a minimum of thirty (30)
affordable housing units that are to be rented and/or sold to low- to moderate-
income persons, which shall be defined as income not exceeding 140% of the
median income in Miami-Dade County. Furthermore, tenants and/or owners of
these affordable units shall not expend more than thirty (30) percent of their
monthly income on housing expenses.
Further, SMCRA during construction must monitor the project's compliance with
the requirements of Section 3 of the Housing and Urban Development Act of
1968 and the implementing regulations in 24 Code of Federal Regulations (CFR)
Part 135, as amended by an interim rule published on June 30,1994 (59 FR
33866); and
(3) Any substantial modification or abandonment of the Madison Square/South
Miami Strip Mall Project shall require the approval of CAC and the County, acting
through its Office of Community and Economic Development ("OCED");
(4) As further part of this Declaration, it is hereby understood and agreed that any
official inspector of the County, or its agents duly authorized, may have the
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 1 of 6
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to the land in the
South Miami Community Redevelopment Agency ("SMCRA" or "Owner"), Miami-Dade
County, Florida, described· in Exhibit "A," attached hereto, and hereinafter called the
"Property," or if the undersigned Owner does not hold fee simple title to said properties
as of the date of this Declaration, the Owner represents that Owner has a contract for
purchase of such property and Owner agrees to record this Declaration again as to
those properties Owner acquires upon acquiring said fee simple title, and
WHEREAS, SMCRA has received a forgivable loan for the purchase of some of
these properties, and
WHEREAS, SMCRA has committed in Resolution No. R-931-06 to the Miami-
Dade County Board of County Commissioners that SMCRA will create and retain
affordable housing units certain of the properties described in Exhibit A, and
IN ORDER TO ASSURE Miami-Dade County (the ':County") and South Miami
Community Advisory Committee ("CAC") that the SMCRA shall create and retain
affordable housing units in accordance with. its promises to· the Board of County
Commissioners, SMCRA agrees to abide by certain covenants, which 'cov~nants and
declaration of restrictions shall run with the land; and SMCRA acknowledges that it
freely, voluntarily and without duress makes the following Declaration of Restrictions
covering and running with the Property:
(1) SMCRA shall develop a project known as Madison Square/South Miami Strip
Mall Project (Project), whose primary purpose is the development of a mixed-use
development to meet affordable housing needs on the property and create
economic development opportunities, as well as, provide job. creation/job
retention opportunities;
(2) The SMCRA shall designate, as affordable housing, a minimum of thirty (30)
affordable housing units that are to be rented and/or sold to low-to moderate-
income persons, which shall be defined as income not exceeding 140% of the
median income in Miami-Dade County. Furthermore, tenants and/or owners of
these affordable units shall not expend more than thirty (30) percent of their
monthly income on housing expenses.
Further, SMCRA during construction must monitor the project's compliance with
the requirements of Section 3 of the Housing and Urban Development Act of
1968 and the implementing regulations in 24 Code of Federal Regulations (CFR)
Part 135, as amended by an interim rule published on June 30,1994 (59 FR
33866); and .
(3) Any substantial modification or abandonment of the Madison Square/South
Miami Strip Mall Project shall require the approval of CAC and the County, acting
through its Office of Community and Economic Development ("OCED");
(4) As further part of this Declaration, it is hereby understood and agreed that any
official inspector of the County, or its agents duly authorized, may have the
MOC & SMCRA -Declaration of Restrictions (Aff Housing)
Page 10f6
349
privilege at any time during normal working hours of entering and inspecting the
use of the Madison Square/South Miami Strip Mall premises, once constructed
and occupied, to determine whether or not the affordable housing commitments
described herein are being complied with.
(5)For properties listed in Exhibit A to which SMCRA does not hold fee simple title
as of the date of this Declaration, SMCRA represents that SMCRA has a contract
for purchase of such property and SMCRA shall record this Declaration again as
to those properties when SMCRA acquires said fee simple title.
Covenant Running with the Land. This Declaration on the part of the Owner
shall constitute a covenant running with the land and shall be recorded, at Owner's
expense, in the public records of Miami-Dade County, Florida and shall remain in full
force and effect and be binding upon the undersigned Owners, and their heirs,
successors and assigns and those claiming through any heir, successor and assign,
including all lessees, regardless of payment or satisfaction of the underlying loan until
such time as the same may be modified or released by Miami-Dade County. These
restrictions during their lifetime shall be for the benefit of, and limitation upon, all present
and future owners of the real property and for the benefit of CAC and Miami-Dade
County and the public welfare. Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way, obligate or
provide a limitation on the CAC of Miami-Dade County.
Term. This Declaration is to run with the land and shall be binding on all parties
and all persons claiming under it for a period of twenty (20) years from the date this
Declaration is recorded, after which time it shall be extended automatically for
successive periods of ten (10) years each, unless an instrument signed by the, then,
owner(s) of the Property has been recorded agreeing to change the covenant in whole,
or in part, provided that the Declaration has first been modified or released by Miami-
Dade County, or its successor in interest.
Modification, Amendment, Release. This Declaration of Restrictions may be
modified, amended or released as to the land herein described, or any portion thereof,
by a written instrument executed by the, then, owner(s) of all of the Property, including
joiners of all mortgagees, if any, provided that the same is also approved by Miami-Dade
County.
Should this Declaration of Restrictions be so modified, amended or released, a
written instrument effectuating and acknowledging such modification, amendment or
release, shall be executed by all such parties and recorded in the Public Records of
Miami-Dade County.
Enforcement. Enforcement shall be by action against any parties or person
violating, or attempting , to violate, any covenants. The prevailing party in any action or
suit pertaining to or arising out of this Declaration shall be entitled to recover, in addition
to costs and disbursements allowed by law, such sum as the Court may adjudge to be
reasonable for the services of his attorney. This enforcement provision shall be in
addition to any remedies available at law, in equity or both.
Election of Remedies. All rights, remedies and privileges granted herein shall
be deemed to be cumulative and the exercise of any one or more shall neither be
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 2 of 6
privilege at any time during normal working hours of entering and inspecting the
use of the Madison Square/South Miami Strip Mall premises, once constructed
and occupied, to determine whether or not the affordable housing comm itments
described herein are being complied with.
(5) For properties listed in Exhibit A to which SMCRA does not hold fee simple title
as of the date of this Declaration, SMCRA represents that SMCRA has a contract
for purchase of such property and SMCRA shall record this Declaration again as
to those properties when SMCRA acquires said fee simple title.
Covenant Running with the Land. This Declaration on the part of the Owner
shall constitute a covenant running with the land and shall be recorded, at Owner's
expense, in the public records of Miami-Dade County, Florida and shall remain in full
force and effect and be binding upon the undersigned Owners, and their heirs,
successors and assigns and those claiming through any heir, successor and assign,
including all lessees, regardless of payment or satisfaction of the underlying loan until
such time as the same may be modified or released by Miami-Dade County. These
restrictions during their lifetime shall be for the benefit of, and limitation upon, all present
and future owners of the real property ~nd for the benefit of CAC and Miami-Dade
County and the public welfare. Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way, obligate or
provide a limitation on the CAC of Miami-Dade County.
Term. This Declaration is to run with the land and shall be binding on all parties
and all persons claiming under it for a period of twenty (20) years from the date this
Declaration is recorded, after which time it shall be extended automatically for
successive periods of ten (1 0) years each, unless an instrument signed by the, then,
owner(s) of the Property has been recorded agreeing to change the covenant in whole,
or in part, provided that the Declaration has first been modified or released by Miami-
Dade County, or its successor in interest.
Modification, Amendment, Release. This Declaration of Restrictions may be
modified, amended or released as to the land herein described, or any portion thereof,
by a written instrument executed by the, then, owner(s) of all of the Property, including
joiners of all mortgagees, if any, provided that the same is also approved by Miami-Dade
County.
Should this Declaration of Restrictions be so modified, amended or released, a
written instrument effectuating and acknowledging such modification, amendment or
release, shall be executed by all such parties and recorded in the Public Records of
Miami-Dade County. .
Enforcement. Enforcement sh~1I be by action against any parties or person
violating, or attempting·to violate, any covenants. The prevailing party in any action or
suit pertaining to or arising out of this Declaration shall be entitled to recover, in addition
to costs and disbursements allowed by law, such sum as the Court may adjudge to be
reasonable for the services of his attorney. This enforcement provision shall be in
addition to any remedies available at law, in equity or both.
Election of Remedies. All rights, remedies and privileges granted herein shall
be deemed to be cumulative and the exercise of anyone or more shall neither be
MDC & SMCRA -Declaration of Restrictions (Aft Housing)
Page 2 of6
350
Signature
Maria M. Menendez
By:
,Stephen David, SMCRA Director
deemed to constitute an election of remedies, nor shall it preclude the party exercising
the same from exercising such other additional rights, remedies or privileges.
Severability. Invalidation of any one of these covenants, by judgment of Court,
shall not affect any of the other provisions which shall remain in full force and effect.
Owner. The term Owner shall include the Owner, and its heirs, successors and
assigns.
IN WITNESS WHEREOF, we have hereunto set our hands and seals the day
and year written above.
WITNESSES:
Signature
7/72
Print Name
STATE OF FLORIDA
} SS
COUNTY OF MIAMI-DADE }
The foregoing instrument was acknowledged before me this a"-- day of
, 20(1 , by Stephen David. He is personally
known to me, or has produced as identification
and that she/he did execute this instrument freely and voluntarily for the purposes stated
herein.
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 3 of 6
deemed to constitute an election of remedies, nor shall it preclude the party exercising
the same from exercising such other additional rights, remedies or privileges.
Severability. Invalidation of anyone of these covenants, by judgment of Court,
shall not affect any of the other provisions which shall remain in full force and effect.
Owner. The term Owner shall include the Owner, and its heirs, succes~ors and
assigns.
IN WITNESS WHEREOF, we have hereunto set our hands and seals the day
and year written above.
WITNESSES:
(jJ;Q~G.~/
Signature .
Maria M. Menend.9z
z'·· .. ···>.,······ .. ·· .. · .. ···•·••· .... ·•• .. · .. · .........
8(1 _J
~ePhen David, SMCRA Director
;/Print ~ame /~ ? Uk£L;~~
Signature .
If-Nt ·m
Print Name
STATE OF FLORIDA }
} SS
COUNTY OF MIAMI-DADE. }
The foregoing instrument was acknowledged before me this d. ~
---'\\-->.....:\.l~U..::.r.~=-· "'--_____ , 200, ,by Stephen David. He is personally ---
day of
known to me, or has produced _____________ as identification
and that she/he did execute this instrument freely and voluntarily for the purposes stated
herein.
MDC & SMCRA -Declaration of Restrictions (Aft Housing)
Page 30f6
351
My Commission Expires:
0 ublic, State of Florida
ojia,tn,e
Print Name
N enga Payne
ap My Commission DD255847
EXOfeS October 05, 2007
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 4 of 6
My Commission Expires:
ublic, State of Florida
'/J Nkeng a Payne i~~\ MY commission 00255847
'.. 2007 ~ G. .I Expires october 05, ~tH'-
~~:-t~M
MDC & SMCRA -Declaration of Restrictions (Aff Housing)
Page 40f6 .
352
Exhibit A (Part 1)
LEGAL DESCRIPTION OF PROPERTY
1. 09-4025-010-0280: FRANKLIN SUB PB 5-34 P 19-3 AKA W4OFT LOT 27
BLK 5 LOT SIZE 2000 SQUARE FEET
2. 09-4025-010-0270: FRANKLIN SUB PB 5-34 LOT 27 LESS W4OFT BLK 5 &
W15FT OF LOT 40 BLK 7 AKA P 19-2 LOT SIZE 4250 SQUARE FEET
3. 09-4025-010-0290: FRANKLIN SUB PB 5-34 N1/2 OF LOT 28 BLK 5 LOT
SIZE 2750 SQUARE FEET**
4. 09-4025-010-0300: FRANKLIN SUB PB 5-34 LOT 2 LESS W2.50FT BLK 1
LOT SIZE 5875 SQ FT**
5. 09-4025-010-0310: FRANKLIN SUB PB 5-34 LOT 29 BLK 5 LOT SIZE 5500
SQUARE FEET
6. 09-4025-010-0320: FRANKLIN SUB PB 5-34 LOT 30 BLK 5 LOT SIZE 5500
SQUARE FEET
7. 09-4025-010-0010: FRANKLIN SUB PB 5-34 P 20-3 AKA LOT 1 LESS E2FT
BLK 1 LOT SIZE 5900 SQUARE FEET
8. 09-4025-010-0020: FRANKLIN SUB PB 5-34 E2FT LOT 1 BLK 1 & W35FT
LOT 14 BLK 3 LOT SIZE 1850 SQUARE FEET
9. 09-4025-010-0140: FRANKLIN SUB PB 5-34 P 20-1 AKA LOT 14 LESS
W35FT & LESS BEG 35FTE & 20FTS OF NW COR OF LOT 14 TH E15.61FT SELY
A/D 42.44FT W42.93FT N3OFT TO POB BLK 3
10. 09-4025-010-0160: FRANKLIN SUB PB 5-34 S1/2 LOT 15 LESS R/W BLK 3
LOT SIZE 2203 SQ FT**
11. 09-4025-010-0170: FRANKLIN SUB PB 5-34 LOT 16 LESS R/W BLK 3 LOT
SIZE 4628 SQ FT**
12. 09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3
LOT SIZE 4625 SQ FT
13. 09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT
FOR R/W BLK 1 LOT SIZE 5875 SQ FT
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 5 of 6
Exhibit A (Part 1)
LEGAL DESCRIPTION OF PROPERTY
1. 09-4025-010-0280: FRANKLIN SUB PB 5-34 P'19-3 AKA W40FT LOT 27
BLK 5 LOT SIZE 2000 SQUARE FEET
2. 09-4025-010-0270: FRANKLIN SUB PB 5-34 LOT 27 LESS W40FT BLK 5 &
W15FT OF LOT 40 BLK 7 AKA P 19-2 LOT SIZE 4250 SQUARE FEET
3. 09-4025-010-0290: FRANKLIN SUB PB 5-34 N1/2 OF LOT 28 BLK 5 LOT
SIZE 2750 SQUARE FEET**
4. 09-4025-010-0300: FRANKLIN SUB PB 5-34 LOT 2 LESS W2.50FT BLK 1
LOT SIZE 5875 SQ FT**
5. 09-4025-010-0310: FRANKLIN SUB PB 5-34 LOT 29 BLK 5 LOT SIZE 5500
SQUARE FEET
6. 09-4025-010-0320: FRANKLIN SUB PB 5-34 LOT 30 BLK 5 LOT SIZE 5500,
SQUARE FEET
7. 09-4025-010-0010: FRANKLIN SUB PB 5-34 P 20-3 AKA LOT 1 LESS E2FT
BLK 1 LOT SIZE 5900 SQUARE FEET
8. 09-4025-010-0020: FRANKLIN SUB PB 5-34 E2FT LOT 1 BLK 1 & W35FT
LOT 14 BLK 3 LOT SIZE 1850 SQUARE FEET
9. 09-4025-010-0140: FRANKLIN SUB PB 5-34 P 20-1 AKA LOT 14 LESS
W35FT & LESS BEG 35FTE & 20FTS OFNW COR OF LOT 14 TH E15.61FT SELY
AID 42.44FT W42.93FTN30FT TO POB-BLK 3
10. 09-4025-010-0160: FRANKLIN SUB PB 5-34 S1I2 LOT 15 LESS RlW BLK 3
LOT SIZE 2203 SQ FT* *
11. 09-4025-010-0170: FRANKLIN SUB PB 5-34 LOT 16 LESS RlW BLK 3 LOT
SIZE 4628 SQ FT**
12. 09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3
LOT SIZE 4625 SQ FT
13. 09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT
FOR RlW BLK 1 LOT SIZE 5875 SQ FT
MDC & SMCRA -Declaration of Restrictions (Aff Housing)
Page 50f6
353
Exhibit A (part 2)
14. 09-4025-010-0040: FRANKLIN SUB PB 5-34 LOT 3 LESS W2.5FT FOR R/W
BLK 1 LOT SIZE 5875 SQ FT
15. 09-4025-010-0030: FRANKLIN SUB PB 5-34 LOT 2 LESS W2.50FT BLK 1
LOT SIZE 5875 SQ FT
** Properties under contract for sale with SMCRA. See Section 6 herein for SMCRA
obligations to record this declaration of restrictions on those properties following
acquisition of fee simple title.
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 6 of 6
Exhibit A (part 2)
14. 09-4025-010-0040: FRANKLIN SUB PB 5-34 LOT 3 LESS W2.5FT FOR R/W
BLK 1 LOT SIZE 5875 SQ FT
15. 09-4025-010-0030: FRANKLIN SUB PB 5-34 LOT 2 LESS W2.50FT BLK 1
LOT SIZE 5875 SQ FT
** Properties under contract for sale with SMCRA. See Section 6 herein for SMCRA
obligations to record this declaration of restrictions on those properties following
acquisition of fee simple title.
MOC & SMCRA -Declaration of Restrictions (Aff Housing)
Page 60f6
354
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to the land in the
South Miami Community Redevelopment Agency ("SMCRA"), Miami-Dade County,
Florida, described in Exhibit "A," attached hereto, and hereinafter called the "Property,"
and
IN ORDER TO ASSURE Miami-Dade County (the "County") and South Miami
Community Advisory Committee ("CAC") that the SMCRA shall use the CAC Community
Development Block Grant ("CDBG") funding of Three Hundred Ninety-Four Thousand
dollars and zero cents ($394,000.00) properly, the SMCRA agrees to abide by certain
covenants, which covenants and declaration of restriction shall run with the land; and
SMCRA acknowledges that it freely, voluntarily and without duress makes the following
Declaration of Restrictions covering and running with the Property:
(1) SMCRA shall develop a project known as Madison Square/South Miami Strip
Mall Project (Project), whose primary purpose is the development of a mixed-use
development to meet affordable housing needs on the property and create
economic development opportunities, as well as, provide job creation/job
retention opportunities;
(2) The SMCRA shall create and retain at least one full-time permanent job for low-
and moderate-income persons within the commercial retail component of the
Project per each $35,000 of CBDG funds used in the purchase of property for the
Madison Square/South Miami Strip Mall Project, resulting in 11.25 positions,
which shall be rounded up to twelve (12) positions; The twelve (12) full-time
permanent jobs shall be created within twelve (12) months of completion of
construction of the Project and shall be retained within the commercial/retail
component for a period of five (5) years from the date of hire.
(3) The SMCRA shall provide employment opportunities that are an integral
component designed to promote job opportunities for low to moderate income
persons;
(4) The SMCRA shall provide jobs for low to moderate income persons where
businesses will agree to provide clear opportunities for promotion and economic
advancement to persons who are hired;
(5) In the event this Property is ever sold, or if the Project construction has not been
completed within three (3) years of the date of the execution of this document,
Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus interest at rate of twelve
percent (12%) and its proportional share of any proceeds in excess of the original
purchase price of the Property, as well as all rights and remedies to the County
set forth in the Mortgage secured by the Property;
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 1 of 5
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to the land in the
South M'iami Community Redevelopment Agency ("SMCRA"), Miami-Dade County,
Florida, described in Exhibit "A," attached hereto, and hereinafter called the "Property,"
and
IN ORDER TO ASSURE Miami-Dade County (the "County") and South Miami
Community Advisory Committee ("CAC") that the SMCRA shall use the CAC Community
Development Block Grant ("CDBG") funding of Three Hundred Ninety-Four Thousand
dollars and zero cents ($394,000.00) properly, the SMCRA agrees to abide by certain
covenants, which covenants and declaration of restriction shall run with the land; and
SMCRA acknowledges that it freely, voluntarily and without duress makes the following
. Declaration of Restrictions covering and running with the Property:
(1) SMCRA shall develop a project known as Madison Square/South Miami Strip
Mall Project (Project), whose primary purpose is the development of a mixed-use
development to meet affordable housing needs on the property and create
economic development opportunities, as well as, provide job creation/job
retention opportunities;
(2) The SMCRA shall create and retain at least one full-time permanent job for low-
and moderate-income persons within the commercial retail component of the
Project per each $35,000 of CBDG funds used in the purchase of property for the
Madison Square/South Miami Strip Mall Project, resulting in 11.25 positions,
which shall be rounded up to twelve (12) positions; The twelve (12) full-time
permanent jobs shall be created within twelve (12) months of completion of
construction of the Project and shall be retained within the commercial/retail
component for a period of five (5) years from the date of hire.
(3) The SMCRA shall provide employment opportunities that are an integral
component designed to promote job opportunities for low to moderate income
persons;
(4) The SMCRA shall provide jobs for low to moderate income persons where
businesses will agree to provide clear opportunities for promotion and economic
advancement to persons who are hired;
(5) In the event this Property is ever sold, or if the Project construction has not been
completed within three (3) years of the date of the execution of this document,
Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus interest at rate· of twelve
percent (12%) and its proportional share of any proceeds in excess of the original
purchase price of the Property, as well as all rights and remedies to the County
set forth in the Mortgage secured by the Property;
MDC & SMCRA Declaration of Restrictions (COB G)
Page 1 of 5
355
(6) Any substantial modification or abandonment of the Madison Square/South
Miami Strip Mall Project shall require the approval of CAC and the County, acting
through its Office of Community and Economic Development ("OCED");
(7) As further part of this Declaration, it is hereby understood and agreed that any
official inspector of the County, or its agents duly authorized, may have the
privilege at any time during normal working hours of entering and inspecting the
use of the Madison Square/South Miami Strip Mall premises, once constructed
and occupied, to determine whether or not the requirements of the CDBG
regulations and these conditions herein agreed to are being complied with.
Covenant Running with the Land. This Declaration on the part of the Owner
shall constitute a covenant running with the land and shall be recorded, at Owner's
expense, in the public records of Miami-Dade County, Florida and shall remain in full
force and effect and be binding upon the undersigned Owners, and their heirs,
successors and assigns and those claiming through any heir, successor and assign,
including all lessees, regardless of payment or satisfaction of the underlying loan until
such time as the same may be modified or released by Miami-Dade County. These
restrictions during their lifetime shall be for the benefit of, and limitation upon, all present
and future owners of the real property and for the benefit of CAC and Miami-Dade
County and the public welfare. Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way, obligate or
provide a limitation on the CAC of Miami-Dade County.
Term. This Declaration is to run with the land and shall be binding on all parties
and all persons claiming under it until all obligations described herein shall be satisfied,
unless an instrument signed by the then-owner(s) of the Property has been recorded
agreeing to change the covenant in whole, or in part, provided that the Declaration has
first been modified or released by Miami-Dade County, or its successor in interest. The
determination that all obligations described herein have been satisfied shall be made by
the County in its sole discretion in accordance with federal regulations governing the use
of CDBG funds and upon written request from SMCRA.
Modification, Amendment, Release. This Declaration of Restrictions may be
modified, amended or released as to the land herein described, or any portion thereof,
by a written instrument executed by the, then, owner(s) of all of the Property, including
joiners of all mortgagees, if any, provided that the same is also approved by the CAC
and by Miami-Dade County.
Should this Declaration of Restrictions be so modified, amended or released, a
written instrument effectuating and acknowledging such modification, amendment or
release, shall be executed by all such parties and recorded in the Public Records of
Miami-Dade County.
Enforcement. Enforcement shall be by action against any parties or person
violating, or attempting to violate, any covenants. The prevailing party in any action or
suit pertaining to or arising out of this Declaration shall be entitled to recover, in addition
to costs and disbursements allowed by law, such sum as the Court may adjudge to be
reasonable for the services of his attorney. This enforcement provision shall be in
addition to any remedies available at law, in equity or both.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 2 of 5
(6) Any substantial modification or abandonment of the Madison Square/South
Miami Strip Mall Project shall require the approval of CAC and the County, acting
through its Office of Community and Economic Development ("OCED");
(7) As further part of this Declaration, it is hereby understood and agreed that any
official inspector of the County, or its agents duly authorized, may have the
privilege at any time during normal working hours of entering and inspecting the
use of the Madison Square/South Miami Strip Mall premises, once constructed
and occupied, to determine whether or not the requirements of the CDBG
regulations and these conditions herein agreed to are being complied with.
Covenant Running with the Land. This Declaration on the part of the Owner
shall constitute a covenant running with the land and shall be recorded, at Owner's
expense, in the public records of Miami-Dade County, Florida and shall remain in full
force and effect and be binding upon the undersigned Owners, and their heirs,
successors and assigns and those claiming through any heir, successor and assign,
including all lessees, regardless of payment or satisfaction of the underlying loan until
such time as the same may be modified or released by Miami-Dade County. These
restrictions during their lifetime shall be for the benefit of, and limitation upon, all present
and future owners of the real property and for the benefit of CAC and Miami-Dade
County and the public welfare.· Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way, obligate or
provide a limitation on the CAC of Miami-Dade County.
Term. This Declaration is to run with the land and shall be binding on all parties
and all persons claiming under it until all obligations described herein shall be satisfied,
unless an instrument signed by the then-owner(s) of the Property has been recorded
agreeing to change the covenant in whole, or in part, provided that the Declaration has
first been modified or released by Miami-Dade County, or its successor in interest. The
determination that all obligations described herein have been satisfied shall be made by
the County in its sole discretion in accordance with federal regulations governing the use
of CDBG funds and upon written request from SMCRA.
Modification, Amendment, Release. This Declaration of Restrictions may be
modified, amended or released as to the land herein described, or any portion thereof,
by a written instrument executed by the, then, owner(s) of all of the Property, including
joiners of all mortgagees, if any, provided that the same is also approved by the CAC
and by Miami-Dade County.
Should this Declaration of Restrictions be so modified, amended or released, a
written instrument effectuating and acknowledging such modification, amendment or
release, shall be executed by all such ·parties and recorded in the Public Records of
Miami-Dade County. .
Enforcement. Enforcement shall be by action against any parties or person
violating, or attempting to violate, any covenants. The prevailing party in any action or
suit pertaining to or arising out of this Declaration shall be entitled to recover, in addition
to costs and disbursements allowed by law, such sum as the Court may adjudge to be
reasonable for the services of his attorney. This enforcement provision shall be in
addition to any remedies available at law, in equity or both.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 2 of 5
356
Signature
Maria Maria M. Menendez tephen David, SMCRA Director
By:
Election of Remedies. All rights, remedies and privileges granted herein shall
be deemed to be cumulative and the exercise of any one or more shall neither be
deemed to constitute an election of remedies,, nor shall it preclude the party exercising
the same from exercising such other additional rights, remedies or privileges.
Severability. Invalidation of any one of these covenants, by judgment of Court,
shall not affect any of the other provisions which shall remain in full force and effect.
Owner. The term Owner shall include the Owner, and its heirs, successors and
assigns.
IN WITNESS WHEREOF, we have hereunto set our hands and seals the day
and year written above.
WITNESSES:
Signature
/L/ 2-74" j i-Pte-JC
Print Name
STATE OF FLORIDA
} SS
COUNTY OF MIAMI-DADE }
The foregoing instrument was acknowledged before me this c).421) day of
, 20 Cri , by Stephen David. He is_personally
known to me, or has produced as identification
and that she/he did execute this instrument freely and voluntarily for the purposes stated
herein.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 3 of 5
Election of Remedies. All rights, remedies and privileges granted herein shall
be deemed to be cumulative and the exercise of anyone or more shall neither be
deemed to constitute an election of remedies, nor shall it preclude the party exercising
the same from exercising such other additional rights, remedies or privileges.
Severability. Invalidation of anyone of these covenants, by judgment of Court,
shall not affect any of the other provisions which shall remain in full force and effect.
Owner. The term Owner shall include the Owner, and its heirs, successors and
assigns.
IN WITNESS WHEREOF, we have hereunto set our hands and seals the day
and year written above.
WITNESSES:
aCL-Q'~A?
Signature!
~ .. ", .. ' ....
s(/······ /> )
\. . tephen David, SMCRA Director Maria M. Menendez
Signature
/tN (.77+
Print Name
STATE OF FLORIDA }
} SS
COUNTY OF MIAMI-DADE }
The foregoing instrument was acknowledged before me this Q?JD
A \.1-<\ ~ ,20 01 , by Stephen David. He i~ersonally v -----.:
day of
kno.!!,n to me ..... or has produced _--'-______ -:-____ as identification
and that she/he did execute this instrument freely and voluntarily for the purposes stated
herein.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 3 of 5
357
My Commission Expires:
Nota
y blic, State of Florida
kOgir.
‘4
N enga Payne
4 6 My Commission DD255847
Vo„, Expires October 05, 2007
%\kA°\k-
Print Na
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 4 of 5
My Commission Expires:
~.~ Nkenga Payne
! ~\ My Commission DD255847
~"""'I Exnires October 05, 2007 0, '" t"
blic, State of Florida
p~~~P~~w(
MDe & SMCRA Declaration of Restrictions (CDBG)
Page 4 of 5
358
Exhibit A
LEGAL DESCRIPTION OF PROPERTY
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3 LOT
SIZE 4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR
R/W BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 5 of 5
Exhibit A
LEGAL DESCRIPTION OF PROPERTY
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3 LOT
SIZE 4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR
R/W BLK 1 LOT SIZE 5875 SQ FT; 6443 SW60th Avenue, South Miami
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 5 of 5
359
RE: South Miami Community Redevelopment Agency-Madison Square Project
Pepe, Thomas F.
Sent: Thursday, May 17, 2018 1:45 PM
To: Fancher, Evan; Sosa, Leyani (PHCD) [Leyani.Sosa@miamidade.gov]
Cc:
Kuhns Neuman, Brenda (CAO) [Brenda.KuhnsNeuman@miamidade.gov]; Antoine, Juliette
(CAO) [Juliette.Antoine@miamidade.gov]; White, Tangie
(PHCD) [Tangie.White@miamidade.gov]; Goodson, Letitia S.
(PHCD) [Letitia.Goodson@miamidade.gov]; Puente, Rafael
(PHCD) [Rafael.Puente@miamidade.gov]
I am just following up on the email below.According to the CRA's prior director, Stephan David
(the new director's name is Mr. Evan Fancher) the funding received in 2007 was part of a South
Miami Community Action Committee annual funding allocation. Funding was designated by the
South Miami Community Action Committee for the purchase of two properties that are part of
the Madison Square Project assemblage.Who would have a record of this funding?
Thank you.
Very truly yours,
Thomas F. Pepe
City Attorney,Board Certified by the Fla. Bar
in City, County and Local Government Law.
City of South Miami
1450 Madruga Avenue, Ste 202,
Coral Gables, Florida 33146
Tel: (305) 667-2564
Fax: (305) 341-0584
E-mail: tpepe@southmiamifl.gov
ATTENTION: This e-mail may contains PRIVILEGED AND CONFIDENTIAL INFORMATION intended
only for the use of the addressee named above. If you are not the intended receiver, you are
hereby notified that any dissemination ofthis communication is strictly prohibited. If you have
received this e-mail in error, please immediately notify us by telephone, call collect if outside of
your area code and delete this e-mail. We will reimburse you for the cost of your long distance
call. Thank you. Please also note:All e-mails to and from this e-mail site are kept as a public
record.Your e-mail communications, including your e-mail address may be disclosed to the
public and media at any time pursuant to Florida Statutes, ch. 119.
From:David, Stephen
Sent:Wednesday, November 08, 2017 11:21 AM
To:Sosa, Leyani (PHCD)
360
Cc:Kuhns Neuman, Brenda (CAO); Antoine, Juliette (CAO); Pepe, Thomas F.; White, Tangie
(PHCD); Goodson, Letitia S. (PHCD); Puente, Rafael (PHCD)
Subject:RE: South Miami Community Redevelopment Agency-Madison Square Project
Funding received in 2007 was part of a South Miami Community Action Committee annual
funding allocation. Funding was designated by the South Miami Community Action Committee
for the purchase two properties required to develop the Madison Square project.
Stephen David, SMCRA Director
South Miami Community Redevelopment Agency
5825 SW 68th Street, Suite 4
South Miami, Florida 33143
(305) 668-7238
From:Sosa, Leyani(PHCD) [mailto:Leyani.Sosa@miamidade.gov]
Sent:Wednesday, November 08, 2017 8:55 AM
To:Kuhns Neuman, Brenda (CAO); Antoine, Juliette (CAO); Pepe, Thomas F.; White, Tangie
(PHCD)
Cc:Goodson, Letitia S. (PHCD); Puente, Rafael (PHCD); David, Stephen
Subject:RE: South Miami Community Redevelopment Agency-Madison Square Project
Good morning,
We have no record of loan closing for this project. Was it a grant?
Leyani Sosa, Loan Servicing Supervisor
Public Housing and Community Development
701 NW 1st Court, 14th Floor
Miami, FL 33136
Phone: 786-469-2185
Fax: 786-469-2236
leyani@miamidade.gov
Delivering Excellence Every Day!
From:Kuhns Neuman, Brenda (CAO)
Sent:Tuesday, November 07, 2017 10:10 PM
To:Antoine, Juliette (CAO) <Juliette.Antoine@miamidade.gov>; Pepe, Thomas F.
<TPepe@southmiamifl.gov>; White, Tangie (PHCD) <Tangie.White@miamidade.gov>; Sosa,
Leyani (PHCD) <Leyani.Sosa@miamidade.gov>
Cc:Goodson, Letitia S. (PHCD) <Letitia.Goodson@miamidade.gov>; Puente, Rafael (PHCD)
361
<Rafael.Puente@miamidade.gov>; David, Stephen <SDavid@southmiamifl.gov>
Subject:RE: South Miami Community Redevelopment Agency-Madison Square Project
Mr. Pepe,
I am forwarding your email to Leyani Sosa, our loan servicer, so that she can look into the status
of this loan. The documents you attach do not have the County’s signature or recording stamps,
so I wonder if this loan ever closed. If this closed, it likely closed over 10 years ago and, as it
seems no development has occurred, any agreements that were executed may already have
expired. Nevertheless, let’s see what Leyani finds.
Hope this is helpful.
Brenda Neuman
Best regards,
Brenda Kuhns Neuman
Assistant County Attorney
Miami-Dade County Attorney's Office
111 NW 1st Street, Suite 2810
Miami, FL 33128
Tel: 305-375-3560
Email: bjk@miamidade.gov
From:Antoine, Juliette (CAO)
Sent:Tuesday, November 07, 2017 10:37 AM
To:Pepe, Thomas F. <TPepe@southmiamifl.gov>; White, Tangie (PHCD)
<Tangie.White@miamidade.gov>
Cc:Goodson, Letitia S. (PHCD) <Letitia.Goodson@miamidade.gov>; Puente, Rafael (PHCD)
<Rafael.Puente@miamidade.gov>; David, Stephen <SDavid@southmiamifl.gov>; Kuhns
Neuman, Brenda (CAO) <Brenda.KuhnsNeuman@miamidade.gov>
Subject:RE: South Miami Community Redevelopment Agency-Madison Square Project
Dear Mr. Pep:
I hope all is well.As I indicated in my response to you on June 27th (please see attached), Mrs.
Brenda Kuhns Neuman is the correct person to speak to relating to this item.Mrs. Kuhns
Neuman’s contact information is set forth below. Thank you.
Brenda Kuhns Neuman
Assistant County Attorney
Miami-Dade County Attorney's Office
362
111 NW 1st Street, Suite 2810
Miami, FL 33128
Tel: 305-375-3560
Email: bjk@miamidade.gov
Sincerely yours,
Juliette Antoine, Esq.
ATTACHMENT TO ANTOINE’S 11.7.17 EMAIL ABOVE
FW: South Miami Community Redevelopment Agency-Madison Square Project
Antoine, Juliette (CAO) [Juliette.Antoine@miamidade.gov]
Sent: Tuesday, June 27, 2017 2:47 PM
To: Kuhns Neuman, Brenda (CAO) [Brenda.KuhnsNeuman@miamidade.gov]
Attachments: City-LURA (BJM edits 6_7) "1.doc (144 KB) ; City Dev Agmt--6_7-BJM CAr"1.doc (149 KB) ; City-PSA (BJM edits
6_7)CA"1.doc (131 KB) ; Develop Agree. re 394,000 "1.pdf (588 KB) ; 1st Declaration 394,000 do"1.pdf (170 KB) ; 2nd Declaration re two Prop..pdf (208 KB)
Dear Mr. Pepe:
I don't believe that I am the correct person to assist you with this matter. I
am forwarding your request to the attorney, Ms. Brenda Kuhns Neuman,
who worked on this matter. Please let me know if I can be of assistance with any other matter.
Sincerely yours,
Juliette R. Antoine, Esq.Assistant County Attorney
Miami-Dade County Attorney's Office
111 NW First Street, Suite 2810
Miami, Florida 33128
t: (305) 375-1339 |f: (305) 375-5634
e: jra1@miamidade.gov
From:Pepe, Thomas F. [mailto:TPepe@southmiamifl.gov]
Sent:Tuesday, November 07, 2017 10:23 AM
To:White, Tangie (PHCD) <Tangie.White@miamidade.gov>
Cc:Goodson, Letitia S. (PHCD) <Letitia.Goodson@miamidade.gov>; Puente, Rafael (PHCD)
<Rafael.Puente@miamidade.gov>; David, Stephen <SDavid@southmiamifl.gov>; Antoine,
363
Juliette (CAO) <Juliette.Antoine@miamidade.gov>
Subject:RE: South Miami Community Redevelopment Agency-Madison Square Project
Who should I speak to with regard to the declaration of restrictions referred to below?
Thank you.
Very truly yours,
Thomas F. Pepe
City Attorney,Board Certified by the Fla. Bar
in City, County and Local Government Law.
City of South Miami
1450 Madruga Avenue, Ste 202,
Coral Gables, Florida 33146
Tel: (305) 667-2564
Fax: (305) 341-0584
E-mail: tpepe@southmiamifl.gov
ATTENTION: This e-mail may contains PRIVILEGED AND CONFIDENTIAL INFORMATION intended
only for the use of the addressee named above. If you are not the intended receiver, you are
hereby notified that any dissemination of this communication is strictly prohibited. If you have
received this e-mail in error, please immediately notify us by telephone, call collect if outside of
your area code and delete this e-mail. We will reimburse you for the cost of your long distance
call. Thank you. Please also note:All e-mails to and from this e-mail site are kept as a public
record.Your e-mail communications, including your e-mail address may be disclosed to the
public and media at any time pursuant to Florida Statutes, ch. 119.
From:Pepe, Thomas F.
Sent:Wednesday, June 28, 2017 8:02 AM
To:Tangie.White@miamidade.gov
Cc:LGOODS@miamidade.gov; RafaelP@miamidade.gov; David, Stephen; Juliette Antoine
Subject:FW: South Miami Community Redevelopment Agency-Madison Square Project
I am forwarding to you an email that I sent to Ms. Juliette Antoine in the event that you would
be able to help, as well, with regard to the CRA's request for consent to the "modification" to
the County development documents. What is the process for obtaining the County's and the
CAC's approval of the modification to the Declarations of Restrictions so as to allow the CRA to
enter into a development agreement, such as the one that is attached, with a developer, to
take ownership of the property and develop affordable housing?
Thank you.
364
Very truly yours,
Thomas F. Pepe
City Attorney, Board Certified by the Fla. Bar
in City, County and Local Government Law.
City of South Miami
1450 Madruga Avenue, Ste 202,
Coral Gables, Florida 33146
Tel: (305) 667-2564
Fax: (305) 341-0584
E-mail: tpepe@southmiamifl.gov
ATTENTION: This e-mail may contains PRIVILEGED AND CONFIDENTIAL INFORMATION intended
only for the use of the addressee named above. If you are not the intended receiver, you are
hereby notified that any dissemination of this communication is strictly prohibited. If you have
received this e-mail in error, please immediately notify us by telephone, call collect if outside of
your area code and delete this e-mail. We will reimburse you for the cost of your long distance
call. Thank you. Please also note: All e-mails to and from this e-mail site are kept as a public
record. Your e-mail communications, including your e-mail address may be disclosed to the
public and media at any time pursuant to Florida Statutes, ch. 119.
________________________________________
From: Pepe, Thomas F.
Sent: Tuesday, June 27, 2017 2:27 PM
To: Juliette Antoine
Subject: RE: South Miami Community Redevelopment Agency-Madison Square Project
Juliette Antoine
(305) 375-1339
County Attorney For CRA
The City has found a developer who is interested in developing the South Miami Community
Redevelopment Agency's ("SMCRA”) Madison Square affordable housing project with private
funding. Attached are the drafts of the development documents including a Development
Agreement, a Purchase and Sale Agreement ("PSA") and a Land Use Restriction Agreement
("LURA"). These documents have preliminary approval of the City Commission and are to be
reviewed by the SMCRA for its approval. If approved, the project will be advertised for at least
30 days to seek competing proposals.
In reviewing the funding thatwas used to purchase two of the properties that make up the
Madison Square Project, I saw a development agreement with the County and two Declarations
of Restrictions. I am attaching copies of those documents. One of those Declarations provides
365
that the SMCRA shall create and retain affordable housing as part of the Madison Square/Strip
Mall Project. It also provides that if the development is modified, the County and CAC must
approve of the modification. Since the current development documents call for the SMCRA to
sell the property to the developer with a 40-year compliance period controlled by the LURA, the
property will be owned by the Developer without any restriction after 40 years of compliance.
It would appear that this may "modify" the project fromwhat was envisioned when the grant
was funded. Therefore, the SMCRA is requesting consent to the "modification" to the County
development agreement. How would we go about getting the County to approve of the
modification?
Thank you.
Very truly yours,
Thomas F. Pepe
City Attorney, Board Certified by the Fla. Bar
in City, County and Local Government Law.
City of South Miami
1450 Madruga Avenue, Ste 202,
Coral Gables, Florida 33146
Tel: (305) 667-2564
Fax: (305) 341-0584
E-mail: tpepe@southmiamifl.gov
ATTENTION: This e-mail may contains PRIVILEGED AND CONFIDENTIAL INFORMATION intended
onlyfor the use of the addressee named above. If you are not the intended receiver, you are
hereby notified that any dissemination of this communication is strictly prohibited. If you have
received this e-mail in error, please immediately notify us by telephone, call collect if outside of
your area code and delete this e-mail. We will reimburse you for the cost of your long distance
call. Thank you. Please also note: All e-mails to and from this e-mail site are kept as a public
record. Your e-mail communications, including your e-mail address may be disclosed to the
public and media at any time pursuant to Florida Statutes, ch. 119.
366
FW:SouthMiamiCommunityRedevelopmentAgency-MadisonSquareProject
Pepe,ThomasF.
Sent:Friday,June22,20181:36PM
To:Sosa,Leyani(PHCD)[Leyani.Sosa@miamidade.gov]
Attachments:City-LURA(BJMedits6_7)~1.doc(144KB);CityDevAgmt--6_7-BJMCAr~1.doc(149KB);City-PSA(BJMedits
6_7)CA~1.doc(131KB);DevelopAgree.re394,000~1.pdf(588KB);1stDeclaration394,000do~1.pdf(170KB);2nd
DeclarationretwoProp..pdf(208KB)
Iamjustfollowinguponmyemailbelow.Youwereoriginallylookingforaloanand
didn'tfindone.Thereasonisthatthefundingreceivedin2007topurchasetwolots
waspartofaSouthMiamiCommunityActionCommitteeannualfundingallocation.Funding
wasdesignatedbytheSouthMiamiCommunityActionCommitteeforthepurchasetwo
propertiesrequiredtodeveloptheMadisonSquareproject.Ihavenotbeenabletofind
asigneddevelopmentagreementorothersigneddocumentsthatwererelatedtothis
funding.IamstillconcernedthatwemayhavetoseekapprovalfromtheCountyand/or
theCAC.Iamnotsureifanyaffordablehousingwillbephysicallybuiltonthetwo
lotsthatwerepurchasewiththisfundingorwhethertheywillbeusedforparkingfor
therestoftheassemblageofpropertiesthatwillbeusedfortheMadisonSquare
projectorwhetherthatmakesanydifference.Canyouprovidemewithanyguidanceas
towhetherthecurrentproject,asenvisionedintheattacheddevelopmentagreementand
LURA,isamodificationfromtheoriginallyenvisionedprojectforwhichthefundingin
2007wasgiven,andifso,howwewouldgoaboutgettingaformalapprovalofthe
modification.
Thankyou.
Verytrulyyours,
ThomasF.Pepe
CityAttorney,BoardCertifiedbytheFla.Bar
inCity,CountyandLocalGovernmentLaw.
CityofSouthMiami
1450MadrugaAvenue,Ste202,
CoralGables,Florida33146
Tel:(305)667-2564
Fax:(305)341-0584
E-mail:tpepe@southmiamifl.gov
ATTENTION:Thise-mailmaycontainsPRIVILEGEDANDCONFIDENTIALINFORMATIONintended
onlyfortheuseoftheaddresseenamedabove.Ifyouarenottheintendedreceiver,you
areherebynotifiedthatanydisseminationofthiscommunicationisstrictlyprohibited.
Ifyouhavereceivedthise-mailinerror,pleaseimmediatelynotifyusbytelephone,
callcollectifoutsideofyourareacodeanddeletethise-mail.Wewillreimburseyou
forthecostofyourlongdistancecall.Thankyou.Pleasealsonote:Alle-mailsto
andfromthise-mailsitearekeptasapublicrecord.Youre-mailcommunications,
includingyoure-mailaddressmaybedisclosedtothepublicandmediaatanytime
pursuanttoFloridaStatutes,ch.119.
________________________________________
From:Pepe,ThomasF.
Sent:Tuesday,June27,20172:27PM
To:JulietteAntoine
Subject:RE:SouthMiamiCommunityRedevelopmentAgency-MadisonSquareProject
JulietteAntoine
(305)375-1339
CountyAttorneyForCRA
FW:SouthMiamiCommunityRedevelopmentAgency-MadisonSquare...https://mail.southmiamifl.gov/owa/?ae=Item&t=IPM.Note&id=RgAA...
1of2 6/22/2018,1:49PM
367
TheCityhasfoundadeveloperwhoisinterestedindevelopingtheSouthMiamiCommunity
RedevelopmentAgency's("SMCRA”)MadisonSquareaffordablehousingprojectwithprivate
funding.AttachedarethedraftsofthedevelopmentdocumentsincludingaDevelopment
Agreement,aPurchaseandSaleAgreement("PSA")andaLandUseRestrictionAgreement
("LURA").ThesedocumentshavepreliminaryapprovaloftheCityCommissionandareto
bereviewedbytheSMCRAforitsapproval.Ifapproved,theprojectwillbeadvertised
foratleast30daystoseekcompetingproposals.
Inreviewingthefundingthatwasusedtopurchasetwoofthepropertiesthatmakeup
theMadisonSquareProject,IsawadevelopmentagreementwiththeCountyandtwo
DeclarationsofRestrictions.Iamattachingcopiesofthosedocuments.Oneofthose
DeclarationsprovidesthattheSMCRAshallcreateandretainaffordablehousingaspart
oftheMadisonSquare/StripMallProject.Italsoprovidesthatifthedevelopmentis
modified,theCountyandCACmustapproveofthemodification.Sincethecurrent
developmentdocumentscallfortheSMCRAtosellthepropertytothedeveloperwitha
40-yearcomplianceperiodcontrolledbytheLURA,thepropertywillbeownedbythe
Developerwithoutanyrestrictionafter40yearsofcompliance.Itwouldappearthat
thismay"modify"theprojectfromwhatwasenvisionedwhenthegrantwasfunded.
Therefore,theSMCRAisrequestingconsenttothe"modification"totheCounty
developmentagreement.HowwouldwegoaboutgettingtheCountytoapproveofthe
modification?
Thankyou.
Verytrulyyours,
ThomasF.Pepe
CityAttorney,BoardCertifiedbytheFla.Bar
inCity,CountyandLocalGovernmentLaw.
CityofSouthMiami
1450MadrugaAvenue,Ste202,
CoralGables,Florida33146
Tel:(305)667-2564
Fax:(305)341-0584
E-mail:tpepe@southmiamifl.gov
ATTENTION:Thise-mailmaycontainsPRIVILEGEDANDCONFIDENTIALINFORMATIONintended
onlyfortheuseoftheaddresseenamedabove.Ifyouarenottheintendedreceiver,you
areherebynotifiedthatanydisseminationofthiscommunicationisstrictlyprohibited.
Ifyouhavereceivedthise-mailinerror,pleaseimmediatelynotifyusbytelephone,
callcollectifoutsideofyourareacodeanddeletethise-mail.Wewillreimburseyou
forthecostofyourlongdistancecall.Thankyou.Pleasealsonote:Alle-mailsto
andfromthise-mailsitearekeptasapublicrecord.Youre-mailcommunications,
includingyoure-mailaddressmaybedisclosedtothepublicandmediaatanytime
pursuanttoFloridaStatutes,ch.119.
________________________________________
From:StevenJ.Alexander
Sent:Monday,June19,20176:49PM
To:Pepe,ThomasF.
Subject:JulietteAntoine
FW:SouthMiamiCommunityRedevelopmentAgency-MadisonSquare...https://mail.southmiamifl.gov/owa/?ae=Item&t=IPM.Note&id=RgAA...
2of2 6/22/2018,1:49PM
368
FW: Information Request Page 1 of 2
FW: Information Request
David, Stephen
Sent: Tuesday, October 22, 2013 3:01 PM
To: Pepe, Thomas F.
Importance: High
Attachments: Green Mills Submittal,pdf (5 M13)
See below attached e-mails for inclusion with project "grants requirements".
From: Goodson, Letitia S. (PHCD) [malito;LGOODS@miamiciade.gov]
Sent: Friday, August 09, 2013 10:34 AM
To: David, Stephen
Cc: Brown, Clarence D. (PHCD); Brown, Colleen A. (PHCD)
Subject FW: Information Request
Stephen,
South Miami Community Redevelopment Agency Foundation, Inc, (SMCRA) was awarded $394,000 of
Community Development Block Grant (CDBG) funds to acquire land for the development of a mixed use facility
(Madison Square/South Miami Strip Mall) located In the South Miami NRSA to Increase housing availability for
low to moderate income individuals while creating and retaining 12 jobs. The contract between Miami-Dade
County and SMCRA effective period was from July 1, 2006 through December 31, 2008. During the term of this
contract Mlamt-Dade County's Public Housing and Community Development (PHCD) formerly the Office of
Community and Economic Development (OCED) disbursed check number 2034003 to SMCRA In the amount of
$394,000 on September 18, 2007, for the purchase of parcels of land. The National Objective for this project is
to create and retain 3.2 jobs at the structure once it is built not for the jobs that are being used to build the
structure. As of today, there has been no construction completed on the land, which means no jobs have been
created. SMCRA is not in compliance with the terms of the contract that expired December 31, 2008. In order
for SMCRA to reach the National Objective they must complete the Madison Square/South Miami Strip Mall.
Until this is done the project has not met the National Objective. The submission of the Quarterly Progress
Reports are important, but if there have no accomplishments met during the term and expiration of your
contract, you are not in compliance.
Does SMCRA have all funding in place to proceed and complete the construction of this project? What's
SMCRA's timetable to start and complete the construction of this project, to lease up the retail space? Provide
PHCD with a lease-up schedule for the housing units
Based on the scope of work for this project there are several ways that a National Objective can be met for
PHCD to close out this activity. The options are as follow:
• The creation of 12 low to moderate Income jobs (UM) as referenced above; or
• To provide affordable housing units to low to moderate income households (LMH), which must be 80%
and below AMI (refer to Basically CDBG Chapter 4 Housing Activities). How many affordable units are
proposed for this project? Provide the lease-up schedule for the housing units; or
• To provide a community benefit to the low to moderate individuals within the area (LMA), How will the
commercial space benefit the community?
While SMCRA is considering these options, once the structure is built SMCRA must be able to create those jobs
and place low to moderate income Individuals into them immediately; or the housing units must be occupied by
https://mail.southiniamifl .gov/owa/?ae=ltemSzt----IPM.Note&id----RgAAAACA0ojKx2V02b.,. 10/22/2013
369
FW: Information Request Page 2 of 2
low to moderate income households.
Thank you.
Letitia
From: David, Stephen (mallto:SDavIdOsouthmiamlfl,gov]
Sent: Tuesday, July 30, 2013 5:15 PM
To: Goodson, Letitia S. (PHCD)
Subject: Information Request
Leticia,
As discussed, the South Miami Community Redevelopment Agency (SMCRA) recently selected Strategic Green
Mills Investments Inc. as project developer of Madison Square mixed-use redevelopment project. A copy of the
development proposal was previously forwarded however another copy is attached to this e-mail.
To enter into development agreement next with Strategic Green Mills, we would like to have confirmation that
the SMCRA is in "technical compliance" with prior funding received for the purchase of associated
redevelopment properties. We understand that the "National Objective" has not yet been met however, from a
technical standpoint (submission of progress reports and all other related documentation), is the SMCRA up to
date and in compliance?
The second question has to do with specific development requirements associated with the funding. To enter
into a project development agreement with Green Mills, we must incorporate specific development
requirements including guidelines associated with housing affordability and job creation. Do you have specific
language on file concerning these requirements?
Thank you Leticia and give me a call if you have any question.
Stephen
(305) 668-7238
https://mailsouthm iam fl.gov/owanae=ltem&t=1 PM .Note&id,--RgAA A ACA0ojKx2V02b... 1 0/22/20 1 3
370
EXHIBIT A
THE MADISON SQUARE PROPERTIES
FOLIO NUMBERS LEGAL DESCRIPTION UNITY OF
TITLE
09-4025-010-0010 FRANKLIN SUB PB 5-34
P 20-3 AKA LOT 1 LESS E2FT BLK 1
LOT SIZE 5900 SQUARE FEET
OR 21357-1230 0403 3
WEST
09-4025-010-0020 FRANKLIN SUB PB 5-34
E2FT LOT 1 BLK 1 & W35FT LOT 14
BLK 3
LOT SIZE 1850 SQUARE FEET
OR 21357-1230 0403 3
WEST
09-4025-010-0030 FRANKLIN SUB PB 5-34
LOT 2 LESS W2.50FT BLK 1
LOT SIZE 5875 SQ FT
COC 25196-0578 12 2006 6
WEST
09-4025-010-0040 FRANKLIN SUB PB 5-34
LOT 3 LESS W2.5FT FOR R/W BLK 1
LOT SIZE 5875 SQ FT
OR 25233-1114 1206 3
WEST
09-4025-010-0050 FRANKLIN SUB PB 5-34
LOT 4 LESS W2.5FT FOR R/W BLK 1
LOT SIZE 5875 SQ FT
COC 25196-0888/0891 1206 6
WEST
09-4025-010-0140 FRANKLIN SUB PB 5-34
P 20-1 AKA LOT 14 LESS W35FT
& LESS BEG 35FTE & 20FTS OF NW
COR OF LOT 14 TH E15.61FT SELY
A/D 42.44FT W42.93FT N30FT TO
POB BLK 3
LOT SIZE 3107 SQ FT
OR 21357-1230 0403 3
WEST
09-4025-010-0160 FRANKLIN SUB PB 5-34
S1/2 LOT 15 LESS R/W BLK 3
LOT SIZE 2161 SQ FT M/L
OR 14015-2108 1288 5
OR 25730-2742 0607 3
WEST
09-4025-010-0170 FRANKLIN SUB PB 5-34
LOT 16 LESS R/W BLK 3
LOT SIZE 4628 SQ FT
OR 14015-2108 1288 5
OR 25730-2742 06 2007 3
WEST
09-4025-010-0180 FRANKLIN SUB PB 5-34
LOT 17 LESS E27.50FT BLK 3
LOT SIZE 4625 SQ FT
COC 25196-0888/0891 1206 6
WEST
09-4025-010-0280 FRANKLIN SUB PB 5-34
P 19-3 AKA W40FT LOT 27 BLK 5
LOT SIZE 2000 SQUARE FEET
OR 21357-1230 0403 3
EAST
09-4025-010-0270 FRANKLIN SUB PB 5-34
LOT 27 LESS W40FT BLK 5 & W15FT
EAST
371
FOLIO NUMBERS LEGAL DESCRIPTION UNITY OF
TITLE
OF LOT 40 BLK 7 AKA P 19-2
LOT SIZE 4250 SQUARE FEET
OR 21357-1230 0403 3
09-4025-010-0290 FRANKLIN SUB PB 5-34
N1/2 OF LOT 28 BLK 5
LOT SIZE 2750 SQUARE FEET
OR 18229-2642 0798 3
OR 25851-3885 08 2007 3
EAST
09-4025-010-0300 FRANKLIN SUB PB 5-34
S1/2 OF LOT 28 BLK 5
LOT SIZE 2750 SQ FT
OR 22182-3459 02 2004 4
OR 25617-4627 05 2007 3
EAST
09-4025-010-0310 FRANKLIN SUB PB 5-34
LOT 29 BLK 5
LOT SIZE 5500 SQ FT
OR 25196-0783 25196-0785 1206 3
EAST
09-4025-010-0320 FRANKLIN SUB PB 5-34
LOT 30 BLK 5
LOT SIZE 5500 SQUARE FEET
OR 25196-0783 1206 3
EAST
372
PERFORMANCE BOND
KNOW ALL MEN BY THESE PRESENTS:
That, pursuant to the requirements of Florida Statute 255.05, we, __________________ , whose business
address is _______________ and whose phone number is __________________, as Principal, (hereinafter referred
to as “Contractor”), and _________[name of surety]___________________, whose business address is
_______________ and whose phone number is __________________, as Surety, are bound to the Owner,
______________________________ and South Miami Community Redevelopment Agency, whose business
address is _______________ and whose phone number is __________________ (hereinafter referred to collectively
as “Obligees”) in the amount of ______________________________ Dollars ($_________________) for the
payment whereof Contractor and Surety bind themselves, their heirs, executors, administrators, successors and
assigns, jointly and severally.
WHEREAS, Contractor has by written agreement entered into a Contract dated the ___________ day of
___________________, 20___, under Contract Number __________________with the _____________ for the
construction of _____________________________________________ prepared by Contractor which Contract is
hereby made a part hereof by reference, and is hereafter referred to as the Contract;
THE CONDITION OF THIS BOND is that if the Contractor:
1. Fully performs the Contract between the Contractor and the Owner; and
2. Indemnifies and pays Obligees all losses, damages (specifically including, but not limited to,
damages for delay and other consequential damages), expenses, costs and attorney’s fees, including
attorney’s fees incurred in appellate proceedings, mediation and arbitration, if any, that Obligees
sustain because of default by Contractor under the Contract or caused by or arising out of the acts,
omissions or negligence of Contractor or caused by or arising out of any action or proceeding to
enforce the Contract or this Bond; and
3. .Upon notification by the Obligees, correct any and all patent defective or faulty Work or materials
that appear within one (1) year after the issuance of the Certificate of Occupancy, and correct any and
all latent defects that appear within three (3) years of the issuance of the Certificate of Occupancy, and
4. Performs the guarantee of all Work and materials furnished under the Contract for the time
specified in the Contract, then this Bond is void, otherwise it remains in full force.
Whenever Contractor shall be, and declared by the Obligees to be, in default for failing to perform in strict
accordance with any of the terms of the Contract and the Obligees have delivered written notice of the default to the
Surety, and provided that the Obligees shall have performed their obligations, if any, that are a condition precedent
to the performance that is the subject of the declaration of default, the Surety shall promptly remedy the default in
the following manner:
1. Complete the Contract in accordance with the Contract’s terms and conditions; or
2. Obtain a Bid or Bids for completing the Contract in accordance with its terms and conditions, and
upon determination by Surety of the best, lowest, qualified, responsible and responsive BIDDER, or, if
the any of the Obligees elect, upon determination by the Obligee and Surety jointly of the best, lowest,
qualified, responsible and responsive BIDDER, arrange for a Contract between such BIDDER and
Obligee(s), and make available as Work progress (even though there should be a default or a
succession of defaults under the Contract or Contracts of completion arranged under this paragraph)
sufficient funds to pay the cost of completion less the balance of the Contract Price; but not exceeding,
373
including other costs and damages for which the Surety may be liable hereunder, the amount set forth
in the first paragraph hereof.
The term “balance of the Contract Price” as used in this paragraph, shall mean the total amount payable by
Owner to Contractor under the Contract and any amendments thereto, less the amount properly paid by the Owner to
the Contractor. The Surety shall not be relieved of its duty to promptly remedy the Contractor’s default unless and
until the Surety provides the Obligees with written notice of a condition precedent defense. Failure of the Surety to
timely provide notice within 10 days of Surety’s receipt of the notice of default shall be deemed to be a waiver of
the condition precedent defense. The Obligees shall have the right to commence performance of the condition
precedent within 30 days of receiving notice of such defense. Upon compliance with the condi tion precedent,
delivery of written notice to the Contractor and Surety of such compliance and upon the failure of the Contractors to
perform in strict accordance with the Contract within 30 days of receipt of notice of compliance, the Surety shall
promptly remedy the default as set forth above.
No right of action shall accrue on this Bond to or for the use of any person or corporation other than the
Obligees named herein.
The Surety hereby waives notice of and agrees that any changes in or under the Co ntract Documents and
compliance or noncompliance with any formalities connected with the Contract shall not affect the Surety’s
obligation under this Bond. The Agency’s rights hereunder shall be effective upon the Owner’s failure to diligently
pursue the rights provided hereunder as determined solely by the Agency in its reasonable discretion.
IN WITNESS WHEREOF, the above bonded parties have executed this instrument under their several seals this
___________ day of _____________________, 2___, the name and the corporate seal of each corporate party being
hereto affixed and these presents being duly signed by its undersigned representative.
IN PRESENCE OF:
______________________________ ____________________________________
(Individual, Managing Memb er or Partnership Principal)
______________________________ ____________________________________
(Business Address)
____________________________________
(City/State/Zip)
____________________________________
(Business Phone)
OR
_______________________________
ATTEST: (President)
__________________________________ ____________________________________
Secretary (Business Address)
____________________________________
(City/State/Zip)
____________________________________
(Business Phone)
IN THE PRESENCE OF: INSURANCE COMPANY:
__________________________________ BY:____________________________(SEAL)
(Agent and Attorney-in-fact Signature)
374
__________________________________ ____________________________________
(Business Address)
____________________________________
(City/State/Zip)
____________________________________
(Business Phone)
*Power of Attorney must be attached.
375
STATE OF FLORIDA )
)
COUNTY OF MIAMI-DADE )
On this, the ________ day of __________________, 20___, before me, the undersigned notary public of the State of
Florida, the foregoing instrument was acknowledged by ____________________________________ (Name of
Corporate Officer), _________________________________ (Title), of
____________________________________ (Name of Corporation, a _____________________ (State of
Corporation) corporation, on behalf of the corporation.
WITNESS my hand and official seal. _______________________________________
Notary Public, State of Florida
NOTARY PUBLIC:
SEAL OF OFFICE:
_______________________________
(Name of Notary Public: Print, Stamp
or T ype as commissioned.)
____ Personally known to me, or
____ Personal identification:
_________________________
Type of Identification Produced
____ Did take an oath, or
____ Did Not take an oath.
376
PAYMENT BOND
KNOW ALL MEN BY THESE PRESENTS:
That, pursuant to the requirements of Florida Statute 255.0 1, et seq., Florida Statutes, we,
_______________________________, whose business address is _______________ and whose phone number is
__________________, as Principal, (hereinafter referred to as “Contractor”), and _________[name of
surety]____________, whose business address is _______________ and whose phone number is
__________________, as Surety, are bound to the Owner, ___________
________________________ and the South Miami Community Redevelopment Agency, whose business address is
_______________ and whose phone number is __________________, ee, , (hereinafter referred to collectively as
“Obligees”) in the amount of ____________________________Dollars ($_________________) for the payment
whereof Contractor and Surety bind themselves, their heirs, executors, administrators, successo rs and assigns,
jointly and severally.
WHEREAS, Contractor has by written agreement entered into a Contract, awarded on the ___________ day
of ___________________, 20___, under Contract Number ________ with the Owner for the construction of a
mixed use commercial and residential development project and which Contract is hereby made a part hereof by
reference, and is hereafter referred to as the Contract;
THE CONDITION OF THIS BOND is that if the Contractor:
1. Promptly performs the construction work in the time and manner prescribed in the Contract; and
2. Promptly makes payments to all claimants, as defined in Section 255.05, Florida Statutes,
supplying Contractor with labor, materials, or supplies, used directly or indirectly by Contractor
in the prosecution of the work provided for in the Contract; and
3. Pays Obligees all losses, damages, expenses, costs, and attorney’s fees, including those incurred
in any appellate, mediation or arbitration proceedings, if any, that Obligees sustains because of a
default by Contractor under the Contract; and
4. Performs the guarantee of all work and materials furnished under the contract for the time
specified in the contract, then this obligation shall be void; otherwise, it shall remain in full force
and effect.
5. Any action instituted by a claimant under this bond for payment must be in accordance with the
notice and time limitation provisions in Section 255.05(2), Florida Statutes.
6. The Surety hereby waives notice of and agrees that any changes in or under the Contra ct
Documents and compliance or noncompliance with any formalities connected with the Contract
shall not affect the Surety’s obligation under this Bond.
IN WITNESS WHEREOF, the above bonded parties have executed this instrument under their several
seals on this ___________ day of _____________________, 20___, the name and the corporate seal of each
corporate party being hereto affixed and these presents being duly signed by its undersigned representative.
IN PRESENCE OF:
______________________________ ____________________________________
(Individual, Managing Member or Partnership Principal)
______________________________ ____________________________________
(Business Address)
____________________________________
(City/State/Zip)
____________________________________
(Business Phone)
OR
_______________________________
ATTEST: (President)
377
__________________________________ ____________________________________
Secretary (Business Address)
____________________________________
(City/State/Zip)
____________________________________
(Business Phone)
IN THE PRESENCE OF: INSURANCE COMPANY:
__________________________________ BY:____________________________(SEAL)
(Agent and Attorney-in-fact Signature)
__________________________________ ____________________________________
(Business Address)
____________________________________
(City/State/Zip)
____________________________________
(Business Phone)
*Power of Attorney must be attached.
378
STATE OF FLORIDA )
)
COUNTY OF MIAMI-DADE )
On this, the ________ day of __________________, 20___, before me, the undersigned notary public of the State of
Florida, the foregoing instrument was acknowledged by ____________________________________ (Name of
Corporate Officer), _________________________________ (Title), of
____________________________________ (Name of Corporation, a _____________________ (State of
Corporation) corporation, on behalf of the corporation.
WITNESS my hand and official seal. _______________________________________
Notary Public, State of Florida
NOTARY PUBLIC:
SEAL OF OFFICE:
________________________________
(Name of Notary Public: Print, Stamp
or Type as commissioned.)
____ Personally known to me, or
____ Personal identification:
_________________________
Type of Identification Produced
____ Did take an oath, or
____ Did Not take an oath.
379
EXHBIT D
Drawings/Schematics
380
FANJUL & ASSOCIATES, LLC
architecture, planning & interior design
AA26000725
Arturo G. Fanjul, RA
president
165 Madeira Avenue Suite 7
Coral Gables, Florida33134
PH. 305 726.8313
FAX 305 356.3686
arturo@fanjularchitects.com
"a better life through design"
ARTURO G. FANJUL AR0017585
State of Florida Registered Architect
AFG
OWNERSHIP
OF THESE DOCUMENTS & SPECIFICATIONS AS
INSTRUMENTS OF SERVICE ARE AND SHALL REMAIN
THE PROPERTY OF THE ARCHITECT WHETHER THE
PROJECT THEY ARE MADE FOR IS EXECUTED OR NOT.
THEY SHALL NOT BE USED BY OWNER OR OTHERS ON
OTHER PROJECTS OR FOR ADDITIONS TO THIS
PROJECT BY OTHERS, EXCEPT BY AGREEMENT IN
WRITING AND WITH APPROPRIATE COMPENSATION TO
THE ARCHITECT.
REVISION NO.
DATE:
SCALE:
DRAWN:
CHECKED:
JOB NO.
PERMIT NO.
QUICK LOOK
NEC SW 64 STREET & 60 AVE
SOUTH MIAMI , FL
AGF
15-1008
PROGRESS PLAN
CONCEPTUAL DESIGN
CITY P&Z MEETING
NOT FOR CONSTRUCTION
RENDERINGS
AGF
AGF
As Noted
A0.0
E:
\
1
6
-
P
R
O
J
E
C
T
S
\
1
5
-
1
0
0
8
-
F
D
-
S
o
u
t
h
M
i
a
m
i
\
1
5
-
1
0
0
8
-
F
D
-
M
S
-
F
I
N
A
L
-
S
I
T
E
.
d
w
g
,
5
/
2
4
/
2
0
1
7
7
:
3
7
:
2
0
A
M
,
A
u
t
o
C
A
D
P
D
F
(
G
e
n
e
r
a
l
D
o
c
u
m
e
n
t
a
t
i
o
n
)
.
p
c
3
381
BUILDING
NO. 2
3,566 Gross SF
COMMERCIAL
ON 1ST FLOOR
10 UNITS ON
2ND & 3RD
FLOORS
20 UNITS
BUILDING
NO.1
FAMILY DOLLAR
COMMERCIAL
8,468 SF
GROUND FLOOR
RETAIL / OFFICE
400 SF
10 UNITS ON 2 &
3 FLOOR
20 UNITS TOTAL
FANJUL & ASSOCIATES, LLC
architecture, planning & interior design
AA26000725
Arturo G. Fanjul, RA
president
165 Madeira Avenue Suite 7
Coral Gables, Florida33134
PH. 305 726.8313
FAX 305 356.3686
arturo@fanjularchitects.com
"a better life through design"
ARTURO G. FANJUL AR0017585
State of Florida Registered Architect
AFG
OWNERSHIP
OF THESE DOCUMENTS & SPECIFICATIONS AS
INSTRUMENTS OF SERVICE ARE AND SHALL REMAIN
THE PROPERTY OF THE ARCHITECT WHETHER THE
PROJECT THEY ARE MADE FOR IS EXECUTED OR NOT.
THEY SHALL NOT BE USED BY OWNER OR OTHERS ON
OTHER PROJECTS OR FOR ADDITIONS TO THIS
PROJECT BY OTHERS, EXCEPT BY AGREEMENT IN
WRITING AND WITH APPROPRIATE COMPENSATION TO
THE ARCHITECT.
REVISION NO.
DATE:
SCALE:
DRAWN:
CHECKED:
JOB NO.
PERMIT NO.
QUICK LOOK
NEC SW 64 STREET & 60 AVE
SOUTH MIAMI , FL
AGF
15-1008
PROGRESS PLAN
CONCEPTUAL DESIGN
CITY P&Z MEETING
NOT FOR CONSTRUCTION
Update 5-23-17
CONCEPTUAL
SITE PLAN - ZONING DATA
AGF
AGF
As Noted
A0.11
A0.1
CONCEPTUAL SITE PLAN
SCALE: 1"=20'-0"
E:
\
1
6
-
P
R
O
J
E
C
T
S
\
1
5
-
1
0
0
8
-
F
D
-
S
o
u
t
h
M
i
a
m
i
\
1
5
-
1
0
0
8
-
F
D
-
M
S
-
F
I
N
A
L
-
S
I
T
E
.
d
w
g
,
5
/
2
4
/
2
0
1
7
7
:
3
7
:
2
6
A
M
,
A
u
t
o
C
A
D
P
D
F
(
G
e
n
e
r
a
l
D
o
c
u
m
e
n
t
a
t
i
o
n
)
.
p
c
3
382
25'-0"
48
'
-
6
3
/
4
"
RE
A
R
S
E
T
B
A
C
K
10
'
-
1
3
/
4
"
FR
O
N
T
S
E
T
B
A
C
K
B
L
D
G
.
N
O
.
3
11
2
'
-
2
1
/
4
"
50'-0"
11
1
'
-
7
1
/
4
"
7
5
8
48" SERVICE DOOR
TRASH
ROOM
DUMPSTERELECTRICAL
STORE
METER ROOM
BUILDING
UNIT 101
1049 SF
MANAGEMENT
OFFICE
(400 SF)
BUILDING NO.1
FAMILY DOLLAR COMMERCIAL 8,468 SF
GROUND FLOOR RETAIL / OFFICE 400 SF
10 UNITS ON 2 & 3 FLOOR
20 UNITS TOTAL
35
'
-
0
"
35
'
-
0
"
63'-0"12'-0"5'-0"12'-0"
18
'
-
0
"
5'
-
0
"
18
'
-
0
"
23
'
-
0
"
4'
-
8
"
45
'
-
7
3
/
4
"
10
'
-
0
"
86'-2"
10
0
'
-
5
1
/
2
"
4'-8 1/4"
AREA TO BE RETURED FROM
PREVIOUS R.O.W. 206 SF
AREA OF DEDICATION
TO R.O.W. (5,915 SF)
24
'
-
1
1
3
/
4
"
18
'
-
0
"
5'
-
0
"
50'-0"
R.O.W.
℄
70
'
-
0
"
9'
-
8
"
ARCADE
90'-0"
5'-3"9'-0"
25'-0"
90'-0"
COMMERCIAL SPACES
25
'
-
0
"
10
'
-
0
"
VISITOR
COMMERCIAL SPACES
RESIDENTIAL PARKING
23
'
-
0
"
3'-8"108'-2 1/4"
5'-0"
9'-0"
13'-6 1/4"
9'
-
0
"
10'-0"
5'
-
0
"
2'
-
0
"
5'
-
0
"
3'
-
0
"
9'
-
0
"
10
'
-
0
"
80'-8"
153'-9"
(7 SPACES @ 22')
VISITOR
52
'
-
0
1
/
4
"
RE
A
R
S
E
T
B
A
C
K
5'
-
0
"
5'
-
0
"
2'
-
0
"
3'
-
0
"
9'
-
0
"
11
'
-
0
"
10'-0 1/4"
(4
)
O
N
S
T
R
E
E
T
C
O
M
M
E
R
C
I
A
L
S
P
A
C
E
S
(7) ON STREET COMMERCIAL SPACES
ON
S
T
R
E
E
T
C
O
M
M
E
R
C
I
A
L
S
P
A
C
E
ON STREET
GIGI
ON
S
T
R
E
E
T
C
O
M
M
E
R
C
I
A
L
S
P
A
C
E
ON
S
T
R
E
E
T
C
O
M
M
E
R
C
I
A
L
S
P
A
C
E
NOT IN SCOPE OF
PROJECT
FANJUL & ASSOCIATES, LLC
architecture, planning & interior design
AA26000725
Arturo G. Fanjul, RA
president
165 Madeira Avenue Suite 7
Coral Gables, Florida33134
PH. 305 726.8313
FAX 305 356.3686
arturo@fanjularchitects.com
"a better life through design"
ARTURO G. FANJUL AR0017585
State of Florida Registered Architect
AFG
OWNERSHIP
OF THESE DOCUMENTS & SPECIFICATIONS AS
INSTRUMENTS OF SERVICE ARE AND SHALL REMAIN
THE PROPERTY OF THE ARCHITECT WHETHER THE
PROJECT THEY ARE MADE FOR IS EXECUTED OR NOT.
THEY SHALL NOT BE USED BY OWNER OR OTHERS ON
OTHER PROJECTS OR FOR ADDITIONS TO THIS
PROJECT BY OTHERS, EXCEPT BY AGREEMENT IN
WRITING AND WITH APPROPRIATE COMPENSATION TO
THE ARCHITECT.
REVISION NO.
DATE:
SCALE:
DRAWN:
CHECKED:
JOB NO.
PERMIT NO.
QUICK LOOK
NEC SW 64 STREET & 60 AVE
SOUTH MIAMI , FL
AGF
15-1008
PROGRESS PLAN
CONCEPTUAL DESIGN
CITY P&Z MEETING
NOT FOR CONSTRUCTION
Update 5-23-17
CONCEPTUAL
WEST LOTS
SITE PLAN - ZONING DATA
AGF
AGF
As Noted
A0.1(W)1
A0.1
CONCEPTUAL SITE PLAN
SCALE: 3/32"=1'-0"
PROJECT TEAM
OWNER CANDELA DEVELOPERS ARCHITECT:Arturo G. Fanjul, RA AR0017585
DANIEL A. ABREU Fanjul & Associates, LLC
14011 SW 20 STREET 902 Pizarro Street
MIAMI FL 33175 US Coral Gables, Fl 33134
305.345.7475 PH. 305.726.8313 FAX. 305.356.3686
arturo@fanjularchitects.com
www.fanjulandassociates.com
PROPERTY INFORMATION
ADDRESSES 5978 SW 64 ST, 6415 SW 60 AVE, 6429 SW 60 AVE,
VACANT LAND, VACANT LAND, 6420 SW 59 PL, VACANT
LAND, 6442 SW 59 PL,
FOLIOS:09-4025-010-0010, 09-4025-010-0030, 09-4025-010-0040,
09-4025-010-0050, 09-4025-010-0020, 09-4025-010-0140,
09-4025-010-0160, 09-4025-010-0170
LEGAL DESCRIPTION:
WEST PARCELS 43039 Property Appraisor
YEAR BUILT:0
ZONING:SR
TYPE OF CONSTRUCTION
OCCUPANCY:MIXED USE
DESIGN CODES
Building Florida Building Code 5th Edition (FBC 2014) - Building
Mechanical Florida Building Code 5th Edition (FBC 2014) - Mechanical
Plumbing Florida Building Code 5th Edition (FBC 2014) - Plumbing
Electrical FBC 2014 Refers to NFPA 70 NEC 2011
Life Safety Code Florida Fire Prevenetion Code 5th Edition
Accessibility Florida Building Code 5th Edition (FBC 2014) - Accessibility
Code
FINISH REQUIREMENTS (GROUP M TABLE 803.9)
AREA SPRINKLERED UNSPRINKLERED
EXITS CLASS B MINIMUM CLASS A MINIMUM
EXIT
ACCESS CLASS C MINIMUM CLASS B MINIMUM
OTHER
SPACES CLASS C MINIMUM CLASS C MINIMUM
TENANT FLOOR FINISHES: CLASS I OR II
FIRE RESISTANT REQ.TYPE II CONSTRUCTION
COLUMNS:TABLE 601 OF FBC 2010
BEAMS & GIRDERS TABLE 601 OF FBC 2010
ROOFS:TABLE 601 OF FBC 2010
ZONING LEGEND - SR - WEST PARCELS
LOT OCCUPATION Allowed Proposed
1 Total Lots Area (Per MDC Record)39896 5000 min 32019
R.O.W. Dedications 5915
Lot Area Measured by Survey 37934
2 Total Lots Width 190'-8"50'207.56'
3 Max Impervious 90%32019.00 82.4%26368
Pervious Area 10.1%3244
4a Arcade Areas 7.5%2407
5 FAR 1.6 51230.40 0.74 23569
Bldg No.1 (Gound Floor Less Arcade)10581
Bldg No.1 (Upper Levels Less Balcony)12988
BUILDING BUILDING NO. 1 SETBACKS Required Provided
a.Principal Front 10'; sup 10'
b.Side Street 10'; sup 10'
c.Side Interior 0'0'
d.Rear 10'52'
e.Adjacent to Res. Dist 25'52'
BUILDING HEIGHT Req./Allowed Provided
b.Maximum Height Stories 4 3
c.Maximum Height Feet 50'<50'
PARKING : Varriance Required Provided
a.Commercial Parking SF 1/300 On Site On Street
FAMILY DOLLAR (Bldg. No.1)8468 29 18 14
Management Office (Bldg No. 1)400 1 1
Total Commercial Area 8868 30 33
b.Residential Parking (Bldg. No.1)UNITS 2/unit 1/unit
Residential Units 20 40 20
Visitor 2 2 2
d.Loading Zone None None
Total Parking 72 55
E:
\
1
6
-
P
R
O
J
E
C
T
S
\
1
5
-
1
0
0
8
-
F
D
-
S
o
u
t
h
M
i
a
m
i
\
1
5
-
1
0
0
8
-
F
D
-
M
S
-
F
I
N
A
L
-
S
I
T
E
.
d
w
g
,
5
/
2
4
/
2
0
1
7
7
:
3
7
:
3
5
A
M
,
A
u
t
o
C
A
D
P
D
F
(
G
e
n
e
r
a
l
D
o
c
u
m
e
n
t
a
t
i
o
n
)
.
p
c
3
383
11
1
'
-
7
1
/
4
"
7
5"
8'
-
0
"
8"
5
8
TRASH
ROOM
DUMPSTERELECTRICAL
STORE
METER ROOM
BUILDING
UNIT 101
1049 SF
MANAGEMENT
OFFICE
(400 SF)
BUILDING NO.1
FAMILY DOLLAR COMMERCIAL 8,468 SF
GROUND FLOOR RETAIL / OFFICE 400 SF
10 UNITS ON 2 & 3 FLOOR
20 UNITS TOTAL
18
'
-
0
"
5'
-
0
"
18
'
-
0
"
23
'
-
0
"
4'
-
8
"
45
'
-
7
3
/
4
"
10
'
-
0
"
86'-2"
10
0
'
-
5
1
/
2
"
4'-8 1/4"
3'-8"108'-2 1/4"5'-0"
13'-6 1/4"
9'
-
0
"
82
'
-
1
0
1
/
2
"
FANJUL & ASSOCIATES, LLC
architecture, planning & interior design
AA26000725
Arturo G. Fanjul, RA
president
165 Madeira Avenue Suite 7
Coral Gables, Florida33134
PH. 305 726.8313
FAX 305 356.3686
arturo@fanjularchitects.com
"a better life through design"
ARTURO G. FANJUL AR0017585
State of Florida Registered Architect
AFG
OWNERSHIP
OF THESE DOCUMENTS & SPECIFICATIONS AS
INSTRUMENTS OF SERVICE ARE AND SHALL REMAIN
THE PROPERTY OF THE ARCHITECT WHETHER THE
PROJECT THEY ARE MADE FOR IS EXECUTED OR NOT.
THEY SHALL NOT BE USED BY OWNER OR OTHERS ON
OTHER PROJECTS OR FOR ADDITIONS TO THIS
PROJECT BY OTHERS, EXCEPT BY AGREEMENT IN
WRITING AND WITH APPROPRIATE COMPENSATION TO
THE ARCHITECT.
REVISION NO.
DATE:
SCALE:
DRAWN:
CHECKED:
JOB NO.
PERMIT NO.
QUICK LOOK
NEC SW 64 STREET & 60 AVE
SOUTH MIAMI , FL
AGF
15-1008
PROGRESS PLAN
CONCEPTUAL DESIGN
CITY P&Z MEETING
NOT FOR CONSTRUCTION
CONCEPTUAL
SITE PLAN - FLOOR PLANS
AGF
AGF
As Noted
A1.1.11
A1.0
CONCEPTUAL SITE PLAN - FLOOR PLANS - BUILDING 1
SCALE=1/8"=1'-0"
E:
\
1
6
-
P
R
O
J
E
C
T
S
\
1
5
-
1
0
0
8
-
F
D
-
S
o
u
t
h
M
i
a
m
i
\
1
5
-
1
0
0
8
-
F
D
-
M
S
-
F
I
N
A
L
-
S
I
T
E
.
d
w
g
,
5
/
2
4
/
2
0
1
7
7
:
3
7
:
4
3
A
M
,
A
u
t
o
C
A
D
P
D
F
(
G
e
n
e
r
a
l
D
o
c
u
m
e
n
t
a
t
i
o
n
)
.
p
c
3
384
UNIT 01
673 SF
UNIT 02
960 SF
UNIT 03
966 SF
UNIT 04
622 SF
UNIT 05
694 SF
UNIT 06
897 SF
UNIT 07
952 SF
UNIT 08
952 SF
UNIT 09
1244 SF
UNIT 10
1250 SF
FANJUL & ASSOCIATES, LLC
architecture, planning & interior design
AA26000725
Arturo G. Fanjul, RA
president
165 Madeira Avenue Suite 7
Coral Gables, Florida33134
PH. 305 726.8313
FAX 305 356.3686
arturo@fanjularchitects.com
"a better life through design"
ARTURO G. FANJUL AR0017585
State of Florida Registered Architect
AFG
OWNERSHIP
OF THESE DOCUMENTS & SPECIFICATIONS AS
INSTRUMENTS OF SERVICE ARE AND SHALL REMAIN
THE PROPERTY OF THE ARCHITECT WHETHER THE
PROJECT THEY ARE MADE FOR IS EXECUTED OR NOT.
THEY SHALL NOT BE USED BY OWNER OR OTHERS ON
OTHER PROJECTS OR FOR ADDITIONS TO THIS
PROJECT BY OTHERS, EXCEPT BY AGREEMENT IN
WRITING AND WITH APPROPRIATE COMPENSATION TO
THE ARCHITECT.
REVISION NO.
DATE:
SCALE:
DRAWN:
CHECKED:
JOB NO.
PERMIT NO.
QUICK LOOK
NEC SW 64 STREET & 60 AVE
SOUTH MIAMI , FL
AGF
15-1008
PROGRESS PLAN
CONCEPTUAL DESIGN
CITY P&Z MEETING
NOT FOR CONSTRUCTION
CONCEPTUAL
SITE PLAN - FLOOR PLANS
AGF
AGF
As Noted
A1.1.21
A1.0
SECOND & THIRD FLOOR PLAN - BUILDING NO. 1
SCALE=1/8"=1'-0"
E:
\
1
6
-
P
R
O
J
E
C
T
S
\
1
5
-
1
0
0
8
-
F
D
-
S
o
u
t
h
M
i
a
m
i
\
1
5
-
1
0
0
8
-
F
D
-
M
S
-
F
I
N
A
L
-
S
I
T
E
.
d
w
g
,
5
/
2
4
/
2
0
1
7
7
:
3
7
:
5
2
A
M
,
A
u
t
o
C
A
D
P
D
F
(
G
e
n
e
r
a
l
D
o
c
u
m
e
n
t
a
t
i
o
n
)
.
p
c
3
385
FANJUL & ASSOCIATES, LLC
architecture, planning & interior design
AA26000725
Arturo G. Fanjul, RA
president
165 Madeira Avenue Suite 7
Coral Gables, Florida33134
PH. 305 726.8313
FAX 305 356.3686
arturo@fanjularchitects.com
"a better life through design"
ARTURO G. FANJUL AR0017585
State of Florida Registered Architect
AFG
OWNERSHIP
OF THESE DOCUMENTS & SPECIFICATIONS AS
INSTRUMENTS OF SERVICE ARE AND SHALL REMAIN
THE PROPERTY OF THE ARCHITECT WHETHER THE
PROJECT THEY ARE MADE FOR IS EXECUTED OR NOT.
THEY SHALL NOT BE USED BY OWNER OR OTHERS ON
OTHER PROJECTS OR FOR ADDITIONS TO THIS
PROJECT BY OTHERS, EXCEPT BY AGREEMENT IN
WRITING AND WITH APPROPRIATE COMPENSATION TO
THE ARCHITECT.
REVISION NO.
DATE:
SCALE:
DRAWN:
CHECKED:
JOB NO.
PERMIT NO.
QUICK LOOK
NEC SW 64 STREET & 60 AVE
SOUTH MIAMI , FL
AGF
15-1008
PROGRESS PLAN
CONCEPTUAL DESIGN
CITY P&Z MEETING
NOT FOR CONSTRUCTION
CONCEPTUAL
Building No. 1 - Elevations
AGF
AGF
As Noted
A1.1.3
1
A1.1.3
CONCEPTUAL NORTH ELEVATION BUILDING NO. 1
SCALE=1/8"=1'-0"
2
A1.1.3
CONCEPTUAL WEST ELEVATION BUILDING NO.1
SCALE=1/8"=1'-0"
E:
\
1
6
-
P
R
O
J
E
C
T
S
\
1
5
-
1
0
0
8
-
F
D
-
S
o
u
t
h
M
i
a
m
i
\
1
5
-
1
0
0
8
-
F
D
-
M
S
-
F
I
N
A
L
-
S
I
T
E
.
d
w
g
,
5
/
2
4
/
2
0
1
7
7
:
3
7
:
5
8
A
M
,
A
u
t
o
C
A
D
P
D
F
(
G
e
n
e
r
a
l
D
o
c
u
m
e
n
t
a
t
i
o
n
)
.
p
c
3
386
ZONE CSR OVERLAY
8'
-
0
"
ZONE
R2
CHURCH
25'-0"
5'
-
5
"
6'
-
0
3
/
4
"
11
'
-
4
"
5'-0 1/4"
48
'
-
6
3
/
4
"
RE
A
R
S
E
T
B
A
C
K
10
'
-
1
3
/
4
"
FR
O
N
T
S
E
T
B
A
C
K
B
L
D
G
.
N
O
.
3
11
2
'
-
2
1
/
4
"
10'-0" MIN.
SIDE S.B.
5'
-
7
1
/
2
"
113'-5 1/4"
IN
ONLY
18'-0"9'-0"
66'-0"
50'-0"
10'-0"
43'-3 1/2"
INTERIOR SIDE SETBACK
BUILDING NO. 2
3,566 Gross SF COMMERCIAL
ON 1ST FLOOR
10 UNITS ON 2ND & 3RD FLOORS
20 UNITS
50'-0"
R.O.W.
25'-0"25'-0"
23
'
-
0
"
5'-0"
13'-6 1/4"
9'
-
0
"
79'-0 3/4"
49
'
-
8
"
1,916 SF
RETAIL
ELEVATORMAIL
1,650 SF
COMMERCIAL
81'-0"
ELECTRICAL
METER ROOM
10'-0 1/4"4'-0"23'-0"18'-0"35'-5 1/4"18'-0"5'-0"
LEASING
OFFICE 3'
-
8
"
5'
-
0
"
5'
-
0
1
/
2
"
9'
-
0
"
12
'
-
0
"
5'
-
0
"
9'
-
0
"
9'
-
0
"
9'
-
0
"
2'
-
0
"
9'
-
0
"
9'
-
0
"
9'
-
0
"
4'
-
6
"
23
'
-
0
"
18
'
-
0
"
5'
-
5
3
/
4
"
COMMERCIAL
DUMPSTER
TRASH
ROOM
SPRINKLER
PUMP
ENTRY CORRIDOR
NO
R
T
H
C
O
R
R
I
D
O
R
AC
C
E
S
S
10' ARCADE
10
'
A
R
C
A
D
E
ON
S
T
R
E
E
T
C
O
M
M
E
R
C
I
A
L
S
P
A
C
E
ON STREET
GIGI
ON
S
T
R
E
E
T
C
O
M
M
E
R
C
I
A
L
S
P
A
C
E
FANJUL & ASSOCIATES, LLC
architecture, planning & interior design
AA26000725
Arturo G. Fanjul, RA
president
165 Madeira Avenue Suite 7
Coral Gables, Florida33134
PH. 305 726.8313
FAX 305 356.3686
arturo@fanjularchitects.com
"a better life through design"
ARTURO G. FANJUL AR0017585
State of Florida Registered Architect
AFG
OWNERSHIP
OF THESE DOCUMENTS & SPECIFICATIONS AS
INSTRUMENTS OF SERVICE ARE AND SHALL REMAIN
THE PROPERTY OF THE ARCHITECT WHETHER THE
PROJECT THEY ARE MADE FOR IS EXECUTED OR NOT.
THEY SHALL NOT BE USED BY OWNER OR OTHERS ON
OTHER PROJECTS OR FOR ADDITIONS TO THIS
PROJECT BY OTHERS, EXCEPT BY AGREEMENT IN
WRITING AND WITH APPROPRIATE COMPENSATION TO
THE ARCHITECT.
REVISION NO.
DATE:
SCALE:
DRAWN:
CHECKED:
JOB NO.
PERMIT NO.
QUICK LOOK
NEC SW 64 STREET & 60 AVE
SOUTH MIAMI , FL
AGF
15-1008
PROGRESS PLAN
CONCEPTUAL DESIGN
CITY P&Z MEETING
NOT FOR CONSTRUCTION
update 4/26/2017
CONCEPTUAL
EAST LOTS
SITE PLAN - ZONING DATA
AGF
AGF
As Noted
A0.2(E)1
A0.1
CONCEPTUAL SITE PLAN
SCALE: 3/32"=1'-0"
PROJECT TEAM
OWNER CANDELA DEVELOPERS ARCHITECT:Arturo G. Fanjul, RA AR0017585
DANIEL A. ABREU Fanjul & Associates, LLC
14011 SW 20 STREET 902 Pizarro Street
MIAMI FL 33175 US Coral Gables, Fl 33134
305.345.7475 PH. 305.726.8313 FAX. 305.356.3686
arturo@fanjularchitects.com
www.fanjulandassociates.com
PROPERTY INFORMATION
ADDRESSES 6443 SW 59 PL, VACANT LAND, 6415 SW 59 PL, 6411 SW 59 PL,
5944 SW 64 ST, 6401 SW 59 PL
FOLIOS:09-4025-010-0320, 09-4025-010-0310, 09-4025-010-0300,
09-4025-010-0290, 09-4025-010-0270, 09-4025-010-0280
LEGAL DESCRIPTION:
EAST PARCELS 22750
YEAR BUILT:0
ZONING:SR
TYPE OF CONSTRUCTION
OCCUPANCY:MIXED USE
DESIGN CODES
Building Florida Building Code 5th Edition (FBC 2014) - Building
Mechanical Florida Building Code 5th Edition (FBC 2014) - Mechanical
Plumbing Florida Building Code 5th Edition (FBC 2014) - Plumbing
Electrical FBC 2014 Refers to NFPA 70 NEC 2011
Life Safety Code Florida Fire Prevenetion Code 5th Edition
Accessibility Florida Building Code 5th Edition (FBC 2014) - Accessibility Code
FINISH REQUIREMENTS (GROUP M REFER TO TABLE 803.9)
AREA SPRINKLERED UNSPRINKLERED
EXITS CLASS B MINIMUM CLASS A MINIMUM
EXIT ACCESS CLASS C MINIMUM CLASS B MINIMUM
OTHER SPACES CLASS C MINIMUM CLASS C MINIMUM
TENANT FLOOR FINISHES: CLASS I OR II
FIRE RESISTANT REQUIREMENTS TYPE II CONSTRUCTION
COLUMNS:TABLE 601 OF FBC 2010
BEAMS & GIRDERS TABLE 601 OF FBC 2010
ROOFS:TABLE 601 OF FBC 2010
ZONING LEGEND - SR EAST PARCELS
LOT OCCUPATION Allowed Provided
1 Total Lots Area (MDC Records)22750 5000 min Dedications 19653
Lot Area Measured by Survey 22364 -2710
2 Total Lots Width 190'-8"50'110'
3 Max Impervious 90%17687.70 88.7%17424
4 Pervious Area 10%1965.30 11.3%2229
4a Arcades 1980
5 FAR 1.6 31445 1.57 30912
Bldg. No.2 (Less Arcade) Ground floor 8984
Bldg. No.2 (Gross w/balcony) 2 & 3 floor 21928
BUILDING NO. 2 Required Provided
a.Principal Front 10'; sup 10'
b.Side Street 10'; sup 10'
c.Side Interior -5'
d.Rear 10'49.67'
e.Adjacent to Res. Dist 25'49.67'
BUILDING HEIGHT Req./Allowed Provided
b.Maximum Height Stories 4 3
c.Maximum Height Feet 50'<50'
PARKING Required Provided
a.Commercial Parking SF 1/300 On Street On Site
Commercial Area Building 2 3566 11.9 5 4
b.Residential Parking Variance UNITS 2/unit 1/unit Variance
Residential Units 20 40 20
Visitor Parking 1:10 2 2
d.Loading Zone None None
Total Parking Required Provided
54 31
E:
\
1
6
-
P
R
O
J
E
C
T
S
\
1
5
-
1
0
0
8
-
F
D
-
S
o
u
t
h
M
i
a
m
i
\
1
5
-
1
0
0
8
-
F
D
-
M
S
-
F
I
N
A
L
-
S
I
T
E
.
d
w
g
,
5
/
2
4
/
2
0
1
7
7
:
3
8
:
0
1
A
M
,
A
u
t
o
C
A
D
P
D
F
(
G
e
n
e
r
a
l
D
o
c
u
m
e
n
t
a
t
i
o
n
)
.
p
c
3
387
CURB STOP
20'-0"3'-0"
18'-0"
5'-0" PRIVACY WALL
10'-0" MIN.
SIDE S.B.
BUILDING NO. 2
3,566 Gross SF COMMERCIAL
ON 1ST FLOOR
10 UNITS ON 2ND & 3RD FLOORS
20 UNITS
COMMERCIAL RETAIL
AREA 3612 SF NET
9'
-
0
"
1,916 SF
RETAIL
ELEVATORMAIL
1,650 SF
COMMERCIAL
EL
E
C
T
R
I
C
A
L
ME
T
E
R
R
O
O
M
LEASING
OFFICE
TRASH
ROOM
SPRINKLER
PUMP
ENTRY
CORRIDOR
ELEVATOR
UNIT X01
837 SF
UNIT X03
853 SF
UNIT X05
908 SF
UNIT X07
942 SF UNIT X09
795 SF
UNIT X10
671 SF
UNIT X06
1,091 SF UNIT X08
895 SF
UNIT X02
905 SF
UNIT X04
905 SF
FANJUL & ASSOCIATES, LLC
architecture, planning & interior design
AA26000725
Arturo G. Fanjul, RA
president
165 Madeira Avenue Suite 7
Coral Gables, Florida33134
PH. 305 726.8313
FAX 305 356.3686
arturo@fanjularchitects.com
"a better life through design"
ARTURO G. FANJUL AR0017585
State of Florida Registered Architect
AFG
OWNERSHIP
OF THESE DOCUMENTS & SPECIFICATIONS AS
INSTRUMENTS OF SERVICE ARE AND SHALL REMAIN
THE PROPERTY OF THE ARCHITECT WHETHER THE
PROJECT THEY ARE MADE FOR IS EXECUTED OR NOT.
THEY SHALL NOT BE USED BY OWNER OR OTHERS ON
OTHER PROJECTS OR FOR ADDITIONS TO THIS
PROJECT BY OTHERS, EXCEPT BY AGREEMENT IN
WRITING AND WITH APPROPRIATE COMPENSATION TO
THE ARCHITECT.
REVISION NO.
DATE:
SCALE:
DRAWN:
CHECKED:
JOB NO.
PERMIT NO.
QUICK LOOK
NEC SW 64 STREET & 60 AVE
SOUTH MIAMI , FL
AGF
15-1008
PROGRESS PLAN
CONCEPTUAL DESIGN
CITY P&Z MEETING
NOT FOR CONSTRUCTION
CONCEPTUAL
and Elevations
Building No. 2- Floor Plans
AGF
AGF
As Noted
A1.2.11
A1.2.1
CONCEPTUAL SITE PLAN - FLOOR PLANS - BUILDING 2
SCALE=1/8"=1'-0"
2
A1.2.1
CONCEPTUAL 2ND & 3RD FLOOR PLAN - BUILDING 2
SCALE=1/8"=1'-0"
E:
\
1
6
-
P
R
O
J
E
C
T
S
\
1
5
-
1
0
0
8
-
F
D
-
S
o
u
t
h
M
i
a
m
i
\
1
5
-
1
0
0
8
-
F
D
-
M
S
-
F
I
N
A
L
-
S
I
T
E
.
d
w
g
,
5
/
2
4
/
2
0
1
7
7
:
3
8
:
1
1
A
M
,
A
u
t
o
C
A
D
P
D
F
(
G
e
n
e
r
a
l
D
o
c
u
m
e
n
t
a
t
i
o
n
)
.
p
c
3
388
9'
-
0
"
9'
-
0
"
FANJUL & ASSOCIATES, LLC
architecture, planning & interior design
AA26000725
Arturo G. Fanjul, RA
president
165 Madeira Avenue Suite 7
Coral Gables, Florida33134
PH. 305 726.8313
FAX 305 356.3686
arturo@fanjularchitects.com
"a better life through design"
ARTURO G. FANJUL AR0017585
State of Florida Registered Architect
AFG
OWNERSHIP
OF THESE DOCUMENTS & SPECIFICATIONS AS
INSTRUMENTS OF SERVICE ARE AND SHALL REMAIN
THE PROPERTY OF THE ARCHITECT WHETHER THE
PROJECT THEY ARE MADE FOR IS EXECUTED OR NOT.
THEY SHALL NOT BE USED BY OWNER OR OTHERS ON
OTHER PROJECTS OR FOR ADDITIONS TO THIS
PROJECT BY OTHERS, EXCEPT BY AGREEMENT IN
WRITING AND WITH APPROPRIATE COMPENSATION TO
THE ARCHITECT.
REVISION NO.
DATE:
SCALE:
DRAWN:
CHECKED:
JOB NO.
PERMIT NO.
QUICK LOOK
NEC SW 64 STREET & 60 AVE
SOUTH MIAMI , FL
AGF
15-1008
PROGRESS PLAN
CONCEPTUAL DESIGN
CITY P&Z MEETING
NOT FOR CONSTRUCTION
Update 5-23-17
CONCEPTUAL
Building No. 2 - Elevations
AGF
AGF
As Noted
A1.2.2
1
A1.2.2
CONCEPTUAL WEST ELEVATION BUILDING NO.2
SCALE=1/8"=1'-0"
2
A1.2.2
CONCEPTUAL NORTH ELEVATION BUILDING NO.2
SCALE=1/8"=1'-0"
E:
\
1
6
-
P
R
O
J
E
C
T
S
\
1
5
-
1
0
0
8
-
F
D
-
S
o
u
t
h
M
i
a
m
i
\
1
5
-
1
0
0
8
-
F
D
-
M
S
-
F
I
N
A
L
-
S
I
T
E
.
d
w
g
,
5
/
2
4
/
2
0
1
7
7
:
3
8
:
1
7
A
M
,
A
u
t
o
C
A
D
P
D
F
(
G
e
n
e
r
a
l
D
o
c
u
m
e
n
t
a
t
i
o
n
)
.
p
c
3
389
390
EXHIBIT E
Insurance and Indemnification_________________________________________________
Without limiting its liability, the proposing firm shall be required to procure and maintain at its
own expense during the life of the Construction Contract for the Project, insurance of the
types and in the minimum amounts stated below as will protect the contractor, the Owner and
the South Miami Redevelopment Agency (“Agency”), from claims which may arise out of or
result from the construction contract or the performance of the work described therein and
from claims that may arise out of the operation of the project following the completion of the
construction work.
The work on the construction Project, and the operations of the completed project shall not
commence until all insurance required by the Agency has been obtained and the requirements
of this document fulfilled. The contractor and the owner shall indemnify and save the Agency
harmless from any and all damages, claims, liability, losses and causes of actions of any kind or
nature arising out of a negligent error, omission, or act of the Contractor or the Owner, their
agents, representatives, employees, sub-contractor, or assigns, incident to arising out of or
resulting from the performance of the construction of the project and the operations of the
project following completion of construction. The Contractor and Owner shall pay all claims
and losses of any kind or nature whatsoever, in connection therewith, including the Agency’s
attorney’s fees and expenses in the defense of any action in law or equity brought against the
Agency arising from the negligent error, omission, or act of the Contractor and Owner, their
agents, representatives, employees, sub-contractor, or assigns, incident to, arising out of or
resulting from the performance of the performance of the construction of the project and the
operations of the project following completion of construction.
The Contractor and Owner agrees and recognizes that the Agency shall not be held liable or
responsible for any claims, including the costs and expenses of defending such claims which may
result from or arise out of actions or omissions of the Contractor and Owner, their agents,
representatives, employees, Sub-Contractors, sub-contractors, or assigns. In reviewing,
approving or rejecting any submissions or acts of the Contractor and Owner, the Agency in no
way assumes or shares responsibility or liability of the Contractor and Owner, their sub-
contractors, agents or assigns.
The Contractor and Owner shall maintain during the term of Agreement for Development and
during the operations of the Project the following insurance:
A. Comprehensive general liability insurance with broad form endorsement, on a Florida
approved form including automobile liability, completed operations and products liability,
contractual liability, severability of interest with cross liability provision, and personal injury and
property damage liability with limits of $1,000,000 combined single limit per occurrence and
$5,000,000 aggregate, including:
Personal Injury: $1,000,000;
Medical Insurance $25,000 per person;
391
Property Damage: $500,000 each occurrence;
Automobile Liability: $1,000,000 each accident/occurrence.
C. Umbrella Commercial General Liability insurance on a Florida approved form with the same
coverage as the primary insurance policy but in the amount of $10,000,000 per claim.
The Agency must be named as additional “named” insured for all except Workers’
Compensation, and reflect the indemnification and hold harmless provision contained herein.
Policy must specify whether it is primary or excess/umbrella coverage. Agency must receive 20
days advance written notice of any policy modification or cancellation, including cancellation for
non-payment of premiums. All insurance must remain in full force and effect for the duration of
the contract period with the Agency. The Contractor and Owner must provide not only a
“certified copy” of the Binder but also the Policy itself with the name, address and phone
number of the agent and agency procuring the insurance.
D. Workman's Compensation Insurance in compliance with Chapter 440, Florida Statutes, as
presently written or hereafter amended.
E. The policies shall contain waiver of subrogation against Owner and Agency where applicable,
shall expressly provide that such policy or policies are primary over any other collective
insurance that Owner and Agency may have. All policies shall contain a “severability of interest”
or “cross liability” clause without obligation for premium payment of the Agency.
F. All of the above insurance required to be provided by the contractor is to be placed with
BEST rated A-8 (A-VIII) or better insurance companies, qualified to do business under the laws
of the State of Florida on approved Florida forms.
The contractor shall furnish certified copies of all “Binders” or certificates of insurance to the
Owner and Agency prior to the commencement of operations, which “Binders” or certificates
shall clearly indicate that the contractor has obtained insurance in the type, amount, and
classification as required for strict compliance with this Section. The contractor shall also
provide an endorsement adding the Agency as an additional named insured and providing that
there shall not be any reduction in limits during the policy term, or cancellation of this
insurance without first providing the Agency with written notice twenty (20) days prior to the
effective date of such change or cancellation. It shall also provide that the Agency shall have the
right but not the obligation to pay any unpaid premium and to continue coverage as well as the
right thereafter to cancel the policy. The contractor agrees that if the Agency pays the
premium, that the Agency shall have the right to cancel the policy without notice to the
contractor and without liability to the contractor for such cancellation Compliance with the
foregoing requirements shall not relieve the Contractor of its liability and its obligation to
provide insurance coverage
Contractor agrees to provide the Agency quarterly reports concerning any and all claims.
392
The Owner and Developer of the property agree that they shall have the same obligations and
duties to the Agency as the contractor has to the Owner and the Agency as set forth above
and, as between the Agency and the Owner and Developer, the Agency shall have the same
rights as it has with the contractor as set forth above.
393
EXHIBIT F
U.S. HUD
394
RESOLUTION NO, CRA 41 -07-294
A RESOLUTION OF THE SOUTH MIAMI COMMUNITY
REDEVELOPMENT AGENCY (SMCRA) RELATING TO
ECONOMIC DEVELOPMENT; AUTHORIZING THE SMCRA
DIRECTOR TO EXECUTE A COMMUNITY DEVELOPMENT
BLOCK GRANT (CDBG) CONTRACT AND ANCILLARY
AGREEMENTS WITH MIAMI-DADE COUNTY TO RECEIVE
CDBG GRANT FUNDING IN THE TOTAL AMOUNT OF
$394,000 FOR LAND ACQUISITION AND—DEVELOPMENT
COSTS ASSOCIATED WITH THE MADISON SQUARE
PROJECT; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, during the August 8, 2005 Meeting, the Board approved
Resolution #31-05-178 authorizing the South Miami Community Action Agency
(CAA) and the SMCRA to develop a cooperative strategy for implementing the
Madison Square Project; and
WHEREAS, the Community Action Agency functions as a Citizen's
Advisory Board for Miami-Dade County for the purpose of soliciting community
input from SMCRA residents; and
WHEREAS, beginning in FY 2004, the Community Action Agency has
recommended that annual Community Development Block Grant (CDBG) funding
be disbursed to the SMCRA to assist in developing the Madison Square Project;
and
WHEREAS, the following annual CDBG funding amounts have been
allocated by Community Action Agency for use by the SMCRA in implementing
the Madison Square Project:
â 2004 - $100,000
â 2005 - $94,000
â 2006 - $100,000
â 2007 - $100,000; and
WHEREAS, of the total grant amount of $394,000, $294,000 has been
allocated for land acquisition and the remaining $100,000 has been allocated for
other related project development costs; and
WHEREAS, the total grant amount of $394,000, has been allocated for
land acquisition costs associated with the Madison Square Project; and
RESOLUTION NO. eRA 41-07-294
A RESOLUTION OF THE SOUTH MIAMI COMMUNITY
REDEVELOPMENT AGENCY (SMCRA) RELATING TO
ECONOMIC DEVELOPMENT; AUTHORIZING THE SMCRA
DIRECTOR TO EXECUTE A COMMUNITY DEVELOPMENT
BLOCK GRANT (CDBG) CONTRACT AND ANCILLARY
AGREEMENTS WITH MIAMI-DADE COUNTY TO RECEIVE
CDBG GRANT FUNDING IN THE TOTAL AMOUNT OF
$394,000 FOR LAND ACQUISITION }.:ND DEVELOPMENT
COSTS ASSOCIATED WITH THE MADISON SQUARE
PROJECT; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, during the August 8, 2005 Meeting, the Board approved
Resolution #31-05-178 authorizing the South Miami Community Action Agency
(CAA) and the SMCRA to develop a cooperative strategy for implementing the
Madison Square Project; and
WHEREAS, the Community Action Agency functions as a Citizen's
Advisory Board for Miami-Dade County for the purpose of soliciting community
input from SMCRA residents; and
WHEREAS, beginning in FY 2004, the Community Action Agency has
recommended that annual Community Development Block Grant (CDBG) funding
be disbursed to the SMCRA to assist in developing the Madison Square Project;
and
WHEREAS, the following annual CPBG fundillg amounts have been
allocated by Community Action Agency for use by the SMCRA in implementing
the Madison Square Project:
~ 2004 -$100,000
~ 2005 -$94,000
~ 2006 -$100,000
~ 2007 -$100,000; and
WHEREAS, of the total grant amount of $394,000, $294,000 has been
allocated for land acquisition and the remaining $100,000 has been allocated for
other related project development costs; and
WHEREAS, the total grant amount of $394,000, has been allocated for
land acquisition costs associated with the Madison Square Project; and
395
Ch:irperson Hor e iu
Pg. 2 of Res. No. CRA 41-07-294
WHEREAS, as a condition of the SMCRA accepting the CDBG funding,
Miami-Dade County requires execution of the following attached agreements:
â HUD Required Community Development Block Grant Contract (Exhibit 1)
â Development Agreement (Exhibit 2)
â Mortgage Agreement (Exhibit 3)
â Promissory Note (Exhibit 4)
â Declarations of Restriction (Exhibit 5)
WHEREAS, the SMCRA Board desires to enter into contract with Miami-
Dade to secure grant funding in the maximum amount of $394,000 and to
accomplish the objectives as outlined in the scope of service of the contract with
Miami-Dade County.
NOW THEREFORE BE IT RESOLVED BY THE SOUTH
MIAMI COMMUNITY REDEVELOPMENT AGENCY;
Section 1. The South Miami Community Redevelopment Agency Board
approves the Miami-Dade CDBG contract and ancillary agreements attached as
Exhibits 2, 3, 4 and 5 for the maximum amount of $394,000 for the provision of
land acquisition and other construction costs and authorizes the SMCRA Director
and SMCRA Chair to execute the attached agreements required by Miami-Dade
County to receive CDBG funding in the total amount of $394,000.
Section 2.Of the total grant funding amount, $294,000 $394,000 shall be
utilized for land acquisition of properties required to develop the Madison Square
Project.
Seetien-3,--Of-the-totel-grant-funding-amount$4-0-03000-shall-be--utilized
fer-ether4e4ated-develepment-eests-assoc-iated-with-developing-the-Madisen-S square
Project.
Section 3.This resolution shall take effect immediately upon approval.
PASSED AND ADOPTED this day of August, 2007.
ATTEST:APPROVED:
ity of South Miami
Community Redevelopment Agency
Clerk
Pg. 2 of Res. No. eRA 41-07-294
WHEREAS, as a condition of the SMCRA accepting the CDBG funding,
Miami-Dade County requires execution of the following attached agreements:
).-HUD Required Community Development Block Grant Contract (Exhibit 1)
).-Development Agreement (Exhibit 2)
).-Mortgage Agreement (Exhibit 3)
).-Promissory Note (Exhibit 4)
).-Declarations of Restriction (Exhibit 5)
WHEREAS, the SMCRA Board desires to enter into contract with Miami-
Dade to secure grant funding in the maximum amount of $394,000 and to
accomplish the objectives as outlined in the scope of service of the contract with
Miami-Dade County.
NOW THEREFORE BE IT RESOLVED BY THE SOUTH
MIAMI COMMUNITY REDEVELOPMENT AGENCY;
Section 1. The South Miami Community Redevelopment Agency Board
approves the Miami-Dade CDBG contract and ancillary agreements attached as
Exhibits 2, 3, 4 and 5 for the maximum amount of $394,000 for the provision of
land acquisition and other construction costs and authorizes the SMCRA Director
and SMCRA Chair to execute the attached agreements required by Miami-Dade
County to receive CDBG funding in the total amount of $394,000.
Section 2. Of the total grant funding amount, $294,000 $394,000 shall be
utilized for land acquisition of properties required to develop the Madison Square
Project.
Section 3. Of the total grant funding amount, $100,000 shall be utilized
for other related development costs associated with developing the "Madison Square
Project.
Section 3. This resolution shall take effect immediately upon approval.
PASSED AND ADOPTED this :ILM;;.y of August, 2007.
ATTEST:
ity of South Miami
Community Redevelopment A ency
Clerk
APPROVED:
396
Pg. 3 of Res. No. CRA 41-07-294
Board Vote:5-0
Chairperson Feliu:Yea
Vice Chairperson Wiscombe: Yea
READ AND APPROVED AS TO FORM:Board Member: Palmer absent
Board Member Birts:Yea
Board Member Beckman:Yea
Board Member Ellis:absent
Board Member: Williams Yea
fice of
General Counsel
Nagin Gallop & Figueredo, P.A.
Pg. 3 of Res. No. eRA 41-07-294
READ AND APPROVED AS TO FORM:
Board Vote:
Chairperson Feliu:
Vice Chairperson Wiscombe:
Board Member: Palmer
Board Member Birts:
Board Member Beckman:
Board Member Ellis:
Board Member: Williams
5-0
Yea
Yea
absent
Yea
Yea
absent
Yea
397
Honorable Chair and
SMCRA Board Members
From: Stephen David, Di
2001
"Making our Neighborhood a Great Place to Live, Work and Ploy
Date: August 21. 2007
ITEM No.
AUTHORIZA ION TO AMEND
CRA RESOLUTION #28-07-281
A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT
AGENCY (SMCRA) RELATING TO ECONOMIC ' DEVELOPMENT;
AUTHORIZING THE SMCRA DIRECTOR TO EXECUTE A COMMUNITY
DEVELOPMENT BLOCK GRANT (CDBG) CONTRACT AND ANCILLARY
AGREEMENTS WITH MIAMI-DADE COUNTY TO RECEIVE CDBG GRANT
•FUNDING IN THE TOTAL AMOUNT OF $394,000 FOR LAND ACQUISITION
AND—DEVELOPMENT COSTS ASSOCIATED WITH THE MADISON SQUARE
PROJECT; AND PROVIDING AN EFFECTIVE DATE.
BACKGROUND
During the June 11, 2007 Meeting, the Board approved CRA Resolution #28-07-281
authorizing execution of a Community Development Block Grant (CBDG) contract and
ancillary agreements with Miami-Dade County to receive CBDG funds in the amount of
$394,000 (See Exhibit A). Based on a CDBG budget prepared by Miami-Dade County, the
total funding amount was allocated .as follows: $294,000 for land acquisition costs
associated with the Madison Square Project; and $100,000 for other construction costs
associated with the Madison Square Project (See Exhibit B).
Miami-Dade County has subsequently recommended that the total funding amount of
$394,000 be allocated exclusively for land acquisition costs. An amendment to the
previously approved resolution is therefore required. All amendments to the previously
approved resolution have been provided in strikethrough and underline format on the draft
resolution. Approval of the attached resolution shall authorize an amendment to Resolution
#28-07-281 to execute a CDBG contract and ancillary agreements with Miami-Dade County
to receive grant funding in the amount of $394,000 for land Acquisition costs associated with
the Madison Square Project.
RECOMMENDATION
Staff recommends approval of the attached resolution authorizing an amendment to CRA
Resolution #28-07-281 and authorizing the SMCRA Director to execute the required CDBG
contract and ancillary agreements to receive funding in the amount of $394,000.
Attachments',
Resolution #28-07-28I
County Prepared CDBG Budget
Previously ApprOved Ancillary Agreements
SM/SD/MCGRUFF \PLANNING \C R Amendment to CRA Resolution # 28-07-28 I.doc
\
S[JWC~
2~1 ,
NMaking our Neighborhood a Great Pface to Uve. Work and Play" ,
Date: August 21, 2007 To: 'Honorable Chair and
'SMCRA Board Members
From: Stephen David, D~ ITEM No. ~
AUTHORIZA 10NTOAMEND
eRA RESOLUTION #28-07-281
A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT
AGENCY (SMCRA) RELATING, TO ECONOMIC' DEVELOPMENT;
AUTHORIZING THE SMCRA DIRECTOR TO EXECUTE A COMMUNITY
DEVELOPMENT BLOCK GRANT (CDBG) CONTRACT AND ANCILLARY
AGREEMENTS WITH MIAMI-DADE COUNTY TO' RECEIVE CDBG GRANT
,FUNDING IN THE TOTAL AMOUNT OF $394,000 FOR LAND ACQUISITION
.AND DEVELOPIVIENT COSTS ASSOCIATED WITH THE MADISON SQUARE
'PROJECT; AND PROVIDING AN EFFECTIVE DATE.
BACKGROUND
During the June 11, 2007 Meeting, the Board approved CRAResohition #28-07-281
authorizing execution of a Community Development Block Grant (CBDG) contract and
ancillary agreements with 'Miami-Dade County to receiveCBDGfunds in the amountof
$394,000 (See Exhibit A). Based on a CDBG budget prepared by Miami-Dade County, the
total funding amount was allocated as follows: $294,000, for land, acquisition costs
associated with the Madison ~quare Project; and $100,000 for other construction costs
associated with the Madison Square Project (See Exhibit B).
Miami-Dade County has subsequently recommended that the total funding amount of
$394,000, be allocated exclusively for land acquisition costs. An amendment to the
previously approved resolution is therefore required. All amendments to the, previously
approved resolution have been provided in strikethrough and underline:format on the draft
resolution. Approval of the attached resolutionshall authorize an amendm~nt to Resolution
#28-07-281 to execut~ a CDBG contract and ancillary agreements with Miami-Dade County
to receive grant funding in the amount of$394;000 for land ,acquisition costs associated with
the Madison Square Project.
RECOMMENDATION
Staff recommends approval of the attached resolution authorizing an amendment to CRA
Resolution #28-07-281 and authorizing the SMCRA Director to execute the required CDBG
contract and ancillary agreements to receive funding in the ,amount of$394,000.
Attachments;
Resolution #2g-07~2gl
County Prepared COBO Budget
Previously Approved Ancillary Agreements
SM/S\?IMCGRUFF\PLANNING\C R A\Amendment to eRA Resolution # 28-07-281.doc
398
EXHIBIT A
RESOLUTION NO. CRA 28-07-281
A RESOLUTION OF THE SOUTH MIAMI COMMUNITY
REDEVELOPMENT AGENCY (SMCRA) RELATING TO
ECONOMIC DEVELOPMENT; AUTHORIZING THE SMCRA
DIRECTOR TO EXECUTE A COMMUNITY DEVELOPMENT
BLOCK GRANT (CDBG) •CONTRACT INCLUDING ALL
ANCILLARY DOCUMENTS REQUIRED BY MIAMI-DADE
COUNTY. FOR GRANT FUNDING IN THE TOTAL AMOUNT
OF $394,000 FOR LAND ACQUISITION AND
DEVELOPMENT COSTS ASSOCIATED WITH THE
MADISON SQUARE PROJECT; AND PROVIDING AN
EFFECTIVE DATE.
WHEREAS, during the August 8; 2005 Meeting, the Board . approved
Resolution #31-05-178 authorizing the South Miami Corrn-nunity Action Agency
(CAA) and the SMCRA to develop a cooperative strategy for implementing the.
Madison Square. Project; and
WHEREAS, the Community Action. Agency functions as a Citizen's
Advisory Board for Miami-Dade County for the purpose of soliciting community
input from SMCRA residents; and
• WHEREAS, beginning in FY 2004, the Community Action Agency has
recommended that annual Community Development Block Grant (CDBG) funding
be disbursed to the SMCRA to assist in developing the Madison Square Project;
and
WHEREAS, the following annual CDBG funding. amounts have been
allocated by Community Action Agency for use by the SMCRA in implementing
the Madison Square Project:
â 2004 - $100,000
â ' 2005 $94,000
> 2006 $100,000
â 2007 - $100,000; and
WHEREAS, of the total grant amount of $394,000, $294;000 has been
allocated for land acquisition and the remaining $100,000 has been allocated for
other related project' development costs; and
WHEREAS, as a condition of the SMCRA accepting the CDBG funding,
Miami-Dade County requires execution of the following attached agreements:
RESOLUTioN NO. eRA 28,..07-281
A RESOLUTION OF THE SOUTH MIAMI',COMMUNITY
REDEVELOPMENT AGENCY' (SMCRA) RELATING TO
ECONOMIC DEVELOPMENT; AUTHORIZING THE SMCRA . . , . . .
DIRECTOR TO EXECUTE A COMMUNITVDEVELOPMENT
1 EXHIBIT A
BLOCK, QRANT (CDBG) , ,CONTRACT INCLUDING ALL , '
ANCILLARY'DOCUMENTS REQUIRED BY ,MIAMI-DADE "
COUNTY FOR GRANT FUNDING IN THE TOTAL AMOUNT
OF $394,000 FOR· LAND . ACQUISiTION 'AND
DEVELOPMENT COSTS. ASSOCIATED 'WITH ,THE
MADISON SQUARE" PROJECT; AND PROVIDING AN
EFFECTIVE DATE.
WHEREAS, during the August 8, 2005 Meeting, the Board. approved
Resolution #31-05-178 authorizing the South Miami Community Action Agency
(CM) and the SMCRA to:develop a cooperative strategy for implementing the,
'Madison Square Project;, and ' '
WHEREAS, the Community Action. Agency functions as, a' Citizen's
Advisory Board for Miami-Dade County for the purpose of soliciting community
,input from.SN.[CRA residents; and.'
, , WHEREAS, beginning in FY 2004, the Community Action Agency has
recommended that annual Community Development Block Grant (CDBG) funding',
be disbursed to the SMCRA to assist in devel9pingthe Madison Square Project;"
~ . " '
WHEREAS, the following annual CDBG, funding. amounts have been
allocated by Community Action Agency for use by the SMCRA in implementing'
,the Madison Square 'Project: ' '
» 2004 -$100,000 », 2005 -, $94,000
» 2006 -$100,000
» 2007 -'$100,000; and
WHEREAS, of the total grant amount of $'394,000, $294;000 has been
allocated for land acquisition and the remaining $100,000 has been allocated for
other related project' development costs; and ' ,
WHEREAS, as a condition of the SMCRA accepting the CDBG funding,
Miami-Dade County requires execution of the following attached agreements: 399
Pg. 2 of Res. No. CRA 28-07-281
â HUD Required Community Development Block Grant Contract (Exhibit B)
â Deelopment Agreement (Exhibit C)
â Mortgage Agreement (Exhibit D)
â Promissory Note (Exhibit E)
WHEREAS; the SMCRA Board desires to enter into contract with Miami-
Dade to secure grant funding in the maximum amount of $394,000 and to
accomplish the objectives as outlined in the scope of service of the contract with
Miami-Dade County.
NOW THEREFORE BE IT RESOLVED BY THE SOUTH
MIAMI COMMUNITY REDEVELOPMENT AGENCY;
Section 1. The. South Miami Community Redevelopment Agency Board
approves the Miami-Dade CDBG 'contract and ancillary documents attached as
Exhibits. B, C, D and E for the maximum amount of $394,000 for the provision of
land acquisition and other construction costs and authorizes the SMCRA Director
and SMCRA Chair to execute the attached agreements attached as Exhibits B, C, D
and E required by Miami-Dade County in order to receive CDBG funding in the
total amount of $394,000.'
Section 2.Of the total grant funding amount, $294,000 shall be utilized
for land acquisition of properties required to develop the Madison Square Project.
Section 3.Of the total grant funding amount, $100,000 shall be utilized
for other related' development costs associated with developing the Madison Square
Project
Section 4.This resolution shall take effect immediately upon approval.
PASSED AND ADOPTED this //14day of June, 2007.
ATTEST:APPROVED:
ay of South Miami
COmmunity Redevelopment Agency
Clerk
Pg. 2 of Res. No. CRA,28-07~281
, . '
. ~ HUD Required Community Development Block Grant Contract (ExhihitB) > Developlnent Agreement (Exhibit C) .
~ Mortgage Agreement (Exhibit D) .
> Promissory Note (Exhibit E).
WHEREAS; the SMCRA Board desires. to enter into contract with Mianli.;
Dade to secure grant funding in the maximum amount· of, $394,000' and, to
accomplish the objectives as outli~ed in the scope of service of the contract with
: Miami-Dade County. " .
, NOW THEREFORE BE IT ,~SOLVED BY THE, SOUTH
, ,MIAMI COMMUNITY REDEVE~OPMENTAGENCY;
Section 1. The, South Miami Community Redevelopnient. Agency Board
approves the Miami-Dade CDBGcontract and ancillary documents attached as
Exhibits,B, C, Dand E for the maximum amount of $394,000 for'the provision of
land acquisition and other construction, costs and authorizes the SMCRA Director
and SMCRA Chair to execute the attached agreements attached as Exhibits B, C, D
and E required by Miami-Dade County in order to receive CDBG funding in the
total amount of $394,000.'
Section 2. Of the. total grant funding amount, $294,000 shall be utilized
for land acquisition of properties required to develop the Madison Square Project.
Section 3. Of the total grant funding amount, $100,000 shall be utilized
'for other related developinentcosts associated with developing the Madison Square
Project,
Section 4. This resolution shall take effect immediately upon approval.
, . U" .
PASSED AND ADOPTED this /1 tday of June, 2007.
ATTEST:
Ity of South Miami
ComniunityRedevelopment Agency
Clerk
,APPROVED:
400
Eve outsis, Office of
General.Counsel
Nagin Gallop & Figueredo, P.A.
Pg.Of Res. No. CRA 28-07-281
Board Vote:6-0
Chairperson Feliu:Yea
Vice Chairperson Wiscombe: Yea
READ'AND APPROVED AS TO FORM:Board Member: Palmer Yea
Board Member Birts:Yea
Board Member Beckman:absent
Board Member Ellis:Yea
Board Member: Williams Yea
~ ..
Pg. 3 of Res. No. eRA 28-07-281
, ,
READ AND APPROVED AS TO FORM:
Ev~ outsis, Office of
General. Counsel
Nagin Gallop & Figueredo, P .A.
Board Vote:
Chairperson Feliu:
Vice Chairperson Wiscombe:
Board Member: PalmeI;
Board Member,Birts:
Board Member Beckman: .
Board Member Ellis:
Board Member: Williams
6-0
Yea
Yea
'Yea
Yea
'absent
Yea
Yea
401
ORIGINAL CBDG. BUDGET PREPARED
BY
MIAMI DADE COUNTY
i i .
I .
,I . .OR'G''''4
l
CBOG BUDGe.,. PRep4ReD
..
By
..
. ""'4""
'
~
D
.
4
0
e
c
o
u
,
.
,
7
Y
.
. .
402
The South IIlaml ComniunIty Redeye' sent Agency foundation, Inc.
• Madison Square/South Mk-- dtrlp Mill Project
Detailed Budget . •
• CMG FY 2005
July 1, 20013 Dv:amber 31, 2008 •
Total
ALL Scum*,
Total caw:*Tfis CIL CSA South Fts.t.t5C Total colgo • Type Seridc.as aiSte CDEP3 Subobi otED Non OCED 2007 2006 2004 2005
PERS014)itl. . , . 0 0 0 • .0 0 0 O 0 4010 0 • 0 0 O 0 0 o a Subtotal
CONTRACTUAL SERVICES-
21011 External Audit
21012 Environmental Audit
21020 Accianting Service*
21030 Ober Prof.Svc.Survey
0 0 0 521,589 521,569 O 0 521,509 0 21030 Cater Prof.SycJvchte
22121 Outside Wasis Colbt.
Surveyina
tide legal Svc.0 0 0
0 0 0
61815 0
• 0
521,681
.0 21210
0 0 0•0 0 81813 Lino! The fees
22310 Security Svcs.. 6 O 0 0 - Arch/tact Fees 0 0 0 61828
O 0 521168t 0 • 521,811) Contribtual • 0
OPERAtiliK1 EXPENSES
Electrical Svc. 22010
2211e water 6 Sower Svc. 0 0 23210 Gan. Usb. Insurarica 0 0 0
23220 Auto Usb. Insurance
25330 Coo{ Webb" Rant.
-Payments b labor • 25511
31010 Toistkcco Rbador
30121 Telophons Inv Dist.
Pubilostons 31110
travel Exp. Local 31210
31530 Raoroduction Svc.
31611 Postasge R. htel
Educational Meads* 32021
Litwin & Parmelee& 32250.
O Subtotal Ooratin. Era.0 0 0 o a O 0 - o
COILMOOMEE
41018 Gasoline-Unleeded
47010 Ofits Sur&
Liacstansous simply 47012
Office Equipment 0 0 0 0 O 0 O 0 47020 0
tornouwir %WWI 47110
Perlentvgepro. Suppy
paining Stipples
Subtotal r.
47013
. 40237
0 - 0 0
CAPITAL OUTLAY
Sae Preperition 0
Ober Cost of Land 100,000 941:00 100,000
• .• o
O 0
O 2 i5-,623
61519 • 0 -0
3,257,623
9,355,239
021.519.
•
13457%431,
.13,2111,1300
0 294,006 211933 .23
o - sasepa • -9,1u150
61512
elm Pens Contractor
6104
efet7 Ott. Con. • - 100,000
0
.
a'
6213esa - 100,ccio,- 021,
:
809
• 0 d'' _' o ..r -• ,,
100,008 •2,1111023 toils&t9400 ' 11,1173,431
o •'0 Don I &lett infrist•upurs imam
Stlbtatal Outlay 108,404 stoo‘ iwism
TOTAL PROJECT 1013 ST 100,600 scoaa icepaa
o '0 0 ..
10.41,Ar7 3141,000 la,30,0oo 10!000 .2,66023
tr/
·' --... -
The SoutIJ Miami Community RGdevv.... ',ntAgency.FcundaUon, Inc.
Madl50n Squar.JSouth MIo... .•• otrlp ..all Projod
DetaBed Budget
CDBG F'f 200S
July 1, ~. o.cembtt 31, 2005 .
.. ' .
. . ,
Subobl TVDe SaMcH CDBO CDIlG 0.0 . COBG :n.a s. I&. CRA So\ltl\ I'lL LlSC TOUI TotJI Total
2004 2001 200t 2001 _~EO Non OeeD AU. Sourc ..
PER SONNE\. . c'
.ec10J 0 0 0 . 0 0 0 -0 0 0
ISUbIO!aI 0 0 0 0 • 0 . 0 ... 0 ... , .0 .. 0
COKt1u..CTUAl. IERVtCU· ..
21011 Externa! AudIt
21012 Env~lAudl
_21020 Accountna Setvi:.. " '.
21030 OtIerProf.Svc.SUtvey ~1030 OtherPmf.Svc.Nch\c 0 . 0 0 0 0 521.5611 0 521,5e1l 52fM9
22121 0utaI:ie Wnlll CoII::t. ... . ....... -... '-_.'.. . .. .
&16111 Surve\'1no .
21210 :Ms~ ~ Sve. 0 0 0 . 0 . 0 0 0 . 0 0
a161~ LOO!!I& TlIctfelll 0 -0 0 0 • 0 0 0 0
22310 SeeUl'tiSvca ..
1111126 A1cNIact Fee. 0 0 0 0 0 0 0 0
SI1blOtal Conlraclual '0 0 D D 0 nun O· 121 ell 521 m ,'. -
OP~IU.'r.1G !XPENSEI
22010 E~! SIIe.
22110 ......... '& s.-,Sve.
23210 Gen. Uab.lnsurance 0 0 0 0 0 0' . 0 0 . 0
23220 ~ Uab. Insurance . .. . " ,
2M3O CocN Maclin. Ran1l.
26511Pav!Mnta Io.~ ....... -,
31010 TMachone-RaauW
30t 2t Telephone I..Dno 0Iat.
31110 Publo8llon. -'
31210 raYeI Exn. LllCaI -.. -
31~ Re SYe.. . .'
3tll11 IPoeUooe~. Mal . . . ..-.--' .. .. ..... _." .' -...
32021 ~ .' " ' ...
322:50 U::.nM & Per!nl ,"I
SUbIOtII ()!)fatitI. !!Xl1. 0 0 0 -0 0 0 0 0 0
I
COMMOOITlU ... ,
41016 Gato1ne-UnJo~
47010 orrc. SUtdt'
47012 allPP!V .... -.... ---. ..
.7020 DIJIoe E ultJment 0 0 0 0 0 0 0 0 0
47110 COInPu1I r S\IIlI)IeI
4T013 • SuwIf
49237 CIa-m IUt>oIn
S~COl'llCHe.. . . 0 0 0 0 0 0 0 0 0
CAMTAI.. OUTLAY
_. 1118111 &lie Pre1loI1IIbn 0 0 • 0 0 ' . 0 . 0 0 , 0 . . 0 ... ~ 1111112 ctLand 1()()OOO Q4.000 1()()OOO 0 2~.e:i! . 0 2904 000 2963 623 3,2.57e23 "
61820 Pm-... O. '. 0 0 0 ,-.. -.... O· .'" f/3M?~ • . tl .. V~,2iYi S,3M23a
.... -lUau " .,' .. -: i 81tIZ OIt.C:on Con 0 • ' 0 100~000 0 a21~ 1w.Q!X . 021.5I!W '. 82(GOa
11morY. ,0· 0 . 0 .' 0 -_0 ; 0 ....
-'--
SU 1<:>.rtlIV 10000e .M.Q&e '\DO.6OCl 100~ UIUn l,toUQI lM.8OO 1UT3,4l1 1:$.217,4)1
.--'. .
T( TAL P o.recT C05T· 100,WCI IoC,DQCI . 100.000 1DDROO :I Hj.i1a 10.o1,ln 3 ... ,W'oI 12,ut.1IOII 1)1".000
I ___ .... _ .. ~ ___ .. __ ~ _~ .. _ _
.'
~
~.
C')
~
Z
1-'3
t:J:j
403
REVISED CDBG. BUDGET. PREPARED
BY
MIAMI -DARE COUNTY
..... Dfe"
/
S
~
D
CDaG 8UDG
....
.. .
. . ...... ...... 'I:'r "lte" J4/f~
D
81'
. ..
404
The South Miami Community Redevelopment Agency, Mc.
'Madison Square/South Miami Strip Matt Project -
Detailed Budget
CD130 FY 2006
' July 2006 Decturrhei 31, 2008
. • • -
. ,
Sobobi • Type Services mesa 0080 c080 C0130 The S. U. CRA South Fla. WC Total Total Total
2004 2005 2004 2007 OCED Non OCED ALL Sourcas -
PEFt30104EL
-4610 0 0 0. 0 0 0 • 0 -0 0
Subtotal. - 0 0 0 0 -•0 D 0 0 0
CONTRACTUAL SERVICES • ___ --
_ 21011 External Audit -
21012 ErtyktotnantalAudk • .
21020 A4countin, Services - • . •
21030 Other Prof.Svc.SurVaY . . —/
21030 Other Prof.Svc.Archt 0 0 0 0 0 521,589 0 521,550 521,669
22121 Outside Waste Coltt. • •
61615 Surveying I • _
- 21210 Outside legat Svc.. 0 0 0 0 --0 0 • 0 0 0
61613 Ltml & Tkle Saes 0 0 0 0 • 0 0 0 0 0
22310 Security Svcs, ....
61626 kohl:let Fees 0 0 0 0 0 0 0 0 0
'I
Subtotal Contractual 0 0 --0 0 0 121,540 0.121461 521,541
• I
OPERATING EXPENSES
22010 Electrical Svc. .
22110 valor A Sewer Svc. . -
23210 Oen. Lieb. Insurance 0 0 0 0 0 0 0 0 0
23220 Atrlo Limb. Insurance -
25330 CoOy Machine Rent - 25811 Psyrnerart to *sloe • •
31010 TelloPtctie FtsQuier " I
30121 Teittftme tan* Mil
31110 Publcstforta _ .- .
31210 Travel Exp. Loud
31530 Ftionxiudon Svc. .
31 /1 1 ,postacie Ftre3. Mai
32021 Edo:skew! Moorish
32250 License 8 Perini tees
0 Q 0 '0 0 0 0 0 0 Subtotal Oratn. Exp.
21 C011 0131TIE5 ..._...
41016 Clasoine-Uniaaded
47010 Of3ce SOW/
47012 MIscelantious SuPPIY
47020 Moe Equipment 0 0 0 0 0 0 0 0 0
47110 Computer Supple' - • -
47013 Pontrollspro. Supply
40237 Octant* Smola, - Sublotal Candles. '0. 0 0 '0 0 . 0 0• 0 0
" CAPITAL OUTLAY - 61819 Ste PreParatIon 0 0 -0 0 • 0 0 0 0 0
61612 0lhat Costal LAnd - 100,000 94,000 100,000 100,000 2,063,623 .0 394,000 2,963,623 3,357,623
61d20 Prima Gerd/actor 0 0 0 0 0 9,386,239 0 9,355,239 .9,381,239
• 61624 Dernolltioni -
61627 Olt Con.Cost-Pin. Ogn 0 0 -0 0 521,66e -0 521,569 .-621,5317
61628 Intrattrucer know. 0 0 0 0 0 0 o a o
- Subbptal Crab' Outlay 100,000 14,000 1011009 100,000 2,1113,133 11,9011,001 314,000 12,173431 - 12,217,631
13,719,00d'
, TOTAL PROJECT COST .- i Kew 94,0011 loop° 1(100013 21113,623 10,431,377
,.
• 314,000 11,335L300
3
•
I~
4610
1011
to,
rYoeS«vk: ..
ISu6ii:>taI
IhJcIk
SeIvPa
--~
Jtsfdw WUIa Colt:t.
l\Ib'de I
!LeqaI,U~ '-
~prkyS~.
'eH
'.
i$ubtotI/l
!vc. rSvc.
G6n.Ueb.~
A,ut) Uab. tnannce
.... RwIt. = Lona~
~.
!!ICe I
i2P=S!!ppty
CIeIII'IilQ SIIIlOIN
~ComdIa ..
COBB
%004
,
o
'0
0'
o
0"
The South MIami Convnunlty R.~w!opment Ag.ncy, InC.
. Madlioit SquareJSouth YJamJ SCrip Mall Projed .
Dttalled Budget
CDBGFY2006
July '1 i 2006 • December 31. 2008
-
...
o
OBa ~aG CDBG nt. •. Y.CRA -South fla. usc
%001
o
o
o
o
li
o
-or-
200f 2001
0"
-0
-
'0
0'
"0
o
0:
li
(jl
0'
-
" 0"
o
o
li'
o
0"
o o
~
o
_I21,su .'
Tct.I
OCED
0:
0;
.;.Q
o 01 Oi 01 01
•• _ 0·00 •••• , ••
..
01 01 01 01 .. ..
01 0" 01 01 '0 -
r-:::-o ----
OJ 0:
Tota..t -tOiii
HOnocm AUSO_· ---.-...,..-
o
o o
52ue~1 ~21,!Sai
..
-0
li
~,
12M"
o
01
01
~~-'
-0
.21M.
Oi
0"
CAPITALOtITLAy I .' . . -_ _., .' ..
--. 1$11$191Sl1ePreparatbn 0 O· 0 -0 ... . .. O· O· 0 O· 0
--... ~. &1&12 OtWrCostdland '. '100000 a..OOO 100~1QQOOO L~lI23 . 394000 2-'1a3.823 3351j~
o. • .'.--.. • 011120 PI1cM Ca'dractgr 0 0 . O· 0 0 11.38&.239 0 O.3M.m . O~~
. 818Z4 '. .... -.... .... '" .
81827 ott.Con.eo.wr..Dan 0 0 . 0 0 621&89· 0 S2'~ '. 0 S21,l1e1l
81628 11mj)rV.· 0 0 0 0 0 0 0 0 O' 0 0
'. '. \.i __ .:....~ ___ .-=-=-__ . 0''-• :.-"0 ••••• __ 0 0
k.DOO ·I~i "'00.000 100.0091 100.000 -2-:NUr. 3~
1id...w:J.:....-~JIOOL1: " .. -. . I····.. I
!TOTA&; PROJECT COSt • 100.000 t4,OOa 100~OOCWToo.ooc
405
PREVIOUSLY APPROVED
CDBG CONTRACT
AND ANCILLARY AGREEMENTS
\
.
406
FY 2007
4-Profit
FY 2007 COMMUNITY DEVELOPMENT BLOCK GRANT
CONTRACT BETWEEN
MIAMI-DADE COUNTY
AND
THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY
This contract is entered into between Miami-Dade County, hereinafter referred to as the "County"
and The South Miami Community Redevelopment Agency , a Florida nonprofit organization,
hereinafter referred to as the "Awardee".
The parties agree:
I.Definitions
OCED Office of Community and Economic Development or its
successor Department
24 CFR Part 570 - CDBG
Community Development
Corporation
Low- and Moderate- Income
Person
Contract Records
Federal regulations implementing Title I of the Housing and
Community Development Act of 1974, as amended -
Community Development Block Grant
A local agency that is organized to meet community
development needs with particular emphasis on the economic
development, housing and revitalization needs of low-and
moderate-income area residents and which is receptive to the
needs expressed by the community.
A member of low-and moderate-income family a family
whose income is within specified income limits set forth by
U.S. HUD.
Any and all books, records, documents, information, data,
papers, letters, materials, electronic storage data and media
whether written, printed, electronic or electrical, however
collected, preserved, produced, developed, maintained,
completed, received or compiled by or at the direction of the
Awardee or any subcontractor in carrying out the duties and
obligations required by the terms of this contract, including
but not limited to financial books and records, ledgers,
drawings, maps, pamphlets, designs, electronic tapes,
computer drives and diskettes or surveys.
Any federal funds received by the Awardee from any source
during the period of time in which the Awardee is performing
the obligations set forth in this contract.
Federal Award
Awardee Recipient of CDBG funds from Miami Dade County.
Subcontractor Any individual or firm hired on a contractual basis by the
Awardee for the purpose of performing work or functions
cited on the Action Step Format (Attachment "A) of this
contract.
Subcontract
Any contractual agreement between a Subcontractor and the
Awardee.
1
,J FY 2007
,-Profit
FY 2007 COMMUNITY DEVELOPMENT BLOCK GRANT
CONTRACT BETWEEN
MIAMI-DADE COUNTY
AND
THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY
This contract is' entered into between Miami-Dade County, hereinafter referred to as the "County"
and The South Miami Community Redevelopment Agency , a Florida nonprofit organization,
hereinafter referred' to as the "Awardee".,
The parties agree:
I. Definitions
OCED
24 CFR Part 570 -CDSG
Community Development
Corporation
Low-and Moderate-Income
Person
Contract Records
Federal Award
Awardee
Subcontractor
Subcontract
Office of Community and Economic Development or its
successor Department
Federal regulations implementing Title I of the Housing and
Community Development Act of 1974, as amended -
Community Development Block Grant
A local agency that is org~nized to meet community
development needs with particular emphasis on the economic
development, housing and revitalization needs of low-and
moderate-income area residents and which is receptive to the
needs expressed by the community.
A member of low-and moderate-income family i.e., a family
whose income is within specified income limits set forth by
U.S. HUD.
Any and all books, records, documents, information, data,
papers, letters, materials, electronic storage data and media
whether written, printed, electronic or ,electrical,however
collected, preserved, produced, developed, maintained,
completed, received or compiled by or at the direction of the
Awardee or any subcontractor ,in carrying out.the duties and
obligations required by the terms of this contract, including
but not limited to financial books and records, ledgers,
drawings, maps, pamphlets, designs, electronic tapes,
computer drive~ and diskettes or surveys.
Any federal funds received by the Awardee from any source
during the period of time in which the Awardee is performing
the obligations set forth in this contract.
Recipient of CDSG funds from Miami Dade County.
Any individual or firm hired on a contractual basis by' the
Awardee for the purpose of performing work or functions
cited on the Action Step Format (Attachment CCA) of this
contract.
Any contractual agreement between a Subcontractor and the
Awardee. '
1
(
407
II.The Awardee Agrees:
A. The Awardee shall carry out the activities specified in Attachment A, "Scope of
Services," in the County or the focus area(s) of Dade.
B. Idemnification and Insurance Requirements
The Awardee shall comply with the idemnification and insurance requirements
outlined in Attachment B-1 of this agreement. All certificates and insurance
updates must identify the names of the Awardee and the activity being funded
through this agreement.
AWARDEE LIABILITY OBLIGATION
Compliance with the requirements in Attachment B-1 shall not relieve the Awardee
of his liability and obligation under this subsection or under any subsection of this
contract. The contract is contingent upon receipt of the insurance documents
within fifteen (15) calendar days after the Board of County Commissioners'
approval. If the Insurance Certificate is received within the specified period, but
not in the manner prescribed in these requirements, the Awardee shall be verbally
notified of the deficiency and shall have an additional five (5) calendar days to
submit a corrected certificate to the County.
If the Awardee fails to submit the required insurance documents in the manner
prescribed in these requirements within twenty (20) calendar days after the Board
of County Commissioners' approval, the Awardee shall be in default of the terms
and conditions of the contract.
The Awardee shall submit all required insurance documents to the Office of
Community Development, 140 West Flagler, 10th Floor, Suite 1000, Miami, FL 33130.
Any changes to the required insurance policies, including coverage renewals, must
be submitted to OCED through a formal notice immediately upon occurrence
throughout the contract period.
CERTIFICATE OF CONTINUITY
The Awardee shall be responsible for ensuring that the insurance certificates
required in conjunction with this subsection remain in force for the duration of the
contract period, including any and all option years, if applicable. In the case of
construction and major rehabilitation activities, the Contractor must have the
coverage cited in Attachment B-1 of this agreement at the time that it begins
construction on the project. If the insurance certificates are scheduled to expire
during the contract period, the Awardee shall be responsible for submitting new or
renewed insurance certificates to the County at a minimum of thirty (30) calendar
days before such expiration.
In the event that expiration certificates are not replaced with new or renewed
certificates that cover the contract period, the County shall suspend the contract
until the new or renewed certificates are received by the County in the manner
prescribed in the requirements; provided, however, that this suspended period
does not exceed thirty (30) calendar days. If such suspension exceeds thirty (30)
calendar days, the County may, at its sole discretion, terminate the contract for
cause.
Prior to execution of the contract by the County and commencement of the
contracted services, the Awardee shall obtain all insurance required under this
Section and submit same to the County for approval. All insurance shall be
maintained throughout the term of the contract.
C. Indemnification
II. The Awardee Agrees:
. A. The Awardee shall carry out the activities specified in Attachment A, "Scope of
Services," in the County or the focus area(s) of Dade.
B. Idemnification and Insurance Requirements
The Awardee shall comply with the idemnification and insurance requirements
outlined in Attachment B·1 of this agreement. All certificates and· insurance
updates must identify the names of the Awardee and the activity being funded
through this agreement.
AWARDEE LIABILITY OBLIGATION
Compliance with the requirements in Attachment B·1 shall not relieve the Awardee
of his liability and obligation under this SUbsection or under any subsection of this
contract. . The contract is contingent upon receipt of the insurance documents
within fifteen (15) calendar days after the Board of County CommisSioners'
approval. If the Insurance Certificate is received within the specified period, but
not in the manner prescribed in these requirements, the Awardee shall be verbally
notified of the deficiency and shall have an additional five (5) calendar days to
submit a corrected certificate to the County. .
If the Awardee fails to submit the required insurance documents in the manner
prescribed in these requirements within twenty (20) calendar days after the Board
of County Commissioners' approval, the Awardee shall be in default of the terms
and conditions of the contract.
The Awardee shall submit all required insurance documents to the Office of
Community Development, 140 West Flagler, 10th Floor, Suite 1000, Miami, FL 33130.
Any changes to the required insurance poiicies, including coverage renewals, must·
be submitted to OCED through a formal notice immediately upon occurrence
throughout the contract period.
CERTIFICATE OF CONTINUITY
The Awardee shall be responsible for ensuring that the insurance certificates
required in conjunction with this subsection remain in force for the duration of the
contract period, including any and all option years, if applicable. In the case of
construction and major rehabilitation activities, the Contractor must have the
coverage cited in Attachment B·1 of this agreement at the time that it begins
construction on the project. If the insurance certificates are scheduled to expire
during the contract period, the Awardee shall be responsible for submitting new or
renewed insurance certificates to the County at a minimum of thirty (30) calendar
days· before such expiration.
In the event that expiration certificates are not replaced with new or renewed
certificates that cover the contract period, the County shall suspend the contract
until the new or renewed certificates are received by the County in the manner
prescribed hi the requirements; provided, however, that this suspended period
does not exceed thirty (30) calendar days. If such suspension exceeds thirty (30)
calendar days, the County may, at its sole discretion, terminate the contract for
cause.
Prior to execution of the contract by the County and commencement of the
contracted services, the Awardee shall obtain all insurance required under this
Section and submit same to the County for approval. All insurance shall be
maintained throughout the term of the contract. .
C. Indemnification
?
408
The Awardees shall indemnify and hold harmless the County and its officers,
employees, agents and instrumentalities from any and all liability, losses or
damages, including attorneys' fees and costs of defense, which the County or its
officers, employees, agents or instrumentalities may incur as a result of claims,
demands, suits, causes of actions or proceedings of any kind or nature arising out
of, relating to or resulting from the performance of this Agreement by the Awardee
or its employees, agents, servants, partners principals or subcontractors. The
Awardee shall pay all claims and losses in connection therewith and shall
investigate and defend all claims, suits or actions of any kind or nature in the name
of the County, where applicable, including appellate proceedings, and shall pay all
costs, judgments, and attorney's fees which may issue thereon. The Awardee
expressly understands and agrees that any insurance protection required by this
Agreement or otherwise provided by the Awardee shall in no way limit the
responsibility to indemnify, keep and save harmless and defend the County or its
officers, employees, agents and instrumentalities as herein provided. The
provisions of this section survive the termination or expiration of this agreement.
D.Documents
The Awardee shall submit documents to OCED as described below or any other
document in whatever form, manner, or frequency as prescribed by OCED. These
will be used for monitoring progress, performance, and compliance with this
contract and for compliance with applicable County and Federal requirements.
1. Certificates of Insurance - original to be received by OCED within the
first month of this contract period, and submitted with each
payment request, including any renewals, prior to payments made by
the County.
2. Progress Reports
a. The Awardee shall submit a status report using the form attached
hereto as Attachment C, "Progress Report," as it may be revised by
OCED, which shall describe the progress made by the Awardee in
achieving each of the objectives and action steps identified in
Attachment A, "Scope of Services."
The Awardee shall ensure that OCED receives each report in
triplicate (or as indicated) no later than April 10, 2007, July 10, 2007,
October 10, 2007,January 10, 2008, April 10, 2008, July 10, 2008,
October 10, 2008 and January 15, 2009.
b. Quarterly Reporting when Subcontractors are Utilized
Awardees are advised that when subcontractors or subconsultants
are utilized to fulfill the terms and conditions of this contract,
Miami-Dade County Resolution No. 1634-93 will apply to this
contract. This resolution requires the selected Awardees to file
quarterly reports as to the amount of contract monies received from
the County and the amounts thereof that have been paid by the
Awardee directly to Black, Hispanic and Women-Owned businesses
performing part of the contract work.
Additionally, the listed businesses are required to sign the reports,
verifying their participation in the contract work and their receipt of
such monies. For purposes of applicability, the requirements of
this resolution shall be in addition to any other reporting
requirements required by law, ordinance or administrative order.
The Awardees shall indemnify and hold harmless the County and its officers,
employees, agents and instrumentalities from any and all liability, losses' or
damages, including attorneys' fees and costs of defense, which the County or its
officers, employees, agents or instrumentalities may incur as a result of claims,
demands, suits, causes of actions or proceedings of any kind or nature arising out
of, relating to or resulting from the performance of this Agreement by the Awardee
or its employees, agents, servants, partners principals or subcontractors. The
Awardee shall pay all claims and losses in connection therewith and shall
investigate and defend all claims, suits or actions of any kind or nature in the name
of the County, where applicable, including appellate proceedings, and shall pay all
costs, judgments, and attorney's fees which may issue ,thereon. The Awardee '
expressly understands and agrees that any insurance protection required by this
Agreement or otherwise provided by the Awardee shall in no way limit the
responsibility to indemnify, keep ,and save harmless and defend the County or its
officers, employees, agents and instrumentalities as herein provided. The
provisions of this section survive the termination or expiration of this agreement.
D. Documents
The Awardee shall submit documents to OCED as described below or any other
document in whatever form, manner, or frequency as prescribed by OCED. These
will be used for monitoring progress, performance, and compliance, with this
contract and for compliance with applicable County and Federal requirements.
1. Certificates of Insurance· original to be received by OCED within the
first month of this contract period, and submitted with each
payment request, including any renewals, prior to payments made by
the County.
2. Progress Reports
a. The Awardee shall submit a status report using the form attached
hereto as Attachment C, "Progress Report," as it may be revised by
OCED, which shall describe the progress made by the Awardee in
achieving each of the objectives and action steps identified in
Attachment A, "Scope of Services."
The Awardee shall ensure that OCED receives each report in
triplicate (or as indicated) no later than April 10, 2007, July 10,2007,
October 10, 2007,January 10, 2008, April 10, 2008, July 10, 2008,
October 10, 2008 and January 15, 2009.
b. Quarterly Reporting when Subcontractors are Utilized
Awardees are advised that when subcontractors or subconsultants
are utilized to fulfill the terms and conditions of this contract,
Miami-Dade County Resolution No. 1634-93 will apply to this
contract. This resolution requires the selected Awardees to file
quarterly reports as to the amount of contract monies received from
the County and the amounts thereof that have been paid by the
Awardee directly to Black, Hispanic and Women-Owned businesses
performing part of the contract work.
Additionally, the listed businesses are required to sign the reports, '
verifying their participation in the contract work and their receipt of
such monies. For purposes of applicability, the requirements of
this resolution shall be in addition to any other reporting
requirements required by law, ordinance or administrative order.
\
409
The Awardee shall submit to OCED a cumulative account of its
activities under this agreement by completing the following
portions of the Progress Report Form:
Section I - Status of Contracted Activities:
The Awardee must report specific information regarding the status
of the contracted activities, including accomplishments and/or
delays encountered during the implementation of the project and an
unduplicated count of clients served during the reporting period (if
applicable) for each federally defined ethnic category. Awardees
engaged in construction and/or housing rehabilitation projects shall
report on the progress of their activities including the number of
housing units completed and occupied by low-moderate and low
income residents. The Awardee shall also report demographic
information on each head of household. Each goal and
corresponding objective(s), as indicated in the approved Scope of
Services, must be addressed as part of this report.
Section II - Fiscal Information:
The Awardee must report expenditure information based on
approved budgeted line items to reflect all costs incurred during the
reporting period. In addition, the Awardee shall report on Program
Income Usage for each contracted activity.
Section III - Contract and Subcontract Activity Report:
Contract and Subcontract Activity Report (First and Third Quarter
Progress Report) - The Awardee shall report to OCED the number of
business activities involving minority vendors, including
subcontractors performing work under this Agreement. The
"Contract and Subcontract Activity Report" Section in Attachment
C, and when applicable Section 3 in the same Attachment shall be
completed semiannually by the Awardee and submitted to OCED no
later than April 10, 2007, October 10, 2007, April 10, 2008 and
October 10, 2008 .
Section IV - Neighborhood Employment Opportunities:
Neighborhood Employment Opportunities Report (First and Third
Quarter Progress Report) The Awardee shall report to OCED the
number of target and service area residents who have received
employment opportunities from federally financed and assisted
projects and activities.
The Neighborhood Employment Opportunities Report shall be
submitted using the Progress Report Form attached hereto as a
Section in Attachment C, as it may be revised. This section of the
form shall be completed semiannually by the Awardee and
submitted to OCED no later than April 10, 2007, October 10, 2007,
April 10, 2008 and October 10, 2008.
The Awardee shall submit to the County, in a timely manner, any
other information deemed necessary by the County, and its
presentation shall comply with the format specified at the time of
the request. Failure to submit the Progress Reports or other
information in a manner satisfactory to the County by the due date
shall render the Awardee in noncompliance with this Article. The
County may require the Awardee to forfeit its claim to payment
requests or the County may invoke the termination provision in this
4
.,"
The Awardee shall submit to OCED a cumulative accou nt of its
activities under this agreement by completing the following
portions of the Progress Report Form:
Section I -Status of Contracted Activities:
The Awardee must report specific information regarding the status
of the contracted activities, including accomplishments and/or
delays encountered during the implementation of the project and an
unduplicate~ count of clients served during the reporting period (if
applicable) for each federaUy defined ethnic category. Awardees
engaged in construction and/or housing rehabilitation projects shall
report on the progress of their activities including the number of
housing units completed and occupied by low-moderate and low
income residents. The Awardee shall also report demographic
. information on each head of household. Each goal and
corresponding objective(s), as indicated in the approved Scope of
Services, must be addressed as part of this report. .
Section II -Fiscal Information:
The Awardee must report expenditure information based on
approved budgeted line Items to reflect all costs incurred during the
reporting period. In addition, the Awardee shall report on Program
Income Usage for each contracted activity.
Section /II • Contract and Subcontract Activity Report:
Contract and Subcontract Activity Report (First and Third Quarter
Progress Report) • The Awardee shall report to DeED the nurnber of
business activities involving minority vendors, including
subcontractors performing work under this Agreement. The
"Contract and Subcontract Activity Report" Section in Attachment
C, and when applicable Section 3 in the same Attachment shall be
completed semiannually by the Awardee and submitted to OCED no
later than April 10, 2007, October 10, 2007, April 10, 2008 and
October 10, 2008 .
Section IV· Neighborhood Employment Opportunities:
Neighborhood Employment Opportunities Report (First and Third
Quarter Progress Report) • The Awardee shall report to OCED the
number of target and service area residents who have received
employment opportunities from federally financed and assisted
projects and activities.
The Neighb~rhood Employment Opportunities Report shall be
submitted using the Progress Report Form attached hereto as a
Section in Attachment C, as it may be revised. This section of the
form shall be completed semiannually by the Awardee and
submitted to DC ED no later than April 10, 2007, October 10, 2007,
April 10, 2008 and October 10, 2008.
The Awardee shall submit to the County, in a timely manner, any
other information deemed necessary by the County, and its
presentation shall comply with the format specified at the time of
the request. Failure to submit the Progress Reports or other
information in a manner satisfactory to the County by the due date
shall render the Awardee in noncompliance with this Article. The
County may require the Awardee to forfeit its claim to payment
requests or the County may invoke the termination provision in this
4
. (
410
Contract by giving five days written notice of such action to be
taken.
c.Unspecified Site(s) Objective - If the Awardee has not yet identified
a location to carry out any of the activities described in Attachment
A, the Awardee shall submit, in triplicate, Progress Reports, using
the form attached hereto as part of Attachment C, on a monthly
basis until such time as the Awardee complies with the provisions
contained within Section II, Paragraph D.4. of this contract. Copies
of the above described Progress Report shall be received by OCED
no later than the tenth (10th) business day of each month and shall
address the progress undertaken by the Awardee during the
previous month. This Progress Report shall not be required if the
Awardee is submitting the Progress Reports required by Section II,
Paragraph D.2.a and Paragraph D.3.
3. Annual Report (Fourth Quarter Progress Report)-The Awardee shall submit
a cumulative status report (hereinafter referred to as "Annual Report")
using the "Progress Report" specified in Section II, Paragraph D.2.a. above,
which shall describe the progress made by the Awardee in achieving each
of the objectives identified in Attachment A during the previous year. The
first "Annual Report" must cover the CDBG fiscal year of January 1, 2007
through December 31, 2007 and shall be received by OCED no later than
January 15, 2008. The final annual report must cover the entire grant period
of January 1, 2007 through December 31, 2008 and shall be received by
OCED by January 15, 2009.
4. Environmental Review - The Awardee immediately upon locating or
determining a site for each of the "Unspecified Site" activities to be carried
out pursuant to this contract, shall submit information detailing the location
of each site for which a Site Environmental Conditions Statement, will be
prepared as described in Article II, Section E.5. of this contract as set forth
below. The Environmental Review is to be prepared on information
contained in Attachment D, "Information for Environmental Review Form."
Notwithstanding any provision of this Agreement, the parties hereto agree
and acknowledge that this Agreement does not constitute a commitment of
funds or site approval, and that such commitment of funds or approval may
occur only upon satisfactory completion of environmental review and
receipt by the County of a release of funds from the U.S. Department of
Housingand Urban Development under 24 CFR Part 58. The parties
further agree that the provision of any funds to the project is conditioned
on the County's determination to proceed with, modify or cancel the project
based on the results of a subsequent environmental review.
5. Audit Report - The Awardee shall submit to OCED an annual audit report in
triplicate as required by Section II, Paragraph K of this contract, as set forth
below. The Awardee shall submit a written statement from its auditing firm
to confirm that it has cleared any non-compliance issues stated in the
audit, and a written statement from the Auditor that the audit complies with
all applicable provisions of 24 CFR Part 84.26, Part 85.26 and OMB A-133.
6. Personnel Policies and Administrative Procedures - The Awardee shall
submit detailed documents describing the Awardee's internal corporate or
organizational structure, property management and procurement policies
and procedures, personnel management, accounting policies and
procedures, etc. Such information shall be submitted to OCED within 30
days of the execution of this contract.
7. Inventory Report - The Awardee shall report annually all nonexpendable
personal and real property purchased with CDBG funds from this and
Contract by giving five days written notice of such action to be
taken.
c. Unspecified Site(s) Objective -If the Awardee has not yet identified
a location to carry out any of the activities described in Attachment
A, the Awardee shall submit, in triplicate, Progress Reports, using
the form attached hereto as part of Attachment C, on a monthly
basis until such time as the Awardee complies with the provisions
contained within Section II, Paragraph 0.4. of this contract. Copies
of the above described Progress Report shall be received by OCED
no later than the tenth (10th) business day of each month and shall
address the' progress undertaken by the Awardee during the
previous month. This Progress Report shall not be required if the
Awardee is submitting the Progress Reports required by Section II,
Paragraph D.2.a and Paragraph 0.3.
3. Annual Report (Fourth Quarter Progress Report)-The Awardee shall submit
a 'cumulative status report (hereinafter referred to as "Annual Report")
using the "Progress Report" specified in Section 1/, Paragraph D.2.a. above,
which shall describe the progress made by the Awardee in achieving each
oftheobjectives identified in Attachment A during the previous year. The
first "Annual Report" must cover the CDBG fiscal year of January 1,2007
through December 31, 2007 and shall be received by OCED no later than
January 15, 2008. The final annual report must cover the entire grant period
of January 1, 2007 through December 31, 2008 and shall be received by
OCED by January 15, 2009.
4. Environmental Review -The Awardee immediately upon locating or
determining a site for each of the "Unspecified Site" activities to be carried
out pursuant to this contract, shall submit information detailing the location
of each site for which a Site Environmental Conditions Statement, will be
prepared as described in Article 1/, Section E.5. of this contract as set forth'
below. The Environmental Review is to be prepared on information
contained in Attachment 0, "Information for Environmental Review Form."
Notwithstanding any provision of this Agreement, the parties hereto agree
and acknowledge that this Agreement does not constitute a commitment of
funds or site approval, and that such commitment of funds or approval may
occur only upon satisfactory completion of ,environmental review and
receipt by the County of a release of funds 'from the U.S. Department of
Housingand Urban Development under 24 CFR Part 58. The parties
further agree that the provision of any funds to the proiect is conditioned
on the County's determination to proceed with, modify or cancel the project
based on the results of a subsequent environmental review.
5. Audit Report· The Awardee shall submit to OCED an annual audit report in
triplicate as required by Section II, Paragraph K of this contract, as set forth
b~low. The Awardee shall submit a written statement from its auditing firm
to confirm that it has cleared any non-compliance issues stated in the
audit, and a written statement from the Auditor that the audit complies with
all applicable provisions of 24 CFR Part 84.26, Part 85.26 and OMB A-133.
6. Personnel Policies and Administrative Procedures • The Awardee shall
submit detailed documents describing the Awardee's internal corporate or
organizational structure, property management and procurement policies
and procedures, personnel management, accounting policies and
procedures, etc. Such information shall be submitted to OCED within 30
days of the execution of this contract.
7. Inventory Report -The Awardee shall report annually all nonexpendable
personal and real property purchased with CDBG funds from this and ,
411
previous agreements with the County as specified in Section II, Paragraph
T of this contract.
8.Affirmative Action Plan - The Awardee shall report to OCED information
relative to the equality of employment opportunities whenever so requested
by OCED.
Participation in the CDBG Program
1.The Awardee shall maintain current documentation that its activities meet
one of the three (3) CDBG national objectives:
a. To benefit low-and moderate-income persons;
b. To aid in the prevention or elimination of slums or blight;
c. To meet community development needs having a particular
urgency.
2.For activities designed to meet the national objective of benefit to low-and
moderate-income persons, the Awardee shall ensure and maintain
documentation that conclusively demonstrates that each activity assisted
in whole or in part with CDBG funds is an activity which provides benefit to
no less than 51% of low-and moderate-income persons.
3.The Awardee shall comply with all applicable provisions of 24 CFR Part 570
and shall carry out each activity in compliance with all applicable federal
laws and regulations described therein. If the Awardee is a primarily
religious entity, it shall comply with all provisions of 24 CFR 570.200 (j).
4.The Awardee agrees to comply with (a) the Uniform Relocation Assistance
and Real Property Acquisition Policies Act of 1970, as amended (URA), and
implementing regulations at 49 CFR Part 24 and 24 CFR 570.606(b): (b) the
requirements of 24 CFR 570.606(c) governing the Residential
Antidisplacement and Relocation Assistance- plan under section 104(d) of
the HCD Act; and (c) the requirements in 570.606(d) governing optional
relocation policies. (The County may preemept the optional policies). The
Awardee shall provide relocation assistance to persons (families,
individuals, businesses, non-profit organizations and farms) that are
displaced as a direct result of acquisition, rehabilitaion, demolition or
conversion for a CDBG assisted project. The Awardee also agrees to
comply with applicable County ordinances, resolutions and policies
concerning the displacement of persons from their residences.
5.For each activity or portion of activity described in Attachment A hereto for
which a location has not yet been identified, the Awardee shall obtain,
immediately after a site is identified by the Awardee, OCED's written
environmental clearance statement and shall agree in writing to comply
with any and all requirements as may be set forth in the Site Environmental
Clearance Statement.
6.The Awardee shall cooperate with OCED in informing the appropriate
CDBG citizen participation structures, including the appropriate area
committees, of the activities of the Awardee in adhering to the provisions of
this contract. Representatives of the Awardee shall attend meetings of the
appropriate committees and citizen participation structures, upon the
request of the citizen participation officers, OCED, or the County.
7.The Awardee shall make a good faith effort to address the concerns of the
residents of the affected area. The Awardee shall cooperate with OCED in
informing the appropriate CDBG citizen participation structures, including
6
previous agreements with the County as specified in Section II, Paragraph
T of this contract. .
B. Affirmative Action Plan -The Awardee shall report to OCED information
relative to the equality of employment opportunities whenever so requested
byOCEO.
Participation in the COSG Program
1. The Awardee shall maintain current documentation thatits activities meet
one of the tf.lree (3) COSG national objectives:
a. To benefit low-and moderate-income persons;
b. To aid in the prevention or elimination orslums or blight;
c. To meet community development needs having a particular
urgency.
2. For activities designed to meet the national objective of ·benefit to low-and
moderate-income persons, the Awardee shall ensure and maintain
documentation that conclusively demonstrates .that each activity assisted
in whole or in part with COSG funds is an activity which provides benefit to
no less than 51% of low-and moderate-income persons.
3. The Awardee shall comply with all applicable provisions of 24 CFR Part 570
and shall carry out each activity in compliance with all applicable federal
Jaws and regulations described therein. If the Awardee is a primarily
religious entity, it shall comply with all provisions of 24 CFR 570.200 (j).
4. The Awardee agrees to comply with (a) the Uniform Relocation Assistance
and Real Property Acquisition Policies Act of 1970, as amended (URA), and
implementing regulations at 49 CFR Part 24 and 24 CFR 570.606(b): (b) the
requirements of 24 CFR. 570.606(c) governing the Residential
Antidisplacement and Relocation Assistance-plan under section 104(d) of
the HCO Act; and (c) the requirements in 570.606(d) governing optional
relocation policies. (The County may preemept the optional policies). The
Awardee shall provide relocation assistance to persons (families,
individuals, businesses, non-profit organizations and farms) that are
displaced as a direct result of acquisition, rehabilitaion, demolition or
conversion for a COSG assisted project. The Awardee also agrees to
comply with applicable County ordinances, resolutions and pOlicies
concerning the displacement of persons from their residences.
5. For each activity or portion of activity described in Attachment A hereto for
which a location has not yet been identified, the Awardee shall obtain,
immediately after a site is identified by the Awardee, OCED's written
environmental clearance statement and shall agree in writing to comply
with any and all requirements as may be set forth in the Site Environmental
Clearance Statement.
6. The Awardee shall cooperate with OCEO in informing the appropriate
COSG citizen participation structures, including the appropriate area
committees, of the activities of the Awardee in adhering to the provisions of
this contract. Representatives of the Awardee shall attend meetings of the
appropriate. committees and citizen participation structures, upon the
request of the citizen participation officers, OCEO, or the County.
7. The Awardee shall make a good faith effort to address the concerns of the
residents of the affected area. The Awardee shall cooperate with OCED in
informing the appropriate CDSG citizen participation structures, including
f,
412
the appropriate area committees, of the activities of the Awardee in
adhering to the provisions of this contract. Representatives of the Awardee
shall attend meetings of the appropriate committees and citizen
participation structures, upon the request of the citizen participation
officers, OCED, or the County.
8. For activities involving acquisition, rehabilitation and/or demolition of
property and which require the relocation of families, individuals,
businesses and/or industries, the Awardee shall submit a written
notification to the Urban Development Division of OCED prior to relocating,
evacuating, and/or dispersing any and all legal occupants who reside at
this property on the basis of a long or short term lease. When the legality
of an occupant (individual, family, business, and/or industry) is in question,
the Awardee shall contact the above mentioned unit prior to making a
determination. Awardees receiving CDBG funds shall adhere to 24 CFR
part 50 and/or part 58 and to the rules and regulations of the Uniform
Relocation Assistance and Real Property Acquisition Act of 1970, as
amended.The Awardee shall adopt Affirmative Marketing Procedures and
requirements for CDBG assisted projects. These procedures must consist
of actions to provide information and attract eligible persons from all racial,
ethnic and gender groups to the available services. The Awardee shall
annually assess its affirmative marketing program to determine if the
procedures used to comply with the requirements specified in Public Law
88-352 and Public Law 90-284 successfully meet these requirements. The
Awardee shall submit to OCED its Affirmative Marketing Plan no later than
60 days from the date this Agreement is executed.
9. For. any Housing activities, the Awardee shall successfully complete the
Community Development coursework conducted by the Local Initiatives
Support Corporation, which will be held at Florida International . University
throughout the current contract period. The Awardee shall provide written
notification to OCED, no later than 30 days after completion of the
coursework. This requirement may be waived, in the sole discretion of
OCED, for Awardees who demonstrate knowledge of real estate
development and organizational management theory. OCED shall consider
such waiver upon receipt of the written request by the Awardee.
10. For Housing, Rehabilitation, and Construction activities all conditions in
this section will apply throughout the regulatory period identified in the
national objective. Throughout that period, the Awardee will be required to
submit an annual report regarding his compliance with the national
objective, and OCED will have the right to monitor the activity.
11. The Awardee shall comply with all applicable uniform administrative
requirements as described in 24 CFR 570.502
F.Lobbying Prohibition
1. The Awardee shall certify that no federal appropriated funds have been paid
or will be paid, by or on behalf of the undersigned, to any person for
influencing or attempting to influence an officer'or employee of any agency,
a Member of Congress, an officer or employee of Congress, or an employee
of a Member of Congress in connection with the awarding of any federal
Agreement, the making of any federal grant, the making of any federal loan,
the entering into of any cooperative Agreement, and the extension,
continuation, renewal, amendment, or modification of any federal
Agreement, grant, loan, or cooperative Agreement.
2. The Awardee shall disclose to OCED if any funds other than federal
appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an officer or employee of any agency,
a Member of Congress, an officer or employee of Congress, or an employee
the appropriate area committees, of the activities of the Awardee in
adhering to the provisions of this contract. Representatives of the Awardee
shall attend meetings of the appropriate committees and citizen
participation structures, upon the request of the citizen participation
officers, OCED, or the County.
8. For activities involving acquisition, rehabilitation and/or demolition of
property and which require the relocation of families, individuals,
businesses and/or industries, the Awardee . shall submit a written
notification to the Urban Development Division of OCED prior to relocating,
evacuating, and/or dispersing any and all legal occupants who reside at
this property on the basis of a long or short term lease. When the legality
of an occupant (individual, family, business, and/or industry) is in qUestion,
the Awardee shall contact the above mentioned unit prior to making a
determination. Awardees receiving CDSG funds shall adhere to 24 CFR
part 50 and/or part 58 and to th~ rules and regulations of the Uniform
Relocation Assistance and Real Property Acquisition Act of 1970, as
amended.The Awardee shall adopt Affirmative Marketing Procedures and
requirements for CDSG assisted projects. These procedures must consist
of actions to provide information and attract eligible persons from all racial,
ethnic and gender groups to the available services. The Awardee shall
annually assess its affirmative marketing program to determine if the
procedures used to comply with the requirements specified In Public Law
88-352 and Public law 90·284· successfully meet these requirements. The
Awardee shall submit to OCED its Affirmative Marketing Plan no later than
60 days from the date this Agreement is executed.
9. For. any Housing activities, the Awardee shall successfully. complete the
Community Development coursework conducted by the local Initiatives
Support Corporation, which will be held at Florida International. University
throughout the current contract period. The Awardee shall provide written
notification to OCED, no later than 30 days after completion of the
coursework. This requirement may be waived, in the sole discretion of
. OCED, for Awardees who demonstrate knowledge of real estate
development and organizational management theory. OCED shall Consider
such waiver upon receipt of the written request by the Awardee.
10. For Housing, Rehabilitation, and Construction activities all conditions in
this section will apply throughout the regulatory period identified in the
national objective. Throughout that period, the Awardee will be required to
submit an annual report regarding his compliance with the national
objective, and OCED will have the right to monitor the activity.
11. The Awardee shall comply with all applicable uniform administrative
requirements as described in 24 CFR 570.502
F. Lobbying Prohibition
1. The Awardee shall certify that no federal appropriated funds have been paid
or will be paid, by or on behalf of the undersigned, to any person for
influencing or attempting to influence an officer or employee of any agency,
a Member of Congress, an officer or employee of Congress, or an employee
of a Member of Congress in connection with the awarding of any federal
Agreement, the making of any federal grant, the making of any federal loan,
the entering into of any cooperative Agreement, and the extension,
continuation, renewal, amendment, or modification of any federal
Agreement, grant, loan, or cooperative Agreement.
2. The. Awardee shall disclose to OCED if any funds other than federal
appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an officer or employee of any agency,
a Member of Congress, an officer or employee of Congress, or an employee
413
of a Member of Congress in connection with this federal Agreement, grant,
loan, or cooperative Agreement, on a Standard Form-LLL, "Disclosure. Form
to Report Lobbying," in accordance with its instructions.
3.The Awardee shall ensure that the language in this Section II, Paragraph
F.1. and F.2 be included in the award documents for all subawards at all
tiers (including subcontracts, subgrants, and Agreements under grants,
loans, and cooperative Agreements) and to ensure that all subrecipients
shall certify and disclose accordingly in connection with this activity.
G.Federal, State, and County Laws and Regulations
1. RULES, REGULATIONS AND LICENSING REQUIREMENTS
The Awardee shall comply with all laws, ordinances and regulations applicable to
the services contemplated herein, especially those applicable to conflict of interest
and collusion. Awardees are presumed to be familiar with all Federal, State and
local laws, ordinances, codes, rules and regulations that may in any way affect the
goods or services offered, especially Executive Order No. 11246 entitled "Equal
Employment Opportunity" and as amended by Executive Order No. 11375, as
supplemented by the Department of Labor Regulations (41 CFR, Part 60), the
Americans with Disabilities Act of 1990 and implementing regulations, the
Rehabilitation Act of 1973, as amended, Chapter 553 of Florida Statutes and any
and all other local, State and Federal directives, ordinances, rules, orders, and laws
relating to people with disabilities. The Awardee will also comply with OMB A-122,
OMB A-110, OMB A-21, OMB A-133, and with the applicable procedures specified in
OCED's Contract Compliance Manual, which are incorporated herein by reference,
receipt of which is hereby acknowledged, and as they may be revised.
2. The Awardee shall comply with Section 504 of the Rehabilitation Act of
1973, as amended, which prohibits discrimination on the basis of handicap;
Title VI of the Civil Rights Act of 1964, as amended, which prohibits
discrimination on the basis of race, color, or national origin; the Age
Discrimination Act of 1975, as amended, which prohibits discrimination on
the basis of age; Title VIII of the Civil Rights Act of 1968, as amended, and
Executive Order 11063 which prohibits discrimination in housing on the
basis of race, color, religion, sex, or national origin; Executive Order 11246,
as amended which requires equal employment opportunity; and with the
Energy Policy, amended and Conservation Act (Pub.L 94-163) which
requires mandatory standards and policies relating to energy efficiency.
The Provider also agrees to comply with the Domestic Violence Leave
codified as 11A-60 et seq. of the Miami-Dade County Code, which requires
an employer, who in the regular course of business has fifty (50) or more
employees working in Miami-Dade County for each working day during
each of twenty (20) or more calendar work weeks to provide domestic
violence leave to its employees. Failure to comply with this local law may
be grounds for voiding or terminating this Agreement or for
commencement of debarment proceedings against the Provider.
3. If the amount payable to the Awardee pursuant to the terms of this contract
is in excess of $100,000, the. Awardee shall comply with all applicable
standards, orders, or regulations, issued pursuant to Section 306 of the
Clean Air Act of 1970 (42 U.S.C. 1857 h), as amended; the Federal Water
Pollution Control Act (33 U.S.C. 1251), as amended; Section 508 of the
Clean Water Act (33 U.S.C. 1368); Environmental Protection Agency
regulations (40 CFR Part 15); and Executive Order 11738.
4. Assurance of Compliance with Section 504 of the Rehabilitation Act - The
Awardee shall report its compliance with Section 504 of the Rehabilitation
Act whenever so requested by OCED.
of a Member of Congress in connection with this federal Agreement, grant,
loan, or cooperative Agreement, on a Standard Form-LLL, "Disclosure. Form
to Report Lobbying," in accordance with its instructions.
3. The Awardee shall ensure that the language in this Section II, Paragraph
F.1. and F.2 be included in the award documents for all subawards at all
tiers (including subcontracts, subgrants, and Agreements· under grants,
loans, and cooperative Agreements) and to ensure that all subrecipients
shall certify and disclose accordingly in connection with this activity.
G. Federal, State, and County Laws and Regulations
1. RULES, REGULATIONS AND LICENSING REQUIREMENTS
The Awardee shall comply with all laws, ordinances and regulations applicable to
th·e services contemplated herein, especially those applicable to conflict of interest
and collusion. Awardees are presumed to be familiar with all Federal, State and
local laws, ordmances, codes, rules and regulations that may in any way affect the
goods or services offered, especially Executive Order No. 11246 entitled "Equal
Employment Opportunity" and as amended by Executive Order No. 11375, as
supplemented by the Department of Labor Regulations (41 CFR, Part 60), the
Americans with Disabilities Act of 1990 and implementing regulations, the
Rehabilitation Act of 1973, as amended, Chapter 553 of Florida Statutes and. any
arid all other local, State and Federaldirectives, ordinances, rules, orders, and laws
relating to people with disabilities. The Awardee will also comply with OMB A-i22,
OMS A-HO, OMS A-21, OMB A-133, and with the applicable procedures specified in
OCED's Contract Compliance Manual, which are incorporated herein by reference,
receipt of which is hereby acknowledged, and as they may be revised.
2. The· Awardee shall comply with Section 504 of the Rehabilitation Act of
1973, as amended, which prohibits discrimination on the basis of handicap;
Title VI of the Civil Rights Act of 1964, as amended, which prohibits
discrimination on the basis of race, color, or national origin; the Age
Discrimination Act of 1975, as amended, which prohibits discrimination on
the basis of age; Title VIII of the Civil Rights Act of 1968, as amended, and
Executive Order 11063 which prohibits discrimination in housing on the
basis of race, color, religion, sex, or national origin; Executive Order 11246,
as amended which requires equal employment opportunity; and with the
Energy Policy, amended and' Conservation Act (Pub.L 94-163) which
requires mandatory standards and policies relating to energy efficiency.
The Provider also agrees to comply with the Domestic Violence Leave
codified as 11A-60 et seq. of the Miami-Dade County Code, which requires
an employer, who in the regular course of business has fifty (50) or more
employees working in Miami-Dade County for each working day during
each of twenty (20) or more calendar work weeks to provide domestic
violence leave to its employees. Failure to comply with this local law may
be grounds for voiding or terminating this Agreement or for
commencement of debarment proceedings against the Provider.
3. ·If the amount payable to the Awardee pursuant to the terms of this contract
is in excess of $100,000, the Awardee shall comply with all applicable
standards, orders, or regulations, issued pursuant to Section 306 of the
Clean Air Act of 1970 (42 U.S.C. 1857 h), as amended; the Federal Water
Pollution Control Act (33 U.S.C. 1251), as amended; Section 508 of the
Clean Water Act (33 U.S.C. 1368); Environmental Protection Agency
regulations (40 CFR Part 15); and Executive Order 11738.
4. Assurance of Compliance with Section 504 of the Rehabilitation Act· The
Awardee shall report its compliance with Section 504 of the Rehabilitation
Act whenever so requested by OCED.
414
5. Americans with Disabilities Act (ADA) of 1990 - The Awardee shall attest to;
and submit the required Disability Non-discrimination Affidavit assuring
compliance with all applicable requirements of the laws listed below
including but not limited to, those provisions pertaining to employment,
provisions and program services, transportation, communications, access
to facilities, renovations, and new construction.
6. Affirmative Action/Non-Discrimination of Employment, Promotion, and
Procurement Practices (Ordinance #98-30) - All firms with annual gross
revenues in excess of $5 million, seeking to contract with Miarni-Dade
County shall, as a condition of award, have a written Affirmative Action
Plan and Procurement Policy on file with the County's Department of
Business Development. Said firms must also submit, as a part of their
proposals/bids to be filed with the Clerk of the Board, an appropriately
completed and signed Affirmative Action Plan/Procurement Policy Affidavit.
Firms whose Boards of Directors are representative of the population
make-up of the nation are exempt from this requirement and must submit,
in writing, a detailed listing of their Boards of Directors, showing the race
or ethnicity of each board member, to the County's Department of Business
Development. Firms claiming exemption must submit, as a part of their
proposals/bids to be filed with the Clerk of the Board, an appropriately
completed and signed Exemption Affidavit in accordance with Ordinance
98-30. These submittals shall be subject to periodic reviews to assure that
the entities do not discriminate in their employment and procurement
practices against minorities and women-owned businesses.
It will be the responsibility of each firm to provide verification of their gross
annual revenues to determine the requirement for compliance with the
Ordinance. Those firms that do not exceed $5 million annual gross
revenues must clearly state so in their bid/proposal.
Any bidder/respondent which does not provide an affirmative action plan
and procurement policy may not be recommended by the County Manager
for award by the Board of County Commissioners.
7. Domestic Violence Leave Affidavit: Prior to entering into any contract with
the County, a firm desiring to do business with the County shall, as a
condition of award, certify that it is in compliance with the Domestic Leave
Ordinance, 99-5 and Section 11A-60 of the Miami-Dade County Code. This
Ordinance applies to employers that have, in the regular course of business,
fifty (50) or more employees working in Miami Dade County for each working
day during each of twenty (20) or more calendar work weeks in the current
or preceding calendar year. In accordance with Resolution R-185-00, the
obligation to provide domestic violence leave to employees shall be a
contractual obligation. The County shall not enter into a contract with any
firm that has not certified its compliance with the Domestic Leave
Ordinance. Failure to comply with the requirements of Resolution R-185-00,
as well as the Domestic Leave Ordinance may result in the contract being
declared void, the contract being terminated and/or the firm being debarred.
8. Code of Business Ethics: In accordance with Section 2-8.1(1) of the Code of
Miami-Dade County each person or entitiy that seeks to do business with
Miami-Dade County shall adopt a Code of Business Ethics ("Code") and
shall submit an affidavit stating that the Awardee has adopted a Code that
complies with the requirements of Section 2-8.1(i) of the Miami-Dade County
Code (Form A-12).
9. PUBLIC ENTITY CRIMES
Pursuant to Paragraph 2(a) of Section 287.133, Florida Statutes, a person or
affiliate who has been placed on the convicted vendor list following a
5. Americans with Disabilities Act (ADA) of 1990· The. Awardee shall attest to;
and submit the required Disability Non-discrimination Affidavit assuring
compliance with all applicable requirements of the laws listed below
including but not limited to, those provisions pertaining to employment,
provisions and program services, transportation, communications~ access
to facilities, renovations, and new construction.
6. Affirmative Action/Non-Discrimination of Employment. Promotion, and
Procurement Practices (Ordinance #98-30) -All firms with annual gross
revenues in excess of $5 million, seeking to contract with Miami-Dade
County shall, as a condition of aWard, have a written Affirmative Action
Plan and Procurement Policy on file with the County's Department of
Business Development. Said firms must also submit, as a part of their
proposals/bids to be filed with the Clerk of the Board, an appropriately
completed and signed Affirmative Action Plan/Procurement Policy Affidavit.
Firms whose Boards of Directors are representative of the population
. make-up of the nation are exempt from this requirement and must submit,
in writing, a detailed listing of their Boards of Directors, showing the race
or ethnicity of each board member, to the County's Department of Business
Development. Firms claiming exemption must submit, as a part of their
proposals/bids to be filed with the Clerk of the Board, an appropriately
completed· and signed Exemption Affidavit in accordance with Ordinance
98·30. These submittals shall be subject to periodic reviews to assure that
the entities do not discriminate in their employment and procurement
practices against minorities and women-owned businesses.
It will be the responsibility of each firm to provide verification of their gross
annual revenues to determine the requirement for compliance with the
Ordinance. Those firms that do not exceed $5 million annual gross
revenues must clearly state so in their bid/proposal.
Any bidder/respondent which does not provide an affirmative action plan
and. procurement policy may not be recommended by the County Manager
for award by the Board of County Commissioners.
7. Domestic Violence Leave Affidavit: Prior to entering into any contract with
the County, a firm desiring to do business with the County shall, as a
condition of award, certify that it is in compliance with the Domestic Leave
Ordinance, 99·5 and Section 11A-60 of the Miami-Dade County Code. This
Ordinance applies to employers that have, in the regular course of bUSiness,
fifty (50) or more employees working in Miami Dade County for each working
day during each of twenty (20) or more calendar work weeks in the current
or preceding calendar year. In accordance with Resolution R-185-00, the
obligation to provide domestic violence leave to employees shall be a
contractual obligation. The County ·shall not enter into a contract with any
firm that has not certified its compliance with the Domestic Leave
Ordinance. Failure to comply with the requirements of Resolution R-185-00,
as well as the Domestic Leave Ordinance may result in the contract being
declared void, the contract being terminated and/or the firm being debarred.
8. Code of Business Ethics: In accordance with Section 2-8.1(1) of the Code of
Miami-Dade County each person or entitiy that seeks to do business with
Miami-Dade County shall adopt a Code of Business Ethics ("Code") and
shall submit an affidavit stating that the Awardee has adopted a Code that
complies with the requirements of Section 2-8.1 (j) of the Miami-Dade County
Code (Form A-12).
9. PUBLIC ENTITY CRIMES
. Pursuant to Paragraph 2(a) of Section 287.133, Florida Statutes, a person or
.affiliate who has been placed on the convicted vendor list following a
415
conviction for a public entity crime may not submit a proposal for a contract
to provide any goods or services to a public entity; may not submit a
proposal on a contract with a public entity for the construction or repair of a
public building or public work; may not submit proposals on leases of real
property to a public entity; may not be awarded or perform work as a
Awardee, supplier, subcontractor, or consultant under a contract with any
public entity; and, may not transact business with any public entity in excess
of the threshold amount provided in Section 287.017 for Category TWO
($10,000) for a period of thirty-six (36) months from the date of being placed
on the convicted vendor list. The Awardee warrants and represents that it has
not been placed on the convicted vendor list The Awardee agrees that
should Miami-Dade County discover that the Awardee's representations
regarding the list are false, this contract shall be terminated on the discretion
of Miami-Dade County. Further, should the Awardee be placed on the list at
any time during this contract Miami-Dade County shall have the right to
terminate this agreement
10.CRIMINAL CONVICTION
Pursuant to Miami-Dade County Ordinance No. 94-34, "Any individual who
has been convicted of a felony during the past ten years and any
corporation, partnership, joint venture or other legal entity having an officer,
director, or executive who has been convicted of a felony during the past ten
years shall disclose this information prior to entering into a contract with or
receiving funding from the County." Failure of the Awardee to disclose this
information as required may lead to the termination of this agreement by
Miami-Dade County.
If Awardee, or any owner, subsidiary, or other firm affiliated with or related to the
Awardee, is found by the responsible enforcement agency, the Courts or the
County to be in violation of the Acts, the County will conduct no further business
with Awardee. Any contract entered into based upon a false affidavit, as listed
below, and submitted pursuant to this resolution shall be voidable by the County:
1. Miami-Dade County Ownership Disclosure Affidavit
2. Miami-Dade Employment Family Leave Affidavit
3. Miami-Dade Employment Drug-Free Workplace Affidavit
4. Miami-Dade Employment Disclosure Affidavit
5. Disability Nondiscrimination Affidavit
6. Criminal Record Affidavit
7. Public Entity Crime Affidavit
8. Related-Party Disclosure Information
9. Miami-Dade County Affidavit Regarding Delinquent and Currently Due Fees
or Taxes
10. Affirmative Action Affidavits
11. Current on all County Contracts, Loans, and Other
Obligations Affidavit
12. Project Fresh Start Affidavit
13. Domestic Violence Leave Affidavit
14. Code of Business Ethics Affidavit
15. Financial and Conflicts of Interest Affidavit
If any attesting firm violates any of the Acts below during the term of any contract
such firm has with the County, such contract shall be voidable by the County, even
if the attesting firm was not in violation at the time it submitted its affidavit.
The applicable Acts are as follows:
1.The Americans with Disabilities Act of 1990 (ADA), Pub. L. 101-336, 104 Stat
327, 42 U.S.C. 12101-12213 and 47 U.S.C. Sections 225 and 611 including
Title I, Employment; Title II, Public Services; Title III, Public
conviction for a public entity crime may not submit a proposal for a contract
to provide any goods or services to a public entity; may not submit a
proposal on a contract with a public entity for the construction or repair ola
public building or public work; may not submit proposals on leases of real
property to a public entity; may not be awarded or perform work as a
Awardee, supplier, subcontractor, or consultant under a contract with any
public entity; and, may not transact business with any public entity in excess
of the threshold amount provided in Section 287.017 for Category TWO
($10,000) for a period of thirty-six (36) months from the date of being placed
on the convicted vendor list. The Awardee warrants and represents that it has
not been placed on the convicted vendor list The Awardee agrees that
should Miami-Dade County discover that the Awardee's representations
regarding the list are false, this contract shall be terminated on the discretion
of Miami-Dade County. Further, should the Awardee be placed on the list at
any time during this contract Miami-Dade County shall have. the right to
terminate this agreement
10. CRIMINAL CONVICTION
Pursuant to Miami-Dade County Ordinance No. 94-34, "Any individual who
has been convicted of a felony during the past ten years and any
corporation, partnership, joint venture or other legal entity having an officer,
director, or executive who has been convicted of a felony during the past ten
years shall disclose this information prior to entering into a contract with or
receiving funding·from the County." Failure of the Awardee to disclose this
information as required may lead to the termination of this agreement by
Miami-Dade County.
If Awardee, or any owner, subsidiary, or other firm affiliated with or related to the
Awardee, is found by the responsible enforcement agency, the Courts or the
. County to be in violation of the Acts, the County will conduct no further business
with Awardee. Any contract entered into based upon a false affidavit, as listed
below, and submitted pursuant to this resolution shall be voidable by the County:
1. Miami-Dade County Ownership Disclosure Affidavit
2. Miami-Dade Employment Family Leave Affidavit .
3. Miami-Dade Employment Drug-Free Workplace Affidavit
4. Miami-Dade Employment DisclQsure Affidavit
5. Disability Nondiscrimination Affidavit
6. Criminal Record Affidavit
7. Public Entity Crime Affidavit
8. Related-Party Disclosure Information
9. Miami-Dade County Affidavit Regarding Delinquent and Currently Due Fees
or Taxes
10. Affirmative Action Affidavits
11. Current on all County Contracts, Loans, and Other
Obligations Affidavit
12. Project Fresh Start Affidavit
13. Domestic Violence Leave Affidavit
14. Code of Business Ethics Affidavit
15. Financial and Conflicts of Interest Affidavit
If any attesting firm violates any of the Acts below during the term of any contract
such firm has with the County, such contract shall be voidable by the County, even
if the attesting firm was not in violation at the time it submitted its affidavit.
The applicable Acts are as follows:
1. The Americans with Disabilities Act of 1990 (ADA), Pub. L. 101-336, 104 Stat
327, 42 U.S.C. 12101-.12213 and 47 U.S.C. Sections 225 and 611 including
Title I, Employment; Ti.tle II, Public Services; Title III, Public
416
Accommodations and Services Operated by Private Entities; Title IV,
Telecommunications; and Title V, Miscellaneous Provisions.
2. The Rehabilitation Act of 1973, 29 U.S.C. Section 794;
3. The Federal Transit Act, as amended 49 U.S.C. Section 1612;
4. The Fair Housing Act as amended, 42 U.S.C. Section 3601-3631.
H. Conflicts with Applicable Laws
If any provision of this contract conflicts with any applicable law or regulation
including but not limited to, 24 CFR 570, only the conflicting provision shall be
deemed by the parties hereto to be modified to be consistent with the law or
regulation or to be deleted if modification is impossible. However, the obligations
under this contract, as modified, shall continue and all other provisions of this
contract shall remain in full force and effect. The County's determination on
whether a provision conflicts shall be final and binding.
I. Board of Directors
If the Awardee is a Community Development Corporation (CDC), OCED shall have
the option to appoint a representative to the Awardee's board of directors. This
representative shall not be considered in the counting of a quorum and shall have
no voting privileges.
J. Construction
If the Awardee engages in, procures, or makes loans for construction work, the
Awardee shall:
1. Contact the OCED representative noted in Section IV, Paragraph K of this
contract, prior to taking any action, to schedule a meeting to receive
compliance information.
2. Comply with the Awardee's procurement and pre-award requirements and
procedures which, at a minimum, shall adhere to all applicable federal
standards.
3. Comply with the Davis-Bacon Act; Copeland. Anti-Kick Back Act; Contract
Work Hours and Safety Standards Act; and Lead-Based Paint Poisoning
Prevention Act as amended on September 15, 1999; and other related acts,
as applicable.
4. Submit to OCED for written approval all proposed Solicitation Notices,
Invitations for Bids, and Requests for Proposals prior to publication.
5 Submit to OCED all construction plans and specifications and receive
OCED's approval prior to implementation.
6. Contact the OCED representative noted in Section IV, Paragraph K, prior to
scheduling a pre-construction conference. In accordance with industry
standards, OCED will hold 10% of the total grant award as a retainer until
the completion of the construction work is verified by OCED through a
Certificate of Occupancy.
7. The County shall have the right to assign the Community Builders Division of
the Office of Community and Economic Development to assist the project if the
County's staff determines that the Awardee has been unable to consistently
achieve the work and units described within the time frames of the action step
format of this agreement. Such involvement will result in a reduction of a
maximum of 5% of the agreement's award to cover the cost of the technical
Accommodations and Services Operated by Private Entities; Title IV,
Telecommunications; and Title V, Miscellaneous Provisions.
2. The Rehabilitation Act of 1973, 29 U.S.C. Section 794;
3. The Federal Transit Act, as amended 49 U.S.C. Section 1612;
4. The Fair Housing Act as amended, 42 U.S.C. Section 3601-3631.
H. Conflicts with Applicable Laws
If any provision of this contract conflicts with any applicable law or regulation
including but not limited to, 24 CFR 570, only. the conflicting provision shall be
deemed by the parties hereto to be modified to be consistent with the law or
regulation or to be deleted if modification is impossible. However, the. obligations
under this contract, as modified, shall continue and all other provisions of this
contract shall remain in full force and effect. The County's determination on
whether a provision conflicts shall be final and binding. .
I. Board of Directors
If the Awardee is a Community Development Corporation (CDC), OCED shall have
the option to appoint a representative to the Awardee's board of directors. This
representative shall not be considered in the counting of a quorum and shall have
no voting privileges.
J. Construction
If the Awardee engages in, procures, or makes loans for construction work, the
Awardee shall:
1. Contact the OCED representative noted in Section IV, Paragraph K of this
contract, prior to taking any action, to schedule a meeting to receive
compliance information.
2. Comply with the Awardee's procurement and pre-award requirements and
procedures which, at a minimum, shall adhere to all applicable federal
standards.
3. . Comply with the Davis-Bacon Act; Copeland Anti-Kick Back Act; Contract
Work Hours and Safety Standards Act; and Lead-Based Paint Poisoning
Prevention Act as amended on September 15, 1999; and other related acts,
as applicable.
4. Submit to OCED for written approval all proposed Solicitation Notices,
Invitations for Bids, and Requests for Proposals prior to publication.
5. . Submit to OCED all construction plans and specifications and receive
OCED's approval prior to implementation.
6. Contact the OCED representative noted in Section IV, Paragraph K, prior to
scheduling a pre-construction conference. In accordance with industry
standards, OCED will hold 10% of the total grant award as a retainer until
the completion of the construction work is verified by OCED through a
Certificate of Occupancy.
7. The County shall have the right to assign the Community Builders Division of
the Office of Community and Economic Development to assist the project if the
County's staff determines that the Awardee has been unable to consistently
achieve the work and units described within the time frames of the action step
format of this agreement. Such involvement will result in a reduction of a
maximum of 5% of the agreement's award to cover the cost of the technical
417
assistance. The Awardee shall cooperate and comply with all requests made by
the Community Builders Division of the Office of Community and Economic
Development.
8. Execute a restrictive covenant with Miami-Dade County for the grant award and
the use of the land to ensure its use as a CDBG project site as defined and
described in Attachment "A" of this agreement.
K.Audits and Records
1. Nonprofit organizations that expend $500,000 or more annually in federal
awards shall have a single or program specific audit conducted in
accordance with OMB A-133. Nonprofit organizations expending federal
awards of $500,000 or more under only one federal program may elect to
have a program-specific audit performed, in accordance with OMB A-133.
Awardees who will be receiving, or who have received, federal awards for
loans or loan guaranteed programs may be required to conduct audits of
those programs in accordance with regulations of the federal agencies
providing those guarantees or loans.
2. Nonprofit organizations that expend less than $500,000 annually in federal
awards shall be exempt from an audit conducted in accordance with OMB
A-133, although their records must be available for review (e.g.,
inspections, evaluations). Such agencies that receive less than $500,000 in
combined Federal awards must submit to the County annual compilation
reports that describe their performance. To achieve uniformity regarding
the reporting format, such documents must comply with the accounting
industry standards by communicating an independent accountant's (1)
expression of limited assurance on FINANCIAL STATEMENTS as a result of
performing inquiry and analytic procedures (Review Report); (2) results of
procedures performed (Agreed-Upon Procedures Report); (3) non-
expression of opinion or any form of assurance on a presentation in the
form of financial statements information that is the representation of
management (Compilation Report); or (4) an opinion on-an assertion made
by management in accordance with the Statements on Standards for
Attestation Engagements (Attestation Report).
3. When the requirements of OMB A-133 apply, an audit shall be conducted
for each fiscal year for which federal awards attributable to this contract
have been received by the Awardee. Each audit shall include a fiscal
review, which includes a validation of all program generated income and its
disposition, especially attributable to CDBG funds, an internal control
review, and a compliance review as described in OMB A-133. A copy of the
audit report in triplicate must be received by OCED no later than six months
following the end of the Awardee's fiscal year.
4. If an audit is required by Paragraph K of this contract, but the requirements
of OMB A-133 do not apply the Awardee may choose to have an audit
performed either on the basis of the Awardee's fiscal year or on the basis of
the period during which OCED-federal assistance has been received. In
either case, each audit shall cover a time period of not more than twelve
(12) months and an audit shall be submitted covering each assisted period
until all the assistance received from this contract has been reported on.
Each audit shall adhere to all other audit standards of OMB A-133, as these
may be limited to cover only those services undertaken pursuant to the
terms of this contract. A copy of the audit report in triplicate must be
received by OCED no later than six months following each audit period.
assistance. The Awardee shall cooperate and comply with all requests made by·
the Community Builders Division of the Office of Community and Economic
Development.
S. Execute a restrictive covenant with Miami-Dade County for the grant award and
the use of the land to ensure its use as a CDBG project site as defined and
described in Attachment "A" ofthis agreement.
K. Audits and Records
1. Nonprofit organizations that expend $500,000 or more annually in federal
awards shall have a single or program specific audit conducted In.
accordance with. OMB A-133. Nonprofit organizations expending federal
awards of $500,000 or more under only one federal program may elect to
have a program-specific audit performed, in accordance with OMB A-i33.
Awardees who will be receiving, or who have received, federal awards for
loans or loan guaranteed programs may be required to conduct audits· of
those programs in accordance with regulations of ~he federal agencies
providing those guarantees or loans.
2. Nonprofit organizations that expend less .than $500,000 annually in federal
awards shall be exempt from an audit conducted in accordance with OMB
A-133"although their records must be available for review (e.g.,
inspections, evaluations). Such agencies that receive less than $500,000 in
combined Federal awards must submit to the County annual compilation
reports thatdescribe their performance. To achieve uniformity regarding
the reporting format, such documents must comply with the accounting
industry standards by communicating an independent accountant's (1)
expression of limited assurance on FINANCIAL STATEMENTS as a result of
·performing inquiry and analytic procedures (Review Report); (2) results of
procedures performed (Agreed-Upon Procedures Report); (3) non-
expression of opinion or any form of assurance on a presentation in the
form of financial statements information that is the representation of
management (Compilation Report); or (4) an opinion omln assertion made
by management in accordance with the Statements on Standards for
Attestation Engagements (Attestation Report).
3. When the requirements of OMB A-133 apply, an audit shall be conducted
for each fiscal year for which federal awards attributable to this contract
have been received by the Awardee. Each audit shall include a fiscal
review, which includes a validation of all program generated income and its
disposition, especially attributable to CDBG funds, an internal· control
review, and a compliance review as described in OMB A-133: A copy of the
audit report in triplicate must be received by OCED no later than six months
following the end of the Awardee's fiscal year.
4. If an audit is required by Paragraph K of this contract, but the requirements
of OMB A-133 do not apply the Awardee may choose to have an audit·
performed either on the basis of the Awardee's fiscal year or on the basis of
the period during which OCED-federal assistance has been received. In
either case, each audit shall cover a time period of not more than twelve
(12) months and an audit shall be submitted covering each assisted period
until all the assistance received from this contract has been reported on.
Each audit shall adhere to all other audit standards of OMB A-133, as these
may be limited to cover only those services undertaken pursuant to the
terms of this contract. A copy of the audit report in triplicate must be
received by OCED no later than six months following each audit 'Period.
418
5. The Awardee shall maintain all Contract Records in accordance with
generally accepted accounting principles, procedures, and practices which
shall sufficiently and properly reflect all revenues and expenditures of
funds provided directly or indirectly by the County pursuant to the terms of
this contract.
6. The Awardee shall maintain all Contract Records that document all actions
undertaken to accomplish the "Scope of Services" outlined in Attachment A
in this contract.
7. The Awardee shall ensure that the Contract Records shall be at all times
subject to and available for full access and review, inspection, or audit by
County and federal personnel and any other personnel duly authorized by
the County.
8. The Awardee shall include in all OCED approved subcontracts used to
engage subcontractors to carry out any eligible substantive programmatic
services, as such services are described in this contract and defined by
OCED, each of the record-keeping and audit requirements detailed in this
contract. OCED shall, in its sole discretion, determine when services are
eligible substantive programmatic services and subject to the audit and
record-keeping requirements described above.
9. The County reserves the right to require the Awardee to submit to an audit
by Audit and Management Services or other auditor of the County's
choosing at the Awardee's' expense. The Awardee shall provide access to
all of its records, which relate directly or indirectly to this Agreement at its
place of business during regular business hours. The Awardee shall retain
all records pertaining to this Agreement and upon request make them
available to the County for three years following expiration of the
Agreement. The Awardee agrees to provide such assistance as may be
necessary to facilitate the review or audit by the County to ensure
compliance with applicable accounting and financial standards.
10. The Awardee shall ensure that its auditors share their audit results with
OCED. The auditors must submit the audit report to OCED within six
months after the conclusion of the audit period.
L.Retention of Records
1.The Awardee shall retain all Contract Records for a period of at least five (5)
years (hereinafter referred to as "Retention Period") subject to the
limitations set forth below:
a. For all non-CDBG assisted activities, the Retention Period shall
begin upon the expiration or termination of this contract.
b. For CDBG assisted public service activities, the Retention Period
shall begin upon the date of U.S. HUD's acceptance of OCED's
annual Grantee Performance Report for the year in which the
activity is reported as completed. For each public service activity,
the Awardee must retain all contract records except those relating
to real and nonexpendable personal property.
c. For all other CDBG assisted activities, the Retention Period shall
begin upon U.S. HUD's acceptance 'of OCED's annual Grantee
Performance Report in which each assisted activity is reported on
for the final time. For all the CDBG assisted activities covered by
this Section II, Paragraph L.1.c., the Awardee must retain all
contract records except those relating to real and nonexpendable
personal property.
5. The Awardee shall maintain all Contract Records in accordance with
generally accepted accounting principles, procedures, and practices which
·shall sufficiently and properly reflect all revenues and expenditures of
funds provided directly or indirectly by the County pursuant to the terms of
this contract.
6. The Awardee shall maintain all Contract Records that document all actions
undertaken to accomplish the "Scope of Services" outlined in Attachment A
in this contract.
7. The Awardee shall ensure that the Contract Records shall be at all times
subject to and available for full access and review, inspection, or audit by
County and federal personnel and any other personnel duly authorized by
the County.
8. The Awardee shall include in all OCED approved subcontracts used to
engage subcontractors to carry out any eligible substantive programmatic
services, as such services are described in this contract and defined by
aCED, each of the record-keeping and audit requirements detailed in this
contract. OCED shall, in its sole discretion, determine when services are
eligible substantive programmatic services and subject to the audit and
record-keeping requirements described above.
9. The County reserves the right to require the Awardee to submit to an audit
by Audit and Management Services or other auditor of the County's
choosing at the Awardee's expense. The Awardee shall provide access to
all of its records, which relate directly or indirectly to this Agreement at its
place of business during regular business hours. The Awardee shall retain
all records pertaining to this Agreement and upon request make. them
available to the County for three years following expiration of the
Agreement. The Awardee agrees to provide such assistance as may be
necessary to facilitate the review or audit by the County to ensure
compliance with applicable accounting and financial standards.
10. The Awardee shall ensure that its auditors share their audit results with
aCED. The auditors must submit the audit report to aCED within six
months after the conclusion of the audit period.
L. Retention of Records
1. The Awardee shall retain all Contract Records for a period of at least five (5)
years (hereinafter referred to· as "Retention Period") subject to the
limitations set forth below:
a. For all non-CDBG assisted activities, the Retention Period shall
begin upon the expiration or termination of this contract.
b. For CDBG assisted public service activities, the Retention Period
shall begin upon the date. of U.S. HUD's acceptance of OCED's
annual Grantee Performance Report for the year in which the
activity is reported as completed. For each public service activity,
the Awardee must retain all contract records except those relating
to real and nonexpendable personal property.
c. For all other CDBG assisted activities, the Retention Period shall
begin upon U.S. HUD's acceptance of aCED's annual Grantee
Performance Report in which each assisted activity is reported on
for the final time. For all the CDBG assisted activities covered by
this Section II, Paragraph L.1.c., the Awardee must retain all
contract records except those relating to real and nonexpendable
personal property.
419
d.For all CDBG assisted activities, the Retention Period for all
contract records relating to real and nonexpendable personal
property shall begin upon the date of the final disposition of the
property.
2. If the County or the Awardee have received or given notice of any kind
indicating any threatened or pending litigation, claim or audit arising out of
the services provided pursuant to the terms of this contract, the Retention
Period shall be extended until such time as the threatened or pending
litigation, claim or audit is, in the sole and absolute discretion of OCED,
fully, completely and finally . resolved.
3. The Awardee shall allow the County, federal personnel, or any person
authorized by the County full access to and the right to examine any of the
contract records during the required Retention Period.
4. The Awardee shall notify OCED in writing, both during the pendency of this
contract and after its expiration as part of the.final closeout procedure, of
the address where all contract records will be retained.
5. The Awardee shall obtain written approval of OCED prior to disposing of
any contract records within one year after expiration of the Retention
Period.
M.Provision of Records
1. The Awardee shall provide to OCED, upon request, all contract records.
These records shall become the property of OCED without restriction,
reservation, or limitation of their use. OCED shall have unlimited rights to
all books, articles, or other copyrightable materials developed for the
purpose of this contract. These unlimited rights shall include the rights to
royalty-fees; nonexclusive, and irrevocable license to reproduce, publish,
or otherwise use, and to authorize others to use, the information for public
purposes.•
2. If the Awardee receives funds from, or is under regulatory control of, other
governmental agencies, and those agencies issue monitoring reports,
regulatory examinations, or other similar reports, the Awardee shall provide
a copy of each report and any follow-up communications and reports to
OCED immediately upon such issuance unless such disclosure is a
violation of the rules or policies of the regulatory agencies issuing the
reports.
3. MIAMI-DADE COUNTY INSPECTOR GENERAL REVIEW
According to Section 2-1076 of the Code of Miami-Dade County, as
amended by Ordinance No. 99-63, Miami-Dade County has established the
Office of the Inspector General which may, on a random basis, perform
audits on all County contracts, throughout the duration of said contracts,
except as otherwise provided below. The cost of the audit of any Contract
shall be one quarter (1/4) of one (1) percent of the total contract amount
which cost shall be included in the total proposed amount. The audit cost
will be deducted by the County from progress payments to the selected
Awardee. The audit cost shall also be included in all change orders and all
contract renewals and extensions.
Exception: The above application of one quarter (1/4) of one percent fee
assessment shall not apply to the following contracts: (a) IPSIG contracts;
(b) contracts for legal services; (c) contracts for financial advisory services;
(d) auditing contracts; (e) facility rentals and lease agreements; (f)
d; For all CDBG assisted activities, the Retention Period for all
contract records relating to real and nonexpendable personal
property shall begin upon the date of the final disposition of the
property.
2. If the County or the Awardee have received or given notice of any kind
indicating any threatened or pending litigation, claim or audit arising out of
the services provided pursuant to the terms of this contract, the Retention
Period shall be extended until· such time as the threatened or pending
litigation, claim or audit is, in the sole and absolute discretion of OCED,
fuily, completely and finally resolved.
3. The Awardee shall allow the County, federal personnel, or any person
authorized by the County full access to and the right to examine any of the
contract records during the required Retention Period.
4. The Awardee shall notify OCED in writing, both during the pendency of this
contract and after its expiration as part of the final closeout procedure, of
the address where all contract records will be retained.
5. The Awardee shall obtain written approval of OCED prior to disposing of
any contract records within one year after expiration of the Retention
Period.
M. Provision of Records
1. The Awardee shall provide to OCED, upon request, all contract records.
These records shall become the property of OCED without restriction,
reservation, or limitation of their use. OCED. shall have unlimited rights to
all books, articles, or other copyrightable materials developed for the
purpose of this contract. These unlimited rights shall include the rights to
royalty-fees; nonexclusive, and irrevocable license to reproduce, publish,
or. otherwise use, and to authorize others to use, the information for public
purposes.
2. If the Awardee receives funds from, or is under regulatory control of, other
governmental agencies, and those agencies. issue monitoring reports,
regulatory examinations, or other similar reports, the Awardee shall provide
a copy of each report and any follow-up, communications and reports to
OCED immediately upon such issuance unless such disclosure is a
violation of the rules or policies of the regulatory agencies issuing the
reports.
3. MIAMI-DADE COUNTY INSPECTOR GENERAL REVIEW
According to Section 2-1076 of the Code of Miami-Dade County, as
amended by Ordinance No. 99-63, Miami-Dade County has established the
Office of the Inspector General which may, ·on a random basis, perform
audits on all County contracts, throughout the duration of said contracts,
except as otherwise provided below. The cost of the audit of any Contract
shall be one quarter (1/4) of one (1) percent of the total contract amount
which cost shall be included in the total proposed amount. The audit cost
will be deducted by the County from progress payments to the selected
Awardee. The audit cost shall also be included in all change orders and all
contract renewals and extensions.
Exception: The above application of one quarter (1/4) of one percent fee
assessment shall not apply to the following contracts: (a) IPSIG contracts;
(b) contracts for legal services; (c) contracts forfinancial advisory services;
(d) auditing contracts; (e) facility rentals and lease agreements; (f)
420
concessions and other rental agreements; (g) insurance contracts; (h)
revenue-generating contracts; (I) contracts where an IPSIG is assigned at
the time the contract is approved by the Commission; 0) professional
service agreements under $1,000; (k) management agreements; (I) small
purchase orders as defined in Miami-Dade County Administrative Order 3-2;
(m) federal, state and local government-funded grants; and (n) interlocal
agreements. Notwithstanding the foregoing, the Miami-Dade County Board
of County Commissioners may authorize the inclusion of the fee
assessment of one quarter (1/4) of one percent in any exempted contract at
the time of award.
Nothing contained above shall in any way limit the powers of the Inspector
General to perform audits on this contract.
COMMISSION AUDITOR ACCESS TO RECORDS
Pursuant to Ordinance No. 03-2, Awardee shall grant access to the
Commission Auditor to all financial and performance related records,
property, and equipment purchased in whole or in-part with government
funds, including funds awarded tp Awardee pursuant to this contract.
N.Prior Approval
The Awardee shall obtain written approval from OCED prior to undertaking any of
the following:
1. The engagement or execution of any subcontract(s) or contract
assignments, wherein CDBG funds will be used to pay for goods or
services. The Awardee must submit all proposed agreement documents to
OCED at least thirty (30) days prior to the start date of the agreement.
OCED shall have no obligation to approve payment of any expenditure
(resulting from an agreement or subcontract) which was incurred prior to
the approval by OCED of such agreement or subcontract.
2. The addition of any positions not specifically listed in the approved
budget.
3. The modification or addition of all job descriptions.
4. The purchase of all nonexpendable personal property not specifically listed
in the approved budget.
5. The disposition of all real, expendable personal, and nonexpendable
personal property as defined in Section II, Paragraph S.1. of this contract.
6. Out-of-town travel not specifically listed in the approved budget.
7. The disposition of Program Income not specifically listed in the approved
Program Income budget.
8. The publication of proposed Solicitation Notices, Invitations for Bids and
Requests for Proposals as provided for in Section II, Paragraph J of this
contract.
9. The disposal of all contract records as provided for in Section II, Paragraph
L of this contract.
0.Monitoring
The Awardee shall permit OCED and other persons duly authorized by OCED to
inspect all contract records, facilities, equipment, materials, and services of the
Awardee which are in any way connected to the activities undertaken pursuant to
concessions and other rental agreements; (g) insurance contracts; (h)
revenue-generating contracts; (I) contracts where an IPSIG is assigned at
the time the contract is approved by the. Commission; (j) professional
service agreements under $1,000; (k) management agreements; (I) small
purchase orders as defined in Miami-Dade County Administrative Order 3-2;
(m) federal, state and local government-funded grants; and (n) interlocal
agreements. Notwithstanding the foregoing. the Miami-Dade County Board
of County Commissioners may authorize the inclusion of the fee
assessment of one quarter (114) of one percent in any exempted contract at
the time of award.
Nothing contained above shall in any way limit the powers of the Inspector
General to perform audits on this contract.
COMMISSION AUDITOR ACCESS TO RECORDS
Pursuant to Ordinance No. 03·2, Awardee sh~1I grant access to the
Commission Auditor to all financial and performance related records,
property, and equipment purchased in whole or in-part with government
funds, including funds awarded tp Awardee pursuant to this contract.
N. Prior Approval
The Awardee shall obtain written approval from OCED prior to undertaking any of
the following:
1. The engagement or execution of any subcontract(s) or contract
assignments, wherein CDBG funds will be used to pay for goods or
services. The Awardee must submit all proposed agreement documents to
OCED at least thirty (30) days prior to the start date of the agreement.
OCED shall have no obligation to approve payment of any expenditure
(resulting from an agreement or subcontract) which was incurred prior to
the approval by OCED of such agreement or subcontract.
2.. The addition of any positions not specifically listed in the appr()ved
budget.
3. The modification or addition of all job descriptions.
4. The purchase of all nonexpendable personal property not specifically listed
in the approved budget.
5. The disposition of all real, expendable personal, and nonexpendable
personal property as defined in Section II, Paragraph S.1. of this contract.
6. Out-of·town travel not specifically listed in the approved budget.
7. The disposition of Program Income not specifically listed in the approved
Program Income budget.
8. The publication of proposed Solicitation Notices, Invitations for Bids and
Requests for Proposals as provided for in Section II, Paragraph J of this
contract.
9. The disposal of all contract records as provided for in Section II, Paragraph
L of this contract.
O. Monitoring
The Awardee shall permit OCeD and other persons duly authorized by OCeD to
inspect all contract records, facilities, equipment, materials, and services of the
Awardee which are in any way connected to the activities undertaken pursuant to
421
Non-compliance with the above requirements will be considered a breach of
contract, which will result in the immediate termination of the agreement, the
recovery of the entire funding award, and the disqualification of funding through
OCED for a period of three years.
R.Publicity, Advertisements and Signage
1. The Awardee shall ensure that all publicity, public relations, advertisements
and signs, recognizes the Miami-Dade Office of Community and Economic
Development (OCED) and the Community Development Block Grant
(CDBG) for the support of all contracted activities. This is to include, but is
not limited to, all posted signs, pamphlets, wall plaques, cornerstones,
dedications, notices, flyers, brochures, news releases, media packages,
promotions, and stationery. All signs used to publicize OCED contracted
activities must be approved by OCED prior to being posted and must also
meet the standard specifications as established by OCED. The use of the
official Miami Dade OCED logo is permissible.
2. The Awardee shall furnish, erect and maintain construction signs in
accordance with sketch included in these contract documents. The signs
shall be made of 3/4 inch thick marine plywood, newly painted and lettered
according to the accompanying sketch.
The signs shall be painted and lettered in accordance with professional
outdoor sign painting standards as to layout, symmetry, proportion, clarity
and neatness and use of weather-resistant colors and materials. The
Awardee shall place the signs, securely braced and mounted, as shown on
the typical project, sign placement diagram or as directed by the engineer.
All materials shall be provided by the Awardee and the signs shall remain in
the property of the Owner at the completion of the contract. NO WORK
SHALL COMMENCE UNTIL THE PROJECT SIGNS ARE SECURED IN
PLACE. THE SIGNS SHALL BE IN ACCORDANCE WITH THE DETAIL
SHOWN IN ATTACHMENT F. For this project signs will be required.
Payment for furnishing, installing and maintaining the sign shall be under
the bid amount for mobilization.
S.Procurement
The Awardee must take affirmative steps to procure supplies, equipment,
construction, or services to fulfill this contract from minority and women's
businesses, and to provide these sources the maximum feasible opportunity to
compete for subcontracts to be procured pursuant to this contract. To the
maximum extent feasible, these businesses shall be located in or owned 'by
residents of the Community Development areas designated by OCED in the CDBG
application approved by the supervising federal agency.
The Awardee shall assure that all subcontracts or third party agreements contain
provisions with stated goals, that low-income residents from Community
Development Target and Service Areas be provided with opportunities for
employment and training in contracted activities.
1. In conformance with Section 3 of the Housing and Community Development Act
of 1968, the Awardee must direct federal financing assistance towards Target Area
residents and ensure that employment and economic opportunities be given to low
and very low-income persons, particularly those who are recipients of government
assistance for housing according to the guidelines mentioned below:
A.The work to be performed under this contract is subject to the
requirements of section 3 of the Housing and Urban Development Act of
1968, as amended, 12 U.S.C. 170Iu (section 3). The purpose of section 3 is
Non-compliance with the above requirements will be considered a breach of
contract, which will result in the immediate termination of the agreement, the
recovery of the entire funding award, and the disqualification of funding through
aCED for a period of three years.
R. Publicity, Advertisements and Signage
1. The Awardee shall ensure that all publicity, public relations, advertisements
and signs, recognizes the Miami-Dade Office of Community and Economic
Development (OCED) and the Community Development Block Grant
(CDBG) for the support of all contracted activities. This is to include, but is
not limited to,. all posted signs, pamphlets, wall plaques, cornerstones,
dedications, notices, flyers, brochures,· news releases, media packages,
promotions, and stationery. All signs used to publicize aCED contracted
activities must be approved by OCED prior to being posted and must also
meet the standard specifications as established by aCED. The use of the
official Miami Dade OCED logo is permissible.
2. The Awardee shall furnish, erect and maintain construction signs in
accordance with sketch included in these contract documents. The signs
shall be made of % inch thick marine plywood, newly painted and lettered
according to the accompanying sketch.
The signs shall be painted and lettered in accordance with professional
outdoor sign painting standards as to layout, symmetry, proportion, clarity
and neatness and use of weather-resistant colors and materials. The
Awardee shall place the signs, securely braced and mounted, as shown on
the typical project sign placement diagram or as directed by the engineer.
All materials shall be provided by the Awardee and the signs shall remain in
. the property of the Owner at the completion of the contract. NO WORK
SHALL COMMENCE UNTIL THE PROJECT SIGNS ARE SECURED IN
PLACE. THE SIGNS SHALL BE IN ACCORDANCE WITH THE DETAIL
SHOWN IN ATTACHMENT F. For this project signs will be· required.
Payment for furnishing, installing and maintaining the sign shall be under
the bid amount for mobilization.
S. Procurement
The Awardee must take affirmative steps to procure supplies, equipment,
construction, or services to fulfill this contract from minority and women's
businesses, and to provide these sources the maximum feasible opportunity to
compete for subcontracts to be procured pursuant to this contract. To the
maximum extent feasible, these businesses shall be located in or owned by
residents of the Community Development areas designated by aCED in the CDBG
application approved by the supervising federal agency.
The A~ardee shall assure that all subcontracts or third party agreements contain
provisions with stated goals, that low-income residents from Community
Development Target and Service Areas be provided with opportunities for
employment and training in contracted activities.
1. In conformance with Section 3 of the Housing and Community Development Act
of 1968, the Awardee must direct federal financing assistance towards Target Area
residents and ensure that employment and economic opportunities be given to low
and very low-income persons, particularly those who are recipients of government
assistance for housing according to the guidelines mentioned below:
A. The work to· be performed under this contract is subject to the
requirements of section 3 of the Housing and Urban Development Act of
1968, as amended, 12 U.S.C. 170lu (section 3). The purpose of section 3 is
422
the terms of this contract, and/or to interview any clients, employees,
subcontractors, or assignees of the Awardee. Following such inspection or
interviews, OCED will deliver to the Awardee a report of its findings, and the
Awardee will rectify all deficiencies cited by OCED within the specified period of
time set forth in the report, or provide OCED with a reasonable justification for not
correcting the deficiencies. OCED will determine, in its sole and absolute
discretion, whether or not the Awardee's justification is acceptable or if the
Awardee must, despite the justification, rectify the deficiencies cited by OCED in its
report.
P.Conflict of Interest
The Awardee agrees to abide by the provisions of 24 CFR 84.42 (24 CFR Part 85.36
for Public Agencies) and 24 CFR 570,611 with respect to conflicts of interest, and
covenants that it presently has no financial interest and shall not acquire any
financial interest, direct or indirect, which would conflict in any manner or degree
with the performance of services requried under this Agreement. The Awardee
further covenants that in the performance of this Agreement no person having
such a financial interest shall be employed or retained by the Awardee hereunder.
These conflict of interest provisions apply to any person who is an employee,
agent, consultant, officer, or elected official or appointed official of the County, or
of any designated public agencies or subrecipients which are receiving funds
under the CDBG Entitlement program.
The Alivardee shall disclose any possible conflicts of interest or apparent
improprieties of any party that are covered by the above standards. The Awardee
shall make such disclosure in writing to OCED immediately upon the Awardee's
discovery of such possible conflict. OCED will then render an opinion which shall
be binding on all parties.
The Awardee shall submit to OCED, within five business days of execution this
contract, all updated Conflict of Interest affidavits, Related Party Disclosure
statements, list of current Board members, and list of all business associations
with the following documents:
â Original contract or its subsequent amendments.
â Requests for budget revisions.
• Requests for approval of subcontracts.
Non-compliance with the above requirements will be considered a breach of
contract, which will result in the immediate termination of the agreement, the
recovery of the entire funding award, and the disqualification of funding through
OCED for a period of three years.
Q.Related Parties
The Awardee shall report to OCED the name, purpose, and any other relevant
information in connection with any related party transaction. This includes, but is
not limited to, a for-profit or nonprofit subsidiary or affiliate organization, an
organization with overlapping boards of directors, and an organization for which
the Awardee is responsible for appointing memberships. The Awardee shall report
this information to OCED upon forming the relationship or if already formed, shall
report it immediately. Any supplemental information shall be reported quarterly in
the required Progress Report.
The Awardee shall submit to OCED, within five business days of execution this
contract, all updated Conflict of Interest affidavits, Related Party Disclosure
statements, list of current Board members, and list of all business associations
with the following documents:
â Original contract or its subsequent amendments.
â Requests for budget revisions.
â Requests for approval of subcontracts.
the terms of this contract, and/or to interview any clients, employees,
subcontractors, or assignees of the Awardee. Following such inspection or
interviews, OCED will deliver to the Awardee a report of its findings, and the
Awardee will rectify all deficiencies cited by OCED within the specified period of
time set forth in the report, or provide OCED with a reasonable justification for not
correcting the deficiencies. OCED will determine, in its sole and absolute.
discretion, whether or not the Awardee's justification is acceptable or if the
Awardee must, despite the justification, rectify the deficiencies cited by OCED in its
report.
P. Conflict of Interest
The Awardee agrees to abide by the provisions of 24 CFR 84.42 (24 CFR Part 85.36
for Public Agencies) and 24 CFR 570.611 with respect to conflicts of interest, and
covenants that it presently has no financial interest and shall not acquire any
financial interest, direct or indirect, which would conflict in any manner or degree
with the performance of services requried under this Agreement. The Awardee
further covenants that in the performance of this Agreement no person having
such a financial interest shall be employed or retained by the Awardee hereunder.
These conflict of interest provisions apply to any person who is an employee,
agent, consultant, officer, or elected official or appointed official of the County, or
. of any designated public agencies oil' subrecipients which are receiving funds
under the .CDBG Entitlement program.
The Awardee shall disclose any possible conflicts of interest or apparent
improprieties of any party that are covered by the above standards. The Awardee
shall make such disclosure in writing to OCED immediately upon the Awardee's
discovery of such possible conflict. OCED will then render an opinion which shall
be binding on all parties.
The Awardee shall submit to OCED, within five business days of execution' this
contract, all updated Conflict of Interest affidavits, Related Party Disclosure
statements, list of current Board members, and list of all business associations
with the following documents:
» Original contract or its subsequent amendments. » Requests for budget revisions. » Requests for approval of subcontracts.
Non-compliance with the above requirements will be considered a breach of
contract, which will result in the immediate termination of the agreement, the
recovery· of the entire funding award, and the disqualification of funding through
OCED for a period of three years.
Q. Related Parties
The Awardee shall report to OCED the name, purpose, and any other relevant
information in connection with any related party transaction. This includes, but is
. not limited to, a for-profit or nonprofit subsidiary or affiliate organization, an
organization with overlapping boards of directors, and an organization for which
the Awardee is responsible for appointing memberships. The Awardee shall report
this information to OCED upon forming the relationship or if already formed, shall
report it immediately. Any supplemental information shall be reported quarterly in
the required Progress Report.
The Awardee shall submit to OCED, within five business days of execution this
contract, all updated Conflict of Interest affidavits, Related Party Disclosure
statements, list of current Board members, and list of all business associations
with the following documents: » Original contract or its subsequent amendments.
» Requests for budget revisions. » Requests for approval of subcontracts.
423
to ensure that employment and other economic opportunities generated by
HUD assistance or HUD- assisted projects covered by section 3, shall, to
the greatest extent feasible, be directed to low- and very low-income
persons, particularly persons who are recipients of HUD assistance for
housing.
B. The parties to this contract agree to comply with HUD's regulations in 24
CFR part 135, which implement section 3. As evidenced by their execution
of this contract, the parties to this contract certify that they are under no
contractual or other impediment that would prevent them from complying
with the part 135 regulations.
C. The Awardee agrees to send to each labor organization or representative of
workers with which the Awardee has a collective bargaining agreement or
other understanding, if any, a notice advising the labor organization or
workers' representative of the Awardee's commitments under this section 3
clause, and will post copies of the notice in conspicuous places at the work
site where both employees and applicants for training and employment
positions can see the notice. The notice shall describe the section 3
preference, shall set forth minimum number and job titles subject to hire,
availability of apprenticeship and training positions, the qualifications for
each; and the name and location of the person(s) taking applications for
each of the positions; and the anticipated date the work shall begin.
D. The Awardee agrees to include this section 3 clause in every subcontract
subject to compliance with regulations in 24 CFR part 135, and agrees to
take appropriate action, as provided in an applicable provision of the
subcontract or in this section 3 clause,upon a finding that the
subcontractor is in violation of the regulations in 24 CFR part 135. The
Awardee will not subcontract with any subcontractor where the Awardee
has notice or knowledge that the subcontractor has been found in violation
of the regulations in 24 CFR part 135.
E. The Awardee will certify that any vacant employment positions, including
training positions, that are filled (1) after the Awardee is selected but before
the contract is executed, and (2) with persons other than those to whom the
regulations of 24 CFR part 135 require employment opportunities to be
directed, were not filled to circumvent the Awardee's obligations under 24
CFR part 135.
F. Noncompliance with HUD's regulations in 24 CFR part 135 may result in
sanctions, termination of this contract for default, and debarment or
suspension from future HUD assisted contracts.
G. With respect to work performed in connection with section 3 covered
Indian housing assistance, section 7(b) of the Indian Self-Determination
and Education Assistance Act (25 U.S.C. 450e) also applies to the work to
be performed under this contract. Section 7(b) requires that to the greatest
extent feasible (i) preference and opportunities for training and employment
shall be given to Indians, and (ii) preference in the award of contracts and
subcontracts shall be given to Indian organizations and Indian-owned
Economic Enterprises. Parties to this contract that are subject to the
provisions of section 3 and section 7(b) agree to comply with section 3 to
the maximum extent feasible, but not in derogation of compliance with
section 7(b).
H. Fair Subcontracting Policies (Ordinance 97-35)
All Awardees on County contracts in which subcontractors may be used
shall be subject to and comply with Ordinance 97-35 as amended, requiring
Awardees to provide a detailed statement of their policies and procedures
for awarding subcontracts which:
to ensure that employment and other economic opportunities generated by
HUD assistance or HUD-assisted projects covered by section 3, shall, to
the greatest extent feasible, be directed to low-and very low-income
persons, particularly persons who are recipients of HUD assistance for
housing.
B. The parties to this contract agree to .comply with HUD's regulations in 24
CFR part 135, which implement section 3. As evidenced by their execution
of this contract, the parties to this contract certify that they are under no
contractual or other impediment that would prevent them from complying
with the part 135 regulations.
C. The Awardee agrees to send to each labor organization or representative of
workers with which the Awardee has a collective bargaining agreement or
other understanding, if any, a notice advising the labor organization or
workers' represel1tative of the Awardee's commitments under this section 3
clause, and will post copies of the notice in conspicuous places at the work
site where both employees and applicants for training and employment
positions can see the notice. The notice' shall describe the section 3
preference, shall set forth minimum number and job titles subject to hire,
availability of apprenticeship and training positions, the qualifications for
each; and the name and location of the person(s) taking applications for
each of the positions; and the anticipated date the work shall begin.
D. The Awardee agrees to include this section 3 clause in every subcontract
subject to compliance with regulations In 24 CFR part 135, and agrees to
take appropriate action, as provided in an applicable provision 6f the
subcontract. or in this section 3 clause, upon a finding that the
subcontractor is In violation of the regulations in 24 CFR part 135. The
Awardee will not subcontract with any subcontractor where the Awardee
has notice or knowledge that the subcontractor has been found in violation
of the regulations in 24 CFR part 135.
E. The Awardee will certify that any vacant employment positions, including
training positions, that are filled (1) after the Awardee is selected but before
the contract is executed, and (2) with persons other than those to whom the
regulations of 24 CFR part 135 require employment opportunities to be
directed, were not filled to circumvent the Awardee's obligations under 24
CFR part 135.
F. Noncompliance with HUD's regulations in 24 CFR part 135 may result In
sanctions, termination of this contract for default, and debarment or
suspension from future HUD assisted contracts.
G. With respect to work performed in connection with section 3 covered
Indian housing assistance, section 7(b) of the Indian Self-Determination
and Education Assistance Act (25 U.S.C. 450e) also applies to the work to
be performed under this contract. Section 7(b) requires that to the greatest
extent feasible (i) preference and opportunities for training and employment
shall be given to Indians, and (iI) preference In the award of contracts and
subcontracts shall be given to Indian organizations and Indian-owned
Economic Enterprises. Parties to this contract that are subject to the
provisions of section 3 and section 7(b) agree to comply with section 3 to
the maximum extent feasible, but not in derogation of compliance with
section 7(b).
H. Fair Subcontracting Policies (Ordinance 97-35)
All Awardees on County contracts in which subcontractors may be used
shall be subject to and comply with Ordinance 97-35 as amended, requiring
Awardees to provide a detailed statement of their policies and procedures
for awarding subcontracts which:
424
a) notifies the broadest number of local subcontractors of the
opportunity to be awarded a subcontract;
b) invites local subcontractors to submit bids/proposals in a practical,
expedient way;
c) provides local subcontractors access to information necessary to
prepare and formulate a subcontracting bid/proposal;
d) allows local subcontractors to meet with appropriate personnel of the
Awardee to discuss the Awardee's requirements; and
e) awards subcontracts based on full and complete consideration of all
submitted proposals and in accordance with the Awardee's stated
objectives.
All Awardees seeking to contract with the County shall, as a condition of
award, provide a statement of their subcontracting policies and procedures
(see attached Form A-7.2). Awardees who fail to provide a statement of their
policies and procedures may not be recommended by the County Manager
for award by the Board of County Commissioners.
The term "local" means having headquarters located in Miami-Dade County
or having a place of business located in Miami-Dade County from which the
contract or subcontract will be performed.
The term "subcontractor" means a business independent of a Awardee that
may agree with the Awardee to perform a portion of a contract.
The term "subcontract" means an agreement between a Awardee and a
subcontractor to perform a portion of a contract between the Awardee and
the County.
T.Property
1.Definitions
a.Real Property: Land, land improvements, structures, fixtures and
appurtenances thereto, excluding movable machinery and
equipment.
b.Personal Property: Personal property of any kind except real
property.
1) Tangible: All personal property having physical existence.
2) Intangible: All personal property having no physical
existence such as patents, inventions, and copyrights.
c.Nonexpendable Personal Property: Tangible personal property of a
nonconsumable nature, with a value of $750 or more per item, with
a normal expected life of one or more years, not fixed in place, and
not an integral part of a structure, facility or another piece of
equipment.
d.Expendable Personal Property: All tangible personal property other
than nonexpendable property.
2.The Awardee shall comply with the real property requirements as stated
below:
a.Any real property under the Awardee's control that was acquired or
improved in whole or in part with CDBG funds received from OCED
in excess of $25,000 shall be either:
a) notifies the broadest number of local subcontractors of the
opportunity to be awarded a subcontract;
b) invites local subcontractors to submit bids/proposals in a practical, .
expedient way;
c) provides local subcontractors access to information necessary to
prepare and formulate a subcontracting bid/proposal;
d) allows local subcontractors to meet with appropriate personnel of the
Awardee to discuss the Awardee's requirements; and
e) awards subcontracts based on full and complete consideration of all
submitted proposals and in accordance with· the Awardee's stated
objectives .
. All Awardees seeking to contract with the County shall, as a condition of
award, provide a statement of their subcontracting policies and procedures
(see attached Form A-7.2). Awardees who fail to provide a statement of their
policies and procedures may not be recommended by the County Manager
for award by the Board of County Commissioners.
The term "local" means having headquarters located in Miami-Dade County
or having a place of business located in Miami-Dade County from which the
contract or subcontract will be performed.
The term "subcontractor" means a business independent of a Awardee that
may agree with the Awardee to perform a portion of a contract.
The term "subcontract" means an agreement between a Awardee and a
subcontractor to perform a portion of a contract between the Awardee and
the County.
T. Property
1. Definitions
a. Real Property: Land, land improvements, structures, fixtures and
appurtenances thereto, excluding movable machinery and
equipment.
b. Personal Property: Personal property of any kind· except real
property.
1) Tangible: All personal property having physical existence.
2) Intangible: All personal property having no physical
existence such as patents, inventions, and copyrights.
c. Nonexpendable Personal Property: Tangible personal property of a
nonconsumable nature, with a value of $750 or mo.re per item, with
a normal expected life of one or more years, not fixed in place, and
not an integral part of a structure, facility or another piece of
equipment.
d. Expendable Personal Property: All tangible p·ersonal property other
than nonexpendable property.
2. The Awardee shall comply with the real property requirements as stated
below:
a. Any real property under the Awardee's control that was acquired or
improved in whole or in part with CDBG funds received from OCeD
in excess of $25,000 shall be either:
425
1) Used to meet one of the three (3) CDBG national objectives
until five years after the expiration or termination of this
contract, or for such longer period of time as determined by
OCED in its sole and absolute discretion; or
2) Not used to meet one of the three (3) CDBG National
Objectives. In the event the property is not used to meet
one of the national objectives for five (5) years following the
expiration or termination of this contract or such longer
period as determined by OCED-then the Awardee shall pay
to OCED an amount equal to the market value of the
property as may be determined by OCED in its sole and
absolute discretion, less any proportionate portion of the
value attributable to expenditures of non-CDBG funds for
acquisition of, or improvement to, the property.
Reimbursement is not required after the period of time
specified in Paragraph T.2.a.1., above.
b. Any real property under the Awardee's control that was acquired or
improved in whole or in part with CDBG funds from OCED for
$25,000 or less shall be disposed of, at the expiration or termination
of this contract, in accordance with instructions from OCED.
c. All real property purchased or improved in whole or in part with
funds from this and previous contracts with OCED, or transferred to
the Awardee after being purchased in whole or in part with funds
from OCED, shall be listed in the property records of the Awardee
and shall include a legal description; size; date of acquisition; value
at time of acquisition; present market value; present condition;
address or location; owner's name if different from the Awardee;
information on the transfer or disposition of the property; and map
indicating whether property is in parcels, lots, or blocks and
showing adjacent streets and roads. The property records shall
describe the programmatic purpose for which the property was
acquired and identify the CDBG national objective that will be met.
If the property was improved, the records shall describe the
programmatic purpose for which the improvements were made and
identify the CDBG national objective that will be met.
d. For awards involving the purchase or improvement of real property,
the Awardee agrees to execute a mortgage, loan document, or
restrictive covenant for the CDBG award with OCED within 180 days
after the execution of this agreement. Failure to comply with this
requirement may result in the retraction of the CDBG award for the
project and termination of this agreement.
e. All real property shall be inventoried annually by the Awardee and
an inventory report shall be submitted to OCED. This report shall
include the elements listed in Paragraph T.2.c., above.
3.The Awardee shall comply with the nonexpendable personal property
requirements as stated below:
a.All nonexpendable personal property purchased or improved in
whole or in part with funds from this and previous contracts with
OCED shall be listed in the property records of the Awardee and
shall include a description of the property; location; model number;
manufacturer's serial number; date of acquisition; funding source;
unit cost at the time of acquisition; present market value; property
1) Used to meet one of the three (3) CDBG national objectives
until five years after the expiration or termination of this
contract, or for such longer period of time as determined by
OCED in its sole and absolute discretion; or
2) Not used to meet one of the three (3) CDBG National
Objectives. In the event the property is not used to meet
one of the national objectives for five (5) years following the
expiration or termination of this contract or such longer
period as determined by OCED·then the Awardee shall pay
to OCED an amount equal to the market value of the
property as may be determined by OCED in its sole and
absolute discretion, less any proportionate portion of the
value attributable to expend,tures of non-CDBG funds for
acquisition of, or improvement to, the property.
Reimburseme"nt is not required after the period of time
specified in -Paragraph T.2.a.1., "above.
b. Any real property under the Awardee's control that was acquired or
improved in whole or in part with COBG funds from OCED for
$25,000 or less shall be disposed of, at the expiration or termination
of this contract, in accordance with instructions from OCED.
c. All real property purchased or improved in whole or in part with
funds from this and previous contracts with OCED, or transferred to
the Awardee after being purchased in whole or in part with funds
from OCED, shall be listed in the property records of the Awardee
and shall include a legal description; size; date of acquisition; v~lue
at time of acquisition; present market value; present condition;
address or location; owner's name if different from the Awardee;
information on the transfer or disposition of the property; and map
indicating whether property is in parcels, lots, or blocks and
showing adjacent streets and roads. The property records shall
describe the programmatic purpose for which the property was
acquired and identify the CDSG national objective that will be met.
If the property was improved, the records shall describe the
programmatic purpose for which the improvements were made and
identify the CDBG national objective that will be met.
d. For awards involving the purchase or improvement of real property,
"the Awardee agrees to execute a mortgage, loan document, or
restrictive covenant for the CDBG award with OCED within 180 days
after the execution of this agreement. Failure to comply with this
requirement may result in the retraction of the CDBG award for the
project and termination of this agreement.
e. All real property shall be inventoried annually by the Awardee and
an inventory report shall be submitted to OCED. This report shall
include the elements listed in Paragraph T.2.c., above.
3. The Awardee shall comply with the nonexpendable personal property
requirements as stated below:
a. " All nonexpendable personal property purchased or improved in
whole or in part with funds from this and previous contracts with
aCED shall be listed in the property records of the Awardee and
shall include a description of the property; location; model number;
manufacturer's serial number; date of acquisitiori; funding source;
unit cost at the time of acquisition; present market value; property
426
inventory number; information on its condition; and information on
transfer, replacement, or disposition of the property.
b. All nonexpendable personal property purchased or improved in
whole or in part with funds from this and previous contracts with
OCED shall be inventoried annually by the Awardee and an
inventory report shall be submitted to OCED. The inventory report
shall include the elements listed in Paragraph T.3.a., above.
c. Title (ownership) to all nonexpendable personal property purchased
in whole or in part with funds given to the Awardee pursuant to the
terms of this contract shall vest in the County and OCED.
4.The Awardee shall obtain prior written approval from OCED for the
disposition of real property, expendable personal property, and
nonexpendable personal property purchased or improved in whole or in
part with funds given to the Awardee or subcontractor pursuant to the
terms of this contract. The Awardee shall dispose of all such property in
accordance with instructions from OCED. Those instructions may require
the return of all such property to OCED.
U.Program Income
1. Program Income as defined in 24 CFR Part 570.500 means gross income
received by the Awardee directly generated from activities supported by
CDBG funds. When Program Income is generated by an activity that is only
partially assisted with CDBG funds, the income shall be prorated to reflect
the percentage of CDBG funds used.
2. The Awardee shall not, under any circumstances, use Program Income to
pay for charges or expenses that are specifically not allowed pursuant to
the terms of this contract and applicable federal regulations or rules, or any
County rules or ordinance.
a. The Awardee shall comply with the Program Income provisions in
OCED's Contract Compliance Manual. If any Program Income
provisions of the Contract Compliance Manual conflict with any
Program Income provisions of this contract, the provisions of this
contract shall rule.
b. The County may in its sole discretion allow Awardee to Use
Program Income to carry out eligible activities. The Awardee may
request to use Program Income for eligible activities. If the Awardee
requests to use Program Income, the Awardee shall report to OCED
all cumulative Program Income generated from activities financed in
whole or in part by funds from this contract. This information,
along with a check payable to Miami-Dade County for the generated
Program Income, must be submitted quarterly as part of the Fiscal
Section of the Awardee's Progress Report as outlined in Section II,
Paragraph D.2.a.
c. The Awardee shall report Program Income for as long as it receives
and/or has control over Program Income generated from this and
any previous contracts with OCED.
d. The Awardee shall provide to OCED a written explanation of the
activities to be assisted with Program Income and shall obtain
OCED's written approval prior to implementing those activities. All
provisions of this contract shall apply to any activity performed
using Program Income.
inventory number; information on its condition; and information on
transfer, replacement, or disposition of the property.
b. All non expendable personal property purchased or improved in
whole or in part with funds from this and previous contracts with
aCED shali be inventoried annually by the Awardee and an
inventory report shall be submitted to OCED. The inventory report
shall include the elements listed in Paragraph T.3.a., above.
c. Title (ownership) to all nonexpendable personal property purchased
in whole or in part with funds given to the Awardee pursuant to the
terms of this contract shall vest in the County and aCED.
4. The. Awardee shall obtain prior written approval from aCED for the
disposition of real property, expendable personal property, and
nonexpendable personal property purchased or improved in Whole or in
part with funds given to the Awardee or subcontractor pursuant to the'
terms of this contract. The Awardee shall dispose of all such property in
accordance with instructions from aCED. Those instructions may require
the return of all.such property to aCED.
U. Program Income
1. Program Income as defined in 24 CFR Part 570.500 means gross income
received by the Awardee directly generated from activities supported by
CDBG funds. When Program Income is generated by an activity that is only
partially assisted with CDBG funds, the income shall be prorated to reflect
the percentage of CDBG funds used.
2. The Awardee shall not, under any circumstances, use Program Income to
pay for charges or expenses that are specifically not allowed pursuant to
the terms of this contract and applicable federal regulations or rules, or any
County rules or ordinance.
a. The Awardee shall comply with the Program Income provisions in
aCED's Contract Compliance Manual. If any Program Income
provisions of the Contract Compliance Manual conflict with any
Program Income provisions of this contract, the provisions of this
contract shall rule.
b. The County may' in its sole discretion allow Awardee to Use
Program Income to carry out eligible activities. The Awardee may
request to' use Program Income for .eligible activities. If the Awardee
requests to use Program Income, the Awardee. shall report to aCED
all cumulative Program Income generated from activities financed in
whole or jn part by funds from this contract. This information,
along with a check payable to Miami·Dade County for the generated
Program Income, must be submitted quarterly as part of the Fiscal
Section of the Awardee's Progress Report as outlined in Section II,
Paragraph D.2.a.
c. The Awardee shall report Program Income for as long as it receives
and/or has control over Program Income generated from this and
any previous contracts with aCED. .
d. The Awardee shall provide to aCED a written explanation of the
activities to be assisted with Program Income and shall obtain
aCED's written approval prior to implementing those activities. All
provisions of this contract shall apply to any activity performed
using Program Income.
427
e. Subject to the limitations set forth in this paragraph, the Awardee
may use Program Income to fund any CDBG eligible activity as
provided for and defined by 24 CFR Part 570 et.seq.
f. Program Income from a revolving loan activity must be used only
for the same revolving loan activity.
g. Program Income from a revolving loan activity, such as loan
repayments, interest earned, late fees, and investment income, shall
be substantially disbursed to eligible loans, loan-related
programmatic costs, and operational costs for the same revolving
loan activity before the Awardee may request additional CDBG
funds for that activity.
h. All Program Income from nonrevolving loan activities shall be
substantially disbursed to carry out other OCED approved CDBG
eligible activities, and to cover operational costs before requesting
additional CDBG funds.
i. Any proceeds from the sale of property as detailed in Section II,
Paragraph T.4., above, shall be considered Program Income.
j. The Awardee shall obtain, as part of the required audit report,
validation by a certified auditor of all program generated income
and its disposition.
3. Upon expiration or termination of this contract or at the end of any program
year, the Awardee shall transfer to the County any Program Income funds
on hand, and any Program Income accounts receivable to any CDBG
funded activities. OCED may require remittance of all or part of any
Program Income balances (including investments thereof) held by the
Awardee (except those needed for immediate cash needs, cash balances of
revolving loan fund, cash balances from a lump sum drawdown, or cash or
investments held for Section 108 security needs).
4. OCED, in its sole and absolute discretion, reserves the right to pursue
other courses of action in the retention and use of Program Income
generated by the Awardee, and such action shall not require an amendment
to this contract.
V. Travel
The Awardee shall comply with the County's travel policies. Documentation of
travel expenses shall conform to the requirements of OCED's Contract Compliance
Manual.
W. Subcontracts and Assignments
1.Unless otherwise specified in this contract, the Awardee shall not
subcontract any portion of the work without the prior written consent of the
County. Subcontracting without the prior consent of the County may result
in termination of the contract for breach. When Subcontracting is allowed,
the Awardee shall comply with County Resolution No. 1634-93, Section 10-
34 of the County Code and Section 2-8.8 of the County Code. The Awardee
shall ensure that all subcontracts and assignments:
a. Comply with all requirements and regulations specified in OCED's
Contract Compliance Manual
b. Identify the full, correct, and legal name of the party;
e. Subject to the limitations set forth in this paragraph, the Awardee
may use Program Income to fund any CDBG eligible activity as
provided for and defined by 24 CFR Part 570 et.seq.
f. Program Income from a revolving loan activity must be used only
for the same revolving loan activity.
g. Program Income from a revolving loan activity, such as loan
repayments, interest earned, late fees, and investment income, shall
be substantially disbursed to eligible loans, loan-related
programmatic costs, and operational costs for the same revolving
loan activity before the Awardee may request additional . CDBG
funds for that activity.
h. All Program Income from nonrevolving loan activities shall be
substantially disbursed to carry out other OCED approved CDBG
eligible activities, and to cover operational costs before requesting
additional CDBG funds.
i. Any proceeds from the sale of property as detailed in Section II,
Paragraph T.4~, above, shall be considered Program Income.
j. The Awardee shall obtain, as part of the required audit report,
validation by. a certified auditor of all program generated income
and its disposition.
3. Upon expiration or termination of this contract or at the end of any program
year, the Awardee shall transfer to the County any Program Income funds
on hand, and any Program Income accounts receivable to ·any CDBG
funded activities. OCED may require remittance of all or part of any
Program Income balances (including investments thereof) held by the
Awarde.e (except those needed for immediate cash needs, cash balances of
revolving loan fund, cash balances from a lump sum drawdown, or cash or
investments held for Section 108 security needs).
4. OCED, in its sole and absolute discretion, reserves the right to pursue
other courses of action in the retention and use of Program Income
generated by the Awardee, and such action shall not require an amendment
to this contract.
V. Travel
The Awardee shall comply. with the County's travel policies. Documentation of
travel expenses shall conform to the requirements of OCED's Contract Compliance
Manual.
W. Subcontracts and Assignments
1. Unless otherwise specified in this contract, the Awardee shall not
subcontract any portion of the work without the prior written consent of the
County. Subcontracting without the prior consent of the County may result
in termination of the contract for breach. When Subcontracting is allowed,
the Awardee shall comply with County Resolution No. 1634-93, Section 10-
34 of the County Code and Section 2-8.8 of the County Code. The Awardee
shall ensure that all subcontracts and assignments:
a. Comply with all requirements and regulations specified in OCED's
Contract Compliance Manual
b. Identify the full, correct, and legal name of the party;
428
c. Describe the activities to be performed;
d. Present a complete and accurate breakdown of its price
component;
e. Incorporate a provision requiring compliance with all applicable
regulatory and other requirements of this contract and with any
conditions of approval that the County or OCED deem necessary.
This applies only to subcontracts and assignments in which
parties are engaged to carry out any eligible substantive
programmatic service, as may be defined by OCED, set forth in this
contract. OCED shall in its sole discretion determine when services
are eligible substantive programmatic services and subject to the
audit and record-keeping requirements described above, and;
f. Result from an open competitive bid process generating a minimum
of three bids. Such competitive process shall be described in
writing, approved by the Board of Directors and a copy of which
submitted to OCED. In such circumstances that open, competitive
bids are not feasible or that a minimum of three bids are
unobtainable, permission to use other methods of award must be
requested in writing and approved by OCED prior to the assignment
or award of subcontract. The Awardee agrees that no assignment
or sub-contract will be made or let in connection with the
Agreement without the prior written approval of OCED, which
approval shall not be unreasonably withheld, and that all such sub-
contractors or assignees shall be governed by the terms and
intent of this Agreement.
g. Incorporate the language of Attachment E, "Certification Regarding
Lobbying."
h. Include language stating that the Subcontractor understands and
agrees that the County is not a party to the subcontract and has no
obligation to the subcontractor.
2. The Awardee shall incorporate in all consultant subcontracts this additional
provision:
The Awardee is not responsible for any insurance or other fringe benefits,
e.g., social security, income tax withholdings, retirement or leave benefits,
for the Consultant or employees of the Consultant normally available to
direct employees of the Awardee. The Consultant assumes full
responsibility for the provision of all insurance and fringe benefits for
himself or herself and employees retained by the Consultant in carrying out
the Scope of Services provided in this subcontract.
3. The Awardee shall be responsible for monitoring the contractual
performance of all subcontracts and their progress toward meeting the
approved goals and objectives indicated in the attached Scope of Services.
4. The Awardee shall receive from OCED written prior approval for any
subcontract engaging any party who agrees to carry out any substantive
programmatic activities as may be determined by OCED as described in
this contract. OCED's approval shall be obtained prior to the release of any
funds to the subcontractor.
5. The Awardee shall receive written approval from OCED prior to either
assigning or transferring any obligations or responsibility set forth in this
c. Describe the activities to be performed;
d. Present a complete and. accurate breakdown of its price
component;
e. Incorporate a provIsion requiring compliance with all applicable
regulatory and other requireR'!ents of this contract and with any
conditions of approval that the County or OCED deem necessary.
This applies only to subcontracts and assignments in which
parties are engaged to carry out any eligible substantive
programmatic service, as may be defined by OCED, set forth in this
contract. OCED shall in its sole discretion determine when services
are eligible SUbstantive programmatic services and subject to the
audit and record-keeping requirements described above, and;
f.Result from an open competitive bid process generating a minimum
of three bids. Such competitive process shall be described in
writing, approved by the Board of Directors and a copy of which
submitted to aCED. In such circumstances that open, competitive
bids are not feasible or that a minimum of three bids are
unobtainable, permission to use other methods of award must be
requested in writing and approved by OCI;D prior to the assignment
or award of subcontract. The Awardee agrees that no assignment
or sub-contract will be made or let in connection with the
Agreement without the prior written approval of OCED, which
approval shall not be unreasonably withheld, and that all such sub-
contractors or assignees shall be governed by the terms and
intent of this Agreement.
g. Incorporate the language of Attachment E, "Certification Regarding
Lobbying. "
h. Include language stating that the Subcontractor understands and
agrees that the County is not a party to the subcontract and has no
obligation to the subcontractor.
2. The Awardee shall incorporate in all consultant subcontracts thi~ additional
. provision:
The Awardee is not responsible for any insurance or other fringe benefits,
e.g., social security, income tax withholdings, retirement or leave benefits,
for the Consultant or employees of the Consultant normally available to
direct employees of the Awardee. The Consultant assumes full
responsibility for the provision of all ins,urance and fringe benefits for
himself or herself and employees retained by the Consultant in carrying out
the Scope of Services provided in this subcontract.
3. The Awardee shall be responsible for monitoring the contractual
performance of all subcontracts and their progress toward meeting the
approved goals and objectives indicated in the attached Scope of Services.
4. The Awardee shall receive from OCED written prior approval for any
subcontract engaging any party who agrees to carry out any substantive
programmatic activities as may be determined by OCED as described in
this contract. OCED's approval shall be obtained prior to the release of any
funds to the subcontractor.
5. The Awardee shall receive written approval from OCED prior to either
assigning or transferring any obligations or responsibility set forth in this
429
contract or the right to receive benefits or payments resulting from this
contract.
6. Approval by OCED of any subcontract or assignment shall not under any
circumstance be deemed to provide for the incurrence of any obligation by
OCED in excess of the total dollar amount agreed upon in this contract.
7. If the subcontract involves $100,000 or more to provide services listed in
the Scope of Services or suppliers to supply the materials, the Awardee
shall provide the names of the subcontractors and suppliers to OCED.
8. The Awardee agrees that it will not change or substitute subcontractors or
suppliers from the list without prior written approval from OCED.
9. The Awardee shall not hire any of the Awardee's staff members or
employees as subcontractors.
X.Additional Funding
The Awardee shall notify OCED of any additional funding received for any activity
described in this contract. Such notification shall be in writing and received by
OCED within thirty (30) days of the Awardee's notification by the funding source.
Y.Method of Payment
The Awardee shall be paid as described below:
1. The Awardee shall be paid for those expenses allowed pursuant to the
provisions provided below only when the Awardee submits to OCED
adequate proof, as determined by OCED in its sole discretion, that the
Awardee has incurred the expenditures. It shall be presumed that the
Awardee has provided adequate proof of having incurred expenses if the
Awardee submits to OCED canceled checks or original invoices approved
by the Awardee's authorized representative. When original documents
cannot be presented, the Awardee must adequately justify their absence hi
writing and furnish copies of those documents to OCED. The Awardee shall
be paid only for those expenditures contained within Attachment B,
"Budget," to this contract as it may be revised with the prior written
approval by OCED.
2. Requests for payment (reimbursement) shall be assembled by calendar
month and submitted to OCED no less frequently than monthly.
Expenditures incurred by the Awardee must be submitted to OCED, along
with all original invoices, copies of front and back of cancelled checkspaid
to all subcontractors and suppliers, all release of liens from all
subcontractors and suppliers, and all final approved permits, for payment
within 30 days after the month in which the expenditures were incurred.
Failure to comply will result in rejection of invoices.
3. In no event shall the County provide advance CDBG funding to the
Awardee or to any subcontractor hereunder, nor shall the Awardee advance
CDBG funds to any party.
4. Any payment due under the terms of this contract may be withheld pending
the receipt and approval by OCED of all reports and documents which the
Awardee is required to submit to OCED pursuant to the terms of this
contract or any amendments thereto.
5. All payments will be limited to the quarterly payment schedule that
accompanies the action step chart in the scope of services. Payment is
contingent on the achievement by the Awardee of the quarterly
contract or the right to receive benefits or payments resulting from this
contract.
6. Approval by aCED of any subcontract or assignment shall not under any
circumstance be deemed to provide for the incurrence of any obligation by
aCED in excess of the total dollar amount agreed upon in this contract.
7. If the subcontract involves $100,000 or more to provide services listed in
the Scope of Services or suppliers to supply the materials, the Awardee
shall provide the names of the subcontractors and suppliers to aCED.
8. The Awardee agrees that it will not change or substitute subcontractors or
suppliers from the list without prior written approval from aCED.
9. The Awardee shall not hire any of the Awardee's staff members or
. employees as subcontractors.
X. Additional Funding
The Awardee shall notify aCED of any additional funding received for any activity
described in this contract. Such notification shall be in writing and received by
aCED within thirty (30) days of the Awardee's notification by the funding source.
Y. Method of Payment
The Awardee shall be paid as described below:
1. The Awardee shall be paid for those expenses allowed pursuant to the
provisions. provided below only when the Awardee submits to aCED
adequate proof, as determined by aCED in its sole discretion, that the
Awardee has incurred the expenditures. It shall be presumed that the
Awardee has provided adequate proof of having incurred expenses if the
Awardee submits to aCED canceled checks or original invoices approved
• by the Awardee's authorized representative. When original documents-
cannot be presented, the Awardee must adequately justify their absence hi
writing and furnish copies of those documents to aCED. The Awardee shall
be paid only for those expenditures contained within Attachment B,
"Budget," to this contract as it may be revised with the prior written
approval by aCED.
2. Requests for payment (reimbursement) shall be assembled by calendar
month and submitted to aCED no less frequently than monthly.
Expenditures incurred by the Awardee must be submitted to aCED, along
with all original invoices, copies of front and back of cancelled checkspaid
to all subcontractors and suppliers, all release of liens from all
subcontractors and suppliers, and all final approved permits, for payment
within 30 days after the month in which the expenditures were incurred •
. Failure to comply will result in rejection of invoices. .
3. In no event shall the County provide advance CDSG funding to the
Awardee or to any subcontractor hereunder, nor shall the Awardee advance
CDSG funds to any party.
4. Any payment due under the terms of this contract may be withheld pending
the receipt and approval by aCED of all reports and documents which the
Awardee is required to submit to aCED pursuant to the terms of this
contract or any amendments thereto.
5. All payments will be limited to the quarterly payment schedule that
accompanies the action step chart in the scope of services. Payment is
contingent on the achievement by the Awardee of the quarterly
430
accomplishment levels identified in the scope of services portion of this
agreement — Attachment "A," which shall be submitted with all payment
requests and shall clearly identify the completed level of accomplishments
met. This shall also apply to soft costs associated with project delivery.
6. No payment(s) will be made without evidence of appropriate insurance
required by this contract. Such evidence must be on file with OCED and
the County's Risk Management Division. OCED must receive the final
request for payment from the Awardee no more than thirty (30) calendar
days after the expiration or termination of this contract. If the Awardee fails
to comply with this requirement, the Awardee will forfeit all rights to
payment(s) if OCED, in its sole discretion, so chooses.
7. All monies paid to the Awardee which have not been used to retire
outstanding obligations of this contract must be refunded to OCED in
accordance with OCED's Contract Compliance Manual.
8. Ahy unexpended funds remaining after the completion of the services
under this contract, or after termination of this contract, shall be recaptured
in full by the County.
9. In the event the County determines that the Awardee has breached the
terms of this agreement and that the County is entitled to return of any or
all of the funds awarded under this contract, Awardee agrees to and shall
assign any proceeds to the County from any contract between the County,
its agencies or instrumentalities and the Awardee or any firm, corporation,
partnership or joint venture in which the Awardee has a controlling
financial interest in order to secure repayment of this award. "Controlling
financial interest" shall mean ownership, directly or indirectly to ten
percent or more of the outstanding capital stock in any corporation or a
direct or indirect interest of ten percent or more in a firm, partnership or
other business entity.
Z.Reversion of Assets
The Awardee shall return to OCED, upon the expiration or termination of this
contract all assets, owned or held by Awardee as a result of this contract,
including, but not limited to any CDBG funds on hand, any accounts receivable,
any overpayments due to unearned funds or costs disallowed pursuant to the
terms of this contract that were disbursed to the Awardee by the County, other
than reasonable operating and deficit reserves established by Awardee and which
are connected with the real property. In the case of activities involving real
property, such reserves shall not be distributed to any partner or subcontractor
prior to repayment to OCED of the CDBG Loan. The Awardee shall at the request of
the County execute any and all documents, including but not limited to mortgages
securing the property and UCC financing statements, as required by the County to
effectuate the reversion of assets.
111.The County Agrees:
Subject to the availability of funds, to pay for contracted activities according to the terms
and conditions contained within this contract in an amount not to exceed $394,000.
IV.The Awardee and OCED Agree:
A.Effective Date
1.This contract shall begin on July 1, 2006. Any costs incurred by the
Awardee prior to this date will not be reimbursed by the County.
accomplishment levels identified in the scope of services portion of this
agreement -Attachment "A," which shall be submitted with all payment
requests and shall clearly identify the completed level of accomplishments
met. This shall also apply to soft costs associated with project deUvery.
6. No payment(s) will be made without evidence of appropriate insurance
required by this contract. Such evidence must be on file with OCED and
the County's Risk Management Division. OCED must receive the final
request for payment from the Awardee no more than thirty (30) calendar
days after the expiration or termination of this contract. If the Awardee fails
to comply with this requirement, the Awardee will forfeit all rights to
payment(s) if OCED, in its sole discretion, so chooses.
7. All monies paid to the Awardee· which have not been used to retire
outstanding obligations of this contract must be refunded to OCED in
accordance with OCED's Contract Compliance Manual.
8. Any unexpended funds remaining after the completion of the services
under this contract, or after termination of this contract, shall be recaptured
in full by the County.
9. In the event the County determines that the Awardee has breached the
terms of this agreement and that the County is entitled to return of any or
all of the funds awarded under this contract, Awardee agrees to and shall
assign any proceeds to the County from any contract between the County,
its agencies or instrumentalities and the Awardee or any firm, corporation,
partnership or joint venture in which the Awardee has a controlling
financial interest in order to secure. repayment of this award. "Controlling
financial interest" shall mean ownership, directly or indirectly to ten
percent or more of the outstanding capital slock in any corporation or a
direct or indirect interest of ten percent or more in a firm, partnership or
other business entity.
Z. Reversion of Assets
The Awardee shall return to OCED, upon the expiration or termination of this
contract all assets, owned or held by Awardee as a result of this contract,
including, but not limited to any CDBG funds on hand, any accounts receivable,
any overpayments due to unearned funds or costs disallowed pursuant to the
terms of this contract that were disbursed to the Awardee by the County, other
than reasonable operating and deficit reserves established by Awardee and which
are conneoted with the real property. In the case of activities involving real
property, such reserves shall not be distributed to any partner or subcontractor
prior to repayment to OCED of the CDBG Loan. The Awardee shall at the request of
the County execute any and all documents, including but not limited to mortgages
securing the property and UCC financing statements, as required by the County to
effectuate the reversion of assets.
III. The County Agrees:
Subject to the availability of funds, to pay for contracted activities according to the terms
and conditions contained within this contract in an amount not to exceed $394,000.
IV. The Awardee and OCED Agree:
A. Effective Date
1. This contract shall begin on July 1! 2006. Any costs incurred by the
Awardee prior to this date will not be reimbursed by the County.
431
2. This contract shall expire on December 31, 2008. Any costs incurred by the
Awardee beyond this date will not be reimbursed by the County. The term
of this agreement and the provisions herein may be extended by the County
to cover any additonal time period during which the Awardee remains in
control of the CDBG funds or other assests, including Program Income to
support CDBG eligible activites. Any extension made pursuant to this
paragraph shall be accomplished by a writing by the County to the
Awardee. Such notice shall automatically become a part of this contract.
3. This contract may, at the sole and absolute discretion of the County and
OCED, remain in effect during any period that the Awardee has control over
contract funds, including Program Income. However, the County shall have
no obligation or responsibility to make any payment, except those
described within Section 11, Paragraph Y, or provide any type of assistance
or support to the Awardee if this contract has expired or been terminated.
B.Suspension
1.OCED may, for reasonable causes as determined in OCED's sole and
absolute discretion, temporarily suspend the Awardee's operations and
authority to obligate funds under this contract or withhold payments to the
Awardee pending necessary corrective action by the Awardee or both.
Reasonable cause shall be determined by OCED, in its sole and absolute
discretion, and may include, but is not limited to:
a. Ineffective or improper use of these contract funds by the Awardee
or any of its subcontractors;
b. Failure by the Awardee to materially comply with any term or
provision of this contract;
c. Failure by the Awardee to submit any documents required by this
contract; or
d. The Awardee's submittal of incorrect or incomplete reports or other
required documents.
2.In the event of a default by the Awardee, OCED may at any time suspend
the Awardee's authority to obligate funds, withhold payments or both.
These actions may apply to only part or all of the activities funded by this
contract.
3.OCED will notify the Awardee of the type of action to be taken in writing by
certified mail, return receipt requested, or in person with proof of delivery.
The notification will include the reason(s) for such action, the conditions of
the action, and the necessary corrective action(s). OCED will give the
Awardee reasonable opportunity to rectify any action or inaction referenced
above.
C.Termination
1. Termination at Will
This contract, in whole or in part, may be terminated by OCED upon no less
than ten (10) working days notice when OCED determines that it would be
in the best interest of OCED and the County. Said notice shall be delivered
by certified mail, return receipt requested, or in person with proof of
delivery.
2. Termination for Convenience
2. This contract shall expire on December 31,2008. Any costs incurred by the
Awardee beyond this date will not be reimbursed by the County. The term
of this agreement and the provisions herein may be extended by the County
to cover any additonal time period during which the Awardee remains in
control of the CDBG funds or other assests, including Program Income to
support CDBG eligible activites. Any extension made pursuant to this
paragraph shall be accomplished by a writing by the County to the
Awardee. Such notice shall automatically become a part of this contract.
3. This contract may, at the sole and absolute discretion of the County and
OCED, remain in effect during any period that the Awardee has control over
contract funds, including Program Income. However, the County shall have
no obligation or responsibility to make any payment, except those
described within Section II, Paragraph Y, or provide any type of assistance
or support to the Awardee if this contract has expired or been terminated.
B. Suspension
1. OCED may, for reasonable causes as determined in OCED's soJe and
absolute discretion, temporarily suspend the Awardee's operations and
authority to obligate funds under this contract or withhold payments to the
Awardee pending necessary corrective action by the Awardee or both.
Reasonable cause shall be determined by aCED, in its sole and absolute
discretion, and may include, but is not limited to:
a. Ineffective or improper use of these contract funds by the Awardee
or any of its subcontractors;
b. Failure by the Awardee to materially comply with any term or
provision of this contract;
c. Failure by the Awardee to submit any documents required by this
contract; or .
d. The Awardee's submittal of incorrect or incomplete reports or other
required documents.
2. In the event of a default by the Awardee, OCED may at any time suspend
the Awardee's authority to obligate funds, withhold payments or both.
These actions may apply to only part or all of the activities funded by this
contract.
3. OCED will notify the Awardee of the type of action to be taken in writing by
certified mail, return receipt requested, or in person with proof of delivery.
The notification will include the reason(s) for such action, the conditions of
the action, and the necessary corrective action(s). OCED will give the
Awardee reasonable opportunity to rectify any action or inaction referenced
above. .
C. Termination
1. Termination at Will
This contract, in whole or in part, may be terminated by OCED upon no less
than ten (10) working days notice when OCED determines that it would be
in the best interest of OCED and the County. Said notice shall be delivered
by certified mail, return receipt requested, or in person with proof of
delivery.
2. Termination for Convenience
432
OCED may terminate this contract, in whole part, when both parties agree
that the continuation of the activities would not produce beneficial results
commensurate with the further expenditure of funds. Both parties shall
agree upon the termination conditions. OCED, at its sole discretion,
reserves the right to terminate this contract without cause upon thirty (30)
days written notice. Upon receipt of such notice, the Awardee shall not
incur any additional costs under this contract. OCED shall be liable only
for reasonable costs incurred by the Awardee prior to notice of termination.
OCED shall be the sole judge of "reasonable costs."
3. Termination Because of Lack of Funds
In the event of a funding short-fall, or a reduction in federal appropriations,
or should funds to finance this contract become unavailable, OCED may
terminate this contract upon no less than twenty-four (24) hours written
notification to the Awardee. Said notice shall be delivered by certified mail,
return receipt requested, or in person with proof of delivery. OCED shall be
the final authority to determine whether or not funds are available. OCED
may at its discretion terminate, renegotiate and/or adjust the contract
award whichever is in the best interest of the County.
4. Termination for Substantial Funding Reduction
In the event of a substantial funding reduction of the allocation to the
Awardee through Board of County Commissioners' action, the Awardee
may, at its discretion, request in writing from the Director of OCED a
release from its contractual obligations to the County. The Director of
OCED will review the effect of the request on the community and the
County prior to making a final determination.
5. Termination for Breach
OCED may terminate this contract in whole or in part, when OCED
determines, in its sole and absolute discretion, that the Awardee is not
making sufficient progress thereby endangering ultimate contract
performance, or is not materially complying with any term or provision of
this contract.
Unless the Awardee's breach is waived by OCED in writing, OCED may, by
written notice to the Awardee, terminate this contract upon no less than
twenty-four (24) hours notice. Said notice shall be delivered by certified
mail, return receipt requested, or in person with proof of delivery.
Waiver of breach of any provision of this contract shall not be deemed to
be a waiver of any other breach and shall not be construed to be a
modification of the terms of this contract. The provisions herein do not
limit OCED's right to legal or equitable remedies.
6. Penalties for Fraud Misrepresentation or Material Misstatement
In accordance with the Code of Miami-Dade County, Section 2-8.4;1, any
individual or corporation or other entity that attempts to meet its
contractual obligations with the County through fraud, misrepresentation
or material misstatement, shall have its contract with the. County
terminated, whenever practicable, as determined by the County. The
County may terminate or cancel any other contracts which such individual
or other subcontracted entity has with the County. Such individual or
entity shall be responsible for all direct and indirect costs associated with
such termination or cancellation, including attorney's fees. The foregoing
notwithstanding, any individual or entity who attempts to meet it
contractual obligations with the County through fraud, misrepresentation
OCED may terminate this contract, in whole part, when both parties agree
that the continuation of the activities would not produce beneficial results
commensurate with the further expenditure of funds. Both parties shall
agree upon the termination conditions. OCED, at its sole discretion,
reserves the right to terminate this contract without cause upon thirty (30)
days written notice. Upon receipt of such notice, the Awardee shall not
incur any additional costs under this contract. OCED shall be liable only
for reasonable costs incurred by the Awardee prior to notice of termination.
OCED shall be the sole judge of "reasonable costs." .
3. Termination Because of Lack of Funds
.In the event of a funding short-fall, or a reduction in federal appropriations,
or should funds to finance this contract become unavailable, aCED may
terminate this contract upon no less than twenty-four (24) hours written
notification to the A~ardee. Said notice shall be delivered by certified mail,
return receipt requested, or in person with proof of delivery. OCED shall be
the final authoritY to determine whether or not funds are available. aOED
may at its discretion terminate, renegotiate and/or adjust the contract·
award whichever is in the best interest of the County.
4. Termination for Substantial Funding Reduction
In the event of a substantial funding reduction of the allocation to the
Awardee through Board of County Commissioners' action, the Awardee
may, at its discretion, request in writing from the Director of aCED a
release from its contractual obligations to the County. The Director of
OCED will review the effect of the request on the community and the
County prior to making a final determination.
5. Termination for Breach
OCED may terminate this contract~ in whole or in part, when OCED
determines, in its sole and absolute discretion, that the Awardee is not
making sufficient progress thereby endangering ultimate contract
performance, or is not materially complying with any term or provision of
this contract.
Unless the Awardee's breach is waived by OCED in writing, OCED may, by
written notice to the Awardee, terminate this contract upon no less than
twenty-four (24) hours notice. Said notice shall be delivered by certified
mail, return receipt requested, or in person with proof of delivery.
Waiver of breach of any provision of this contract shall not be deemed to
be a waiver of any other breach and shall not be construed to be a
modification of the terms of this contract. The provisions herein do not
limit aCED's right to legal or equitable remedies.
6. Penalties for Fraud Misrepresentation or Material Misstatement
In accordance with the Code of Miami-Dade County, Section 2-8.4.1, any
individual or corporation or other entity that attempts to meet its
contractual obligations with the County through fraud, misrepresentation
or material misstatement, shall have its contract with the County
terminated, whenever practicable, as determined by the County. The
County may terminate or cancel any other contracts which such individual
or other subcontracted entity has with the County. Such individual or
entity shall be responsible for all direct and indirect costs associated with
such termination or cancellation, including attorney's fees. The foregoing
notwithstanding, any individual or entity who attempts to meet it
contractual obligations with the County through fraud, misrepresentation
433
or material misstatement may be disbarred from County contracting for up
to five (5) years.
7.Payment Settlement
If termination occurs, the Awardee will be paid for allowable costs incurred
in carrying out activities required by this contract up to the date and time of
termination.
D.Renegotiation or Modification
1. Modifications of provisions of this contract shall be valid only when in writing
and signed by duly authorized representatives of each party. The parties agree to
renegotiate this contract if OCED determines, in its sole and absolute discretion,
that federal, state, and/or County revisions of any applicable laws or regulations, or
increases or decreases in budget allocations make changes in this contract
necessary. OCED shall be the final authority in determining whether or not funds
for this contract are available due to federal, state and/or County revisions of any
applicable laws or regulations, or increases in budget allocations.
2. CONTRACT EXTENSION
The County shall have the right to exercise an option to extend this contract for up
to one year beyond the current Contract period and will notify the Awardee(s) in
writing of the extension. This contract may be extended beyond the initial year
extension period upon mutual agreement between the County and the Awardee(s),
upon approval by the Director of the Office of Community and Economic
Development.
E.Right to Waive
OCED may, for good and sufficient cause, as determined by OCED in its sole and
absolute discretion, waive provisions in this contract or seek to obtain such waiver
from the appropriate authority. Waiver requests from the Awardee shall be in
writing. Any waiver shall not be construed to be a modification of this contract.
OCED's failure to exercise any of its rights under this contract, or OCED's waiver
of a provision on any one occasion, shall not constitute a waiver of such rights or
provision on any other occasion. No failure or delay by OCED in the exercise of any
right shall operate as a waiver.
F.Budget Revisions and Changes to the CDBG Eligibility Activity Title
1. Revisions to the Budget (Attachment B) shall be requested in writing and
must comply with OCED's Contract Compliance Manual. These revisions
shall not require a contract amendment unless the amount of this contract
is changed or unless otherwise required by OCED. All budget revisions
shall require the written approval of OCED. OCED shall have no obligation
to approve payment of expenditures incurred prior to the approval of the
budget revision related to such expenditures.
2. Budget Revisions Through County Resolution
Should a portion of the funding allocation to the Awardee be rescinded by
action from the Board of County Commissioners, written notification via
certified mail to the Awardee advising of the funding reduction shall be sent
by OCED no later than 5 working days of the action; written notification will
constitute a contract amendment. The Awardee will have five working days
upon receipt of certified return receipt notification to submit a revised
budget reflecting funding adjustments. Should the modified budget not be
received within the specified time, OCED will revise the budget at its
discretion. OCED in its sole and absolute discretion will determine whether
substantial reductions will necessitate revision and resubmittal of the
or material misstatement may be disbarred from County contracting for up
to five (5) years. .
7. Payment Settlement
If termination occurs, the Awardee will be paid for allowable costs incurred
in carrying out activities required by this contract up to the date and time of
termination.
D. Renegotiation or Modification
1. Modifications of provisions of this contract shall be valid only when in writing
and signed by duly authorized representatives of each party. The parties agree to
renegotiate this contract if aCED determines, in its sole and absolute discretion,
that federal, state, and/or County revisions of any applicable laws or regulations, or
increases or decreases in budget allocations make changes in this contract
necessary. OCED shall be the final authority in determining whether or not funds
for this contract are available due to federal, state and/or County revisions of any
applicable laws or regulations, or increases in budget allocations.
2. CaNTRACT EXTENSION
The County shall have the right to exercise an option to extend this contract for up
to one year beyond the current Contract period and will notify the Awardee(s) in
writing .of the extension. This contract may be extended beyond the initial year
extension period upon mutual agreement between the County and the Awardee(s),
upon approval by the Director of the affice of Community and Economic
Development
E. Right to Waive
aCED may, for good and sufficient cause, as determined by aCED in its sole and
absolute discretion, waive provisions in this contract or seek to obtain such waiver
from the appropriate authority. Waiver requests from the Awardee shall be in
writing. Any waiver shall not be construed to be a modification of this contract.
aCED's failure to exercise any of its rights under this contract, or aCED's waiver
of a provision on anyone occasion, shall not constitute a waiver of such rights or
provision on any other occasion. No failure or delay by aCED in the exercise of any
right shall operate as a waiver.
F. Budget Revisions and Changes to the CDBG Eligibility Activity Title
1. Revisions to the Budget (Attachment B) shall be requested in writing and
must comply with aCED's Contract Compliance Manual. These revisions
shall not require a contract amendment unless the amount of this contract
is changed or unless otherwise required by aCED. All budget revisions
shall require the written approval of aCED. aCED shall have no obligation
to approve payment of expenditures incurred prior to the approval of the
budget revision related to such expenditures.
2. Budget Revisions Through County Resolution
Should a portion of the funding allocation to the Awardee be rescinded by
action from the Board of County Commissioners, written notification via
certified mail to the Awardee advising of the funding reduction shall be sent
by aCED no later than 5 working days of the action; written notification will
constitute a contract amendment. The Awardee will have five working days
upon receipt of certified return receipt notification to submit a revised
budget reflecting funding adjustments. Should the modified budget not be
received within the specified time, aCED will revise the budget at its
discretion. OCED in its sole and absolute discretion will determine whether
substantial reductions will necessitate revision and resubmittal of the
434
Scope of Service (Attachment A). Revisions to the Scope of Services, when
required, will be negotiated to the mutual satisfaction of both parties.
3.Revisions to the CDBG eligibility activity titles under which this contract's
objectives are classified as noted in the Scope of Services shall not require
a contract amendment.
G. Disputes
In the event an unresolved dispute exists between the Awardee and OCED, OCED
shall refer the questions, including the views of all interested parties and the
recommendation of OCED, to the County Manager for determination. The County
Manager, or an authorized representative, will issue a determination within thirty
(30) calendar days of receipt and so advise OCED and the Awardee, or in the event
additional time is necessary, OCED will notify the Awardee within the thirty (30) day
period that additional time is necessary. The Awardee agrees that the County
Manager's determination shall be final and binding on all parties.
H. Headings
The section and paragraph headings in this contract are inserted for convenience
only and shall not affect in any way the meaning or interpretation of this contract.
I. Minority Participation
In order to gain greater Black business participation, the Awardee may submit its
contracts to the County Manager for bidding and award in accordance with County
policies and procedures.
J. Proceedings
This contract shall be construed in accordance with the laws of the State of Florida
and any proceedings arising between the parties, .in any manner pertaining or
relating to this contract, shall, to the extent permitted by law, be held in Miami-
Dade County, Florida.
K. Independent Private Sector Inspector General Reviews
Pursuant to Miami-Dade County Administrative Order 3-20, the Awardee is aware
that the County has the right to retain the services of an Independent. Private
Sector Inspector General (hereinafter "IPSIG"), whenever the County deems it
appropriate to do so. Upon written notice from the. County, the Awardee shall
make available to the IPSIG retained by the County, all requested records and
documentation pertaining to this Agreement for inspection and reproduction. The
County shall be responsible for the payment of these IPSIG services, and under no
circumstance shall the Awardee's prices and any changes thereto approved by the
County, be inclusive of any charges relating to these IPSIG services. The terms of
this provision herein, apply to the Awardee, its officers, agents, employees,
subcontractors and assignees. Nothing contained in this provision shall impair
any independent right of the County to conduct an audit or investigate the
operations, activities and performance of the Awardee in connection with. this
Agreement. The terms of this Article shall not impose any liability on the County
by the Awardee or any third party.
L. Notice and Contact
OCED's representative for this contract is Jonathan Johnston. The Awardee's
representative for this contract is Stephen David. The Awardee's principal office is
at 6130 Sunset Drive, South Miami, FL 33143. The Awardee's telephone number is
(305)-668-7237.
Scope of Service (Attachment A). Revisions to the Scope of Services, when
required, will be negotiated to the mutual satisfaction of both parties.
3. Revisions to the CDBG eligibility activity titles under which this contract's
objectives are classified as noted in the Scope of Services shall not require
a contract amendment.
G. Disputes
In the event an unresolved dispute exists between the Awardee and OCED, OCED
shall refer the questions, including the views of all interested parties and the
recommendation of OCED, to the County Manager for determination. The County
Manager, or an authorized representative, will issue a determination within thirty
(30) calendar days of receipt and so advise OCED and the Awardee, or in the event
additional time is necessary, OCED will notify the Awardee within the thirty (30) day
period that additional time is necessary. The Awardee agrees that the County
Manager's determination shall be final and bindi~g on all parties.
H. Headings
The section and paragraph headings in this contract are inserted for ~onvenience
only and shall not affect in any way the meaning or interpretation of this contract.
I. Minority Participation
In order to gain greater Black business participation, the Awardee may submit its
contracts to the County Manager for bidding and award in accordance with County
policies and procedures.
J. Proceedings
This contract shall be construed in accordance with the laws of the State of Florida
and any proceedings arising between the parties, in any manner pertaining or
---relating to this contract, shall, to the extent permitted by -law, be held in Miami-
Dade County, Florida.
K. Independent Private Sector Inspector General Reviews
Pursuant to Miami-Dade County Administrative Order 3-20, the Awardee is aware
that the County has the right to retain the services of an Independent. Private
Sector Inspector General (hereinafter "IPSIG"), whenever the County deems it
appropriate to do so. Upon written notice from the -County, the Awardee shall
make available to the IPSIG retained by the County, all requested records and
documentation pertaining to this Agreement for inspection and reproduction. The
County shall be responsible for the payment of these IPSIG services, and under no
circumstance shall the Awardee's prices and any changes thereto approved by the
County, be inclusive of any charges relating to these IPSIG services. The terms of
this provision herein, apply to the Awardee, its officers, agents, employees,
subcontractors and assignees. Nothing contained in this provision shall impair
any independent right of the County to conduct an audit or investigate the
operations, activities and performance of the Awardee in connection with this
Agreement. The terms of this Article shall not impose any liability on the County
by the Awardee or any third party.
l. Notice and C_ontact
OCED's representative for this contract is Jonathan Johnston. The Awardee's
representative for this contract is Stephen David. The Awardee's principal office is
at 6130 Sunset Drive, South Miami, FL 33143. The Awardee's telephone number is
(305)';668-7237.
435
In the event that different representatives are designated by either party after this
contract is executed, or the Awardee changes its address, notice of the name of the
new representative or new address will be rendered in writing to the other party
and said notification attached to originals of this contract.
M. Name and Address of Payee
When payment is made to the Awardee's assignee, the name and address of the
official payee is: N/A
N. Waiver of Trial
Neither the Awardee, subcontractor, nor any other person liable for the
responsibilities, obligations, services and representations herein, nor any
assignee, successor, heir or personal representative of the Awardee, subcontractor
or any such other person or entity shall seek a jury trial in any lawsuit, proceeding,
counterclaim or any other litigation procedure based upon or arising out of this
Contract, or the dealings or the relationship between or among such persons or
entities, or any of them. Neither Awardee, subcontractor, nor any such person or
entity will seek to consolidate any such action in which a jury trial has been
waived. The provisions of this paragraph have been fully discussed by the parties
hereto, and the provisions hereof shall be subject to no exceptions. No party has in
any way agreed with or represented to any other party that the provisions of this
paragraph will not be fully enforced in all instances.
0.Assignment
The Awardee shall not assign, transfer, hypothecate or otherwise dispose of this
contract, including any rights, title or interest therein, or its power to execute such
contract to any person, company or corporation without the prior written consent
of the County.
P. Third Parties
This agreement is intended for the sole and exclusive benefit of the -parties and is not
intended to benefit any third party nor shall if be deemed to give rise to any rights in any
third party.
Q. Survival
The parties acknowledge that any of the obligations in this agreement, including
but not limited to Awardee's obligation to indemnify the County, will survive the
term, termination, and cancellation hereof. Accordingly, the respective obligations
of the Awardee and the County under this agreement, which by nature would
continue beyond the termination, cancellation or expiration thereof, shall survive
termination, cancellation or expiration hereof.
R. All Terms and Conditions Included
This contract and its attachments as referenced (Attachment A - Scope of Services;
Attachment Al — Action Steps; Attachment B - Budget; Attachment B-1
ldemnification and Insurance Requirements; Attachment C - Progress Report;
Attachment D Information for Environmental Review; Attachment E - Certification
Regarding Lobbying; Attachment F - Publicity, Advertisements and Signage )
contain all the terms and conditions agreed upon by the parties. Attachment G —
Job Creation Verification
In the event that different representatives are designated by either party after this
contract is executed, or the Awardee changes its address, notice of the name of the
new representative or new address will be rendered in writing to the other party
and said notification attached to originals of this contract.
M. Name and Address of Payee
When payment is made to the Awardee's assignee, the name and ad~ress of the.
official payee is: N/A
N. Waiver of Trial
Neither the Awardee, subcontractor, nor any other person liable for the
responsibilities, obligations, services arid representations herein, nor any
assignee, successor, heir or personal representative of the Awardee, subcontractor
or any such qther person or entity shall see~ a jury trial in any lawsuit, proceeding,
counterclaim or any other litigation procedure based upon or arising out of this
Contract, or the dealings or the relationship between or among such persons or
entities, or any of them. Neither Awardee, subcontractor, nor any such per~on or
entity will seek to consolidate any such action in which a jury trial has been
waived. The provisions of this ·paragraph have been fully discussed by the parties
hereto, and the provisions hereof shall be subject to no exceptions. No party has·in
any way agreed with or represented to any other party that the provisions of this
paragraph will not be fully enforced in all instances.
o. Assignment
The Awardee shall not assign, transfer, hypothecate or otherwise dispose of this
contract, including any rights, title or interest therein, or its power to execute such
contract to any person, company or corporation without the prior written consent
of the County.
P. Third Parties
This· agreement is intended for the sole and exclusive benefit of the -parties and is not
intended to benefit any third party nor shall if be deemed to give rise to any rights in any
third party.
Q. Survival
The parties acknowledge that any of the obligations in this agreement, including
but not ·limited to Awardee's obligation to indemnify the County, will survive the
term, termination, and cancellation hereof. Accordingly, the respective obligations
of the Awardee and the County under this agreemerit, which by nature would
continue beyond the termination, cancellation or expiration thereof, shall survive
termination, cancellation or expiration hereof.
R. All Terms and Conditions Included
This contract and its attachments as referenced (Attachment A -Scope of Services;
Attachment Ai -Action Steps; Attachment B -Budget; Attachment B-1
Idemnification and Insurance Requirements; Attachment C -Progress Report;
Attachment D -information for Environmental Review; Attachment E -Certification
Regarding Lobbying; Attachment F -Publicity, Advertisements and Signage·)
contain all the terms and conditions agreed upon by the parties. Attachment G -
Job Creation Verification
436
BY:
AWARDEE:
The South Miami Community
Redevelopment Agency Inc.
MIAMI-DADE COUNTY
BY:
NAM
Gorge M. Burgess NAME:Stephen David
IN WITNESS THEREOF, the parties hereto have caused this thirty-one (31) page contract to be
executed by their undersigned officials as duly authorized, this day of 2007.
TITLE:Acting Director TITL County Manager
DATE:
0 M fid 1/41 'C.,
ci% 0) to
coum rn
0 `4L"
TITLE: Clerk, Board of County (,) 4,12, Ps ‘C)
G°.Vt-tfiX
Commissioners
BY:
NAME HORACE G. FELI
SMCRA, CHAIR
TITLE:
ATTEST
BY.
DATE
Type or Print Name Maria M. Menendez
ature)
Type or Rdint Name
Federal ID Number:31-180-3315
Resolution #:R1449-03, R160-05, R41-07, R.1. 31 0 6
Awardee's Fiscal Year Ending Date: 9/30/07
CORPORATE SEAL:
CONTRACT IS NOT VALID UNTIL SIGNED AND DATED BY BOTH PARTIES
BY:
IN WITNESS THEREOF, the parties hereto have caused this thirty-one (31) page contract to be
executed by their undersigned officials as duly authorized, this day of 2007.
AWARDEE:
The South Miami Community
Redevelopment Agency fOIdRGlatilrrT, Inc.
BY: 7~:---)X---)
NAME: Stephen David
TITLE: Acting Director
DATE:
BY:
NAME HORACE
SMyRA, ,CHAIR
TITLE:
DATE
Witn~~,~f3..~\ .~
f /-'i1 \~~"" ./') .. -BY: \. ,j! f ,) Lc __ ".,
BY:
'" (Signatu're)
Type or Print Name M d Maria M. soan az r
(SI ature)
0kt~~~-Type or int Nam
FederallD Number: 31-180-3315
MIAMI-DADE COUNTY
BY:
NA~' # • George M. Burgess
TITl • County Manager
Resolution #:R1449-03, Ri60-0S, R41-07, R13{206
Awardee's Fiscal Year Ending Date: 9/30/07
CORPORATE SEAL:
CONTRACT IS NOT VALID UNTIL SIGNED AND DATED BY BOTH PARTIES'
11
437
Date:SCORE:
6/15/2007 RFA FY20071 Acronym: SMCRA
Action Plan ID:
IDIS Number:
FY 2007 Activity ID: 20051362
Index Code:
District:
07
Dist.Team:
07
Source
CDBG MD Specific:
CATEGORY:
Economic
Development
75306 Contract Number:
4 ,
Contract Shell Type:
C CDBG NON-PROFIT
r Sort Contracts by Agency
Total FY 2007
Contract $$
$394 ,oce
Contract Tracking Report
Number Of Units
Proposed in Application I 12
Proposed by Funding:
Cost per Unit (CPU)
Contract Status:
32,833
Contract Dates
Start Completion.
7/1%2:006:12/3112008'
Amendment
A11111.,
Sent to Clerk
of Board
Returned from
County Manager/
Executed
If no street address, provide crossroads information:
HUD Code: HUD Activity Type:National Citation
17C CI Building Acquisition, Construction, Rehabilita 570.203(a)
Proposed:
12
Accomplishment Type Priority Need
Jobs
Block Group:
1. Description - Applicant:/ Agency / Developer Information:
Applicant / Developer (A.K.A.):
South Miami Community Redevelopment Agency
Applicant Type: Non-Profit Organization
E I N :
Applicant Legal Address: 16130 SUNSET DR
r!ITY, ."1, ZIP:'SOUTH MI I FL I 133143 ,1
Contact;Mr.Stephen David
Phone:(305) 668-7237
ActIVitytitleY.AtO iApelptOn:
Monttorng.i*tes:',
Title: Madison Square/South Miami Strip Mall Mixed-Use Project
Madison Square/South Miami Strip Mall Land Acquisition of property for the development of a mixed use facility located in
the South Miami NRSA to increase housing availability for low to moderate income individuals while creating and retaining
Funding Information
FY06 Contract #
FY06 IDIS #
FY06 Funding:$100,000
FY07 Non-OCED Funding:
FY07 Requested Amount:
$0
$294,000
Contract information ,:t,...aignees
Salutation FName LName
Mr ieOhei
...'
..,.
David'
.
B
:.,
Title: Ilkoliii!t)li6diii
Agency Fiscal Year
Start:End:AUDIT DUE:
10/01/260e 09/30/200A r3/28/2008
Prior Year
Carry Forward
FY 2006
01/25/2007 $100,000 Reprogram $$
FY 2007 $0 Action Plan
Allocation:
-ontradaracking
Issued Date
Signed Date
Contract
Officer:239
Planner:1143
Scope Finalized
Budget Approved
Export Contract Data
Sent to County
Attorney
Sent to County
Manager
I6. Geer information (Please remember to dk:-ivity Adde*)
Activity Geo Address:Activity Geo City:ST: GeoZipCode:Census Tract:
I Miami-Dade IFL 1133143 I I
7. HUD Information
Folio Number (CI and HO only)
National Objective:% Low/Mod:
570.208(a)(4) LMJ
4/0 Small/Min. Contractors:
RFA FY2007 Acronym: SMCRA Date: SCORE:
6/15/2007 Contract Number: 75306
FY 2007 Activity 10: 20051362 Action Plan 10:
Index Code:
lOIS Number:
CATEGORY:
Economic
Development
t.·
Source
CDBG
, Applicant 1 Developer (A.K.A.):
District:
07
South JVliami Community Redevelopment Agency
Applicant Type; Non-Profit Organization
Contract Shell Type:
MD Specific: Dist.Team:
07 COSG N'ON.;PROFIT C
r.ITY,ST, ZIP:
Contact: Mr.Stephen David
Phone: (305) 668-7237
P;~'~;~itM}mitl~!~Jld/Q;~'$~ril~~!~;~:'" 'M9~:i~~~f~fi1~§~!~~k;\;;' .', .' / ", , . '"
Title: Madison Square/South Miami Strip Mall Mixed-Use Project
Madison Square/South Miami Strip Mall ~and Acquisition of property for the development of a mixed use facility located in
the South Miami NRSA to increase housing availability for low to moderate income individuals while creating and retaining
FY06 Contract #
FY061DIS #
FY06 Funding: $100,000
FY07 Non-OCED Funding:
FY07 Requested Amount:
$0
Number Of Units
Proposed in Application I".~~J
Proposed by Funding:
Cost per Unit (CPU)
Contract Status: i _""Wo'''' ___ '''' __ ''_'''''''''''''_'''''''''''_', """"'_""""'''''''''''''''''''''''''''''''1
Contract Dates
PriorYear r-:~
Carry Forward ~ $294,000
FY2006 I---------------------------__ ~ 01/25/2007 $100 000
Completion, Amendment
Reprogram $$ ,
FY 2007
Action Plan
Allocation:
Signed Date
$0
Total FY 2007
Contract $$
Budget Approved
If no street address, provide crossroads information:
HUD Code: HUD Activity Type:,
17C CI Building Acquisition, Construction, Rehabilita
Proposed:
12
Accomplishment Type
Jobs
Attorney
Sent to County
Manager
National Citation
570.203(a)
Priority Need
Agency Fiscal Year
Start: End: AUDIT DUE:
r", ·3··","2""8""/"2"-0 .. "0 ... ·"8-.... -1 i!~j~~~!~!~~~~~jj! i~~~~~l~!u~~j~i '--__ --1
of Board
Returned from
County Manager / -:--__ _
Executed
Folio Number (CI and HO only)
National Objective:
570..208(a)(4) LMJ
% Low/Mod:
% Small/Min. Contractors:
438
-
. AGENCY NAME:
ACTIVITY:
FUNDING SOURCE:
AMOUNT:
TOTAL ACTIVITY COSTS:
TOTAL AVAILABLE FUNDING (ALL SOURCES):
PROPOSED ACCOMPLISHMENT UNITS:
ACCOMPLISHMENT UNITS:
TYPE:
$1,140,000•
APPROVED
SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY
MADISON/SQUARE/SOUTH MIAMI STRIP MALL MIXED USE DEVELOPMENT
CDBG 2007
ATTACHMENT "A,- I '
eiRiailar.MITIllif
010,906,000
12
12
JOBS
QUARTER ACTION STEP-CATEGORY
CUMULATIVE
PERCENTAGE OF
COMPLETION
APPROVED
CUMULATIVE CUMULATIVE... •
QUARTERLY pgiJgclip:. •
SERVICE UNITS PAYMENT.10EL .
• '.
APPROVED.:APPROVED •
ACTUAL QUARTERLY ACCOMPLISHMENTS
CUMULATIVE CUMULATIVE CUMULATIVE
PERCENTAGE OF
COMPLETION SERVICE UNITS .REIMBURSEMENTS
PRE-DEVELOPMENT PHASE
(DESIGN PHASE)
3RD (2006
IDENTIFY 19 PARCELS OF LAND FOR PROJECT
INITIATE MULTI-FAMILY HOUSING STUDY
SUBMITTAL OF QUARTERLY PROGRESS REPORTS
---27..' r'f-r-,.,
PRE-DEVELOPMENT PHASE
(DESIGN PHASE)
4TH (2006)
ACQUIRE AND PURCHASE TWO LOTS WITH OCED AWARD
COMPLETE MULTI-FAMILY HOUSING STUDY
BEGIN ENVIRONMENTAL CLEARANCE. ROCEDURE (OCED APPROVAL REQUIRED)
COMPLETE ENVIRONMENTAL REVIEW FORM & SUBMIT TO OCED FOR RE-NEW/APPROVAL
SUBMITTAL OF QUARTERLY PROGRESS REPORTS
7,18$2900a ..-,•:' z.,7a7.-4,
PRE-DEVELOPMENT PHASE
(DESIGN PHASE)
1ST (2007)
ACQUIRE REMAINING LOTS FOR PROJECT.
ACQUIRE ENVIRONMENTAL CLEARANCES.
SOLICITATION RFP / RFO FOR ARCHITECTURAL SERVICES (REQUIRES WRITTEN APPROVAL FROM OCED
PRIOR TO PUBLICATION)
EVALUATION OF RFP / RFQ RESPONSES
RECOMMENDATION, SELECTION / AWARD
EXECUTE CONTRACT FOR ARCHITECTURAL SERVICES (REQUIRES WRITTEN APPROVAL FROM OCED PRIOR
TO EXECUTION!
ISSUE NOTICE TO PROCEED
COMMENCE & COMPLETE DESIGN DRAWINGS! SPECIFICATIONS/ RFP
MONITOR MANAGEMENT
FINAL DRAWINGS / SPECIFICATIONS / RFP (CONSTRUCTION PLANS & SPECIFICATIONS REQUIRE OCED ..
APPROVAL PRIOR TO IMPLEMENTATION)
SUBMITTAL OF OUARTFRt Y PROGRESS REPORTS
,
PRE-BID PHASE
2ND (2007)
COMPLETE LAND USt AND ZONING REVISIONS
BID / RFP PACKAGE FOR GENERAL CONTRACTOR (GC) - REQUIRES WRITTEN APPROVAL FROM OCED PRIOR
TO PUBLICATION
DAVIS-BACON WAGE DETERMINATION - MUST BE REQUESTED FROM OCED & BE INCLUDED IN THE OCED
APPROVED BID PACKAGE
ADVERTISEMENT
PRE-BID CONFERENCE
SUBMITTAL OF QUARTERLY PROGRESS REPOPTS . _.:,..4 ,-.1,14,4'
POST HID PMAbE
3RD (2007)
WO! itFP uPENING
RECOMMENDATION, SELECTION I AWARD
VERIFY GC IS NOT ON DEBARMENT LIST
OBTAIN EVIDENCE OF GC CURRENT LICENSE & CURRENT OCCUPATIONAL LICENSE
PAGE 1 OF 3
QUARTER
PRE-DEVELOPMEIiT PHASE
(DESIGN PHASE)
3RD (2006
. AGENCY NAME:
ACTIVITY:
FUNDING SOURCE:
AMOUNT:
TOTAl ACTIVITY COSTS:
TOTAl AVAILABLE FUNDING (AlL SOURCES):
PROPOSED ACCOMPLISHMENT UNITS:
ACCOMPLISHMENT UNITS:
TYPE:
ACTION STEP'CA:rEGORY
IDENTIFY 19 PARCELS OF LAND FOR PROJECT
INITIATE MUL TI-FAMIL Y HOUSING STUDY
SUBMITIAl OF QUARTERLY PROGRESS REPORTS
~;;()t~q&'*f!$t.?ri!g;lI.fj)f%%~~FL1:~~tt
PRE-DEVELOPMEIiT PHASE
(DESIGN PHASE)
4TH (2006)
~;~;r.
PRE-DEVELOPMEIiT PHASE
(DESIGN PHASE)
1ST (2007)
~j)
PRE-BID PHASE
2ND (2007)
ACQUIRE AND PURCHASE TWO LOTS WITH OCED AWARD
COMPLETE MULTI-FAMILY HOUSING STUDY
BEGIN ENVIRONMENTAl CLEARANCEPROCEDURE (OCED APPROVAl REQUIRED)
COMPLETE ENVIRONMENTAl REVIEW FORM & SUBMIT TO OCED FOR REVIEW/APPROVAl
SUBMITI Al OF QUARTERLY PROGRESS REPORTS
ACQUIRE REMAINING LOTS FOR PROJECT.
ACQUIRE ENVIRONMENTAl CLEARANCES.
SOLICITATION RFP I RFQ FOR ARCHITECTURAl SERVICES (REQUIRES WRITIEN APPROVAl FROM OCED
PRIOR TO PUBLICATION)
EVAlUATION OF RFP I RFO RESPONSES
RECOMMENDATION, SELECTION I AWARD
EXECUTE CONTRACT FOR ARCHITECTURAl SERVICES (REOUIRES WRITIEN APPROVAl FROM OCED PRIOR
TO EXECUTIONl
ISSUE NOTICE TO PROCEED
COMMENCE & COMPLETE DESIGN DRAWINGSI SPECIFICATIONS! RFP
MONITOR MANAGEMENT
FINAl DRAWINGS / SPECIFICATIONS / RFP (CONiHRUCTION PLANS & SPECIFICATIONS REQUIRE OCED
APPROVAl PRIOR TO IMPLEMENTATION)
SUBMITI Al OF QUARTERL Y,PROGRESS REPORTS
COMPLETE LAND USE AND ZONING REVISIONS
BID / RFP PACKAGE FOR GENERAl CONTRACTOR (GCI -REQUIRES WRITIEN APPROVAl FROM OCED PRIOR
TO PUBLICATION
DAVIS-BACON WAGE DETERMINATION -MUST BE REQUESTED FROM OCED & BE INCLUDED IN THE OCED
APPROVIED BID PACKAGE '
ADVERTISEMENT
PRE-BID CONFERENCE
SUBMITIAl OF QUARTERLY PROGRESS REPORTS
APPROVED ATIACHMENT 'A"·-T
SOUTH MIAMI COMMUNITY REDEVELOPMEIiT AGENCY
MADISON/SQUARE/SOUTH MIAMI STRIP MALL MIXED USE DEVELOPMENT
COBG2007
~
JOBS
$1,140,000
$10,906,000
12
12
CUMULATIVE
PERCENTAGE OF
COMPLETION
APPROVED
CUMULATIVE
QUARTERLY
SERVICE UNITS
APPROVIED
CUMULATIVE.
ACTUAl QUARTERLY ACCOMPLISHMEIiTS
'C,UMULATiVE CUMULATIVE CUMULATIVE
~~~~1i OF SERVICE UNITS REIMBURSEMENTS
~~~~:~~.
.N'PROIiEo
)~~lU\~;R1ti!;.'f:t;!iFJ:h:Jif:i:'l~;1;~!1,,~L~ijf~tR&:~lli~B'~~~gm&r,.,5f:~f~~iil;t~~~'t.i~k%·;iM!if~lfj:!i~i${~i($Vi¥if~ill;";W"'illffi\&!;*_iiWii>'f!l~t~!;k~;a~~J;~llilJilift:;l~{;;~~lf~:w,m~{ifr~~~~:ri~~~~t o/,t{~t':»W1m:t%~~~, ... r.l ;rri~W$?it~1~}!ft%.{W~~~~».,~"'4J~I~~1?~~1h~i%%l&iiWf~'%~:t:1~M~fo~ffi.{\:
POST BID PHASE
3RD (2007)
BID I RFP OPENING
RECOMMENDATION, SELECTION I AWARD
VERIFY GC IS NOT ON DEBARMENT LIST
OBTAIN EVIDENCE OF GC CURRENT LICENSE & CURRENT OCCUPATIONAl LICENSE
~---~----~---------------------------~-----~I
PAGE 1 OF 3
439
AGENCY NAME:
ACTIVITY:
FUNDING SOURCE:
AMOUNT:
TOTAL ACTIVITY COSTS:
TOTAL AVAILABLE FUNDING (ALL SOURCES):
PROPOSED ACCOMPLISHMENT UNITS:
ACCOMPLISHMENT UNITS:
TYPE:
APPROVED •
SOUTH MIAMI COMMUNITY REDEVELOPMENT
MADISONISQUARE/SOUTH MIAMI STRIP MALL
CDBG 2007
ATTACHMENT 'A'.. of --,
AGENCY
MIXED USE DEVELOPMENT
.`.;,
51.140,000
510,808,000
12
,12
JOBS
QUARTER ACTION STEP CATEGORY.
CUMULATIVE
PERCENTAGE OF
COMPLETION
APPROVED •
CUMULATIVE
'QUARTERLY
SERVICE UNITS
. APPROVED
CUMULATIVE
PROJECTED
PAYMENT LEVEL
APPROVED
.
ACTUAL OUATEALY:ACCOMPLISHMENTS
CUMULATIVE.CUMULATIVE 'CUMULATIVE
PERCENTAGEOF
comPLETIOnf , F.EEPVicE.Orars REIMBURSEMENTS
PAYMENT AND PERFORMANCE BOND
CERTIFICATES OF INSURANCE (REFERENCE ATTACHMENT 8.1 OF CONTRACT)
EXECUTE CONTRACT FOR GENERAL CONTRACTOR (REQUIRES WRITTEN APPROVAL FROM OCED PRIOR TO
EXECUTION)
SUBMITTAL OF QUARTERLY PROGRESS REPORTS '
NrAvitrghliimIire.4-.!;,,,ITV*2
PRE-CONSTRUCTION
PHASE
4TH (2007)
PRE-CONSTRUCTION CONFERENCE (INCLUDE WOO SCHEDULE AND MAINTENANCE OF TRAFFIC) - CONTACT
& COORDINATE WITH OCED PRIOR TO SCHEDULING
RELEASE NOTICE TO PROCEED
OBTAIN PERMITS
EXECUTE AGREEMENTS WITH BUSINESSES THAT WILL OCCUPY STRIP MALL FOR CREATION OF 12 JOBS
SUBMITTAL OF QUARTERLY PROGRESS REPORTS
'
14,,,N9:Z1.MrAV .111.11.80.1a.r. 5244; ;
PAGE 2 OF 3
4TH (ZOOl)
I
AGENCY NAME:
ACTIVITY:
FUNDING SOURCE:
AMOUNT:
TOT,4L ACTIVITY COSTS:
TOT,4L AVAILABLE FUNDING (,4LL SOURCES):
PROPOSED ACCOMPLISHMENT UNITS:
ACCOMPLISHMENT UNITS:
TYPE:
PAYMENT AND PERFORMANCE BOND
CERTIFICATES OF INSURANCE (REFERENCE ATTACHMENT 8·1 OF CONTRACT)
EXECUTE CONTRACT FOR GENER,4L CONTRACTOR (REQUIRES WRITTEN AFPROVAL FROM OCED PRIOR TO
EXECUTION)
RELEASE NOTICE TO PROCEED
OBTAIN PERMITS
AND MAINTENANCE OF TRAFFIC)· CONTACT
EXECUTE AGREEMENTS WITH BUS!NESSES TIHAT WILL OCCUpy STRIP M,4LL FOR CREATION OF 12 JOBS
SOIJTH MIAMI COMMUNITY REDEVELOPMENT AGENCY
MADISON/SQUARE/SOUTH MIAMI STRIP MALL MIXED. USE DEVELOPMENT
CDBG200T
JOBS
$1.1411.000
$10.906.000
12
12
ACnJAL Q~~~Aci60MkISHMENTS
CUMlltAi'iYE CUMUt;A-nvE
PAGE 2 OF 3
440
AGENCY NAME:
ACTIVITY:
FUNDING SOURCE:
AMOUNT:
TOTAL ACTIVITY COSTS:
TOTAL AVAILABLE FUNDING (ALL SOURCES):
PROPOSED ACCOMPLISHMENT UNITS:
ACCOMPLISHMENT UNITS:
TYPE:
APPROVED
SOUTH MIAMI COMMUNITY REDEVELOPMENT
MADISOIUSQUAREMOUTH MIAMI STRIP MALL
CDBG 2007
ATTACHMENT *A*-4. / ''''Y
AGENCY
MIXED USE DEVELOPMENT
MiiMINSirging
S1,140,000
$10,906,000
12
12
JOBS
QUARTER ACTION STEP CATEGORY
• CUMULATIVE
PERCENTAGE OF
COMPLETION
APPROVED
CUMULATIVE - "
QUARTERLY .• ..
SERVICEUNITS
APPROVED ..
11K11112ATIVE:; .... " '.
.PROJECTS?'.
.0 AYMENTtEV,4; ..: •
.APPROVED .:•:'.,,.'..COMPLETION.
',..'•'•
ACTUAL QUARTERLY ACCOMPLISHMENTS
CUMOTIVE CUMULATIVE CUMULATIVE
PERCENTAGE OF ....
SERVICE UNITS REIMBURSEMENTS
CONSTRUCTION PHASE
1ST (2008)
COMMENCE CONSTRUCTION
CONSTRUCTION MANAGEMENT & MONITORING
SUBMIT WEEKLY PAYROLLS & PAYMENT CERTIFICATIONS (LABOR COMPLIANCE)
REQUIRES OCED REVIEW AND APPROVAL
SECTION 3 PLANS, COMPLIANCE, MONTHLY REPORTS
MONTHLY SUBMITTAL OF CONSTRUCTION RELATED PAYMENT REQUESTS / REIMBURSEMENT REQUESTS
(REQUIRES OCED REVIEW AND APPROVAL)
SUBMITTAL OF QUARTERLY PROGRESS REPORTS (ANNUAL REPORT FOR PRIOR YEAR1
•
CONSTRUCTION PHASE
2ND (2008)
CONTINUE CONSTRUCTION CONSTRUCTION (PROJECTED PERCENTAGE OF COMPLETION AND SPECIFIC ACHIEVEMENTS ARE
IDENTIFIED IN CONSTRUCTION SCHEDULE OR GANT CHART)
CONTINUE CONSTRUCTION MANAGEMENT & MONITORING
CONTINUE SUBMITTAL OF WEEKLY PAYROLLS & PAYMENT CERTIFICATIONS (LABOR COMPLIANCE) REQUIRES
OCED REVIEW AND APPROVAL
SECTION 3 PLANS, COMPLIANCE, MONTHLY REPORTS
CONTINUE MONTHLY SUBMITTAL OF CONSTRUCTION RELATED PAYMENT REQUESTS / REIMBURSEMENT
REQUESTS (REQUIRES OCED REVIEW AND APPROVAL).
SUBMITTAL OF QUARTERLY PROGRESS REPORTS
CONSTRUCTION PHASE
3RD (2008)
•
COMPLETE CONSTRUCTION (PROJECTED PERCENTAGE OF COMPLETION AND SPECIFIC ACHIEVEMENTS ARE
IDENTIFIED IN CONSTRUCTION SCHEDULE OR GANT CHART)
CONTINUE CONSTRUCTION MANAGEMENT & MONITORING
CONTINUE SUBMITTAL OF WEEKLY PAYROLLS & PAYMENT CERTIFICATIONS (LABOR COMPLIANCE) REQUIRES
OCED REVIEW AND APPROVAL
SECTION 3 PLANS, COMPLIANCE, MONTHLY REPORTS
CONTINUE MONTHLY SUBMITTAL OF CONSTRUCTION RELATED PAYMENT REQUESTS /REIMBURSEMENT
REQUESTS (REQUIRES OCED REVIEW AND APPROVAL)
RELEASEOE;lifE4(OBA '''•, , - 1' ,.1,-1 tHAL•A y •411,A
b.•24i' clgiO: Ai MPEET1
'44:01.1it ,
OS41101j JCAYG310 ,
iS1'0110iit 'F IO t ' E. 1T-L,',MEN7 RrIT'.:,_,E, , - ,.,1 .E',,D ET:_ 7.:T
Pg9 1.2 El:4**N49
FILL 12 JOBS WITH CONTRACTED Pli ,t:-: : ?-y
SUBMITTAL L 7. ;ARTERLY PRC, := E IF = ...z ' ARTS
POST CONSTRUCTION PHASE
4TH (2008)
ASSESS JOB RETENTION
RELEASE RETAINED AMOUNT OF FUNDING AWARD
SUBMITTAL OF QUARTERLY PROGRESS REPORTS
. y .-tltti,T ;,:?n_,iat111111111.a7,:;•;7
NOTE: THE PROJECTS CONSTRUCTION SCHEDULE -OR- GANT CHART MUST BE SUBMITTED TO OCED BY 8130/07
PROJECTED COMPLETION DATE IS 12/31108.
PAGE 3 OF 3
QUARTER
CONSTRUCTION PHASE
1ST (2008)
AGENCY NAME:
ACTIVITY:
FUNDING SOURCE:
AMOUNT:
TOTAl ACTMTY COSTS:
TOTAl AVAILABLE FUNDING (ALL SOURCES):
PROPOSED ACCOMPLISHMENT UNITS:
ACCOMPLISHMENT UNITS:
TYPE:
ACTION STEP CATEGORY
COMMENCE CONSTRUCTION
CONSTRUCTION MANAGEMENT & MONITORING
SUBMIT WEEKLY PAYROLLS & PAYMENT CERTIFICATIONS (lABOR COMPLIANCE)
REQUIRES acED REVIEW AND APPROVAl
SECTION 3 PLANS, COMPLIANCE, MONTHLY REPORTS
MONTHL Y SUBMITTAl OF CONSTRUCTION RELATED PAYMENT REQUESTS I REIMBURSEMENT REQUESTS
(REOUIRES acED REVIEW AND APPROVAl)
SUBMITTAl OF QUARTERLY PROGRESS REPORTS (ANNUAL REPORT FOR PRIOR YEAR)
APPROVEO ATTACHMENT 'A'-" '
SOUTH MIAMI COMMUNITY REOEVELOPMENT AGENCY
MADISON/SQUARE/SOUTH MIAMI STRIP MALL MIXED USE DEVElOPMENT
CDBG2oo7
lIlIIfI1'~iII
JOBS
$1,140,000
$10,908,000
12
12
, CUMULATIVE
PERCENTAGE OF
COMPLETION
APPROVED APPRoVEo ::,~~ROVEO
CUMUlATIVE -~MUtATM:-
QUAATEi!Ey ',: ,ffiOjecfEti'" , '\" ,ACTUAl QUAR'rffiL Y ACCOMPliSHMENTS SERVlCEiJNIi;~ 'PA.Yj;i~N1t~;'; 9.lJ¥yt:ATIVE 'CUMULATIvE CUMULATIVE
, , ',~ERCENTAGE OF
, COMPlETION' SERVICE UNITS REIMBURSEMENTs
,{{~E~}j·~~f;;~r:i;4!%ff~t~~i.*?$l~§~w;~iii~W.!1Jf:}!rr4f1%ft@W*~t5WJ.'\!.diWJpJ;A+~K?;~,~'~~'~~·~r;,~~'~"\'· ~.'l&;~~~~W~~1,i~4%~f~*~~,f~¥tW$t!&~*~~1t~}[tl1N:1fJ;igw.;m~1f~~!~r:rrt;~&t..;w*03?1}~«m~OCf .. ~w.~~~~f~>: I~P;~!?i~#t~\1$1t;~~1ffit;h1t~~%'i%~¥~~?tJ{1Mf:$.iWE~:W;~~*~iJ
CONSTRUCTION PHASE
2ND (2008)
CONSTRUCTION PHASE
3RO (2008)
CONTINUE CONSTRUCTION (pROJECTED PERCENTAGE OF COMPLETION AND SPECIFIC ACHIEVEMENTS ARE
IDENTIFIED IN CONSTRUCTION SCHEDULE OR GANT CHARI)
CONTINUE CONSTRUCTION MANAGEMENT & MONITORING
CONTINUE SUBMIIT Al OF WEEKLY PAYROLLS & PAYMENT CERTIFICATIONS (LABOR COMPLIANCE) REQUIRES
OCED REVIEW AND APPROVAL
SECTION '3 PLANS, COMPLIANCE, MONTHLY REPORTS
CONTINUE MONTHLY SUBMITTAL OF CONSTRUCTION RELATED PAYMENT REQUESTS I REIMBURSEMENT
REQUESTS (REQUIRES acED REVIEW AND APPROVAL) ,
SUBMITTAL OF QUARTERlY PRQGRESS REPORTS
COMPLETE CONSTRUCTION (PROJECTED PERCENTAGE OF COMPLETION AND SPECIFIC ACHIEVEMENTS ARE
IDENTIFIED IN CONSTRUCTION SCHEDULE OR CANT CHARI)
CONTINUE CONSTRUCTION MANAGEMENT & MPNITORING
CONTINUE SUBMIIT Al OF WEEKLY PAYROLLS & PAYMENT CERTIFICATIONS (LABOR COMPLIANCE) REQUIRES
acED REVIEW AND APPROVAL
SECTION 3 PLANS, COMPLIANCE, MONTHLY REPORTS
CONTINUE MONTHL Y SUBMITTAl OF CONSTRUCTION RElATED PAYMENT REQUESTS I REIMBURSEMENT
acED REVIEW AND
FILL 12 JOBS WITH CONTRACTED BUSINESSES
SUBMITTAl OF QUARTERlY PROGRESS REPORTS
'~1%.";1&r-J>~t~)'>1~o/\!f.(~~%[.\~~~~w.F~~~?;~M«r~ft:f.fIr~1ff.f>!lli{f¥ZJI~F~~~iftif§?li$1%i£ffl,
POST CONSTRUCTION PHASE ASSESS JOB RETENTION
4TH (2008) RELEASE RETAINED AMOUNT OF FUNDING AWARD
SUBMITTAL OF aUARTERL Y PROGRESS REPORTS
NOTE: THE PROJECTS CONSTIRUCTION SCHEDULE.oR-GANT CHART MUST BE SUBMITTED TO OI:ED BY _6130107 ____ _
PROJECTED COMPLETION DATE IS l2lJl/0S.
fO:~&£Rt~?dltf1~~Vfu\~~~~&"f¢fa ",,$H.iliii?w$~~~":;1J~~~t]~~#,:.$~~~¥Jf!m~lli;f~~tillr.1[lf.~i*tif,it;mw
PAGE30F 3
441
,g/7/7-c-kni e "V 7
The The South Miami Community Redevelopment Agency
Summary Budget
July 1, 2006 through December 31, 2008
CATEGORIES BUDGET TOTAL TOTAL
OCED
AMOUNT OCED ALL
NON SOURCES
PERSONNEL 0 0 0
SERVICES
CONTRACTUAL 521,569 0 521,569
EXPENSES
OPERATING 0 0 0
COMMODITIES 0 0 0
OUTLAY
CAPITAL 12,873,431 394,000 13,267,431
TOTAL 13,395,000 394,000 13,789,000
-
The South Miami Community Redevelopment Agency
Summary Budget
July 1, 2006 through December 31, 2008
CATEGORIES BUDGET TOTAL TOTAL
AMOUNT OCED ALL
NON SOURCES
OCED
PERSONNEL 0 0 0
CONTRACTUAL 521,569 0 521,569
SERVICES
OPERATING 0 0 0
EXPENSES
COMMODITIES 0 0 0
CAPITAL 12,873,431 394,000 13,267,431
OUTLAY
TOTAL 13,395,000 394,000 13,789,000
442
The South Mleml Community Redevelopment Agency, Inc.
Madison Square/South Re181111 Strip Mall Prefect
Detailed budget.
CDSO FY 2006
July 1, 2006 - December 31, 2008
Suhobi TYPO Services 0006 CMG CDSG CMG The S. M. CRA South Fla. USC Total Total Total
2004 2006 2009 2947 OCED Non QCED ALL Sources -
FERalNNEL
0 0 0 0 0 0 0 0 0 46
R
IOL
Subtotal 0 0 0 0 • 0 0 0 0 0
cow AL apievicat
21011 External Audit
21012 Environmental Audit
21020 Abcountin2 Services
21030 Other Prof.Svc.Survay
21030 Other Ibnif-Svo.Arotac 0 0 0 0 -0 521,589 0 521 589 521,569
22121 Outside Waste Cold
61610 Surveyinp 1
21210 ,Outside Leapt Svc. 0 0 0 0 0 0 0 0 r 0
61613 1.e061 8, Title fees 0 0 0 0 0 0 0 0 0
22310 'Security Svcs.
61626 .J'ct Fee; 0 0 0 0, 0 0 0 0 0
I
SublobsIContractual 0 0 0 0 0 821,669 0 621,869 821,849
i
OPERATING EXPENSES
22010 Electrical Svc.
22110 water a Sewer Svc.
23210 Oen. Liab. Insurance 0 0 0 0 0 0 0 0 0
23220 Aub Leib. 'neurones -
25330 Copy Webb% Rent
25511 Payments to lessor
31019 Teitchttne RPIARR ,
30121 Telephone Lone Diet
31110 Public:003ns
31210 Travel Exp. Local
31430 Aeproduclion Svc.
31811 Poetics Roo. Mail
32021 EducatIonel Materiels
32250 License S Penne fees
,0 0 0 0 0 0 0 0 0 Subtotal D
i
ra6n. Exp.
COMMODITIES
41016 esaoline-Untseded
47010 Office Supply
47012 kliecellimetnte 'UPON
47020 0111cs Equipment 0 0 0 0 0 0 0 0 .0
47110 ComPuter149001111 ..
47013 Printing/Rom.. Su pots
49237 Cleanin0 Supple,
Subtotal Comdles. 9, 0 0 0 0 0 0 0 0
`c,erstrAL OUTLAY
51619 Slet Preperstion 0 0 0 0 0. 0 0 0
a tafe Other Q001 of .end 100,000 04,900 100,000 100,000 ._2,903,023 0 394,00Q 2443,62.1 '3,367,6
weep Pity ' 9,346239 9,360239
• 61
81Z .. 090% 0 0 0 0 521,569 0 521,500 '-- 521,500
01626 InfraatruCar liar. 0 0 1 —0 0 0 0 0 0 0
Subtotal .... °tidily 100,000 64.00 10e,000 190,000 2,963,023 2200,0011 394,000 12,673,431 13,267,431
TOTAL, PROJECT CI - 100040 94,000 100,000 100,006 2,643,641 10431,3it 394,000 13,30600 13,769,040
XV
d 6Z
:f
'T
LO
0g
/L
i/90
1~1Il ~Ic_
48101
ISIibtQIaI
:,detnaI AudIt
IaIAudlt ~
~ WaaIIt Collet
).lI~_1JogeI s~
'!-!R!I'&Tllef8!.
Svce,
1VchIIecI~
~iJbiicaI·
I!ChN Rent!.
lltolHlor
F!IIf!!C!n! ~ ~~t
f EJip. Loc!!I
I!padyc!!on Svc
.... Rea.M8I
.lcenee & Permit ....
lub40lal ODl'lIl1. ExD.
~
2004
o
o
o
~
"0
....Q
....Q
.Jl
_0.
The South MIami Community R.ve~nt Agency. Inc.
~Ison Square/$outh "lam! strip MaR Prcjtct .
Detailed Budget.
CDBGFY2006
July 1; 2006 • December 31, 2008
~DSG _~Ci _CQI$Ci !It. $. M. eRA . I SouthFIa. L.IIJ~
"2006 "2008 2007
o o o
o o o o
·0 ·521.569
.Jl ....Q ~ ....Q
o
....Q ....Q ~ .::Q
~ ....Q .~ ....Q -'~1Mi
....Q ....Q o .Jl
....Q o o II o
.. a I :::·-r~d I . I
...... IWI'\ ~.SuopIY
. S\II!I!!!!'
!p!p. SUpplY
12371C1NnIno SIiilDIIN
l$Ull!!lIllLComdIe ....
_0
~
..Q
.0
....Q .J! .J!
_0 t .JI.
C~rr~OunAY .
.J!
_0.
Total Total Tolal
OCED I Non ~!D I AU. 8~u~
~ o
o ~
o 52069 .J!:Z1.569
.Jl _0.
....Q
....Q Q
....Q _&21,t1 .. 521M8
.Jl o
Ii J!. ....Q
.J! .J! _0
.JI ....Q _0
151619 Site Prelll ration 0 0 0 0 0 0 0 0
....81 COl dLllnd 100.000 1!4 000 100,OIXl 100,000 2.983.623 0 394.000 ~~.6~ 3.357;&23
81 ·PIfirie 0 () 0 0 9.388.239. o· 9.JlI8.2l1V 9 388.239
. 61
81 PII1. . ,QuI) O· 0 0 0 621689 0 521.!5G9 8211189
61 28 1-... I \iJ1DIV. 0·0 O· 0 0 0 0 0 0
.. lSubIQClil CiIcIIIaI 0uIIItY . 1~ ~ . ~-.",.,."-.~ "'" 100.0001 1oo.oao 3a4.000
[l'QTN. r·CQJT. 101!.mr M,IIIIII 100.0001 100_ 2.m.IU 3M"
o·
00
"-......
--J
"-
N o
o
--J
......
>1>0
N
<D
~
H
I§I
'0
o
N
"-o o
c.>
-.---.--~--~-~----~~---~----------~------
443
11.. Jl JL t-1.11_,JOUVILJVAI d .0-.11.
INDEMNIFICATION AND INSURANCE REQUIREMENTS
FOR PUBLIC SERVICE AND
ECONOMIC DEVELOPMENT Am-wins
Contiactor shall indemnify and hold harmless the County and its officers, employees, agents and
instrumentalities from any and all liability, losses or damages, including attorneys' fees and costs of
defense, which the County or its officers, employees, agents or instrumentalities may incur as a result of
claim's, demands, suits, causes of actions or proceedings of any kind or nature arising out of, relating to or
resulthig from the performance of this Agreement by the Contractor or its employees, agents, servants,
.partners principals or subcontractors. Contractor shall pay all claims and losses in connection therewith and
shall investigate and defend all claims, suits or actions of any kind or nature in the name of the County,
where applicable, including appellate proceedings, and shall pay all costs, judgments, and attorney's fees
.which may issue thereon. Contractor expressly understands and agrees that any insurance protection
:required by this Agreement or otherwise provided by Contractor shall in no way limit the, responsibility to
indemnify, keep and save harmless and defend the County or its officers, employees, agents and
instrumentalities as herein provided.
The Contractor shall furnish to Miami .Dade County, do Office of Community and Economic Development,
140 West Flagler Street, suite #1000, Miami, Florida 33130, Certificates) of Insurance which indicate that .
'insurance coverage has been obtained which meets the requirements as Outlined below:
A.Worker's Compensation Insurance for all employees of the Contractor as required by
Florida Statute 440.
Public Liability Insurance on a comprehensive basis in an amount not less than $300,000
combined single limit per occurrence for bodily injury and property damage. Miami-
Dade County must be shown as an additional insured with respect to, this coverage.
C.Automobile Liability Insurance covering all owned, non-owned and hired vehicles used
in connection with the work, in an amount not less than $300,000 combined single limit •
per occurrence for bodily injury and property damage.
All insurance policies required above all shall be issued by companies authorized to do business under
::the laws of the State of Florida, with the following qualifications:-
The company must be rated no less than "B." as to management,and no less than "Class
0 mattoiai s4with,,by,the latest editiOn of Best's Insurance duIde, ublishe4:1 by
mpeny Oldwick, NeNV Jersey, or its equivalent, subject to the approval of
the County Risk Management Division_
or
The company must hold a valid Florida Certificate of Authority as shcwn in the latest
"List of All Insurance Companies Authorized or Approved to Do. Business in Florida"
issued by the State of Florida Department of Insurance and are members of the 'Florida
Guaranty Fund.
Certificates will indicate no modification or change in insurance shall be made without thirty (30) days
in advance notice to the certificate holder.
••••• -::'. ,': ,'#. "
· . ~:' .,
.' .
; ~". '. . ...
.Ii...a. .II..fi. 'L.-ll.1l'.IlJ!!..l"1 Jl J:)-JI.
. INDEMNIFICATION AND INSURANCE REQUIREMENTS
FOR PUBLIC SERVICE AND
ECONOMcrCDEVELOPMffiNTA~
. . . ; ...... ,:::;:.,'
Con"tiactor shall indemnifY and hold' hannless the County and its officers, employees, agents and
iilStrUmentalities ~om any and all liability, losses or damages, including attorneys' fees and costs of
· defense, which the County or its officers, employees, agents or instrwnentalities may incur as a' result of
~laimS) demands, suits, causes of actions or proceedings of any kind or nature arising out of, relating to or
.resUlting from the perfQnnallce of this Agreement by the' Contractor or its employees, agents, servants,
.partners principals or subcontractors.·Contractor shall pay all c1rums and losses in'connecti~ntherewithand
· shall investigate and defend all claims, suits or actions of any kind or nature in the name of the County,
where 'applicable, including appellate proceedings, and shall pay all costs~ judgments, andatlomey's fees
_ wllich may issue thereon. Contractor expressly understands and agrees that any insUrance protection
:orequired . by this Agreement. or otherwise provided by Contractor shaH in' no way limit the responsibility to
indemnifY, keep and save .h~less and defend the County or its' officers, employees, agents and
· instrumentalities as herein provided.
. .
The Contractor shall furnish to MJami.Dade County, c/o OfficeofO:>nnnunity and Economic Developmen~
140 west Flagler Stieet, suite #1000, Miami, Florida 33130, Certificilte(s) of Insurance which indicate that .
'insurance "coverage has been obtained which meets the requirem~nts as outlined below:
A. Worker's Compensation Insurance for all employees of the Contrylctor as requited by
florida Statute 440 .
. B~ Public Liability Insurance on a comprehensive basis in an amount not less than' $300,000
.combined single limit per· occurrence for bodily injury and 'property . damage. Miami-
Dade County Jllust be shown as'an additional insured with respect to, this covc(a.ge.
C. . Automobile Liability Insurance covering all owned, non-owned. and hired vehicles used
in connectio.Q. with the work, in an amount not less tban$300,OOO combined single limit
per occurrence for bodily injury and property damage ..
All insurance p01ici~ requlre<Jaboveall shall be issued by companies authoriZed to do ·business under
: ~ihe laWs nfthe state of Florida, with the following qualificationS:. . .
""f1t:';tE:.~~~_;;;~:::.~;l.i:~~~~\~~rJt~~'
. ~\~."". A~_M 'Best .90inpany, "01dwi~k; New Jersey; or 'its equival~n~ ~bjOOt-'t9: the 3p~ri>val of .
. the COuilty Risk Management Division. -
or
.. The cOmpany inust hold a valid . Florida Certificate of Authority as .shown in the latest
:''List· of All Ifiswanc:e Companies Autho~ or Approved' to Do Business in Florida"
issued by' the State of Florida J)epartment of lnsurance . and are members of the ~Florida
Guaranty Fund.
Certificates will indicate no modification or change in insurance shall be made without thirty (30) days
in advance notice to the certificate holder. .
444
15. Help Those With ITN/AIDS?:
ENTER YES (Y) OR, NO (N) FOR QUESTIONS-14 TO 17
14. ,,clp Prevent Homelessness?:
•• • -. •
• • ."•• .
,•• :;•:';,r••••••1,.....,,•••11.••.1,:;•,f
•••,••• •.;,••-kr•••' •••-•'•
:•••,
6at Principal Balance:,'
.:•••••1.
cticalie if the activity is located in CDR Area or Strategy Arel C/S: .
ra Ideatifiet:
:liquidated Obligations:
16- Piimarily Help Persons With Disakilities?: • 17. Generate Program Income?:
)ICATE ALL THAT APPLY WITH "X" FOR QUESTIONS 18 TO 24
section 108:, . 19. One:For-One Replacement:20. Displacement: 2L Float Funded: -
special Assessment:. 23. Revolving Loan Fund: 24. Favored Activity:,
ent of Low/Mod in Service-Area:
us Tract: 74_2_0_3
ATTACHMENT C
FY 2007 • .•
CRESS REPORT
"Select Quarter (3 )
1" JAN-MAR
/ 2"° APR-JUN
3'd JUL,SEP
ANNUAL REPORT
T 1: Activity information
Agency Name: ourri /4777//77 r F•Vi-'Yebze <s•-r 6)-v cy 1,76/7/0
Project Title:fa l~So_4/u A021 6-1,Lb-f7;76Y t)r-z-nz2v 7 7 '7o .76'er
Activity Name:7)1r X -,41.71775 —Ai 7--
Activity Address: ,5sc:A/ G 2/ Tri5rne-,as—r" 4 iv 56(.1 __/9,L(6-6. Commission District:
ACtivity Description: A.t 7 t3 G -
AT —•••-•.."••••-•--
IDIS No.: 9. Source: 10: Grantee Activity II: Funded Amount:
Matrix Code:12. Index Code:- 13. National'Objective:
4. Ca'tegoty:
•
: •Area Benefit Ilnfonmation (complete this partif the national ohjeCtive is LMA) • . .•
2. Survey or Census Track determination? (SIC):
4. l3lock Groups:7 O 3.'.
ATTACHMENT C ... .,..., ....... .
d." ,":~ .. :. . ,
{ .' ..... . ~ .... ~ .... ' ".;.' : .. ;. ... : , """
r-.. ~RESS REPORT
\ . . .
• ~'ect Qu::arter (.,1')
1$4 JAN-MAR /
2.-APR-JUN j/
3"" JUI.,SEP
ANNUAL R~PORT
"Activity Name: /l2IX~-:7) -(/5E"' I2.F?2EYc:z,'1:?t?c(lONr 4~ Category; ~ __ ~ ____ _
Activity 'Address: ,J'uJ C--1' ~rI :S'r7lc:zT tiN Q 5t</ .5"~ 7f &r:ct6. Commission District _____ _
·ActivityDest:rip.(:jon: 4CCl~-r t3LI4i1V!Z2 ,£/focen-ry m 6'C: CO..vi/..W7m
/N7{) (iN TCD((f()/17/C t?ev<::Z-oerrzEhLT &t!/J /lfE60/Jtl(3/f' dO/L.v/l..~ 1?/1~
lDISNo.: 9. So\trce: --,,........ __ 10~ GI(lntee Activity #: ___ _ Funded Amount: -----;.-.-
Matrix·Code: ~ ____ _ ;12.1ndex·Code: l3~ National"Objective: --------------------------
EN1flj:R YES (Y) OR NO eN) FOR QUESTlONS.14 TO,17
15. Help Thqse With BlV/AIDS?: ----
, ( ..'
"i 4. ~ Ae1P Prevent Horoe1essness?:
16.. Primarily HelpPers'ons With Di$apilities?: 17. Generate Program Income?: ----
nCATE ALL THAT APPLY Wm-f '"X!' FOR QUES-nONS 18 TO 24
i9. On;For~One Rcpla'ccmcot: __ ~ ..
20. Displacement: __ _ Zl. Float Fuu.ded:. ---Section 108:.
;pecral'Asscssment: , 23. Rcvolving Loan Flind: _____ -'-_---':...-.. __ 24.1)v.ored Activity:, ..,....... __
tliquidat~ Obligations: " . . ~" . .' .... '",
----------------~--~--~---~------~~----~--------~~--
: ,Area Benefit Bnformation (complete this part'if the 1I1360';al oJ,jective is LMA)
ent of ~Wl1V!od in Scrvi~ Area:' ~, . ' 2. survcyorC~ ~~c~ d~cnni~atioil? (S;C): __________ _
;us Tr;1ct: 7 (;: I 0.:2 4. Dlock Groups: 74', tJ 3:0 9 ' 76,' (j 3 ; 0:3
/ 445
.`•
krter; plinect 19enerrt Information itcornikteldhis part if the iqational Objective LAW •
1. Counts by Households or Persons? (H/P): •
G. Method of Verification by the Agency:
7. Presumed Benefit? (Y/N):
9, Nature/Location Narrative:
5. Number of persons served outside of Entitlement Area:
(-
ATTACHMENT C
Total Number Benefiting from the Activity: fy",,O 3. Number of Female Headed Households:
es, Niwither of persons served in Entitlement Area: .*Z 0 CO
Interact Rate &rnonization Pcriod
Direct Loan
Direct Benefit by income Cnt5ory
ErtiliMELY LOW LOW MOO TOTAL
..•
Air 4; Sfurirt/Etligfttittrea ittteinniOtion le•orretifefe.this.0iii• .itli.e*Iiii)iiAObjezifi.-iie,is SBA
• 'd
4..
,,•,,
#entage of Deteriorated Buildings: 3. Public-Improvement/Condition: •
.A.Engttrit
um/Blight. Desiguation Year:
•
Job Creation/Retention titroforntatiorta (cogivPgete this t rt if ilbe Hationat Objective is-iLMJI .
Deferred Pa au
Direct Benefit by Race/ Ethnic Category
Note: The bcneficiartinformation must. be cumulative total from program start date.
American rkipul or Alaska., Native & Black
, African American
Other Multi—Racial
Whitt
Mack or African American
Man
American Indian/ Alaskin Native
Native lia / Other 4'srcific Islander
American ndiadAlu kart Native & White
Arian & Whitt
Btaeic Afri American & White
To ais
a. Nature/Location? (Y/N):
ATTACHMENT C
\ .:.!
11~ Coun~ by Households or Persons? (HIP):' , '.:.
----------~------~~--~~--------------~-. ,.' "
? _ Total Numkr g~efiting fr~~ ili~ Acti~~ .I ~ oDO
( . . .
4 . .Number of persons served 10 Entitlement Area:
3. Number of Female Headed Households:
2.()OQ
s. Number ofpersons served outside of Entitlement Area: 9";000
7. Presumed Benefit? (YIN): _________ _ 8. Natul"e/Location? (YIN):
--------------------~------
9. NaturelLocation Narrative:
Direct Benefit by Racel Ethnic. Category
Note: The beneficiary·illfonnation must.be cumulative total from \)ro~m
Ali>.n
Alb .. &. While
-Olhtr Multi -/0021
Tottis
,.1 Mwl wwnr ..... ~y~·" I . . TOTAL I ...
• :. • ': . ,...... • ,I.... • i ~ 't'" :, "''''':'::''';~':~~'~~~.1: . .).~o;.:\)..'' .. ,~. t,~ '\' .t..~~,,;.~I~ i~.:::j'!;;·~~"'X::.t~\~.:·~·~~:-~!:I~~:J:\' ;:~'.:
B,T 4: sruriYBI;ghh'tea "'f~rm:.ffo"(!WmpJet¢.tb;s· part. if fhe":Natioila':ObjeQt;vecis ;SBA}.', ::"-:' '~""'>?!'::;f~'tr '};j:'.::!:?::,.i'::'\ t~~·~'Y:;)"'!:';"i'J",([r;~~~!-0~,f~~~ii!;~;'::;;:'::;'tl.i'::i;;t;\':~~t~lt;:·',01i~~'tI1~¥ff!; {::~;m'3\W;~:'Yf'\ ,
j-gentage ofDcleriorated Bui14ings: 3w Public·ImprovementJCo~dition:.:' , .. i) ,' ..
. -. .. ~
lllllI1? li ght.besignation Y car:
OC $: Job CreationlRcfention InioOn~tiM (complete this p;brt if ·t~N2tion2' Obledhrc Is·8.Jvu)
Ie 1 ..... :... . .. ' .. : .. " ... , ... ,' ",.: .. , .' . , .. , '. '.. .'-
Din:ct L..o:m
) tho-
446
ATTACHMENT
'74 14a 2- Job Creation/Retention Information
Type
--
(
Total Job
Count-Full
Thite Job
Total Job
Count -Full
Time-
Low/Mod
Total
. Hours
Part time
Total Hours-Part.
Time- LovillViod
Percent of .
1.,ow/Hod Jobs'
Expect to Create
41 0 •
Expect to Retain
170
Actually Created
Actually Retained
• . •
inir 6: CDBG Multi-unit Activity Set Up and Completion Information(for 1.1VtH activities)
ble
Units Total , Occupied • Occupied Low/Mod
ft of Units at Start
11 of Units expected at
Completion
Li of Units actually
Completed __
de 2
CY-Pc Authorized Costs Actual Costs •'
:DBG
)the-
---(
'otali .
7 7: Displacement Information (complete this part if displacement has occurred)
ype Census •
Tract Or
City .
White Black Hispnic Asian/Pacific American --
.Indian/Alaskan
ispla cal
0111 -
'
=mining In • ••
.
. _
locatixl To .
• • .• • .•
•
•. .
r 8: •ReOla .cerneinte Infortnation (complete this part if.One-for One Replacement hays occurred)
Demolished/Conveked Address Repla.cement Address
fBedrooms
reetnent executed date
iilable Date
9: Activity Status/Accomplishments Information (complete this part for alt types of activities}
:tivity Status (Circle One): 1. Cancel 2. Completed 3:Underway
Dtivity is considered to be completed when it meets the National Objective and after all the funds are drawn)
Ipos•-•1 Accomplishment Type:
tuaC. _complishments Type:
rironmental Assessment Code:
3. Proposed II of Accomplishment Units:
5. Actual 1/ of Accomplislunent unit/s during the year.
7. Create Program Income? (YIN):
. . .
ATTACHMENT C
abWe 2-JDb CreatiohlRclention Inform.lItion
ToulJob Total Job Total ToUt) Hours~Part. Percent of
Type Count-Full Count-Full . HOUN ." Time-lLowfMod 'Low/Mwl Jobs'
/" -Time Job Time-Part time ( LowlMod
Expect to Create )/ ()
Expect 10 Retain ~V
Actually Created
Actually Retained
IRT 6: CIDBG Multi-u'nit Activity Set Up and Completion Dnformdltion(for i...MH activities}
bJe 1
Units Total Occupied Occu-'pi~d LowlMod
# of Units at Start
II of Units expected Dl
Completion
q of~nits actually
:::om-.f>leted
ryPe Authorized Co~ts Act\laj Costs.,
~
~DBG
)the'"
-(
'ota:.
:T 7: Dispraccrnent Knformation (complete this part if displacement has occurred) . . .' ." .
ype
isplaced
om
~ainingln
pe
·£Bedrooms
Census'
TraCt Or
qty
".
reement cx.ecutoo date
iilabJe Date
White Black Hispirnic AsianIPadfic Am,erican _
,Indian/Alaskan
Demolished/Converted Addx:ess Repla:celIlent A~drcss
..
9: Activib( St~~slAccomplishments Infonn:ation (complete this p'art for all types ~f :lctiviti~s) "
:tivity Status (Circle Ohe): '1. Cancel 2. Completed 3. ,Underway
:;tivity is cousldercd to be completed \~hcn it meets the Na!i0nill Objective and after n11 the funds are drawn)
lpo~ .... ·l Accomplislunent Type:
lua~ .,complishmenls Type:
rirorunentaI Assessment Code:
-----
-----
3. Proposed II of Accomplishment Uniifs:
5. Actual iI of Accomplishment unitls during the year:
7. Create Program lncome? (YIN):
". ." :~".:.
447
.ATTACHMENT C
Inplishrnent narrative for the Current Program Year (Please make sure that accomplishments during the current,.:
are only included.
ms--^i 6 lincs)
r e ile,-)AirLy iAI 77/ is z AA() "9 co(ii / 7/0 /L/ 8.7-Nc
/ t-- /2,, 00617 _A ra.eicpc2,2(/'?9',
50(71y/4/)Y/ CXX •
ring beiovv
, verify that the information in this report is accurate
?propriate records have been maintained.
red By: Date:
ved By: Date:
FOR OCED USE ONLY
Verified for completeness and accuracy by:
Contract Officer:Date:
)1anner:Date:.
',:1141V1 Section Supervisor Date:
. •
'fanning Section Supervisor:.Date:
livisiore Director:Date:
divan. Support Staff: cots UPDATE:
·ATrACHMENT C
)mplislnnent naITative for tile Current Program Year (please make sure that accomplishments durUig the cuITent. ,: . ~:
are only included. "
m"''''' 6lincs)
(
~ _// ~ /(-1 £ /7&41';od ...... JOt/12K /YJIXCO' (/,) c( IlCl2CVC'? [)/'/nlD.l7 ,e'/lQJcrif
/S CurtlZ(Sr\./TLY ltV i7lt.S-LilA/£) t9c Q (./1 "5IZIO/l./ SZ?ToS ,£'Y
n~g beloW 1, _. _-:.. ___ .,.-___________ ) verify that the information in tlus report is accurate
Jpropriate rcc~rds have been maintained.
red By: Date: --~------------~------~~--------~ --~-~----------------
'Vco By; Date:
------------------~----
(
FOR OCED USE ONI-Y
Vcr-Hied for (;omplctcn~ss ~nd ~ccuracy by:
Contract Officer. Dat~: ------------------
'larlOncr., Date:: ------------------
;MM Sectio~ ~upervisor:
::', " :. ~': ' ::~::.\ ,', ~'::"~ ~;-~-:, ·:~.;:>::T'~·. :::t/::, : ~~:>~~>".;:. 0',
)flll1lllldll1lg SeCfion,Sup'ervJSo,r:::-,~.,.,:.:· ., .. ""
~.' !!',_,.;' ;;..:.. ,,:,':: •. " . .':t •.. ~ ... ""'. -'-----------.. . , .. \ ..
Date:
--~--------~---
lDat~:·· ~
--~-------------. . ~. '. " . "
livisioll1 Director. Date:
~min~ Support Staff: IDIS UPDATE: ----,------'-'
448
ATTACHMENT C
QUARTERLY PROGRESS REPORT INSTRUCTIONS
MT i. AC11VITY INFORMATION -
• •-• Agency Naive: Enter the Name of the Agency
Project Title: Agency Acronym and the Title of the Project (60 characters maximum)
Activity Name: Agency Acronym and the name of the activity (40 characters maximum)
Category: Enter the Category of the activity (e.g. Housing, Public Service, Ecc. Dev etc.)
Activity Address: Enter the complete address of the location where the activity is taking place
Commission District: Enter the Commission District # where the activity is taking place
Activity Description: Enter brief description of the activity (120 characters maximum)
IDIS No.: Enter IDIS No. of the activity.
Source: Enter the funding source (e.g. HOME 95).
Grantee Activity #: Enter the Grantee Activity No.(E.g. 8.00.020.235)
Matrix Code: HUD Code applicable to the activity.
Index Code: Enter the Index Code from FAMIS
National Objective: Enter the National Objective applicable to the activity.
flelp Prevent Homelessness?: Enter Y if the purpose of the activity is to prevent homelessness; otherwise enter N.
lelp those with HIV/AIDS?: Enter Y if the purpose of the activity is to help persons with HIV/AIDS; otherwise enter N.
i-irriarily Help Persons With Disabilities?: Enter Y if the purpose of the activity is primarily help persons with disabilities;
ithervvise enter N.
;enerate Program Income?: Enter Y if this activity is expected to generate PrograMincome; otherwise enter N.
fiction 168: Enter X if this activity is funded. in whole or in part using proceeds from loans guaranteed under Section 108.
Me for one Replacement: Enter X if this activity is a One-For-One Replacement Activity
)isplacernent: Enter X if this activity involve.a displacement activity
bat Funded: Enter X if this activity is a Float Funded activity
pedal Assessment: Enter X if this activity is a public improvemeut activity for which a special assessment will be levied:
'evolving Fund: Enter X. if this. activity is funded through a revolving fund.
avored Activity: Enter X if this activity is an econornic development activity that is of important national interest and therefore
.ay be excluded from the aggregate public benefit calculation.
lost ' rincipal Balance: Enter the Float principal balance if this is a float funded activity
Alcatel& the activity is located in CDFI Area or Strategy Area: Enter C or.S depending upon whether this activity-is located in
ComMunity Development Financial Institution (CDFI)-or a Neighborhood Revitalization Strategy Area.
rea Identifier: If you entered C or S in the previous field, enter the Area Identifier.
liquidated Obligation: Enter the ainount•of orders placed. Contracts and grants awarded, goods and services received, and
nilar transactions for which expenditure has not been reported as of the end of the reporting period. •
r 2. AREA BENEFIT :INFORMATION
rcent of Low/Mod in service area: Enter the percentage of low/rnod persons in the service area.
rvey or Census Tract determination:- Enter the method by which the percentage of low/modinthe service area was determines.
ter S for Survey and C for COinus.-
nsus Tract: Enter the Census Tract for the LMA Service Area.
ickGroupsi Enter the Block Groups _associated with the Census Tract..
DIRECT BENEFIT IN.FORMATIONteornplette :1itart Er or
antis lii.liousehokrs Or reFolisTOMY-tilier P: tot'Car LMJ iactivity and fl for LMI-3C a.ctkoi
Benefiting from Activity: Enter The total number of persons benefiting-from the activi
Tuber of Female Headed HousehOlds: Enterthe total number of female Headed Households. This field is not applicable to LMC .• •
LMJ activities.
nber of persons served in Entitlement Area: Enter the total number persons served in Entitlement Area • • nber of persons served outside of Entitlement Area: Enter the total riumber•of persons served outsi6of the EntitIezneritArea...' --
hod off verification by the-Agency: Enter the method. used by the Agency in determining the number of persons served inside - • • '1--
outside Of the Entitlement Area.
aimed Benefit? (Y/N).: Enter Y if this activity is designed to exclusively-serve a category of persons.presinned by HUD to be
mod income. Please note that presumed benefit groups am-limited to: abused children, battered spouses, elderly persons,
'led adults, illiterate adults, persons living with AIDS; homeless and Migrant Farm Workers. This field is not appliCable to LIvfH
LMJ activities..
tre/Loca tion: Enter Y if the activity is considered low/mod because of the nature of the activity and the place it is being carried
Phis field is not applicable to LMH and LMJ activities.
ire/Location Narrative: Enter a description of how the Nature/Location of the activity benefits a limited clientele, at least 51%
lom are low/mod income.
Page 5 of 12
9 AM
ATTACHMENT C
QUARTIERL Y PROGRESS REPORT BNSTRUCTIONS
Un" '1 .. ACTIVITY INFORMATION
Agency N arne: Enter the Name of th« Agency
Project Title: Agency Acronym and the Title of the Project (60 characters maximum)
Activity Name: Agency Acronym and the name of the activity (40 characters maximum)
Category: Enter the Category of the activity (e,g, Housing, Public Service, Ecc. Devetc,)
Activity Address: Enter the complete address of the location where the activity is taking place
Commission District: Enter the Commission District # where the activity is laking place
Activity Description: Enter brief description of the activity (120 characters maximum)
lOIS No.: Enter lOIS No. of the a'ctivity.
Source: Enter the funding source (e.g. HOME 95).
Grantee Activity #: Enter the Grantee Activity No.(E.g. B.00,020.235)
Matrix Code': HUD Code applicable to the activity. "
(ndex Code: Enter the Index Code from FAMIS
'lational Objective: Enter the National Objective applicable to the activity.
fleJp Prevent Homelessness?: Enter Y iftlie purpose of the activity is to prevent homeJessness; otherwise enter N.
'1elp those witb f.lIV/AIDS?: Enter Y jfthe pUrp<Jse of the activity is to help persons with HIVIAIDS; otherwise enter N.
>rimariJy HeIp Persons With Disabilities?: Enter Y if the purpose of the activity is pnmarily help persons with disabilities;
itherwise enter N.
;enerate 'Priigram In,come?: Enter Y if this activity is expected to generate Prograndncome; otherwise enter N.
:ection 108: Enter X if this activity is funded, in whole or in part using proceeds from loans guanmte¢d under Section 10K
)n~ for OBle Replacement: Enter X if tbis activity' is a One-For-One Replacement Activity ,
.ispJacement: Enter X if this activity involve a displacement activity
'loat Funded: E~ter X ~fthis activity is a Float.Funded actiyity
pecial Assessment: Enter X if this activity is a public improvement activity for which a special asSessment will be levied.
~~volving Fund: Enter X if this activity is funded through a revolving fund.
avored Activity: Enter X if this activity is an economic development activity that is of important national interest and therefore
.ay be exCluded from the aggregate public bt;:riefit c;l1culation. .
. :','.,
!oat,Principa"BaJance: Enter the Float principal balance if this js a float funded activity
,dicateif tb~ a(:ti~ty is located in CDFI Area or Strategy Area: Enter C orS depending upon whether this activityjs located in
CommUIiity Development Financial Institution (CDFI)'or a Neighborhood RevitaliZation Strategy Area.
rea Ide~tifie~: If you entered e or S in the previous field, enter the Area Identifier. ' . ,
~liqujdated Obligation: Enter die ainountof orders placed. 0>ntracts and grants aw~ded, goods and services received, and
nilar t~actions for which expenditure has not been reported as of the end of the reporting period,
r 2. ARIEAIBENEF.JT :flNF,ORMATlON
rc~~t oC'Low/MQd :jn ser.vl~e area: Enter the percentage ofjow/mod persons in the service area.
rvey or Census Tritct detefm.mation: Enter the ni~od by which the percentage ofloW/mo{finthe service area was determines.
ler S for Survey and C for C¢nsus. ' '
n~s ira¢ Eriter the Gensus Tract for the LMA Service Area.
I~ Groups: Enter tli~ Block Groups associated with the G,~us Tract . . '
" .DIRE6T :B-=NEFiT .. fFORMA110N' com de ,ibis .. :." d if ,tIIlt; Nati(;:;i~iob· .' .. ~.'
~tS:by'Bouseli~)d~ oFP~~iis?;<B!P)~' Enter ~Jor tM,C;orL~ ;ac~Vity~d,:1f:f~''i:;M.iractiyitY.
til Nuriik Benefiting from Activity: Entetthe total riUillbCr of ~oDS benditffig~fromthe activitY~'!;;",;
niber of Female Headed Households: Enter the total number of femaJe Headed H~usehoJds. This field is not applicable to me
i.MJactlvities. ,
"'.,
nber of persons served in Entitlement Area: Enter the total number persons served in -Entit1ementAfe:a' ", '., . .. .,
nber of persons served outside of Entidem~nt .Area: Enter the total nUmber'of persons served outside' of the Entitiement.Arei"": ,:. '
:hod of verification by ,the-Agency: Enter the mC,thod used by the Agency in detennining the' number ofpersO~ Sei-vedinside -.. , ,q,,_..,
outside 6fthe Entitlement Area. ,
rowed Benefit? (YIN)': Enter Y if this activity is designed to exclusively· serve a category of persons, presUmed by HUDto be
'niod inCome. Please note that presumed benefit groups are ]~ited to: abused children, battered spo~es, elderly persons,
,led adul~, illiterate adults, Persons living with AID'S; homelesS and Migrant Fann Workers. This field is not applieablt! to LMH
LMJ actiVities.
tre/Location: Enter Y if the activity is considered low/mod because of the nature of the activity and the plate it is beiIig carried
fhis field is not applicable to LMH and LMl activities.
Ire!Location Narrative: Enter a description of how the Nature/Location of the activity benefits a limited clientele, at least 51% '
10m are low/mod income,
Page 5 of 12
9AM
449
ATTACHMENT C
4: SLUIVITOLEGHT AREA INFORMATION (complete this part if the national objective is SBA)
adaties:: Erater a description of the boundaries of slum/blight area (180 characters maximum)•
Ideterioratted buildings: Enter the percentage of buildings that were deteriorated when the area was designated as shun/blight,
lie Improveznent/Condition: Enter a brief description identifying each type of improvement located within the area and its condition at the
the area was designated slum/blight(40 characters maximum).
1/Blight Designation Year: Enter the year the area was designated as slum/blight.
5: JOB CREATION/RETENTION INFORMATION (complete this part if the National Objective is IMO
Direct or Deferred Payment Loan Information: If CDBG assistance for a job creation/retention activity is provided in the form of a loan,
T the Interest Rate, Amortization Period and the Amount.
BG. Grant Amount: If CDBG is being used to provide assistance in a form other than a direct or deferred loan, enter the amount provided for
activity.•
Enter the information about jobs expected to create, expected to retain, actually created and actually retained.
6: CDBG MULTI-UNIT ACTIVITY SET UP AND COMPLETION INFORMATION
Enter details of # of units at start, II of units expected at completion and it of units actually completed
Enter the details of costs associated with the activity.
7: DISPLACEMENT INFORMATION
requeSted displacement information in the table
B: REPLACEMENT INFORMATION
:relevant information in the table regarding Replacement as a result of this activity.
9: ACTIVITY STATUS/ACCOMPLISHMENTS INFORMATION(cornplete this part for all types pf activities)
pity Status: Circle I, 2 or 3..Please note that an activity is considered to be completed once it meets its national objective and all the hinds are-
a from no.
osed Accomplishment Type: Enter.1=People, +=Households, 8=Businesses, 9=Organizations, It-Housing Units, I I=Public
)bs.
osed # of accomplishment Unit's: Enter the proposed # of units to be accomplished.
al accoMptishment type: Enter the actual accomplishment type.
rl # of accomplishment units during the year: Enter the actual units accomplished.
-onmental Assessment Code: Enter A=Exempt, C=Completed, D=Underway
:e Prograth Income: Enter Yes or No.
Page 6 of 12
A IT ACHMENT C . . .
r 4: SUJMmlBG'HT AREA INFORMATION (completetiais part if the national objective is SBA)
~ndarles; Enta-a description oflhe boundaries ofslumlblight area (I 80 characters maximum) .... -,'.
ofdeterlorated.buildiogs: Enter the percentage of buildings' that were deteriorated when the area was designated as slumlblight. ... " .
blie Improvepent/Condioon: "Enter a brief description identiiyuii ~ch type ofimprovenient located within the ~ and its condition at the
e the area was designated slumlblight(40 characters maximum).
mlBligbt Designation Year: Enter the year the area was designated as slumlblighl.
. 5: JOB CREATION/RETENTION INFORMATION (complete this part if the National Obiective is LMJ
I: Direct or Deferred Payment Loan Information; IfCDBG assistance for ajob creatioillretention activity is provided in the form ofa loan,
~ the Interest Rate, Amortization Period and the Amount.
mGGrant A,.mount: IfCDBG is being used to provide assistance in a form other than a direct or deferred loan, enter the amount provided for
> activity .
.:. Enter the in£onnation about jobs expected to create, expected to retain, actually created and actually retained.
6: CDBG I\IIUL TI-UNIT ACTIVITY SET UP AND COMPLETION INFORMATION
: Enter details of# of units at ~tart, # of units expected at completion and # of units actually completed
~ Enter the details of costs associated with the activity.
7: DISPLACEMENT INFORMATION
~ requeSte<l"displacemenl information iii the table
8: REPIl...ACEMENT INFORMATION
: Televant infonnation in the table regarding Replacement asa result of this activity.
9: ACTIVITY STATUS/ACcOMPUSHMENTS INFORMATION(complete this part foil' all types offactivitiies)
lity Status: Circle], 2 or 3.il~ note that a:n activity jsconsidered to be Compl~ted on~ it meets its national objective and all the funds are·
r'i from IDIS. .
osed A~complishmeDt type: Enter.l =People, 4=Households, 8=Businesses, 9=Organizations, 10=Housing Units, 1 J=PubJic Facilities,
)bs.
osed # of accomplishment lJnit/s; Enter the proposed # of units to be accomplished.
11 accomplishment tYPe; Enter the actual accomplishment type.
II # of ace'omplishment units during the y~r: Enter the actual units accomplished.
'ollmental Assessment Code: Enter A=Exempt, C=Completed, D=Underway
e Program Income: Enter Yes or No.
Page 6 of J1
-'.: ~ .~
450
.;•=4.
SECI ION If: FISCAL INFORMATI
ATTACHMENT C
GENERAL INSTRUCTIONS
BUDGET AND EXPENDITURES
APPROVED BUDGET
. PROJ.F.,€ ED
•
REIMBURSED
AC1 UAL
.1PROO,CTED EXPENDITURES
FOR. NEXT REPORTING
PERIOD
PROJECTED. CUMULATIVE
EXPENDITURES BY DIE END
.OF CONTRACT PERIOD
This portion of the report must include only OCED funds and
expenditures covered by your organization's contract with OCED.
This section of the report covers fiscal activities from the
beginning of the contract date through the cut-off date covered by
the report.
For each category, list the amount of funds allocated in the most
recent approved OCED budget for your contracted activity.
List the project expenditures through the cut-off date of the report
for each of the.budget categories.
List the contract expenditures that OCED has reimbursed to your
organization through the cut-off date of the report.
List.ALL the contract expenditures, whether or not they have been
reimbursed by the County, OCED that your agenCy incurred
through the cut-off date of the report.
List all the expenditures that your organization anticipates will. be
incurred in the- implementation of the contracted activities through
the end of riext reporting period.
List all expenditures that your organiiation anticipates will be
incurred in the implementation 'of the contracted activities through
the end of the contracted period.
Page7of12
. '.': .. ~.. :. '." ,.'.... . ATTACHMENT C
--
••• 1. .' • ..:.\·'{;~:· .. t~~i~~.~.·:'~~~:;}:;if:~(f:~n·~~~ .;.':. '<.: . ., ':,.'
"SECTION U:FISCAL lNFORMA:ri:ON '><~-
GENERAL INSTRUCfIONS
BUDGET AND EXPENDITURES
APPROVED BUDGET
_ PROJECrED
-REThmURSED
:PRO.mCTED EXPENDITURES
FOR NEXT REPORTiNG
PERIOD -
PROJECTED' CUMuLATIVE
EXPENDITURES BY mE END
_OF CONTRACT PERIOD
AM-
.... ,.;
This portion of the report must include only OCED funds and
expenditures covered by your organization's contract with OCED.
_ This section of the report cov~rs fiscal activities from the
begirming of the contract date-through the cut-off date covered by
the report.
For each -category, list the amount of funds allocated in the most
recent approved OCED budget for your contracted activi ty.
List the project expenditUres through the cut-off date of the report
for each of the budget categories.
List the contract expenditiJres that OCED has reimbursed to your
organization through-the cut-off date of the report.
LisfALLth~ contrad expenditures, whether or not they have been
reimbursed by the -~County, OCED that your agency incurred
through the Gut-off date of the report. -
List all the expenditures -that your orgairization anticipates will be
incurred in the-implementation of the contracted activities through
t~e end of next reporting period.
-List all expenditures thai your organiiation anticipates will be
incurred in the implementation 'of the contracted -activities through
the end of the contracted p~ijod: ---
:"""'" ,\ ..
Page 7 of I~
; .....
":,' .
451
CUMULATEVE EXpENDETURES THROUCEff
END OR CURRENT REPORTING PERIOD
APPROVED BUDGET PROJECTED REIMBURSED
4a,4;
PROJECTED
EXPENDITURES
FOR NEXT • .
- REPORTING
PERIOD
PROJECTED
CUMULATIVE
EXPENDITURE
BY END OF
CONTRACT
PERIOD
ACTUAL
PERSONNEL
CONTRACTUAL
OPERATING COSTS
COMMODITIES
CAPITAL OUTLAY
TOTALS
SECTION II: FISCAL INFORMATION
PART A:BUDGET AND E ITURES •
INSTRUCTIONS: Coniplete the Chart fast the entire amount covered by the agreement.
PART B:PROGRAM INCOME USAGE
1. Does this activity generate Prograin Incoinv. •• Yes:
2. If Yes, indicate the amount generated this:qtYarter. •
3. Projected use of Program Indome (Respcindrirgy if #1 is answered "Yes')
Page 8 of 12
8/07 9:29 AM
No:
ATTACHM~NT C ~t'~··;: SECTION'll: FISCAL INFORMATION'
PART A: BtrD'GET,~~libl_S
INSTRUCTIONS: Complete the chart fot ~e entire amount covered by the agreement.
CONTRACTUAL
OPERATING COSTS
COMMODITIES
CAPITAL OUTLAY
TOTALS
PART B: PR:OGRAM INCOME USAGE
1. Does this activity generate Program IndJ!l¥, Yes: _ No: __
2. If Yes, indicate the amount generated :~~·~4~'~rter. ' $ _____ _
3. Projected use .of Program Income (~esp'J~~~JnlY if#l is answered "Yes")
j~i.::J{!:~~;l~}~, .
':",
>
.'
Page 8 of12
8/07 9:29 AM
__ ------------~l
-~---~
452
TOTA1;:.
AFRICAN AMERICAN CHART
NUMBER cots coNmAcToRp,
'SUBCONTRACTORS, OR
VENDORS .•
TOTAL DOLLARS AWARDED:
ATTACHMENT C
SECTION DL MINORITY BUSINESS ENTERPRISE DATA
SPECIFIC 'MST RUCTIONS
TYPE OF TRADE:
AMOUNT OF CONTRACT/
SUBCONTRACT OR
PURCHASE:
PERCENTAGE OF TOTAL
ACTIVITY:
Enter this information only once on each report for each firm
receiving funds through your organization's contract with
OCED.
Enter the Employer Number that I.R.S. has assigned to the
Vendor/Subcontractor. Each vendor must have unique
identifier.
Enter the Employer Number that I.R.S. has assigned to the
Prime Contractor as a unique identifier. This information must
be provided for each vendor listed.
Enter the numeric code (I through 6) that identifies the
racial/ethnic background of the owner(s) and controller(s) of
51% of the business. If 51% of the business is.not controlled by
any single racial or ethnic group, then enter the code that seems
most appropriate. The codes are listed at the bottom of the
form.
Enter the numeric code that best describes the
contractor's/subcontractor's/vendor's services. The codes are
mentioned in the front of this page.
Enter the total amount expended for goods, services, supplies,
and/or construction costs for each vendor, contract and
subcontract. In cases where commodities or equipment
purchases comprise the majority of the expenditures for the
period, then combine all expenses for the reported period.
Enter the total amount of dollars expended on goods, services,
supplies, and/or construction for all contracts, subcontracts,
and
purchases that occurred during the reporting period.
Enter number of African American fluids that transacted
,business with yottr organization during the reporting pfriod.
ThiS information-must be reported for organizations with at 1.
least 51% African American ownership or control..
Enter the total dollars paid to African American firms during
the reporting period.
Enter the percentage of total dollars received by African
American firms from funds expended by your organi7ation
during the reporbing period.
Page 9 of 12
NAME OF CONTRACTOR/
SUBCONTRACTOR OR
VENDOR, ADDRESS, AND
TELEPHONE NUMBER:
VENDOR ID #:
PRIME CONTRACTOR ID #:
RACE/ETHNIC GROUP:
9 AAA
ATIACHMENTC
, SECT10N IU: MINORl'l1{ BUSINESS ENTERPRISE DATA
" , SPECIFIC INSTRUctiONS
N~EOFCONTRACTOW
SUBCONTRACTOR OR
VENDOR, ADDRESS, AND
TELEPHONE NUMBER:
VENDORID#:
PRIME CONTRACTOR ID #:
RACE/ETHNIC GROUP;
AMOUNTOF'CONTRACf/
SUBCO-NlRACT OR
PURCHASE:
:.-
Enler this information only once on each report for each firm
receiving funds through yourorganizatioll's contract with
OCED. .
Enter the Employer Number that tRS. has assigned to the
Vendor/Subcontractor. Elich vendor must have unique
iden tifier.
Enter the Employer Number that I.RS. has assigned to the
Prime Contractor as a unique identifier. This information OJUst
be provided for each vendor listed~
Enter the numeric code (J through 6) that id,entifies the
racial/ethnic background of the owner(sl and controUer(s) of
S1 %of the business. If S1 % of the business is.not controlled by
any'single racial or ethnic group, then enter the code that seems
most appropriate. The codes are listed at the, bQttom of the
fonn.
Enter the numerlc code that best describes the
contractor'slsubcontractor'slvelldor's services. The codes are
mentioned in .the front Of this page.
Enter the total alllQunt expended for goods, serVices, supplies,
and/or construdioncosts for each 've~uror, contrad and, '
subcontract. In cases' where commodities or equipment
purchases comprise the maJority of the expenditures for .the
period~ then combine all expenses f~r the reported'period.
, ,-
Enter the total amoun'tof dollars expended on goods, services,
supplies, andlor construction for all contracts, subcontracts,
and ' '
purchases that occurred during the reporting period.,
"1:"."> :,'
'9 AM
TOTAL DOLLARS A WARDED: Enter the to~aJ dollars paid to African American linns during
th,e repOrting period.
. '
P~tENTAGEOFTOTAL
ACi1VITY:
Enter the,percent3geoftQWdoUars ~ive4 by Mrican
American firms from funds expended by your or~nizat:ion
during the reporting period.
Page90fl2
453
TYPE OF TRADE CODES
CPD
1-NEW CONSTRUCTION
2-EDUCATION AND TRAINING
3-OTHER
,.:_•PoDacte County HUD and
001-Nevi Const'uctior.) •
"-..002-Substantial Rehab.
tOC4;SerVice
',C05-.Project Management
a
4.).t CTIONIII: MINORITY BUSINESS ENTERPRISEPATA
PROJECT .
GPR ACTIVITY NUMBER:
REPORTING PERIOD: (Cheek One);:*y: OCT I 4:1•••••••MAR 31 A.PR 1 E SEP 30 ..,••••••
CONTRACT/SUB-CONTRACT/VENDOR: ACTIVITY
INSTRUCTIONS : Complete the chart:g iwii0t,p;*.rsient,..j9nAci m he columns belpw. When applicable, use the codes mentioned below,
is,CEIETHNIC GROUPS
WHITE AMERICAN
AFRICAN AMERICAN
'DATIVE AMERICAN
'1ISPANIC AMERICAN
4SIAN AMERICAN
DTHER
8/07 9:29 AM
Houitng Agency Programs ONLY
DCS-Professional
DO7-Tenant Service
DOS-EducatIon/TraIriirrg
DC9-Air.rt/Eng/Appralsal/
Prev, Eds., Obsolete
DOD-Other
Page JO of 12
AFRICAN AMERICANS
NUMBER OF •
CONTRACTORS!
SUB-CONTRACTORS/
VENDORS
TOTAL
DOLLARS
AWARDED
PERCENTAGE
OF TOTAL
ACTIVITY
• .
6,CE/eTHNIC GROUPS
WHITE AMERICAN
A.FR!CAN AMER!CAN
'1ATIVE AMERICAN
~ISPANIC AMERICAN
A,SIAN AMERICAN
JTHER
8107 9:29 AM
Po. I I AI.,;MIVlt:N r c; i)'lJtl),LI0NIII:' MINOJ11TY BUSiNESS EN'TERPRISBDATA
'"
MAR31 0 APRI0 SEP300
~1i}:I;~gon~s, men~on~d in,t4e columns below.. When applicable, use the codes mentioned below .
. .-.--.. ~.' .. , . ," ... '~ . ..... . '. . ~ f.t.i.f.nu:S .. 4
TOTAL
TYPE OF TRADE cooes' "';::;,:,FOr'Dade County HUO and HousIng Agency Progr.~msONLY
CPO . ,. <:'~\l~ O'C1-New Constiuctio,n ' DC6-Pro1essfona!
AFRICAN AMERICANS
1·NEW CONSTRUCTION· ",>:'~DC2·Substantlal Rehab, DC1·Tenant Service
2.EDUCAT1QN AND TRAINING:::J1\ O¢3.P.epalrs DC8-EducationITralrilrrg
3·0THER, ,,:,<t"':;;::~: D~erVlce DC,S-AfchlEng/AppralsalJ
'~CD5-,proJe(St Mariagem~nt Prevo cds,. Obsolete
DeO·Other
"
Page IOof12
NUMBER OF
CONTRACTORSI
SUB·CONTRACTORSI
VENDORS
TOTAL
DOLLARS
AWARDED
__ --__ ----------------~I
PERCENTAGE
OF TOTAL
ACTtvlT'f
454
•g;•••10.:*
ATTACHMENTC
U.S. HUD SECTION 3 REPORT
VV.:. •
T THREE — SUMMARY — IndicateS the efforts made to direct the employment and other economic opportunities
rated by HUD financial assistance for housing and community development programs, to the greatest extent
ble, toward low — and very low-income persons, particularly those who are recipients of government assistance for
ing. (Check all that apply.)
I Attempted to recruit low-income residents through: local advertising media, signs prominently displayed at the
project site, contracts with community organizations and public or private agencies operating within the
metropolitan area (or metropolitan country) in which the Section 3 covered program or project is located, or
similar.
Participated in a HUD program or other program which promotes the training or employment of Section 3
Residents.
I Participated in a HUD program or other program which promotes the award of contracts to business concerns
which meet the definition of Section 3 businesS concerns.
I • Coordinated with Youth build Programs adminiStered in the metropolitan area in which the Section 3 covered
project is located.
Other, describe below.
Page 11 of 12
ATTACHMENTC.
U.S. HUD SECTION 3 REPORT
..... ", ..... : ...
tT THREE -SUMMARY -IndicateS the efforts made to dir.ect the employment and other economic opportunities
!rated by HlJD financial assistance for housing and community development programs, to the greatest extent
ible, toward Jow -and very low-income persons, particularly those who are recipients of goverrunent assistance for
:ing. (Check all that apply.)
J. Attempted to recruit low-income residents through: loeal advertising media, signs prominently displayed at the
project site, contracts with community organizations and public or private agencies operating within the
metropolitan area (or metropolitan country) in which the Section 3 covered program or project is located, or
similar. .
] Participated in a HUD program or other program which promotes the training or employment of Section 3
Residents. .
Participated m a HUD program or other program which promotes the award of contracts to business concerns
which meet the. definition of Section 3 business concerns .
. Coordinated with Youth build Programs administered in the metropolitan area in which the Section 3 covered
project i~ located.
Other, describe below.
.. \, ~
Page J I of J2
AM
455
ATTACHMENT C
SECTION IV: U.S BUD SECTION 3 REPORT
mile Opportunities for Low & Very Low-Income Persons in Connection with Assisted Projects
i'..NCY NAME: PROJECT NAME:
r,NCY ADDRESS:
CONTRACT AMOUNT: $
PERIOD REPORTED: QTR 1 2 3 4
(CIRCLE ONE)
ORT R_EVIEWED/APPROVED.BY: TELEPHONE # :
(SIGNATURE)
1' ONE — EMPLOYMENT & TRAINING — To be completed for each project and submitted quarterly to OCED by April 15,
15, October 15 and January 15.
CATEGORY A
Total
New
Hires
(Total of
Column
G. 1/5)
B
Total'New
Hires who
are
Section 3
Residents
C
% of New
Hires that
are
Section 3
Residents
(B/A)
D
Total
Employee
Trainee
Hours
worked
-
E
Total
Employee
Trainee
Hones
Worked
3 Residents
by. Section
F
% of
Employee
"Trainee
.Hours
Worked by
Section 3
Residents
(FA))
G
RACIAL/ETHNIC CODES
I
White
Amer..
2
African
Amer.
3
Native
Amer.
4
Hispanic
Amer.
-
5
Asian or
Pacific
Amer.
FESSIONAL
IlNICIAN -
ICE./
kICAL
STRUCTION
BADE
)E:
)E:
)E:
k:
kL: -• -
CWO --, SUBCONTRACI'SAWARDED for:goods and services `associated with thiS project
..A
Total $
.Amount of
:row $
Amount of
% B TOT.. NUMBER. OF SECTION 3 BUSINESSES RECEIVING CONTRAC IS BY
• RACIAVETHNIC IDENTIFICATION
Contracts Contracts 2 5. 6
Awarded Awarded to White African Native Hispanic.- Asian- Hasidic
Section 3 American American American American' Pacific Jew
Businesses American
r1RUCTION
"'RUCTION
Page 12 of 12:- Progras Rcpott
ATTACHMENT C
.: ...
S:ECTION IV:U.S.HUD SECTION 3 ,REPORT
IOmic Opportunities for Low & Very Low-Income Persons in Connection with Assisted Projects
ENCY NAME: _______________ _ PROJECT NAME: --~---------------------------
CONTRACT AMOUNT: $ ----------ENCY ADDRESS: __________________ __
PERIOD REPORTED: QTR 1 2 3 4
(CIRCLE ONE)
'ORT REVIEWED/APPROVED,BY: _' ----~=:7:-:::==------
(SIdNATURE)
TELEPHONE # : -----------------
r ONE -EMPWYMENT & TRAINING -To be completed for each project and submitted quarterly to OCED by April] 5,
15 October 15 and January 15. . . ,
ICATEGORY A B C D E F G
Total Total New % of New Total Total % of RACIA1:JETHNIC CODES
New Hires who Hires that· EJ,tployee Employee I 2 3 4 5
Hires are are Trainee Employee Trainee White African Native Hispanic Asian or
(Total of Sectioo 3 Section 3 Hours Trainee Hours Amer, Amer. Amer. Amer. Pacific'
Column Residents Residents worked Worked by Amer.
G.l/S) (B/A) Hours Se.ction 3 '
Residents
Worked (EfJ)) -by Section -3 Residents
FESS~ONAL
HNICIAN
ICFJ.
RlCAL
STRUCnON
RAVE
I)
)E:
)E:
)E:
)E:
>E:
ffi.: , .
lL: ..
'.
~'7~uBC?'~~~~~~,~~ff~,.~~j;{~~,m$:tbifp~{~~;~i*i;~llilli:Ji~;~:';';;f;~4
rYPE OF ··A .: . .il :;'.\ :,~~;: \'i: .. C '.\( .:(:'.,.:,,:.,:::: ... ;:-:,' ,.: ·::.o:.i ....,-, .'.:'. ':,' .. ':' ....... , :.,:.0 . ,:" /i;':;;',:'" . ' .. (!i:;::i,":.'.:<'<· .• :/;): -:\ ': .. d.:.. .':/':'
)N1ltACT Total $ Total $ % B W·. NUMBER OF SECflON 3 BUSINESSES RECEIVING CONTRACTS BY
:muCTION .
lRUCIJON
\M
·Amountof .AIDountof A' .. RACIAL/ETIINlCIDENTIFICATION .
Contracts Contracts, 12· 3 4
AWlI1ded Awarded to White. NOcan Native Hispanic' Asian-
Section 3 Amencan Ainerlcan . . American American-' . Pacific
Business(S . American .
I)
6
Hasidic
Jew
456
7. Direct Contact information of loan/grant recipient:
Name:
Address:.
C State: Zip:
Mom: Fax:
ATTACHMENT D
Six (6) Pages
MIAMI-DADE
OFFICE OF COMMUNITY & ECONOMIC DEVELOPMENT (OCED)
INFORMATION FOR ENVIRONMENTAL REVIEW FORM
INSTRUCTIONS: Per 24 CFR Part 58, the purpose of the environmental review procedures is to
foster the implementation of environmentally compatible activities. As a grant or loan recipient,
Miami-Dade County will not fund projects that will negatively impact clients, communities, or
the environment.
Part i. AGENCY AND PROJECT DETAIL
1. Indicate Funding Source:
CDBG q HOME
HOMELESS (SRO/SHP)q EDI
2. Indicate Fiscal Year. FY 20
J. Name of Subrecipient/Agency:
q HOPE VI
q BED!
4. Name of Proposed Activity:
B.Location (Address with City, ST and Zip) of Activity or Project:
„..:=..,'.^.z„•,:4'''',:k.:?•'i;?, ' ., "4:•.,..!•,.'•'••;•:';!,•••••••- ,•-.-•-b".•.. i •4 •
. ..
7. Commission. District(s):
Form Revised 02/01107
ATTACHMENT D
Six (6) Pages .
, .. : ....... ':":':<;:-": .. ,-.::", ::.'," . : .... :~ ... '~';:.j.j~,:, . ::-;:':""
MIAMI-DADE
OFFICE OF COMMUNITY & ECONOMIC DEVELOPMENT (OCED)
INFORMATION FOR ENVIRONMENTAL REVIEW FORM
INSTRUCTIONS: Per24 CFR Part 58, the purpose of·the environmental review procedures is to
. foster the implementation of environmentally compatible activities. As a grant or loan recipient,
Miami-Dade County wlU not fund projects that will negatively impact clients, communities, or
the environment.
Part I. AGENCY AND PROJECT DEl AIL
1. Indicate Funding Source: .
o COBG o HOMELESS (SRO/SHP)
2. Indicate FIScal Year. FY 20_
3. Name of SubrecipienVAgency:
4,' .Name of Proposed Activity:
o HOME
DEDI
5, LOcation (Address with City, 8T andZip) of Activity or Project:
"'!:r:;~~::" ,',.' .~).:::
o HOPE VI o BEOI
;
..
. '
~------~~~~----~~-----+--~~~~~~~----~~~~
7~ Commissiori District(s):
B 0' Contact' f, tio ff ani . . . t .. lreef In ol'ma no 0 Igran reclplen:
Name: -
Address:. . cnv: I State: I Zip:
Phone: J Fax:
Fonn Revised 01101107
.. .... '-, . . ~ ~ .,' '. " ",'.
: .... ::.
457
9.. Detailed description of activity or project:
10. What is the purpose of the activity or project?. For example, Public Service, Economic
Development, Historic Preservation, Capital Improvement, Housing, etc.
11. What is the status of activity or project? For example, Pre-Development Phase,
Rehab/Construction Underway, Rehab/Construction Completed; etc.
Part H. PROJECT OUTCOME
Will the activity or project result in the following?
YES NO
1. Change in use
2. Sub-surface alteration (i.e. excavations)
3. New construction
4. Renovation or demolition -
,;:2;.,.:;,,,.:.f ". ! .
5. Site improvements sidewalk, landscaping; storm •
4616;10i,'—*k. di*. ' '' '
1,;.,N1:..,.•:: .;., :,:'6. idingirnprOVernentAiindoWs;doOrs,',. :.:::- :•••1.,. ,',
7. Displadernent of patens, heuseholds or business '.-:' " '• '',''.
, 8. Increase in population working or living on site
9. Land acquisition
. 10. Activity in 100-year floodplain
11. Anew nonresidential use generating at least 1,375,000 gallons of
water or 687,500 gallons of sewageper day.-
92. Use requiring operating permit (Le. for hazardous waste,
pretreatment of sewage, etc.) '
13. A sanitary landfill or hazardouS waste disposal site
14. Tree removal or relocation
15. Street improvements
16. The impounding of more than 10 acre feet of water (e.g. digging a
lake or diverting or deepening of a body of water).
2
'.:.'; .. :"."
.:'. "
· .... : .
9,· Detailed description of activity or project
10, What is the purpose of the activity or project? For example, Public Service, Economic
Oevelopment. Historic Preservation, Capital Improvement, Housing. etc,
11, What is the status of activity or project? For example, Pre-Development Phase,
Rehab/Construction Underway. Rehab/Construction Completed; etc,
Part II. PROJECT OUTCOME
fO'ect result;n the followin ?
NO
1. . Change ·in use
.. 2. $ulrSl,Jrface alteration (i.e, excavations) .
3. New construction
8.· Increase in ~Iation woodng orflVingon site
9. Land acquisition .
10. Activity in 100-year floodplain
...... : .• >..: •.
11. Anew nOnresidential use generating at least 1,375,000 gallOns of .. . ... ... .
wat~ or 687 500 Ions of . d . . . ...
12. Use requiring operating ·permit Oj~, for hazardous waste,
~treatment of . e, etc, .
13. A Sanitary landfin or hazardouS waste disposal site .
14. Tree removal or relocation
2
458
Part III. SITE SPECIFIC INFORMATION
1. Land Use:
Describe the existing and proposed land use:
® Existing?
• Proposed?
2. Site Plan:
Does the proposed activity include a new structure(s) or site improvements on a site of one (1)
acre or more?[1 YES D NO
If yes. a site plan must be provided. Project(s) will not be environmentally reviewed without a
site plan.
3. Photographs:
Does the activity include new construction, renovation or rehabilitation?
D YES:NO
es,:photographs -mustprovided of each side rear,an ,strikbie
roposed for assistance and 'the'_buildings _on the adjacent lots: The . p toraphS
identified by address. In addition, -provide for each existing structure on the site, the foilowing
information:
Existing structure(s) on site?
0 Estimated age of structure(s)?
4. Value of Improvements:
Does the proposed activity include rehabilitation or renovation of structure(s)?
YES I I NO
3
YES
.. \.': ': ..... ; .:: ':.,,:.: .. ,.: .'
Part 111. SITE SPECIFIC INFORMATION
. :.', ..
1. Land Use:
Describe the existing and proposed land use: .
4) Existing?
G> • Proposed?
2. ·Site P/'an:
Does the proposed activity include a new structure(s) or site improvements on a site of one (1)
acre or more? 0 YES 0 NO
, '.
If yes. a site plan must be provided. Project(s) will not be environmentally ~eviewed without a
site plan.
3. . Photographs:
DOes the activity include new construction, renovation or rehabilitation?
;P.~~~~~!f~~~~~ti~~~~~~~ii~·~~L.·· ...
identified by address.lnadditiori,'pitiVide. for each existing:'struclureon the site; the fol/owing' . . . .
information: ' .' ,. " ,.!-... ,'
, . ., ExlsUng structure(s)on site?
., Estimated age of struCture(s)? ._-,--_
4: Value of Improvements: .
Does the proposed activity include rehabilitation or renovation of structure(s)?
o YES o NO
3
459
.Has -aPhaSe !been performed • N eS#Anft4',,
El NO
0 'If a residential site, and the activity includes or involves rehabilitation, has it
inspected for defective paint surfaces?
• YES
inronrnental He6Ith Infprma
If yes, what is the estimated cost of rehabilitation or renovation?
What is the amount sought for funding?
In addition, indicate if the estimated value of the improvement represents:
.0 to 39.9 percent of the market value of the structure(s)
q 40 to 49.9 percent of the market value of the structure(s)
50 to 74.9 percent of the market value of the structure(s)
II 75 percent or more of the market value of the structure(s)
5.Phase I Environmental Audits:
Does the proposed activity involve the transfer of any property, new construction, major
renovations of 75% or more of the structures' market value, or a securing of a loan for
nonresidential parcel?
q YES D NO
If yes, a copy of Phase I EnVironmental Audit certified to Miami-Dade County must be
submitted to determine the likely presence of either a release or threatened release of
hazardous substance.
An audit is a review of a site and adjacent properties and involves preparing a history of
ownership, land use and zoning for the last 50 years; researching environmental records for
information on hazardous waste sites; hazardous facilities, solid waste/landfill facilities and
underground storage tanks (available through the Department of Environmental Regulations
and Management (DERM), Florida Department of Environmental. Protection (FDEP) and U.S.
Environmental Protection Agency (EPA)); and site inspection for physical evidence of
contamination such as damaged vegetation or stains in the soil.
:If yes, please submit the results.
Have any child under the age of seven at the site been tested for elevated levels of lead in
the body?
q YES [11 NO
If yes, please submit the results.
. ".:.', '.
If yes, what is the estimated cost of rehabilitation or renovation? _______ _
What is the amount sought for funding?
In addition, indicate if the estimated value of the improvement represents:
o .0 to 39.9 percent of the market value of the structure(s)
o 40 to 49.9 percent of the market value of the structure(s)
o 50 to 74.9 percent of the market value of the structure{s) o 75 percent or more of the market value of the slruclure{s)
5. Phase I Environmental Audits:
DOes ·the proposed activity involve the transfer of any property, new construction, major
renovations of 75% or more· of the structures' market value, or a· securing of a Joan for
nonresidential parcel? "
DYES o NO
If yes, a" copy "of Phase t Environmental Audit certified to Miami~Dade County must be -
s·ubmitted to determine the likely presence of either a release or threatened release of
hazardous substa"nce.
An audit isa review of a site and adjClcent properties and involves preparing a history of
ownership. land use and zoning for the last 50 years;"researching environmental records for
:information on hazardous waste sites, hazardous facilities, solid wastellandfill fc;lCilities and
underground storage tanks (available. through the Department of Envirqnmental Regulations
and Management ,DERM), Florida Department of Environmenta/Protection (FDEP) and -u.S.
",Environmental" Protection Agency (EPA)); and site inspectiOn for physical ~Vidence" of
"COhtamination such as damage<:fvegetation or stains inti)e soil.
. . , .
1~lj~j*~~r.~~~iii~~lf~~~~~;;~tt:",t\r~~;)~i~t~~j~"p","";"-,,/",,"""';,C,":'.';':·~:";:;\~;·,"1;\',i,
.If "a residential site, . and "the activity inCludes orlnv6Jves rehabilitation, has it be€rf "
inspected for defective paint surfaces? . .. '. :.: ...... ;
.. : ..... . 0" YES 0 NO. . . ..... ~ .. ,'.'-... , '~;" .: , ... ..;.: .~ .. ' .. :
" 'If yes; please submit the results.
o Have any child underthe age of seven at the" site· been tested for elevated levels of lead in
. thebody?
o YES o NO
If yes, please submit the results.
4
460
Signature
7.Other Site Information:
YES NO
1. Flood insurance required?
2. Public water available on site? _
3. Public sewer available on site?
4.
_
Children under 7 years of age residing on
site'or relocating to site (including day tare facility)?
5. Hazardous waste disposal facility?
6. Storage of hazardous materials on site?_
7. Abandoned structure(s) on site?, .
Part IV. SUPPLEMENTAL REQUIRED DOCUMENTS
Required Submittal Documents:
1.For all projects: Submit street/plat maps that depict location of property in the County and/or
City with the location or lot clearly pointed out'.
For new construction projects: Submit a scope of service, an itemized budget, and a site plan.
3. For housinglbuilding rehabilitation projects only: , Submit a scope of service, an itemized
budget describing the major components of the rehabilitation program planned, and a
photograph of the property. - •
4. For historic proprieties, include: Submit photographs of the .property, and a description of any
adjacent historic properties that may be affected by your activity.
Part V. CERTIFICATION
!:certify to the accuracy of the information provided. I understand that all funded activities must
have an approved environmental review clearance, prior to 1 ,'commencement -9 mints-I - . understand that any,O'M ad n 'n Tina n delay the in of the ,,,.,
ironMental revieW.'process e iiic ''a ,,,-,.,,..,.: o . re that innate a orma n ,.. , bo
, could delay the commencement of my organ "O&'i Iliiojec understand 'alt approV
environmental reviews are valid for one (1) year maximum. -
Print Name
le of Organization or Corporation Date
Unless otherwise indicated, return completed form and attachments to:
Community Development Division Director
Office of Community and Economic Development
140 West Flagler Street, Suite 9000
Miami, Florida 33130
5
, ,' .
. : . .,,:' .' . ,.~.... :"" . •••• : ,J ••
. 7. Other Site Infonnation:
YES NO
1. Flood insurance required?
2. Public water available on site?
3. Public sewer available on site?
4. Children under 7 years of age residing on
sileor relocating to site (including day tare facility)?
5. . Hazardous waste disposal facility?
6. Storage of hazardous materials on site?
7 . Abandoned slnicfure(s) on site?
. Part IV. SUPPLEMENTAL REQUIRED DOCUMENTS
Required Submittal Documents:
. .
·1. For aU projects: Submit street/plat maps that depict location of property in the County and/or
City with the location or lOt dearly pOinted out.
2. For new construction projects: Submit a scope of service, an itemized budget; and a site plan.
. . .
·3. ror housing/building rehabilitation projects only: Submit a scope of service, an itemized
budget describing the' major components. of the'· rehabilitation program planned, and a
photograph of the property. . vi;: .~ ,
'4. . For historic proprieties, include; Submit photographs of the property, and a description of any
adjacent historic properties that may be affected by your activity .
. :PartV. CERTiFICATION.
'" .'
.. ".... {certify to·the !t~·(,·ilrnr'\1 ·rn"nt,.,1'ft)tI lunde~t~ndth:at anfund~actiyi,6:es·.'must
.. ~hav~. ·an·· 'dn"rirnnMiilftf·",1 ,ri:.triAlAI
. '/coulddelaythe: '·of iny' .. " ......... nrnlol1rr
'·environmental reviewS arevafid forone.(1} yearmruomum; . ,:...... :.
.... ~.: .' .' .. . . '. :.;~: ' ... ~ ... ~. , .
Print Name . Signature ... :. ................ Trtte
ie of Organization or Corporation . Date
Unless othetwiseindicatoo, return completed form and attachments to:
Community Development Division Director
Office of Community and Economic Development
140 West Flagler Street,. Suite 1000
Miami; Florida 33130
5.
' .. '
~, ".'
.... :.;' ",.-.'
~,-.;,-: .. : " : .. .-'
'~, :. :.~
461
• Exempt
CENST
CEST
-EA
Exempt Activities
Categorically Excluded and Not Subject to 58.5
Categorically Excluded Subject to 58.5
Environmental Assessment (Format II)
TYPES OF ACTIVITIES AND ENVIRONMENTAL GUIDELINES TRIGGERED:
Type of Activity EXEMPT* CENST" GEST*" Egirkir
Economic Development
New Construction
Rehab
Non-Construction/Expansion X
XI
•
X
X2
Housing
Single Family Rehab
Multi-Family Rehab
New C,onstrUction
Homeownership Assistance
Affordable Housing Pre-Dev.
X
X
X
XI X2
X
- Capital Improvement
Handicapped Access
Patio Facilities
Infrastructure
X
XI
XI
X2
X2
Public Services .
Employment
Crime Prevention
Child Care
Youth or Senior Services
Supportive Services
X
X
X
X
X
_.
TyPe•of Publication No Public No Public No Public Notice/No Publish
Notice/No Notice/No RROF (No Statutory FONSI and
RROF RROF Requirement Triggered) N01/RROF
- Or
Publish NOURROF
‘(Statutoty Requirement
• Triggerod)
,' .. ,,',:: .:
' ... ' '~.: ..
TYPES OF ACTIVITIES AND ENVIRONMENTAL GUIDELINES TRIGGERED:
Type of Activity EXEMPT* CENSTH CEST*H
Economic Development
New Construction
Rehab Xl
Non-Construction/Expansion X
Housing
Single Family Rehab X
Multi-Family Rehab X'
New ConstrUction
HomeownershipAss;~tance X
Affordable Hou~iog Pre-Dey. X
Capitallmprovemenl
HandicappedAcress X
Ptibfic Facilities X' Infrastru<;ture X'
. Public SefVices
Employment X
Crime Prevention X -Child Care X
Youth or Senior ~rVices X
Supportive Services X
Type 'of Publication No Public No Pubfic No' Public NoticeINq
NoticelNo Notice/No RROF (No statutory ..
RHOF RROF Requirement T Jiggered)
-Or
Publish NOJIRROF
'(statutoiyRequireinent .
. ',' . TliggerciJ)
•• ~ # •••• -, : ....
Xl ·lfJor co~tinued uSe an<iChange in 'density'(or'size) ofress
X 2 Change in density (or siie) ofmore'than 200/0' .. . ..... , "
,; ;. . . .
. "*
. ***
Exempt
CENST' .
'CEST
EA.
';-;'.'~ •.•.. ~ 1 • ". . • .', ~ .. ::; ~;:: ••••. , •...••. ~'''~~A~ ,., .. "".'
~JyaclUd~ and'NOt sUbject t~ 58~5 ...... ,., ... ~; .. ' . ,,, ..
CategoilcallY.Excluded subject to 58.5
EnviroiUnental Assessment (FOI"Tll3t II) . .
6
EA****
X
Xl
X2
X
X2
X2
. pubrlSh
FONSJand
NOIIRROF
" ._ .. , ~:.
" .... : ...
462
1.1.77,.;k• /7-,-,;rk A/-
CERTIFICATION REGARDING LOBBYING
Certification for Contracts, Grants, Loans and Cooperative Agreements
The undersigned certifies, to the best of his or her knowledge and belief, that:
1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the
undersigned, to any person for influencing or attempting to influence an officer or
employee of an agency, a Member of Congress, an officer or employee of Congress,
or an employee of a Member of Congress in connection with the awarding of any
Federal contract, the making of any Federal grant, the making of any Federal loan,
the entering into of any cooperative agreement, and the extension, continuation,
renewal, amendment, or modification of any Federal contract, grant, loan, or
cooperative agreement.
2. If any of the funds other than Federal appropriated funds have been paid or will be
paid to any person for influencing or attempting to influence an officer or employee
of any agency, a Member of Congress, an officer or employee of Congress, or an
employee of a Member of Congress in connection with this Federal contract, grant,
loan, or cooperative agreement, the undersigned shall complete and submit Standard
Form LLL, "Disclosure Form to Report Lobbying," in accordance with its
instructions.
3. The undersigned shall require that the language of this certification be included in
the award documents for all subawards at all tiers (including subcontracts, subgrants,
and contracts under grants, loans, and cooperative agreement in excess of $100,000)
and that all subrecipients shall certify and disclose accordingly.
4. This certification is a material representation of fact upon which reliance was placed
when this transaction was made or entered into. Submission of this certification is a
prerequisite for making or entering into this transaction imposed by section 1352,
title 31, U.S. Code. Any person who fails to file the required certification shall be
subject to a civil penalty of not less than $10,000 and not more than $100,000 for
each such failure.
By:
(Signature of Authorized Representative)
Print:Stephen David
(Print Name of Firm and Authorized Representative)
Title: Acting Director
Date: 0 -
CERTIFICATION REGARDING LOBBYING
Certification for Contracts, Grants, Loans and Cooperative Agreements
The undersigned certifies, to the best of his or her knowledge and belief, that:
1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the
undersigned, to any person for influencing or attempting to influence an officer or
employee of an agency, a Member of Congress, an officer or employee of Congress,
or an employee of a Member of Congress in connection with the awarding of any
Federal contract, the making of any Federal grant,· the making of any Federal loan,
the entering into of any cooperative agreement, and the extension, continuation,
renewal, amendment, or modification of any Federal contract, grant, loan, or
cooperative agreement.
2. If any of the funds other than Federal appropriated funds have been paid or will be
paid to any person for influencing or attempting to influence·an officer or employee
of any agency, a Member of Congress, an officer or employee of Congress, or an
employee of a Member of Congress in connection with this Federal contract, grant,
loan, or cooperative agreement, the undersigned shall complete and submit Standard
FOITn LLL, "Disclosure Form to Report· Lobbying," in accordance with its
instructions.
3. The undersigned shall require that the language of this certification be included in
the award documents for all subawards at all tiers (including subcontracts, sub grants,
and contracts under grants, loans, and cooperative agreement in excess of $100,000)
and that all subrecipients shall certify and disclose accordingly.
4. Tills certification is a material representation of fact upon which reliance was placed
when this transaction was made or entered into. Submission of this certification is a
prerequisite for making or entering into this transaction imposed by section 1352,
title 31, U.S. Code. Any person who fails to file the required certification shall be
subject to a civil penalty of not less than $10,000 and not more than $100,000 for
each such failure.
By:
/ (Signature of Authorized Representative)
Prmt: ____ s_t_e~p_h_e_n ___ D~a~v-i~d--~~--~--~~----~~------------
(Print Name of Firm and Authorized Representative)
Title: Acting Director
Date:
463
2' 10"
ATTACIIIVIENT F
4'O"
Barbara J. Jordan
District 1
Dorrin D. Rolle
District 2
Audrey Edmonson
District 3
Sally A. Heyman
District 4.
Bruno A. Barreiro
District 5
Rebeca Sosa
1Nitrict 6
arioi
islracl
Barbara J. Jordan
Pice-Chairwoman
Katy Sorenson
District 8
Dennis C. Moss
District)
Sen. Javier D. Souto
District 10
Joe A. Martinez
District 1.1
Jose "Pepe" Diaz
District 12
Natarba.Seijas
District 13 ...
Sign
The sign (s) shall be made of 3/. inch
thick marine plywood, newly
painted and lettered in accordance
with professional outdoor sign
painting standards as to layout,
symmetry, proportion, clarity and
neatness with the use of weather-
resistant colon and materials. The
Contractor shall place the sign (s)
securely braced and mounted. All
materials shall be provided by the
Contractor and the sign(s) shall
remain in the property Of the
Owner at the completion of the
contract.
Sign Support
The sign shall be free standing,
prominently displayed as directed
by OCED representative, and
supported by two 4"x4"x10'
pressure treated timbers securely
fastened to the rear of the sign and
sunk 4' below grade. Clearance
front the bottom of the sign to the
ground shall be 1'.
":.
Project Name
Project Cost
Entity
Miami-Dade County
Carlos Alvarez
Mayor
Board of County Commissioners
Bruno A. Barreiro
Chairman
Harvey Ruvin
Clerk of the Circuit and County Courts
George M. Burgess
County Manager
Murray A. Greenberg
County Attorney
Over 25 Years of :Strengthening Miattu-Dade County
4' 0"
... '.
[ 4' 0"
I
Project Narne
Project Cost
Enti
Miami-Dade County
Carlos Alvarez
Mayor
Board of Comity Commissioners
Bruno A. Barreiro
Chairman
Bar~ra J. Jerdsm
District 1
Dorrin D. Rolle
District 2
Audrey Edmonson
Dis",ict 3
Sally A. Heyman
DistriCt 4· .
Barbara J.Jor.dan
VICe-Chairwoman
Katy Sorenson
DistrictS
Dennis C.Moss
District}
Sen. Ja;vier D. Souto
District 10
Joe A. Martinez
District iI
Jose "l'epe"'Diaz
District 12
N;atadiaSclj:ts .
~riuio A. Barrciro
JJisb:ict 5 .
Reb:~Sos~ Diiirid 6' .,o :~\;i":-': ... '~~t--~~~. ': .. :
.J)istrid13. . .': .:....,.
.. ·~.~.;;i.f." .~,?~;·i:
; . ~. ~.' r·
. ···lIaneY Ruvin
.auk oj ih~ c-JiCuit and· County Courts
GOOrge M. Burgess
CoJUJiy Mtmoger .
M~~y A.Gr~i1berg
.. ClJunty Attorney
Over i51' ears oj Stren.<JC.:'::"':"':':=:=-::.c.=.:.:..;
ATIACHMENT F
Sign
The sign (s).shall be made of'!4 inch
thick marine plywood, newly
pa'inled aDd lettered in accordance
witb professional outdoor sign
painting standards as ,to layout,
symmetry, proportion, clarity and
neatne$swith the use 'or weatber-
resistant colon' and materia)$. The.
Contractor shall place the sign (s)
s«:urely braced and mounted. All
mater,als sball be provided by 'be
. Contractor and the sign(s) shall·
remain in the property Of die
Owner at the completion of the
contract.
Sign Support
The . sign shailbe free standing,
prominently di~pbyed' as directed
by OCED' representative, ~rid
supported by two 4"x4":dO'
pressure trealed timb.ers ·securely
fastened to the r.ea.r of the sigq and.
stink ·4' below grade. Clearance
from (,he bottom of tbe sign to tbe
ground shaUbe 1'.
:.:.' .... .:::.':' .. ; ....... ':.;.':
464
Attachment "G"
DOCUMENTATION OF EMPLOYMENT
OF LOW/MODERATE INCOME
In order to document that new jobs or retained jobs which resulted from the
technical/financial assistance provided by (Name of Agency) go to low
and moderate income individuals, Miami-Dade County has developed Income
Certification Forms which you can have your new employees fill out and return to your
company.
Please use the attached form and, when completed, keep a .copy and return original to
(Name of Agency)
Attachment "G"
DOCUMENTATION OF EMPLOYMENT
OF LOW /MODERATE INCOME
In order to document that new jobs or retained jobs which resulted from the
technical/financial assistance provided by ___ --l,;(N~am~e~o:..e.f~A~g~eu.nc:::..;yu.) __ go to low
and moderate income individuals, Miami-Dade County has developed Income
Certification Forms which you can have your new employees fill out and return to your
company.
Please use the attached form and, when completed, keep a copy and return original to
(Name of Agency)
465
DOCUMENTATION OF EMPLOYMENT
OF LOW/MODERATE INCOME
The Office of Community and Economic Development has developed a set of forms to
properly document the creation of new jobs and the retention of jobs resulting from
technical and/or financial assistance provided to businesses.
In accordance with US Department of Housing and Urban Development regulations for
the Community Development Block Grant Program, assistance to businesses must result
in employment opportunities for low and moderate income residents.
The following Agreement For Service Form, the Agreement for the Creation and
Retention of Jobs, and the Income Certification Form must be completed by the company
your agency assists and by their employees, respectively, and returned to your agency to
comply with your agency's contractual requirement with Miami-Dade County.
DOCUMENTATION OF EMPLOYMENT
OF LOW/MODERATE INCOME
The Office of Community and Economic Development has developed a set of forms to
properly document the creation of new jobs and the retention of jobs resulting from
technical and/or financial assistance provided to businesses.
In accordance with US Department of Housing and Urban Development regulations for
the Community Development Block Grant Program, assistance to businesses must result
. in employment opportunities for low and moderate income residents.
The following Agreement For Service Fonn, the Agreement for· the Creation· and
Retention of Jobs, and the Income Certification Form must be completed by the company
your agency assists and by their employees, respectively, and returned to your agency to
comply with your agency's contractual requirement with Miami-Dade County.
466
MIAMIDM JOB CREATION VERIFICATION (NON-NRSA)
COUNTY
NAME OF EMPLOYER:
PHONE NUMBER:
STREET
CITY:
ADDRESS:
STATE:ZIP CODE
NAME OF EMPLOYEE:
PHONE NUMBER:
STREET
CITY:
ADDRESS:
STATE:ZIP CODE
NO El DATE HIRED: WERE YOU UNEMPLOYED PRIOR TO TAKING YOUR JOB? YES q
DOES YOUR EMPLOYER OFFER EMPLOYER SPONSORED HEALTH CARE BENEFITS? YES n No 0
PLEASE CHECK THE BOX NEXT TO THE JOB TITLE THAT BEST DESCRIBES YOUR POSITION:
OFFICIALS AND MANAGERS 0 CRAFT WORKS (SKILLED) q
PROFESSIONAL El OPERATIVES (SEMI-SKILLED) 0
TECHNICIANS 0 LABORER (UNSKILLED) EI
SALES 0 SERVICE WORKERS ri
OFFICE AND CLERICAL El
DEMOGRAPHIC INFORMATION
WHITE BLACK AFRICAN AMERICAN n ASIAN 11 AMERICAN INDIAN/- n
ALASKAN NATIVE
NATIVE HAWAIIAN/AMERICAN INDIAN/ASIAN BLACK AFRICAN q
OTHER PACIFIC ISLANDER ALASKAN NATIVE & WHITE & WHITE AMERICAN & WHITE
AMERICAN INDIAN/OTHER ASIAN/El HISPANIC
ALASKAN NATIVE & BLACK MULTI-RACIAL PACIFIC
ISLANDER
TOTAL FAMILY SIZE (Please circle one):1 2 3 4 5 6 7 8
TOTAL FAMILY SIZE INCOME: $
Please see reverse side for family size and household income.
Revised 3/1/07
JOB CREATION VERIFICATION (NON-NRSA)
NAME OF EMPLOYER:
STREET ADDRESS:
CITY: STATE: ZIP CODE -----------------------------
PHONE NUMBER:
NAME OF EMPLOYEE:
STREET ADDRESS:
CITY: STATE: ZIP CODE --------------------------------
PHONE NUMBER:
DATE HIRED: WERE YOU UNEMPLOYED PRIOR TO TAKING YOUR JOB? YES 0 No D
DOES YOUR EMPLOYER OFFER EMPLOYER SPONSORED HEALTH CARE BENEFITS? YES D No D
PLEASE CHECK THE BOX NEXT TO THE JOB TITLE THAT BEST DESCRIBES YOUR POSITION:
OFFICIALS AND MANAGERS 0 CRAFT WORKS (SKILLED) D
PROFESSIONAL 0 OPERATIVES (SEMI-SKILLED) D
TECHNICIANS 0 LABORER (UNSKILLED) D
SALES 0 SERVICE WORKERS D
OFFICE AND CLERICAL 0
DEMOGRAPHIC INFORMATION
WHITE D BLACK AFRICAN AMERICAN D ASIAN D AMERICAN INDIAN/· D
ALASKAN NATIVE
NATIVE HAW A1IAN/ D AMERICAN INDIAN/ 0 ASIAN D BLACK AFRICAN D
OTHER PACIFIC ISLANDER ALASKAN NATIVE & WHITE & WHITE AMERICAN & WHITE
AMERICAN INDIAN/ D OTHER 0 ASIAN/ D HISPANIC D
ALASKAN NATIVE & BLACK MULTI-RACIAL PACIFIC
ISLANDER
TOTAL F AMIL Y SIZE (Please circle one): 1 2 3 4 5 6 7 8
TOTAL F AMIL Y SIZE INCOME: $
r:JJr Please see reverse side for family size and household income.
Revised 311107
467
AGREEMENT FOR FINANCIAL TECHNICAL
ASSISTANCE SERVICES
FOR. THE CREATION OF JOBS
In order to receive the various forms of Financial/Technical Assistance available through
Name of Agency , businesses must enter into an Agreement to make "available"
and to "document" the job creation for the benefit of low and moderate income residents
resulting from the technical assistance and/or financial assistance provided to your business.
Through this Agreement you are committing your business operating under the name of
to:
1) make available 51% of the resulting jobs to low and moderate income individuals;
2) provide a list of the job titles of the permanent jobs expected to be created which
will be available to low/moderate income and which jobs require special skills or
education and which are part-time, if any;
3) provide a description of steps to be taken by your business and our agency to ensure
low and moderate income individuals receive first consideration for the jobs
created;
4) maintain a list of permanent jobs filled, available to low and moderate income
individuals and a brief description of the hiring process.
The applicant signing below understands the information in this Agreement, understands that
Name of Agency will not provide all the assistance requested by your
business until this Agreement is executed.
Signature of Applicant Date
Agreed By
Intake Office Date
Name of Agency
1/13/04
AGREEMENT FOR FINANCIAL TECHNICAL
ASSISTANCE SERVICES
FOR THE CREATION OF JOBS
. In order to receive the various forms of Financial/Technical Assistance available through
Name of Agency , businesses must enter into an Agreement to make "available"
and to "document" the job creation for the benefit of low and moderate income residents
resulting from the technical assistance and/or financial assistanc~ provided to your business.
Through this Agreement you are committing your business operating under the name of
to: --------------------------
1) make available 51 % ofthe resultingjobs to low and moderate income individuals;
2) provide a list of the job titles of the permanent jobs expected to be created which
will be available to low/moderate income and which jobs require special skills or
education and which are part-time, if any;
3) provide a description of steps to be taken by your business and our agency to ensure.
low and moderate income individuals receive first consideration for the· jobs
created;
4) maintain a list of permanent jobs filled, available to low and moderate income
individuals and a brief description of the hiring process.
The applicant signing below understands the information in this Agreement, understands that
Name of Agency will not provide all the assistance requested by your
business until this Agreement is executed.
1/13/04
Signature of Applicant
Agreed By
Intake Office
N arne of Agency
Date
Date
468
AGREEMENT
FINANCIAL/TECHNICAL ASSISTANCE
-i'OR THE RETENTION OF JOBS
In order to receive the various forms of Financial/Technical Assistance available through
Name of Agency businesses must enter into an Agreement to
"document" that 51% of the present jobs are low and moderate income and/or that new jobs will
be made "available" to low and moderate income residents from jobs that may turn over.
Through this Agreement you are committing your business operating under the name of
to:
1) provide a list by job title of the permanent jobs retained, separating those that are
part time and which are low and moderate income;
2) estimate if any job turning over that will be available to low and moderate income
persons within two (2) years of the assistance;
3) complete a Certification of Low and Moderate Income Status Form for each
retained job held by a low and moderate income person;
4) maintain 51% of the work force with low and moderate income residents;
5) implement a process to ensure that for positions turning over and/or new positions
created are filled by low and moderate income residents;
The applicant signing below understands the information in this Agreement, understands that
Name of Agency will not provide all the assistance requested by your business
until action is taken to put in place the requirements of this Agreement and lastly, the applicant
also understands that failing to comply with this Agreement may result in being charged a fee for
the service provided.
Signature of Applicant Date
Agreed By
Intake Office Date
Name of Agency
1/13/04
I
AGREEMENT
FINANCIAL/TECHNICAL ASSISTANCE
~tOR THE RETENTION OF JOBS
In order to receive the various forms of Financial/Technical Assistance available through
Name of Agency . businesses must enter into an Agreement to
"document" that 51 % of the present jobs are low and moderate income andlor that new jobs will
be made "available" to low and moderate income residents from jobs that may turn over.
Through this . Agreement you are committing· your business operating under the name of
to:
~-------------------------
1) provide a list by job title of the permanent jobs retained, separating those that are
part time and which are low and moderate income;
2) estimate if any job turning over that will be available to low and moderate income
persons within two (2) years of the assistance;
3) complete a Certification of Low and Moderate Income Status Form for each
retained job held by a low and moderate income person;
4) maintain 51 % of the work force with low and moderate income residents;
5) implement a process to ensure that for positions turning over andlor new positions
created are filled by low and moderate income residents;
The applicant signing below understands the information in this Agreement, understands that
Name of Agency will not provide all the assistance requested by your business
until action is taken to put in place. the requirements of this Agreement and lastly, the applicant
also understands that failing to comply with this Agreement may result in being charged a fee for
the service provided.
1/13/04
Signature of Applicant
Agreed By
Intake Office
Name of Agency
Date
Date
469
MIAMI-DM
COUNTY
NAME OF EMPLOYER:
JOB CREATION VERIFICATION (NRSA)
STREET ADDRESS:
CITY:
STATE:ZIP CODE
PHONE NUMBER:
NAME OF EMPLOYEE:
STREET ADDRESS:
CITY:STATE:ZIP CODE
PHONE NUMBER:
DATE HIRED:WERE YOU UNEMPLOYED PRIOR TO TAKING YOUR JOB? YES q No
DOES YOUR EMPLOYER OFFER EMPLOYER SPONSORED HEALTH CARE BENEFITS? YES n No q
PLEASE CHECK THE BOX NEXT.TO THE JOB TITLE THAT BEST DESCRIBES YOUR POSITION:
OFFICIALS AND MANAGERS q CRAFT WORKS (SKILLED) q
PROFESSIONAL q OPERATIVES (SEMI-SKILLED) q
TECHNICIANS q LABORER (UNSKILLED) q
SALES q SERVICE WORKERS q
OFFICE AND CLERICAL q
DEMOGRAPHIC INFORMATION
WHITE q BLACK AFRICAN AMERICAN ASIAN n AMERICAN INDIAN/ q
ALASKAN NATIVE
NATIVE HAWAIIAN/AMERICAN INDIAN/ASIAN Fl BLACK AFRICAN n
OTHER PACIFIC ISLANDER ALASKAN NATIVE & WHITE & WHITE AMERICAN & WHITE
AMERICAN INDIAN/El OTHER ASIAN/(1 HISPANIC q
ALASKAN NATIVE & BLACK MULTI-RACIAL PACIFIC
ISLANDER
TOTAL FAMILY SIZE (Please circle one):1 2 3 4 5 6 7 8
I HEREBY CERTIFY THAT THE INFORMATION PROVIDED IS TRUE AND FACTUAL. I FURTHER ACKNOWLEDGE THAT THE INFORMATION IS SUBJECT TO
VERIFICATION BY AUTHORIZED GOVERNMENT OFFICIALS.
SIGNATURE:DATE:
Revised 3/1/07
MIAM .. DDADE a-l lnUl .
NAME OF EMPLOYER:
JOB CREATION VERIFICATION (NRSA)
STREET ADDRESS:
CITY: STATE: ZIP CODE ---------------------
PHONE NUMBER:
NAME OF EMPLOYEE:
STREET ADDRESS:
CITY: STATE: ZIP CODE
-----------~-------~---------
PHONE NUMBER:
DATE HIRED: WERE YOU UNEMPLOYED PRIOR TO TAKING YOUR JOB? YES 0 No 0
DOES YOUR EMPLOYER OFFER EMPLOYER SPONSORED HEALTH CARE BENEFITS? YES D No 0
PLEASE CHECK THE BOX NEXTTO THE JOB TITLE THAT BEST DESCRlBES YOUR POSITION:
OFFICIALS AND MANAGERS 0 CRAFT WORKS (SKILLED) 0
PROFESSIONAL 0 OPERATIVES (SEMI-SKILLED) 0
TECHNICIANS 0 LABORER (UNSKILLED) 0
SALES 0 SERVICE WORKERS 0
OFFICE AND CLERICAL 0
DEMOGRAPHIC INFORMATION
WHITE D BLACK AFRICAN AMERICAN D ASIAN 0 AMERICAN INDIAN/
ALASKAN NATIVE
NATIVE HAW A1IAN/ 0 AMERICAN INDIAN/ D ASIAN 0 BLACK AFRICAN
OTHER PACIFIC ISLANDER ALASKAN NATIVE & WHITE & WHITE AMERICAN & WHITE
AMERICAN INDIAN/ 0 OTHER D ASIAN/ 0 HISPANIC
ALASKAN NATIVE & BLACK MUL Tl-RACIAL PACIFIC
ISLANDER
TOTAL F AMIL Y SIZE (Please circle one): 1 2 3 4 5 6 7 8
I HEREBY CERTIFY TIIAT THE INFORMATION PROVIDED IS TRUE AND FACTUAL. 1 FURTHER ACKNOWLEDGE THAT THE INFORMATION IS SUBJECT TO
VERIFICATION BY AUTHORIZED GOVERNMENT OFFICIALS.
SIGNATURE: ______ -'--_________________ _ DATE: ________________ _
0
0
D
Revised 311107
470
Please circle the appropriate column for your family size and household income.
FAMILY
SIZE
HOUSEHOLD INCOME
VERY LOW
HOUSEHOLD
INCOME
HOUSEHOLD
INCOME , • ,.
,,,: ,,
• .
10. , .41 .'Jr psi,t1fAN:,4! v (****81T;GREATER THAN ..
I $18,950 $18,951- 30,300 $30,301
2 $21,650 $21,651- $34,600 $34,601
3 $24,350 $24,351 - $38,950 $38,951
4 $27,050 $27,051- $43,300 $43,301
5 $29,200 $29,201 - $46,750 $46,751
6 $31,400 $31,401 - $50,200 $50,201
7 $33,550 $33,551 - $53,650 $53,651
8 $35,700 $35,701 - $57,150 $57,151
I HEREBY CERTIFY THAT THE INFORMATION PROVIDED IS TRUE AND FACTUAL. I FURTHER ACKNOWLEDGE THAT THE INFORMATION IS SUBJECT TO
VERIFICATION BY AUTHORIZED GOVERMENT OFFICIALS.
SIGNATURE: DATE:
Revised 311/07
Please circle the appropriate column for your family size and household income.
F AMIL Y HOUSEHOLD INCOME HOUSEHOLD
SIZE VERY Low INCOME
':;':~;;~;i.';,L, '~;:~;;~i"";:\ ;,~i~~;~~,s,~!~@~r'\'.::.:'Y[,:::;i~iI,,;g)~¥M~~i{~i,
$18,950 $18,951-30,300 $30,301
2 $21,650 $21,651-$34,600 $34,601
,3 $24,350 $24,351 -$38,950 ' $38,95]
4 $27,050 $27,051-$43,300 $43,301
5 $29,200 $29,201 -$46,750 $46,75]
6 $31,400 $31,401 -$50,200 '$50,201
7 $33,550 $33,551-$53,650 $53,65]
8 $35,700 $35,701-$57,150 $57,]5]
I HEREBY CERTIFY THAT THE INFORMATION PROVIDED IS TRUE AND FACTUAL I FURTHER ACKNOWLEDGE THAT THE INFORMATION IS SUBJECT TO
VERlFICATION BY AUTHORIZED GOVERNMENT OFFICIALS,
SIGNATURE: ___________________ _ DATE: -------------------
Revised 311107
471
AGREEMENT FOR FINANCIAL AND TECHNICAL ASSISTANCE
Assistance is provided through the Office of Community and Economic Development and, funded by U.S.
Housing and Urban Development (USHUD). The goal of the USHUD is to bring about job creation for
low and moderate income residents of the County.
All job creation resulting from the financial or technical assistance provided by to your
company/business must help in meeting the goal that 51% of jobs created or retained must be available to
low and moderate income residents for a period of two (2) years after the assistance is provided.
By signing this Agreement, I understand the requirement of the funding sources and also understand that
job creation and the availability to low and moderate income residents is subject to verification by
authorized Government officials.
Name of Applicant: Date:
Address:
Phone #:
Name of Business (proposed):
Address:
Phone #:
CDBG/NRSA: Eligible Block Groups:
Federal Enterprise Zone: Empowerment Zone:
Current # of Employees: Expected # of Employees:
The applicant signing below certifies that he information given above is true and accurate to the best of
his/her knowledge.
Signature of Applicant Date Signed
Agreed By
Intake Officer Date
Name of Agency
AGREEMENT FOR FINANCIAL AND TECHNICAL ASSISTANCE
Assistance is provided through the Office of Community and Economic Development and funded by U.S.
Housing and Urban Development (USHUD). The goal of the USHUD is to bring about job creation for
low and moderate income residents of the County.
All job. creation resulting from the fmancial or technical assistance provided py to your
companylbusiness must help in meeting the goal that 51 % of jobs created or retained must be available to
low and moderate income residents for a period of two (2) years after the assistance is provided.
By signing this Agreement, I understand the requirement of the funding sources and also understand that
job creation and the availability to low and moderate income residents is subject to verification by
authorized Government officials.
Name of Applicant: Date: ----------------------
Address:
Phone #:
Name of Business (proposed):
Address:
Phone #:
CDBGINRSA: --------Eligible Block Groups:
Federal Enterprise Zone: .Empowerment Zone:
Current # of Employees: Expected # of Employees: __________ _
The applicant signing below certifies that he information given above is true and accurate to the best of
hislher knowledge.
Signature of Applicant
Agreed By
Intake Officer
Name of Agency
Date Signed
Date
472
Development Agreement
Between Miami-Dade County and
the South Miami Community Redevelopment Agency (SMCRA)
THIS AGREEMENT is made and entered into by and between Miami-Dade County, acting through its
Office of Community and Economic Development (hereinafter "OCED" or the "County" or "Lender"),
and the South Miami Community. Redevelopment Agency (hereinafter "SMCRA" or "Borrower"). This
Agreement is a written memorandum outlining the essential terms and conditions of an unwritten
understanding that had previously been entered into by and between the parties prior the commencement
of the Projects development.
The South Miami Community Redevelopment Agency ("SMCRA") purchased the land described by the
following folio numbers, property descriptions and addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3 LOT SIZE
4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR R/W
BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
(the "Property"). This development agreement regulates the use and expenditure of grant funding in the
amount of Three Hundred Ninety-Four Thousand Dollars and zero cents ($394,000.00), which funding is
being provided by OCED to the SMCRA. The grant funding under a Community Development Block
Grant (CDBG) assisted the SMCRA to partially fund the purchase of the Property.
The SMCRA shall develop the Madison Square/South Miami Strip Mall Project (hereinafter the
"Project") on the Property, for the purpose of developing affordable housing together with a
commercial/retail center. The SMCRA intends that the project will provide economic development
opportunities within the community redevelopment area and intends to provide job creation/job retention
opportunities.
In exchange for the $394,000 CDBG forgivable loan secured by the attached loan documents
(mortgage and promissory note), which documents are attached as composite Exhibit 1, and are
incorporated by reference into this document:
1) The SMCRA shall develop the Project and complete construction within three (3) years of the date
of the execution of this Agreement; and,
2) The SMCRA shall create and retain at least twelve (12) full-time permanent jobs within the
commercial/retail component of the Project for low- and moderate-income persons. The twelve (12) full-
time permanent jobs shall be created within twelve (12) months of completion of construction of the
Project and shall be retained within the commercial/retail component for a period of five (5) years from
the date of hire.
All employees employed as a result of this Agreement shall be considered to be, at all times, employees of
the SMCRA (or its tenants, sub-contractors, or other entities affiliated with SMCRA) under its sole
direction and not employees or agents of the County. SMCRA shall maintain, and shall require that its
subcontractors, tenants, affiliates and other related entities employing persons in fulfillment of this
Agreement maintain, complete and accurate records to substantiate compliance with the requirements set
MDC & SMCRA — Development Agreement
Page 1 of 12
Development Agreement
Between Miami-Dade County and
the South Miami Community Redevelopment Agency (SMCRA)
THIS AGREEMENT is made and entered into by and between Miami-Dade County, acting through its
Office of Community and Economic Development (hereinafter "OCED" or the "County" or "Lender"),
and the South Miami Community Redevelopment Agency (hereinafter "SMCRA" or "Borrower"). This
'Agreement is a written memorandum outlining the essential terms and conditions of an unwritten
understanding that had previously been entered into by and between the parties prior the commencement
of the Project's development.
The South Miami Community Redevelopment Agency ("SMCRA") purchased the land described by the
following folio numbers, property descriptions and addresses:
09-4025-010-0180: FRANKLIN SUB PH 5-34 LOT 17 LESS E27.50FT BLK 3 LOT SIZE
4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR R/W
BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
(the "Property"). This development agreement regulates the use and expenditure of grant funding in the
amount of Three Hundred Ninety-Four Thousand Dollars and zero cents ($394,000.00), which funding is
being provided by OCED to the SMCRA. The grant funding under a Community Development Block·
Grant (CDBG) assisted the SMCRA to partially fund the purchase of the Property.
The SMCRA shall develop the Madison Square/South Miami Strip Mall Project (hereinafter the
"Project") on the Property, for the purpose of developing affordable housing together with a
commercial/retail center. The SMCRA intends that the project will provide economic development
opportunities within the community redevelopment area and intends to provide job creation/job retention
opportunities.
In exchange for the $394,000 CDBG forgivable loan secured by the attached loan documents
(mortgage and promissory note), which documents are attached as composite Exhibit 1, and are
incorporated by reference into this document:
1) The SMCRA shall develop the Project and complete construction within three (3) years of the date
of the execution of this Agreement; and,
2) The SMCRA shall create and retain at least twelve (12) full-time permanent jobs within the
commercial/retail component of the Project for low-and moderate-income persqns. The twelve (12) full-
time permanent jobs shall be created within twelve (12) months of completion of construction of the
Project and shall be retained within the commercial/retail component 'for a period of five (5) years from
the date of hire.
All employees employed as a result of this Agreement shall be considered to be, at all times, employees of
the SMCRA (or its tenants, sub-contractors, or other entities affiliated with SMCRA) under its sale
direction and not employees or agents of the County. SMCRA shall maintain, and shall require that its
subcontractors, tenants, affiliates and other related entities employing persons in fulfillment of this
Agreement maintain, complete and accurate records to substantiate compliance with the requirements set
MOC & SMCRA -Development Agreement
Page 1 of 12
473
forth herein; all such entities shall retain such records for three (3) years from the expiration of this
Agreement and/or any extension thereof; and,
3) SMCRA agrees a) to maintain records and other documentation sufficient to support its
compliance and satisfaction with the requirements set forth herein; b) that the County or its duly
authorized representatives or governmental agencies shall, for a period of three (3) years after the
expiration of this Agreement and/or any extension thereof, have access to and the right to examine and
reproduce any of SMCRA's books, documents, papers and records of its subcontractors, affiliates, tenants
or other entities engaged in fulfilling the requirements herein in order to determine whether the
requirements set forth herein have been satisfied; and c) to provide such entities listed in subsection (3)(b)
herein notice of the inspection and record-keeping requirements set forth herein; and,
4) The SMCRA shall, as an integral component of the project, provide employment opportunities for
low and moderate income persons through businesses locating within the Project, including providing
clear opportunities for promotion and economic advancement; and,
5) The SMCRA shall designate a minimum of thirty (30) housing units to be rented and/or sold as
affordable housing, to persons of low or moderate income, which shall be defined as income not
exceeding 140% of the median income in Miami-Dade County. Furthermore, tenants and/or owners of
these affordable units shall not expend more than thirty (30) percent of their monthly income on housing
expenses. This 30-unit requirement may be revisited by OCED, at the written request of SMCRA, in the
event that SMCRA is unable to acquire the balance of property SMCRA intends to acquire for the Project
or if the Board of County Commissioners otherwise alters or amends the affordable housing requirement
for SMCRA.
The affordable housing and job creation and retention requirements described herein, in paragraphs 5 and
2, shall be secured by two declarations of restrictions attached to the Property, which shall run with the
land for a twenty (20) year period (affordable housing requirements) and/or for the period necessary to
complete the commitments described herein (job creation), and the mortgage secured by the Property,
both of which shall be recorded in the public records of Miami-Dade County. The declarations of
restrictions are attached hereto as Exhibit 2, and are incorporated by reference into this development
agreement.
6) SMCRA shall, during construction, monitor the compliance with requirements of Section 3 of the
Housing and Urban Development Act of 1968 and the implementing regulations in 24 Code of Federal
Regulations (CFR) Part 135, as amended by ,an interim rule published on June 30, 1994 (59 FR 33866);
and
7) In the event the Property is sold during the three (3) year construction phase (or an extension of
the three (3) year Construction Phase, which extension shall be requested in writing by the SMCRA at
least one year prior to the expiration of the three-year construction period or extension and which request
shall not be unreasonably denied by OCED), if the Project construction has not been completed within
three (3) years of the date of the execution of this document, or if the job creation requirements set forth
herein are not complied with, this loan shall become due, the SMCRA shall immediately reimburse the
County its $394,000 contribution to the purchase of the Property, plus compound interest at the rate of
twelve percent (12%) and the County's proportional share of any proceeds in excess of the original
purchase price of the Property, and the County shall exercise any rights and remedies set forth in the
mortgage or other documents associated with this Project and Property as well as any rights or remedies
MDC & SMCRA — Development Agreement
Page 2 of 12
forth herein; all such entities shall retain such records for three (3) years from the expiration of this
Agreement and/or any extension thereof; and,
3) SMCRA agrees a) to maintain records and other documentation sufficient to support its
compliance and satisfaction with the requirements set forth herein; b) that the County or its duly
authorized representatives or governmental agencies shall, for a period of three (3) years after the
expiration of this Agreement and/or any extension thereof, have acc,ess to and the right to examine and
reproduce any of SMCRA's books, documents, papers and records of its subcontractors, affiliates, tenants
or other entities engaged in fulfilling' the requirements herein in order to determine whether the
requirements set forth herein have been satisfied; and c) to provide such entities listed in subsection (3)(b )
herein notice of the inspection and record-keeping requirements set forth herein; and,
4) The SMCRA shall, as an integral component of the project, provide employment opportunities for
low and moderate income persons through businesses locating within the Project, including providing
clear opportunities for promotion and economic advancement; and,
5) The SMCRA shall designate a minimum of thirty (30) housing units to be rented and/or sold as
affordable housing, to persons of low or moderate income, which shall be defined as income not
exceeding 140% of the median income in Miami-Dade County. Furthermore, tenants and/or owners of
these affordabie units shall not expend more than thirty (30) percent of their monthly income on housing
expenses. This 30-unit requirement may be revisited by OCED, at the written request of SMCRA, in the
event that SMCRA is unable to acquire the balance of property SMCRA intends to acquire for the Project
or if the Board of County Commissioners otherwise alters or amends the affordable housing requirement
forSMCRA.
The affordable housing and job creation and retention requirements described herein, in paragraphs 5 and
2, shall be secured by two declarations of restrictions attached to the Property, which shall run with the
land for a twenty (20) year period (affordable housing requiremen~s) and/or for the period necessary to
complete the commitments described herein Gob creation), and the mortgage secured by the Property,
both of which shall be recorded in the public records of Miami-Dade County. The declarations of
restrictions are attached hereto as Exhibit 2, and are incorporated by reference into this development
agreement.
6) SMCRA shall, during construction, monitor the compliance with requirements of Section 3 of the
Housing and Urban Development Act of 1968 and the implementing regulations in 24 Code of Federal
Regulations (CFR) Part 135, as amended by an interim rule published on June 30, 1994 (59 FR 33866);
and
7) In the event the Property is sold during the three (3) year construction phase (or an extension of
the three (3) year Construction Phase, which extension shall be requested in writing by the SMCRA at
least one year prior to the expiration of the three-year construction period or extension and' which request
shall not be unreasonably denied by aCED), if the Project construction has not been completed within
three (3) years of the date of the execution of this document, or if the job creation requirements set forth
herein are not complied with, this loan shall become due, the SMCRA shall immediately reimburse the
County its $394,000 contribution to the purchase of the Property, plus compound interest at the rate of
twelve percent (12%) and the County's proportional share of any proceeds in excess of the original
purchase price of the Property, and the County shall exercise any rights and remedies set forth in the
mortgage or other documents associated with this Project and Property as well as any rights or remedies
Moe & SMCRA -Development Agreement
Page 2 of 12
474
available at law or in equity. This provision shall be secured by the loan documents attached as Exhibit 1;
and,
8) This loan shall be forgiven provided all the requirements provided herein, including requirements in the
documents incorporated herein but excluding the affordable housing requirement described in Section 5
herein, are completed to the satisfaction of the County; and
9) A Default shall have occurred if a) the Project is not constructed on a timely basis,
notwithstanding any extensions granted by OCED; b) the Project or Property are sold without proper
notice and repayment to the County, c) twelve (12) jobs are not created as set forth herein and within the
time period set forth herein, or if such jobs are not maintained for the specified period of time; or d) if
records establishing satisfaction with the requirements of this Agreement are not maintained and made
available as set forth herein; and,
10) If an Event that Default occurs, in the determination of the County, the County may so notify
SMCRA ("Default Notice"), specifying the basis for such default, and advising the SMCRA that such
default must be cured immediately or this Agreement with the County may be terminated and all amount
specified in Section 7 shall become due. Notwithstanding, the County may, in its sole discretion, allow
SMCRA to rectify the default to the County's reasonable satisfaction within a thirty (30) day period. The
County may grant an additional period of such duration as the County shall deem appropriate without
waiver of any of the County's rights hereunder, so long as SMCRA has commenced curing such default
and is effectuating a cure with diligence and continuity during such thirty (30) day period or any other
period which the County prescribes; and,
11) The County may terminate this Agreement if Borrower attempts to meet its contractual obligation
with the County through fraud, misrepresentation or material misstatement. The County may, as a further
sanction, terminate or cancel any other contract(s) that such individual or corporation or other entity has
with the County and that such individual, corporation or other entity shall be responsible for all direct and
indirect costs associated with such termination or cancellation, including attorney's fees and costs. The
foregoing notwithstanding, any individual, corporation or other entity which attempts to meet its
contractual obligations with the County through fraud, misrepresentation or material misstatement may be
disbarred from County contracting for up to five (5) years in accordance with the County debarment
procedures. The Borrower may be subject to debarment for failure to perform and all other reasons set
forth in Section 10-38 of the County Code. In the event that the County terminates this Agreement for the
reasons set forth herein, the County may exercise its rights as set forth herein and in the documents
incorporated by reference herein; and
12) SMCRA agrees to comply, subject to applicable professional standards, with the provisions of any
and all applicable Federal, State and the County orders, statutes, ordinances, rules and regulations which
may pertain to the services or activities required under this Agreement, including but not limited to:
a) Equal Employment Opportunity (EEO), in compliance with Executive Order 11246
as amended and applicable to this Contract.
b) Miami-Dade County Florida, Department of Business Development Participation
Provisions, as applicable to this Contract.
MDC & SMCRA — Development Agreement
Page 3 of 12
available at law or in equity. This provision shall be secured by the loan documents attached as Exhibit 1;
and,
8) This loan shall be forgiven provided all the requirements provided herein, including requirements in the
documents incorporated herein but excluding the affordable housing requirement described in Section 5
herein, are completed to the satisfaction of the County; and
9) A Default shall have occurred if· a) the Project is not constructed on a timely basis,
notwithstanding any extensions granted by OCED; b) the Project or Property are sold without proper
notice and repayment to the County, c) twelve (12) jobs are not created as set forth herein and within the
time period set forth herein, or if such jobs are not maintained for the specified period of time; or d) if
records establishing satisfaction with the requirements of this Agreement are not maintained and made
available as set forth herein; and,
10) If an Event that Default occurs, in the determination of the County, the County may so notify
SMCRA ("Default Notice"), specifying the basis for such default, and advising the SMCRA that such
default must be cured immediately or this Agreement with the County may be terminated and all amount
specified in Section 7 shall become due. Notwithstanding, the County may, in its sole discretion, allow
SMCRA to rectify the default to the County's reasonable satisfaction within a thiliy (30) day period. The
County may grant an additional period of such duration as the County shall deem appropriate without
waiver of any of the County's rights hereunder, so long as SMCRA has commenced curing such default
and is effectuating a cure with diligence and continuity during such thirty (30) day period or any other
period which the County prescribes; and,
11) The County may terminate this Agreement if Borrower attempts to meet its contractual obligation
with the County through fraud, misrepresentation or material misstatement. The County may, as a further
sanction, terminate or cancel any other contract(s) that such individual or corporation or other entity has
with the County and that such individual, corporation or other entity shall be responsible for all direct and
indirect costs associated with such termination or cancellation, including attorney's fees and costs. The
foregoing notwithstanding, any individual, corporation or other entity which attempts to meet its
contractual obligations with the County through fraud, misrepresentation or material misstatement may be
disbarred from County contracting for up to five (5) years in accordance with the County debarment
procedures. The Borrower may be subject to debarment for failure to perform and all other reasons set
forth in Section 10-38 of the County Code. In the event that the County terminates this Agreement for the
reasons set forth herein, the County may exercise its rights as set forth herein and in the documents
incorporated by reference herein; and
12) SMCRA agrees to comply, subject to applicable professional standards, with the provisions of any
and all applicable Federal, State and the County orders, statutes, ordinances, rules and regulations which
may pertain to the services or activities required under this Agreement, including but not limited to:
a) Equal Employment Opportunity (EEO), in compliance with Executive Order 11246
as amended and applicable to this Contract.
b) Miami-Dade County Florida, Department of Business Development Participation
Provisions, as applicable to this Contract.
MOC & SMCRA -Development Agreement
Page 3 of 12
475
c) Environmental Protection Agency (EPA), as applicable to this Contract.
d) Miami-Dade County Code, Chapter 11A, Article 3. All contractors and subcontractors
performing work in connection with this Contract shall provide equal opportunity for employment
because of race, religion, color, age, sex, national origin, sexual preference, disability or marital status.
The aforesaid provision shall include, but not be limited to, the following: employment, upgrading,
demotion or transfer, recruitment advertising; layoff or termination; rates of pay or other forms of
compensation; and selection for training, including apprenticeship. The Contractor agrees to post in
conspicuous place available for employees and applicants for employment, such notices as may be
required by the Dade County Fair Housing and Employment Commission, or other authority having
jurisdiction over the work setting forth the provisions of the nondiscrimination law.
e) "Conflicts of Interest" Section 2-11 of the County Code, and Ordinance 01-199.
f) Miami-Dade County Code Section 10-38 "Debarment".
g) Miami-Dade County Ordinance 99-5, codified at 11A-60 et. seq. of Miami-Dade Code
pertaining to complying with the County's Domestic Leave Ordinance.
h) Miami-Dade County Ordinance 99-152, prohibiting the presentation, maintenance, or
prosecution of false or fraudulent claims against Miami-Dade County.
Notwithstanding any other provision of this Agreement, SMCRA shall not be required pursuant to
this Agreement to take any action or abstain from taking any action if such action or abstention would, in
the good faith determination of the SMCRA, constitute a violation of any law or regulation to which
SMCRA is subject, including but not limited to laws and regulations requiring that SMCRA conduct its
operations in a safe and sound manner.
13) During the performance of this Contract, SMCRA agrees to: not discriminate against any
employee br applicant for employment because of race, religion, color, sex, handicap, marital status, age
or national origin, and will take affirmative action to ensure that they are afforded equal employment
opportunities without discrimination. Such action shall be taken with reference to, but not limited to:
recruitment, employment, termination, rates of pay or other forms of compensation, and selection for
training or retraining, including apprenticeship and on the job training. By entering into this Contract with
the County, SMCRA attests that it is not in violation of the Americans with Disabilities Act of 1990 (and
related Acts) or Miami-Dade County Resolution No. R-385-95.
14) SMCRA shall not assign this agreement, or any interest therein, without the prior written consent
of the other party.
15) In the event that any provision of this agreement is found to be legally unenforceable, such
unenforceability shall not prevent enforcement of any other provision of this agreement.
16) This agreement shall be binding on, and shall inure to the benefit of, the parties to it and their
respective heirs, legal representatives, and successors.
17) No waiver of any of the provisions of this Agreement shall be deemed to, or shall constitute, a
waiver of any other provision, whether or not similar, nor shall any wavier constitute a continuing waiver.
No waiver shall be binding unless executed in writing by the party granting the waiver.
MDC & SMCRA — Development Agreement
Page 4 of 12
c) Environmental Protection Agency (EPA), as applicable to this Contract.
d) Miami-Dade County Code, Chapter llA, Article 3. All contractors and subcontractors
performing work in connection with this Contract shall provide equal opportunity for employment
because of race, religion, color, age, sex, national origin, sexual preference, disability or marital status ..
The aforesaid provision shall include, but not be limited to, the following: employment, upgrading,
demotion or transfer, recruitment advertising; layoff or termination; rates of payor other forms of
compensation; and sele«tion for training, including apprenticeship. The Contractor agrees to post in
conspicuous place available for employees and applicants for employment, such notices as may be
required by the Dade County Fair Housing and Employment Commission, or other authority having
jurisdiction over the work setting forth the provisions of the nondiscrimination law.
e) IIConflicts of Interest" Section 2-11 of the County Code, and Ordinance 01-199.
f) Miami-Dade County Code Section 10-38 "Debarment".
g) Miami-Dade County Ordinance 99-5, codified at l1A-60 et. seq. of Miami-Dade Code
pertaining to complying with the County's Domestic Leave Ordinance.
h) Miami-Dade County Ordinance 99-152, prohibiting the presentation, maintenance, or
prosecution of false or fraudulent claims against Miami-Dade County.
Notwithstanding any other provision ofthis Agreement, SMCRA shall not be required pursuant to
this Agreement to take any action or abstain from taking any action if such action or abstention would, in
the good faith determination of the SMCRA, constitute a violation of any law or regulation to which
SMCRA is subject, including but not limited to laws and regulations requiring that SMCRA conduct its
operations in a safe and sound malmer. .
13) During the performance of this Contract, SMCRA agrees to: not discriminate against any
employee br applicant for employment because of race, religion, color, sex, handicap, marital status, age
or national origin, and will take affirmative action to ensure that they are afforded equal employment
opportunities without discrimination. Such action shall be taken with reference to, but not limited to:
recruitment, employment, termination, rates of payor other forms of compensation, and selection for
training or retraining, including apprenticeship and on the job training. By entering intothis Contract with
the County, SMCRA attests that it is not in violation of the Americans with Disabilities Act of 1990 (and
related Acts) or Miami-Dade County Resolution No. R-385-95.
14) SMCRA shall not assign this agreement, or any interest therein, without the prior written consent
of the other party.
15) In the event that any provision of this agreement is found to be legally unenforceable, such
unenforceability shall not prevent enforcement of any other provision of this agreement.
16) This agreement shall be binding on, and shall inure to the benefit of, the parties to it and their
respective heirs, legal representatives, and successors.
17) No waiver of any of the provisions of this Agreement shall be deemed to, or shall constitute, a
waiver of any other provision, whether or not similar, nor shall any wavier constitute a continuing waiver.
No waiver shall be binding unless executed in writing by the party granting the waiver.
MDC & SMCRA -Development Agreement
Page 4 of 12
476
18) This document incorporates and includes all prior negotiations, correspondence, conversations,
agreements or understandings applicable to the matters contained in this agreement and the parties agree
that there are no commitments, agreements or understandings concerning the subject matter of this
agreement that are not contained in this document. Accordingly it is agreed that no deviation from the
terms of the agreement shall be predicated upon any prior representations or agreements whether oral or
written. No supplement, modification, or amendment of this Agreement shall be binding unless executed
in writing by both parties.
19) In the event of any litigation arising out of this agreement or project agreement, each party hereby
knowingly, irrevocably, voluntarily and intentionally waives its right to trial by jury.
20) Whenever either party desires to give notice to the other, it must be given by hand delivery,
facsimile, or written notice, sent by certified United States mail, with return receipt requested or a
nationally recognized private mail delivery service, addressed to the party for whom it is intended, at the
place last specified, and the place for giving of notice in compliance with the provisions of this paragraph.
For the present, the parties designate the following as the respective places for giving of notice and
identified the following persons as the contracting officers:
FOR OCED AND MIAMI-DADE COUNTY
Miami-Dade County
Office of Community and Economic Development
140 West Flagler , Suite 1000
Miami, FL 33130
Attention: Director, OCED
Miami-Dade County, Florida
Office of the County Manager
Stephen P. Clark Building
111 N.W. First Street, 29th Floor
Miami, Florida 33128
With copy to:
ATTN: Brenda Kuhns Neuman
Miami-Dade County Attorney
111 N.W. 1st Street
28th Floor
Miami, Florida 33128
FOR SMCRA:
SMCRA
Attention: Stephen David
6130 Sunset Drive
City of South Miami, FL 33143
Telephone: (305) 668-7238
MDC & SMCRA — Development Agreement
Page 5 of 12
18) This document incorporates and includes all prior negotiations, correspondence, conversations,
agreements or understandings applicable to the matters contained in this agreement and the parties agree
that there are no commitments, agreements or understandings concerning the subject matter of this
agreement that are not contained in this document. Accordingly it is agreed that no deviation from the
terms of the agreement shall be predicated upon any prior representations or agreements whether oral or
written. No supplement, modification, or amendment of this Agreement shall be binding unless executed
in writing by both parties.
19) In the event of any litigation arising out of this agreement or project agreement, each party hereby
knowingly, irrevocably, voluntarily and intentionally waives its right to trial by jury.
20) Whenever either party desires to give notice to the other, it must be given by hand delivery,
facsimile, or written notice, sent by certified United States mail, with return receipt requested or a
nationally recognized private mail delivery service, addressed to the party for whom it is intended, at the
place last specified, and the place for giving of notice incompliance with the provisions of this paragraph.
For the present, the parties designate the following as the respective places for giving of notice and
identified the following persons as the contracting officers:
FOR DCED AND MIAMI-DADE COUNTY
Miami-Dade County
Office of Community and Economic Development
140 West Flagler, Suite 1000
Miami, FL 33130
Attention: Director,OCED
Miami-Dade County, Florida
Office of the County Manager
Stephen P. Clark Building
. 111 N.W. First Street, 29th Floor
Miami, Florida 33128
With copy to:
ATTN: Brenda Kuhns Neuman
Miami-Dade County Attorney
111 N. W. 1 st Street
28 th Floor
Miami, Florida 33128
FORSMCRA:
SMCRA
Attention: Stephen David
6130 Sunset Drive
City of South Miami, FL 33143
Telephone: (305) 668-7238
Moe & SMCRA -Development Agreement
Page 5 of 12
477
Facsimile: (305) 668-7356
Notices given as provided above shall be deemed given and shall be effective when delivered to the
addressee at the address set forth above, or when received via certified mail. Either party may change its
address to which notices, demands and communications shall be sent by giving written notice thereof to
the other party.
21) The parties submit to venue in Miami-Dade County for any action to enforce or arising from this
Agreement or the facts that led to this Agreement.
22) This Agreement and any project agreement shall be construed in accordance with and governed by
the laws of the State of Florida.
23) Headings are for convenience of reference only and shall not be considered in any interpretation of
this agreement.
24) This agreement may be executed in several counterparts, each of which shall be deemed an
original and such counterpart shall constitute one and the same instrument.
25) The signatories to this agreement warrant that they are duly authorized by action of their
respective SMCRA, OCED, Miami-Dade County Board of County Commissioners, board of directors or
other authority to execute this agreement and to bind the parties to the promises, terms, conditions and
warranties contained in this agreement.
26) The SMCRA warrants that neither it, nor any principal, employee, agent, representative or family
member has promised to pay, and consultant has not, and will not, pay a fee the amount of which is
contingent upon the OCED or Miami-Dade County awarding this development agreement and grant to the
SMCRA.
27) SMCRA warrants that neither it, nor any principal, employee, agent, representative or family
member has procured, or attempted to procure, this Agreement in violation of any of the provisions of the
Miami-Dade County Code, including but not limited to the Miami-Dade County Conflict of Interest and
Code of Ethics Ordinance, or the City of South Miami conflict of interest and code of ethics ordinances.
28) This Mortgage shall be binding upon the parties hereto and their respective heirs, personal
representatives, successors and assigns, and it shall inure to the benefit of Mortgagee and its successors
and assigns and to the benefit of Mortgagor and Mortgagor's heirs, personal representatives and permitted
successors and assigns.
REPRESENTATIONS
29) Borrower. Borrower represents to the County that it has duly, validly and lawfully entered into
this Agreement and that this Agreement constitutes the valid, binding and lawful obligation of Borrower.
GENERAL REQUIREMENTS.
30) Compliance with Laws. Borrower shall comply in all material respects, in the acquisition,
development, construction and operation of the facility, with all applicable federal, state and local laws
MDC & SMCRA — Development Agreement
Page 6 of 12
Facsimile: (305) 668-7356
Notices given as provided above shall be deemed given and shall be effective when delivered to the
addressee at the address set forth above, or when received via certified mail. Either patiy may change its
address to which notices, demands and communications shall be sent by giving written notice thereof to
the other party.
21) The parties submit to venue in Miami-Dade County for any action to enforce or arising from this
Agreement or the facts that led to this Agi·eement.
22) This Agreement and any project agreement shall be construed in accordance with and governed by
the laws of the State of Flmida.
23) Headings are for convenience of reference only and shall not be considered in any interpretation of
this agreement.
24) This agreement may be executed in several counterparts, each of which shall be deemed an
original and such counterpart shall constitute one and the same instrument. .
25) The signatories to this agreement warrant that they are duly authorized by action of their
respective SMCRA, aCED, Miami-Dade County Board of County Commissioners, board of directors or
other authority to execute this agreement and to bind the parties to the promises, terms, conditions and
warranties contained in this agreement.
26) The SMCRA warrants that neither it, nor any principal, employee, agent, representative or family
member has promised to pay, and consultant has not, and will not, pay a fee the amount of which is
contingent upon the aCED or Miami-Dade County awarding this development agreement and grant to the
SMCRA.
27) SMCRA warrants that neither it, nor any principal, employee, agent, representative or family
member has procured, or attempted to procure, this Agreement in violation of any of the provisions of the
Miami-Dade County Code, including but not limited to the Miami-Dade County Conflict of Interest and
Code of Ethics Ordinance, or the City of South Miami conflict of}nterest and code of ethics ordinances.
28) This Mortgage shall be binding upon the parties hereto and their respective heirs, personal
representatives, successors and assigns, and it shall inure to the benefit of Mortgagee and its successors
and assigns and to the benefit of Mortgagor and Mortgagor's heirs, personal representatives and permitted
successors and assigns. .
REPRESENTATIONS
29) Borrower. Borrower represents to the County that it has duly, validly and lawfully entered into
this Agreement and that this Agreement constitutes the valid, binding and lawful obligation of Borrower.
GENERAL REQUIREMENTS.
30) Compliance with Laws. Borrower shall comply in all material respects, in the acquisition,
development, construction and operation of the facility, with all applicable federal, state and local laws
Moe & SMCRA -Development Agreement
Page 6 of 12
478
and regulations, to the extent applicable to this type of project, which is not a housing project but is a
commercial project for profit.
REMEDIES; TERMINATION; FURTHER RIGHTS.
31)General.
(1) Subject to any mutually agreed upon extensions of time, nonperformance or delay in the
performance by any party of any of its obligations under this Agreement, which is continuing after
notice in writing and the expiration of any grace period provided for herein, shall constitute a default
entitling the other party to exercise its rights and remedies for such default.
(2) Any failure or delay by either party in asserting any of its rights and remedies as to any
non-performance or delay in performance by the other party shall not operate as a waiver of any such
non-performance or delay in performance or of any rights or remedies.
(3) Except as expressly provided otherwise in this Agreement, each right or remedy provided
herein is cumulative to other rights or remedies, and the exercise by any party to this Agreement of
one or more of such rights or remedies shall not preclude the exercise by it, at the same or different
times, of any other rights or remedies for the same or any other nonperformance or delay in
performance by any other party to this Agreement.
(4) Each party covenants and agrees that any and all legal actions arising out of or connected
with this Agreement shall be instituted in the Circuit Court of the Eleventh Judicial Circuit, in and for
Miami-Dade County, Florida, or in the United States District Court for the Southern District of
Florida, as the exclusive forums and venues for any such action, and each party further covenants and
agrees that it will not institute any action in any other forum or venue and hereby consents to
immediate dismissal or transfer of any such action instituted in any other forum or venue. In the event
of any dispute, claim or legal action of any kind or nature, Borrower shall be responsible for and shall
bear its own attorney's fees and costs.
(5) This Agreement shall be construed and interpreted as nearly as practicable in accordance
with the expressed intent of the parties, so as to uphold the validity of all the provisions hereof.
Nevertheless, the provisions of this Agreement are severable, and if any provision is determined to be
invalid, unlawful or contrary to public policy, such provision shall be disregarded and the same shall
have no effect upon any other provisions hereof, which other provisions shall continue in full force
and effect.
(6) This Agreement is entered into within, and with reference to the laws of the State of
Florida, and shall be governed, construed and applied in accordance with the laws of the State of
Florida.
(7) If the Project is sold or transferred by Borrower, Borrower shall not be released from its
obligation hereunder unless the County consents. In the event of such consent, Borrower shall require
the transferee to assume its obligations hereunder in writing.
(8) In the event Borrower has defaulted in any material provision of this Agreement and as a
consequence of that default the County is required to prepay, repay or refund any CDBG funds
received which the County would otherwise have been entitled to retain, or any future CDBG funds
shall be withheld which the County would have otherwise been entitled to receive, or the County is
MDC & SMCRA — Development Agreement
Page 7 of 12
and regulations, to the extent applicable to this type of project, which is not a housing project but is a
commercial project for profit.
REMEDIES; TERMINATION; FURTHER RIGHTS.
31) General.
(1) Subject to any mutually agreed upon extensions of time, nonperformance or delay in the
performance by any party of any of its obligations under this Agreement, which is continuing after
notice in writing and the expiration of any grace period provided for herein, shall constitute a default
entitling the other party to exercise its rights and remedies for such default.
(2) Any failure or delay by either party in asserting any of its rights and remedies as to any
non-performance or delay in performance by the other party shall not operate as a waiver of any such
non-performance or delay in performance or of any rights or remedies.
(3) Except as expressly provided otherwise in this Agreement, each right or remedy provided
herein is cumulative to other rights or remedies, and the exercise by any party to this Agreement of
one or more of such rights or remedies shall not preclude the exercise by it, at the same or different
times, of any other rights or remedies for the same or any other nonperformance or delay in
performance by any other party to this Agreement.
(4) Each party covenants and agrees that any and all legal actions arising out of or connected
with this Agreement shall be instituted in the Circuit Court of the Eleventh Judicial Circuit, in and for
Miami-Dade County, Florida, or in the United States District Court for the Southern District of
Florida, as the exclusive forums and venues for any such action, and each party further covenants and
agrees that it will not institute any action in any other forum or venue and hereby consents to
immediate dismissal or transfer of any such action instituted in any other forum or venue. In the event
of any dispute, claim or legal action of any kind or nature, Borrower shall be responsible for and shall
bear its own attorney's fees and costs.
(5) This Agreement shall be construed and interpreted as nearly as practicable in accordance
with the expressed intent of the parties, so as to uphold the validity of all the provisions hereof.
Nevertheless, the provisions of this Agreement are severable, and if any provision is determined to be
invalid, unlawful or contrary to public policy, such provision shall be disregarded and the same shall
have no effect upon any other provisions hereof, which other provisions shall continue in full force
and effect.·
(6) This Agreement is entered into within, and with reference to the laws of the State of
Florida, and shall be governed, construed and applied in accordance with the laws of the State of
Florida.
(7) If the Project is sold or transferred by Borrower, Borrower shall not be released from its
obligation hereunder unless the County consents. In the event of such consent, Borrower shall require
the transferee to assume its obligations hereunder in writing.
(8) In the event Borrower has defaulted in any material provision of this Agreement and as a
consequence of that default the County is required to prepay, repay or refund any CDBG funds
received which the County would otherwise have been entitled to retain, or any future CDBG funds
shall be withheld which the County would have otherwise been entitled to receive, or the County is
MDC & SMCRA -Development Agreement
Page 7 of 12
479
required to pay a fine or penalty to HUD, then Borrower shall pay to the County the amount equal to
the CDBG funds so required to be repaid, prepaid or refunded by the County or the present value of
any future CDBG funds so withheld from the County, or the amount of such fine or penalty assessed
plus any reasonable out-of-pocket costs for outside professional fees imposed or required by HUD.
(9) The Borrower shall indemnify and hold harmless the County and its officers, employees,
agents, and instrumentalities from any and all liability, losses or damages, including reasonable
attorney's fees and costs of defense, which the County or its officers, employees, agents or
instrumentalities may incur as a result of claims, demands, suits, causes of actions or proceedings of
any kind or nature arising out of, relating to or resulting from the performance of this Agreement by
the Borrower or its employees, agents, servants, partners, principals or subcontractors. The Borrower
shall pay all claims and losses in connection therewith and shall investigate and defend all claims,
suits or actions of any kind or nature in the name of the County, where applicable, including appellate
proceedings, and shall pay all costs, judgments, and reasonable attorney's fees which may issue
thereon. The Borrower expressly understands and agrees that any insurance protection required by
this Agreement or otherwise provided by the Borrower shall in no way limit the responsibility to
indemnify, keep and save harmless and defend the County or its officers, employees, agents and
instrumentalities as herein provided.
(10) Insurance. The Borrower shall furnish to the County General Services Administration,
c/o Risk Management Division, 111 N.W. 1st Street, Suite 2340, Miami, Florida 33128-1989, original
Certificate(s) of Insurance which indicate that insurance coverage has been obtained which meets the
requirements set forth in the FY 2006 Community Development Clock. Grant Contract Between
Miami-Dade County and South Miami Community Redevelopment Agency and the mortgage
executed with this Development Agreement.
MISCELLANEOUS PROVISIONS.
32) Recitals. The recitals set forth above shall be incorporated into the terms of this Agreement.
33) No Taxing Power. Nothing in this Agreement shall constitute or require, or be deemed to
constitute or require, a pledge of the full faith and credit or taxing power of the County, the State of
Florida or any of its political subdivisions, within the meaning of any constitutional or statutory
limitation, and no person shall have any right, directly or indirectly, to compel the exercise of the ad
valorem taxing power of the County, the State of Florida or any of its political subdivisions for any such
payments.
34) Certain Definitions. The following terms used in this Agreement shall have the meanings given
to them in or pursuant to the CDBG Regulations and related administrative requirements: "held by or
made available to"; "create/retain" or "retain" jobs.
35) No Liability of Officials, Officers or Employees. No official, officer or employee of the County
or Borrower shall be personally liable for any non-performance or delay in performance by the County or
Borrower, respectively, or for any amount which may become due under any provisions of this
Agreement, unless otherwise expressly set forth herein.
36) Approvals. Approvals required of the County or Borrower shall not be unreasonably withheld or
delayed. Unless otherwise required by this Agreement and except to the extent in conflict with general
law, all approvals or disapprovals shall be provided within thirty (30) days of submission of any
documents requiring approval. If no approval or disapproval is given within the time required by this
MDC & SMCRA — Development Agreement
Page 8 of 12
required to pay a fine or penalty to HUD, then Borrower shall pay to the County the amount equal to
the CDBG funds so required to be repaid, prepaid or refunded by the County or the present value of
any future CDBG funds so withheld from the County, or the amount of such fine or penalty assessed
plus any reasonable out-of-pocket costs for outside professional fees imposed or required by HUD.
(9) " The Borrower shall indemnify and hold harmless the County and its officers, employees,
agents, and instrumentalities from any and all " liability, losses or damage.s, including reasonable
attorney's fees and costs of defense, which the County or its officers, employees, agents or
instrumentalities may incur as a result of claims, demands, suits, causes of actions or proceedings of
any kind or nature arising out of, relating to or resulting from the performance of this Agreement by
the Borrower or its employees, agents, servants, partners, principals or subcontractors. The Borrower
shall pay all claims and losses in connection therewith and shall investigate and defend all claims,
suits or actions of any kind or nature in the name of the County, where applicable, including appellate
proceedings", and shall pay all costs, judgments, and reasonable attorney's fees which may issue
thereon. The Borrower expressly understands and agrees that any insurance protection required by
this Agreement or otherwise provided by the Borrower shall in no way limit the responsibility to
indemnify, keep and save harmless and defend the County or its officers, employees, agents and
instrumentalities as herein provided.
(10) Insurance. The Borrower shall furnish to the County General Services Administration,
c/o Risk Management Division, 111 N.W. 1st Street, Suite 2340, Miami, Florida 33128-1989, original
Certificate(s) of Insurance which indicate that insurance coverage has been obtained which meets the
requirements set forth in the FY 2006 Community Development Clock Grant Contract Between
Miami-Dade County and South Miami Community Redevelopment Agency and the mortgage
executed with this Development Agreement.
MISCELLANEOUS PROVISIONS.
32) Recitals. The recitals set forth above shall be incorporated into the terms of this Agreement.
33) No Taxing Power. Nothing in" this Agreement shall constitute or require, or be deemed to
constitute or require, a pledge of the full faith and credit or taxing power of the County, the State of
Florida or any of its political subdivisions, within the meaning of any constitutional or statutory
limitation, and no person shall have any right, directly or indirect!y, to compel the yxercise of the ad
valorem taxing power of the County, the State of Florida or any of its political subdivisions for any such
payments.
34) Certain Definitions. The following terms used in this Agreement shall have the meanings given
to them in or pursuant to the CDBG Regulations and related administrative requirements: "held by or
made available to"; "create/retain" or "retain" jobs.
35) No Liability of Officials, Officers or Employees. No official, officer or employee of the County
or Borrower shall be personally liable for any non-performance or delay in performance by the County or
Borrower, respectively, or for any amount which may become due under any provisions of this
Agreement, unless otherwise expressly set forth herein.
36) Approvals. Approvals required of the County or Borrower shall not be unreasonably withheld or
delayed. Unless otherwise required by this Agreement and except to the extent in conflict with general
law, all approvals or disapprovals shall be provided within thirty (30) days of submission of any
documents requiring approval. If no approval or disapproval is given within the time required by this
MDC & SMCRA -Development Agreement
Page 8 of 12
480
South Miami Community
Redevelopment Agency
.....
By:
Section, and no extension has been mutually agreed in writing, the approval shall be deemed given and
conclusively established.
37) Assignment of Proceeds. Borrower agrees to assign any proceeds to the County from any
contract between the County, its agencies or instrumentalities and the Borrower or any firm, corporation,
partnership or joint venture in which the Borrower has a controlling financial interest, in order to secure
repayment of the Loan. "Controlling financial interest" shall mean ownership, directly. or indirectly, to
ten percent (10%) or more of the outstanding capital stock in any corporation or a direct or indirect
interest of ten percent (10%) or more in a firm, partnership or other business entity.
ENTIRE AGREEMENT, WAIVERS AND AMENDMENTS.
38) Counterparts. This Agreement may be executed in two or more counterparts, each of which is
considered and shall be deemed to be an original.
39) Force Majeure. Neither party shall be responsible for delays in performing any of their
respective obligations hereunder when said delay or failure is due to acts of providence or enemies of the
government.
40) Term of Agreement. The term of this Agreement shall commence as of the date first written
above and shall expire upon completion of all payments of the Loan due from Borrower, unless sooner
terminated by the County as provided herein.
Notwithstanding the exercise of termination provisions provided herein, this Agreement shall expire upon
SMCRA's completion of all the requirements provided herein but excluding the affordable housing
requirement described in Section (5) herein.
IN WITNESS WHEREOF, the parties execute this agreement on the respective dates under each
signature: The SMCRA, signing by and through its executive director and Chairperson of the SMCRA
Board of Directors, both duly authorized to execute same through a resolution of SMCRA; and Miami-
Dade County, signing by and through the Mayor or his designee.
MIAMI-DADE COUNTY,
a political subdivision of the State of Florida.
By:
Name:
Title:
me:.'7 ve.4.9
Title: s,r)i r:.47 /9 I'D /i7e--e7V,er
MDC & SMCRA — Development Agreement
Page 9 of 12
Section; and no extension has been mutually agreed in writing, the approval shall be deemed given and
conclusively established.
37) Assignment of Proceeds. Borrower agrees to assign any proceeds to the County from any
contract between the County, its agencies or instrumentalities and the Borrower or any firm, corporation,
partnership or joint venture in which the Borrower has a controlling financial interest, in order to secure
repayment of the Loan. "Controlling financial interest" shall mean ownership, directly. or indirectly, to
ten percent (10%) or more of the outstanding capital stock in any corporation or a direct or indirect
interest often percent (10%) or more in a firm, partnership or other business entity.
ENTIRE AGREEMENT, WAIVERS AND AMENDMENTS.
38) ·Counterparts. This Agreement may be executed in two or more counterparts, each of which is
considered and shall be deemed to be an original.
39) Force Majeure. Neither party shall be responsible for delays in performing any of their
respective obligations hereunder when said delay or failure is due to acts of providence or enemies of the
government.
40) Term of Agreement. The term of this Agreement shall commence as of the date first written
above and shall expire upon completion of all payments of the Loan due from Borrower, unless sooner
terminated by the County as provided herein.
Notwithstanding the exercise of termination provisions provided herein, this Agreement shall expire upon
SMCRA's completion of all the requirements provided herein but excluding the affordable housing
requirement described in Section (5) herein.
IN WITNESS WHEREOF, the parties execute this agreement on the respective dates under each
signature: The SMCRA, signing by and through its executive director and Chairperson of the SMCRA
Board of Directors, both duly authorized to execute same through a resolution of SMCRA; and Miami-
Dade County, signing by and through the Mayor or his designee.
MIAMI-DADE COUNTY,
a political subdivision of the State of Florida.
By: ________ '---____ _
Name: -----------------------------
Title: ------------------------------
South Miami Community
Redevelopment Agency
By: /:;;{----). )
L, 5'.,E,C'dC9tV /2«02
MDC & SMCRA -Development Agreement
Page 9 of 12
481
g_)
South Miami Community
Redevelopment Agency
Name: Maria M. Menendez
Title: /./y (e
Approved as to form and substance:
By:
Print Name:
Title:
Dated:
Approved as to form and substance:
By: E 17E-730t-{
Print Nam /6-q
Title: 0/y././a./ ev-i-tri
Dated:
MDC & SMCRA — Development Agreement
Page 10 of 12
Approved as to form and substance:
By: ______ '----_____ _
Print Name: -----~-----
Title: ____________ _
Dated: -------------
South Miami Community
Redevelopment Agency
B(jb=-Q:~.
Name: Maria M. Menendez
Title: (!;~ t!lrd<---
Approved as to form and substance:
By: eVE A-;3c:~r5/~
Pr! Namtf~tff;/~
Title: (JflJ(VZl.l tlt7An :rt--f
I) Dated:_~J'I-L!-'=-)--6--1--/-=-°0--L7-__ _
MDC & SMCRA -Development Agreement
Page 10 of 12
482
Exhibit 1
(Attach mortgage and promissory note)
MDC & SMCRA — Development Agreement
Page 11 of 12
Exhibit 1
(Attach mortgage and promissory note)
Moe & SMCRA -Development Agreement
Page 11 of 12
483
Exhibit 2
(Attach BOTH affordable housing and CDBG declarations of restrictions)
MDC & SMCRA — Development Agreement.
Page 12 of 12
Exhibit 2
(Attach BOTH affordable housing and CDBG declarations of restrictions)
MDC & SMCRA -Development Agreement
Page 12 of 12
484
THIS INSTRUMENT WAS PREPARED BY:
BRENDA KUHNS NEUMAN, ESQ.
Assistant County Attorney
Miami-Dade County, Florida
111 N.W. First Street, Suite 2810
Miami, Florida 33128
MORTGAGE AND SECURITY AGREEMENT
AND ASSIGNMENT OF LEASES, RENTS AND PROFITS
THIS MORTGAGE AND SECURITY AGREEMENT AND ASSIGNMENT OF
LEASES, RENTS AND PROFITS ("the "Mortgage"), dated this day of , 2007 by
South Miami Community Redevelopment Agency (hereinafter "SMCRA", "Mortgagor" or
"Borrower"), duly created pursuant to Chapter 163, Flordia Statutes, with an address of
(t)/ 3 Ci S uthset -r. You 1(4 r'ttw'b' 34-2) , in favor of MIAMI-DADE
COUNTY, a political subdivision of the State of Florida with an address of 111 N.W. First Street,
Miami, FL 33128, Attn: County Manager ("Mortgagee").
WITNESSETH
That for good and valuable consideration, and to secure the payment of the Promissory Note
executed by the Mortgagor in favor of the Mortgagee in the original principal amount of Three
Hundred Ninety-Four Thousand DOLLARS and no/100 (U.S. $ 394,000.00), as the same may be
renewed, extended or amended, from time to time, and together with all accrual interest, including,
without limitation, such interest as may be added to the principal amount under the terms of such
instrument (referred to as the "Note" or the "Promissory Note"), the final payment of which is due
on or before the due date provided in the Promissory Note and to secure any other indebtedness
owed by Mortgagor to Mortgagee, now or hereafter arising under the terms of this Mortgage or in
any other instrument constituting additional security for the Note, and all other sums of money
secured as provided under this Mortgage, the Mortgagor does grant, bargain, sell, remise, release,
and convey unto the Mortgagee, its successors and assigns, the real estate described in Exhibit 1,
which is attached and made a part of this Mortgage, which, together with the property hereinafter
described, is referred to herein as the "Property";
TOGETHER WITH:
(a)All buildings and improvements, now or hereafter located on the Property, all
privileges and other rights now or hereafter made appurtenant thereto, including, without limitation,
all right, title and interest of Mortgagor in and to all streets, roads and public places, opened or
MDC & SMCRA — Mortgage
Page 1 of 28
THIS INSTRUMENT WAS PREPARED BY:
BRENDA KUHNS NEUMAN, ESQ.
Assistant County Attorney
Miami-Dade County, Florida
III N.w. First Street, Suite2810
Miami, Florida 33128
MORTGAGE AND SECURITY AGREEMENT
AND ASSIGNMENT OF LEASES, RENTS AND PROFITS
THIS MORTGAGE AND SECURITY AGREEMENT AND ASSIGNMENT OF
LEASES, RENTS AND PROFITS ("the "Mortgage"), dated this __ day of , 2007 by
South Miami Community Redevelopment Agency (hereinafter "SMCRA", "Mortgagor" or
"Borrower"), duly created pursuant to Chapter 163, Flordia Statutes, with an address of
(PI.30 SlA/lJ.·e.i jI),'-h-C,Sourl , tL11?IN1(~, fit4-331'-/-};' , in favor of MIAMI-DADE
COUNTY, a political subdivision of the State qf Florida with an address of 111 N.W. First Street,
Miami, FL 33128, Attn: County Manager ("Mortgagee").
WITNESSETH
That for good and valuable consideration, and to secure the payment of the Promissory Note
executed by the Mortgagor in favor of the Mortgagee in the original principal amount of Three
Hundred Ninety-Four Thousand DOLLARS and no/IOO (U.S. $ 394,000.00), as the same may be
renewed, extended or amended, from time to time, and together with all accrual interest, including,
without limitation, such interest as may be added to the principal amount under the telU1S of such
instrument (referred to as the "Note" or the "Promissory Note"), the final payment of which is due
on or before the due date provided in the Promissory Note and to secure any other indebtedness
owed by Mortgagor to Mortgagee, now or hereafter arising under the terms of this Mortgage or in
any other instrument constituting additional security for the Note, and all other sums of money
secured as provided under this Mortgage, the Mortgagor does grant, bargain, sell, remise, release,
and convey unto the Mortgagee, its successors and assigns, the real estate described in Exhibit 1,
which is attached and made a part of this Mortgage, which, together with the property hereinafter
described, is referred to herein as the "Property";
TOGETHER WITH:
(a) All buildings and improvements, now or hereafter located on the Property, all
privileges and other rights now or hereafter made appurtenant thereto, including, without limitation,
all right, title and interest of Mortgagor in and to all streets, roads and public places, opened or
MOC & SMCRA -Mortgage
Page 1 of 28
485
proposed, and all easements and rights-of-way, public or private, now or hereafter used in
connection with the Property; and
(b) All fixtures, fittings, furnishings, appliances, apparatus, goods, equipment, and
machinery, including, without limitation, all gas and electric fixtures, radiators, heaters, engines and
machinery, boilers, ranges, ovens, elevators and motors, escalators, bathtubs, sinks, water closets,
basins, pipes, faucets and other ventilating and air-conditioning, plumbing, lighting and heating
fixtures, mirrors, mantels, refrigerating plants, refrigerators, iceboxes, dishwashers, carpeting,
furniture, laundry equipment, cooking apparatus and appurtenances, washing machines•, dryers,
trash compactors, TV antennas, phone systems, incinerators, trash receptacles, sprinklers and fire
extinguishing systems, smoke detectors and other fire alarm devices, door bell and alarm
systems, screens, awnings, doors, storm and other detachable doors and windows, built-in cases,
counters, trees, hardy shrubs and perennial flowers, interior and exterior cleaning, plowing, lawn
care, maintenance and repair machinery, vehicles 'or equipment, and all building material, supplies
and equipment now or hereafter delivered to the Property and installed or used in the Property, 'all
other fixtures and personal property of whatever kind and nature owned by the Mortgagor on the
date of this Mortgage contained in or hereafter placed in any building standing on the Property;
such other goods, equipment, chattels and personal property as are usually furnished by landlords in
letting premises of the character hereby conveyed, and all renewals or replacements thereof or
articles in substitution thereof, all of the estate, right, title and interest of the Mortgagor in and to all
property of any nature whatsoever, now or hereafter situated on the Premises or intended to be used
in connection with the operation thereof, all of which shall be deemed to be fixtures and accessions
to the freehold and a part of the realty as between the parties hereto, and all persons claiming by,
through or under them, and shall be' deemed to be a portion of the security for the indebtedness
herein mentioned and secured by the Mortgage. If the lien of this. Mortgage on any fixtures or
personal property is or becomes subject to a lease agreement, conditional sale agreement or chattel
mortgage of the Mortgagor, any and all deposits made thereof or therefor are hereby assigned to the
Mortgagee, together with the benefit of any payments now or hereafter made thereon. There is also
transferred, set over, and assigned hereby Mortgage to Mortgagee, its successors and assigns, all
leases and use agreements of machinery, equipment and other personal property of Mortgagor in
the categories hereinabove set forth, under which Mortgagor is the lessee of, or entitled to use, such
items, and Mortgagor agrees to execute and deliver to Mortgagee specific separate assignments to
Mortgagee of such leases and agreements when requested by Mortgagee, but nothing herein
constitutes Mortgagee's consent to any financing of any fixture or personal property, and nothing
herein shall obligate Mortgagee to perform any obligations of Mortgagor under any such leases or
agreements unless it so chooses, which obligations Mortgagor hereby covenants and agrees to well
and punctually perform. The items set forth in this paragraph (b) are sometimes hereinafter
separately referred to as "Collateral"; and
(c) All rents, royalties, issues, profits, revenue, income and other benefits from the
property described in paragraph (a) and (b) hereof to be applied against the indebtedness and other
MDC & SMCRA — Mortgage
Page 2 of 28
proposed, and all easements and rights-of-way, public or private, now or hereafter, used III
connection with the Property; and
(b) All fixtures, fittings, furnishings, appliances, apparatus, goods, equipment, and
machinery, including, without limitation, all gas and electric fixtures, radiators, heaters, engines and
machinery, boilers, ranges, ovens, elevators and motors, escalators, bathtubs, sinks, water closets,
basins, pipes, faucets and other ventilating and air-conditioning, plumbing, lighting and heating
fixtures, mirrors, mantels, refrigerating plants, refrigerators, iceboxes, dishwashers, carpeting,
furniture, laundry equipment, cooking apparatus and appurtenances, washing machines" dryers,
trash compactors, TV antennas, phone systems,incinerators, tra~h receptacles, sprinklers and fire
extinguishing systems, smoke detectors and other fire alarm devices, door bell and alarm
systems, screens, awnings, doors, storm and other detachable doors and windows, built-in cases,
counters, trees, hardy shrubs and perennial flowers, interior and exterior cleaning, plowing, lawn
care, maintenance and repair machinery, vehicles or equipment, and all building material, supplies
and equipment now or hereafter delivered to the Property and installed or used in the Property, 'all
other fixtures and personal property of whatever kind and nature owned by the Mortgagor on the
date of this Mortgage contained in or hereafter placed in any building standing on the Property;
such other goods, equipment, chattels and personal property as are usually furnished by landlords in
letting premises of the character hereby conveyed, and all renewals or replacements thereof or
articles in substitution thereof, all of the estate, right, title and interest of the Mortgagor in and to all
property of any nature whatsoever, now or hereafter situated on the Premises or intended to be used
in connection with the operation thereof, all of which shall be deemed to be fixtures and accessions
to the freehold and a part of the realty as between the parties hereto, and all persons claiming by,
through or under them, and shall be' deemed to be a portion of the security for the indebtedness
herein mentioned and secured by the Mortgage. If the lien of this Mortgage on any fixtures or
personal property is or becomes subject to a lease agreement, conditional sale agreement or chattel
mortgage of the Mortgagor, any and all deposits made thereof or therefor are hereby assigned to the
Mortgagee, together with the benefit of any payments now or hereafter made thereon. There is also·
transferred, set over, and assigned hereby Mortgage to Mortgagee, its successors' and assigns, all
leases and use agreements of machinery, equipment and other personal property of Mortgagor in
the categories hereinabove set forth, under which Mortgagor is the lessee of, or entitled to use, such
items, and Mortgagor agrees to execute and deliver to Mortgagee specific separate assignments to
Mortgagee of such leases and agreements when requested by Mortgagee, but nothing herein
constitutes Mortgagee's consent to any financing of any fixture or personal property, and nothing
herein shall obligate Mortgagee to perform any obligations of Mortgagor under any such leases or
agreements unless it so chooses, which obligations Mortgagor hereby covenants and agrees to well
and punctually perform. The items set forth in this paragraph (b) are sometimes hereinafter,
separately referred to as "Collateral"; and
( c) All rents, royalties, issues, profits, revenue, income and other benefits from the
property described in paragraph (a) and (b) hereof to be applied against the indebtedness and other
MOC & SMCRA -Mortgage
Page 2 of 28
486
sums secured hereby, provided, however, that permission is hereby given to Mortgagor so long as
no default has occurred hereunder, to collect, receive, take, use and enjoy such rents, royalties,
issues, profits, revenue, income and other benefits as they become due and payable, but not in
advance thereof. The foregoing assignment shall be fully operative without any further action on
the part of either party and specifically Mortgagee shall be entitled, at its option upon the
occurrence of a default hereunder, to all rents, royalties, issues, profits, revenue, income and other
benefits from the property described in paragraphs (a) and (b) hereof whether or not Mortgagee
takes possession of such property. Upon any such default hereunder, the permission hereby given
to Mortgagor to collect such rents, royalties, issues, profits, revenue, income and other benefits
from the property described in paragraphs (a) and (b) hereof shall terminate and such permission
shall be reinstated upon a cure of the default upon Mortgagee's specific consent. Neither the
exercise of any rights under this paragraph by Mortgagee nor the application of any such rents,
royalties, issues, profits, revenue, income or other benefits to the indebtedness and other sums
secured hereby, shall cure or waive any default or notice of default hereunder or invalidate any act
done pursuant hereto or to any such notice, but shall be cumulative of all other rights and remedies.
(d) All right, title and interest of Mortgagor in and to all leases now or hereafter on or
affecting the property described in paragraphs (a) and (b) hereof, together with all security therefor
and all monies payable thereunder, subject, however, to the conditional permission hereinabove
given to Mortgagor to collect the rentals under any such lease. The foregoing assignment of any
lease shall not be deemed to impose upon Mortgagee any of the obligations or duties of Mortgagor
provided in any such lease, and, Mortgagor agrees to fully perform all obligations of the lessor
under all such leases. Upon Mortgagee's request, Mortgagor agrees to send to. Mortgagee a list of
all leases covered by the foregoing assignment and as any such lease shall expire or terminate or as
any new lease shall be made, Mortgagor shall so notify Mortgagee in order that at all times
Mortgagee shall have a current list of all leases affecting the property described in paragraphs (a)
and (b) hereof. Mortgagee shall have the right, at any time and from time to time, to notify any
lessee of the rights of Mortgagee as provided by this paragraph. From time to time, upon request of
Mortgagee, Mortgagor shall specifically assign to Mortgagee as additional security hereunder, by an
instrument in writing in such form as may be approved by Mortgagee, all right, title and interest of
Mortgagor in and to any and all leases now or hereafter on or affecting the Premises, together with
all security therefor and all monies payable hereunder, subject to the conditional permission
hereinabove given to Mortgagor to collect the rentals under any such lease. Mortgagor shall
execute and deliver to Mortgagee any notification, financing statement or other document
reasonably required by Mortgagee to perfect the foregoing assignment as to any such lease.
(e) To the extent of the indebtedness secured herein, all judgments, awards of damages and
settlements hereafter made as a result of or in lieu of any taking of the Property or any part thereof
or interest therein under the power of eminent domain, or for any damage (whether caused by such
taking or otherwise) to the Property or the improvements thereon or any part thereof or interest
therein, including any award for change of grade of streets.
MDC & SMCRA — Mortgage
Page 3 of 28
sums secured hereby, provided, however, that permission is hereby given to Mortgagor so long as
no default has occurred hereunder, to collect, receive, take, use and enjoy such rents, royalties,
issues, profits, revenue, income and other benefits as they become due and payable, but not in
advance thereof. The foregoing assignment shall be fully operative without any further action on
the part of either party and specifically Mortgagee shall be entitled, at its option upon the
occurrence of a default hereunder, to all rents, royalties, issues, profits, revenue, income and other
benefits from the property described in paragraphs (a) and (b) hereof whether or not Mortgagee
takes possession of such property. Upon any such default hereunder, the permission hereby given
to Mortgagor to collect such rents, royalties, issues, profits, revenue, income and other benefits
from the property described in paragraphs (a) and (b) hereof shall terminate and such permission
shall be reinstated upon a cure of the default upon Mortgagee's specific consent. Neither the
exercise of any rights under this paragraph by Mortgagee nor the application of any such rents,
royalties, issues, profits, revenue, income or other benefits to the indebtedness and other sums
secured hereby, shall cure or waive any default or notice of default hereunder or invalidate any act
done pursuant hereto or to any such notice, but shall be cumulative of all other rights and remedies.
(d) All right, title and interest of Mortgagor in and to all leases now or hereafter on or
affecting the property described in paragraphs (a) and (b) hereof; together with all security therefor
and all monies payable thereunder, subject, however, to the conditional permission hereinabove
given to Mortgagor to collect the rentals under any such lease. The foregoing assignment of any
lease shall not be deemed to impose upon Mortgagee any of the obligations or duties of Mortgagor
provided in any such lease, and, Mortgagor agrees to fully perform all obligations of the lessor
under all such leases. Upon Mortgagee's request, Mortgagor agrees to send to .Mortgagee a list of
all leases covered by the foregoing assignment and as any such lease shall expire or terminate or as
any new lease shall be made, Mortgagor shall so notify Mortgagee in order that at all times
Mortgagee shall have a current list of all leases affecting the property described in paragraphs (a)
and (b) hereof .. Mortgagee shall have the right, at any time and from time to time, to notify any
lessee of the rights of Mortgagee as provided by this paragraph. From time to time, upon request of
Mortgagee, Mortgagor shall specifically assign to Mortgagee as additional security hereunder, by an
instrument in writing in such form as may be approved by Mortgagee, all right, title and interest of
Mortgagor in and to any and all leases now or hereafter on or affecting the Premises, together with
all security therefor and all· monies payable hereunder, subject to the conditional permission
hereinabove given to Mortgagor to collect the rentals under any such lease. Mortgagor shall
execute and deliver to Mortgagee any notification, financing statement or other document
reasonably required by Mortgagee to perfect the foregoing assignment as to any such lease.
(e) To the extent of the indebtedness secured herein, all judgments, awards of damages and
settlements hereafter made as a result of or in lieu of any taking of the Property or any part thereof
or interest therein under the power of eminent domain, or for any damage (whether caused by such
taking or otherwise) to the Property or the improvements thereon or any part thereof or interest
therein, including any award for change of grade of streets.
MOC & SMCRA -Mortgage
Page 3 of 28
487
(f) To the extent of the indebtedness secured herein, all insurance policies covering all
or any portion of the Property and all blueprints, plans, maps, documents, books and records
relating to the Property.
(g) To the extent of the indebtedness secured herein, all proceeds of the conversion,
voluntary or involuntary, of any of the foregoing into cash or liquidated claims.
TO HAVE AND TO HOLD the above granted Property, with all the privileges and
appurtenances to the same belonging to the said Mortgagee, its successors and assigns, to its and
their use and behoof forever.
PROVIDED, HOWEVER, that if the Mortgagor shall pay or cause to be paid to the
Holder of the Note principal and interest under the Note, at the time and in the manner stipulated
therein, and shall pay or cause to be paid all other sums payable hereunder and all indebtedness
hereby secured, then, in such case, the estate, right, title and interest of the Mortgagee in the
Property shall cease, determine and become void and the Mortgagee shall, cancel, release and
discharge this Mortgage.
ARTICLE ONE
Mortgagor's Covenants
Mortgagor covenants and agrees with Mortgagee that:
1.01 Title.
a. The Mortgagor warrants that: it has good and marketable title to an
indefeasible fee simple estate in the Property, subject to no liens, charges or encumbrances other
than the lien of this Mortgage and of any encumbrances, if any, described on Exhibit 2 hereto
("Permitted Encumbrances"); that it has good right and lawful authority to mortgage the Property in
the manner and form herein provided; that Mortgagor has full power and authority to mortgage the
Property in the manner and form herein done or intended hereafter to be done; that this Mortgage is
and shall remain a valid and enforceable lien on the Property, subject Only to those of the Permitted
Encumbrances which are stated on Exhibit 2 hereto to constitute "Prior Encumbrances"; that
Mortgagor and its successors and assigns shall warrant and defend the same and priority of this lien
forever against the lawful claims and demands of all persons whomsoever (other than the Prior
Encumbrances); and, that this covenant shall not be extinguished by any foreclosure hereof but
shall run with the land.
b. Mortgagor shall maintain the property free of all security interests, liens and
MDC & SMCRA — Mortgage
Page 4 of 28
(f) To the extent of the indebtedness secured herein, all insurance policies covering all
or any portion of the Propeliy and all blueprints, plans, maps, documents, books and records
relating to the Property. .
(g) To the extent of the indebtedness secured herein, all proceeds of the conversion,
voluntary or involuntary, of any of the foregoing into cash or liquidated claims.
TO HA VE AND TO HOLD the above granted Property, with all the privileges and
appurtenances to the same belonging to the said Mortgagee, its successors and assigns, to its and
their use and behoofforever.
PROVIDED, HOWEVER, that if the Mortgagor shall payor cause to be paid to the
Holder of the Note principal and interest under the Note, at the time and in the manner stipulated
therein, and shall payor cause to be paid all other sums payable hereunder and all indebtedness
hereby secured, then, in such case, the estate, right, title and interest of the Mortgagee in the
Property shall cease, determine and become void and the Mortgagee shall, cancel, release and
discharge this Mortgage.
ARTICLE ONE
Mortgagor's Covenants
Mortgagor covenants and agrees with Mortgagee that:
1.01 Title.
a. The Mortgagor warrants that: it has good and marketable title to an
indefeasible fee simple estate in the Property, subject to no liens, charges or encumbrances other
than the lien of this Mortgage and of any encumbrances, if any, described on Exhibit 2 hereto
("Permitted Encumbrances"); that it has good right and lawful authority to mortgage the Property in
the manner and form herein provided; that Mortgagor has full power and authority to mortgage the
Property in the manner and form herein done or intended hereafter to be done; that this Mortgage is
and shall remain a valid and enforceable lien on the Property, subject only to those of the Permitted
Encumbrances which are stated on Exhibit 2 hereto to constitute "Prior Encumbrances"; that
Mortgagor and its successors and assigns shall warrant and defend the same and priority of this lien
forever against the lawful claims and demands of all persons whomsoever (other than the Prior
Encumbrances); and, that this covenant shall not be extinguished by any foreclosure hereof but
shall run with the land.
b. Mortgagor shall maintain the property free of all security interests, liens and
MOC & SMCRA -Mortgage
Page 4 of 28
488
encumbrances, other than Permitted Encumbrances, the security interest hereunder or any lien or
encumbrance disclosed to and approved by Mortgagee in writing.
c. The Mortgagor shall do, execute, acknowledge and deliver all and every
such further acts, deeds, conveyances, mortgages, assignments, notices of assignments, transfers
and assurances as the Mortgagee shall from time to time require, for the better assuring, conveying,
assigning, transferring and confirming unto the Mortgagee the property and rights hereby conveyed
or assigned or intended now or hereafter so to be, or which the Mortgagor may be or may hereafter
become bound to convey or assign to the Mortgagee, or for carrying out the intention of facilitating
the performance of the terms of this Mortgage, or for filing, registering or, recording this Mortgage
and, on demand, shall execute and deliver, and hereby authorizes the Mortgagee to execute in the
name of the Mortgagor to the extent it may lawfully do so, one or more financing statements,
chattel mortgages or comparable security instruments, to evidence more effectively the lien hereof
upon the Collateral.
d. The Mortgagor shall, upon the execution of this Mortgage, the Declaration
of Restrictions, the Development Agreement, and the Note (the "Loan Documents"), cause all
recordable Loan Documents, to be filed, registered or recorded in such manner and in such places
as may be required by any present or future law in order to publish notice of and fully to protect the
lien hereof upon, and the interest of the Mortgagee in the Property.
e. The Mortgagor. shall pay for all filing, registration or recording fees, and all
expenses incident to the preparation, execution and acknowledgment of this Mortgage, any
mortgage supplemental hereto, any security instrument with respect to the Collateral, and any
instrument of further assurance, and all federal, state, county and municipal stamp taxes and other
taxes, duties, imposts, assessments and charges arising out of or in connection with the execution
and delivery of the Note, this Mortgage, any mortgage supplemental hereto, any security instrument
with respect to the Collateral or any instrument of further assurance.
f. The Mortgagor, so long as all or part of the indebtedness secured hereby is
outstanding shall preserve in its present form and keep in full force and effect its existence, as a
legal entity under the laws of the state of its formation and shall comply with all regulations, rules,
ordinances, statutes, orders and decrees of any governmental authority or court applicable to the
Premises or any part thereof.
1.02 Payment of Note and Escrow Account.
a.The Mortgagor shall promptly and punctually pay principal, interest, and all
other sums due or to become due pursuant to the terms of the Note, in the time and manner set forth
therein. On the first day of each month until said Note is fully paid, a sum, as estimated by the
Mortgagee, equal to the total rental payments due under any ground leases which have not been
MDC & SMCRA — Mortgage
Page 5 of 28
encumbrances, other than Permitted Encumbrances, the security interest hereunder or any lien or
encumbrance disclosed to and approved by Mortgagee in writing.
c. The Mortgagor shall do, execute, acknowledge and deliver all and every
such further acts, deeds, conveyances, mortgages, assignments, notices of assignments, transfers
and assurances as the Mortgagee shall from time to time require, for the better assuring, conveying,
assigning, transferring and confirming unto the Mortgagee the property and rights hereby conveyed
or assigned or intended now or hereafter so to be, or which the Mortgagor may be or may hereafter
become bound to conveyor assign to the Mortgagee, or for carrying out the intention of facilitating
the performance of the terms of this Mortgage, or for filing, registering or recording this Mortgage
and, on demand, shall execute .and deliver, and hereby authorizes the Mortgagee to execute in the
name of the Mortgagor to the extent it may lawfully do so, one or more financing statement·s,
chattel mortgages or comparable security instruments, to evidence more effectively the lien hereof
upon the Collateral.
d. The Mortgagor shall, upon the execution of this Mortgage, the Declaration
of Restrictions, the Development Agreement, and the Note (the "Loan Documents"), cause all
recordable Loan Documents, to be filed, registered or recorded in such manner and in such places
as may be required by any present or future law in order to publish notice of and fully to protect the
lien hereof upon, and the interest of the Mortgagee in the Property.
e. The Mortgagor. shall pay for all filing, registration or recording fees, and all
expenses incident to the preparation, execution and acknowledgment of this Mortgage, any
mortgage supplemental hereto, any security instrument with respect to the Collateral, and any
instrument of further assurance, and all federal, state, county and municipal stamp taxes and other
taxes, duties, imposts, assessments and charges arising out of or in connection with the execution
and delivery ofthe Note, this Mortgage, any mortgage supplemental hereto, any security instrument
with respect to the Collateral or any instrument of further assurance.
f. The Mortgagor, so long as all or part of the indebtedness secured hereby is
outstanding shall preserve in its present form and keep in full force and effect its existence, as a
legal entity under the laws of the state of its formation and shall comply with all regulations, rules,
ordinances, statutes, orders and decrees of any governmental authority or court applicable to the
Premises or any part thereof.
1.02 Payment of Note and Escrow Account.
a. The Mortgagor shall promptly and punctually pay principal, interest, and all
other sums due or to become due pursuant to the terms of the Note, in the time and manner set forth
therein. On the first day of each month until said Note is fully paid, a sum, as estimated by the
Mortgagee, equal to the total rental payments due under any ground leases which have not been
MOC & SMCRA -Mortgage
Page 5 of 28
489
subordinated to this Mortgage, if any, and the taxes and special assessments next due on the
Property encumbered by this Mortgage, plus the premiums that will next become due and payable
on insurance policies as may be required under section 1.05 hereof, less all sums already paid for
each divided by the number of months to elapse before one (1) month prior to the date when such
ground rents, premiums, taxes and special assessments will become delinquent, shall be segregated
by the Mortgagor to pay said ground rents, taxes, special assessments and insurance premiums.
Such segregated sums shall be held by Mortgagor in interest bearing accounts and shall be kept
separate and apart from other funds of the Mortgagor. Mortgagor shall, at the written request of the
Mortgagee, furnish any information requested by Mortgagee concerning such accounts. The
Mortgagor shall pay the ground rents, taxes, special assessments and insurance premiums when
each is due (the "Reserve Payments") and before they become delinquent. In the event the
Mortgagor is late in making any of the Reserve Payments, the Mortgagee may require the
Mortgagor to deposit the Reserve Payments with the Mortgagee on the first of each month until the
Note is paid in full. The Reserve Payments should be held by the Mortgagee without any allowance
of interest to the Mortgagor and need not be kept separate and apart of other funds of the
Mortgagee. All payments mentioned in this paragraph and all payments to be made under the Note
secured hereby shall be added together and the aggregate amount thereof shall be paid by the
Mortgagee to the following items in the order set forth: (i) said ground rents, if any, taxes, special
assessments, fire and other hazard insurance premiums, (ii) interest on the Note secured hereby; and
(iii) amortization of the principal of said Note. Notwithstanding the foregoing escrow
requirements, the Mortgagor shall not be obligated to segregate, or to pay to the Mortgagee, ground
rents, if'any, taxes, special assessments, fire and other hazard insurance premiums if the Mortgagor
is required to pay such sums to the Holder of a Permitted Encumbrance.
b. The arrangement provided for in the section 1.02 is solely for the 'added
protection of the Mortgagee and entails no responsibility on the Mortgagee's part beyond the
allowing of due credit, without interest, for the sums actually received by it. Upon assignment of
the Mortgage by the Mortgagee, any funds on hand shall be turned over to the new mortgagee and
any responsibility of the Mortgagee for such funds shall terminate. (
c. If the total of any Reserves described in section 1.02(a) hereof shall exceed
the amount of payments actually applied by Mortgagee as set forth in section 1.02(a) any excess
Escrow Funds may be credited by Mortgagee to subsequent Escrow payments coming due or, at the
option of the Mortgagee, refunded to the Mortgagor. Any deficiency in the Escrow Account shall
be paid by the Mortgagor within five (5) business days from receipt of written notification from the
Mortgagee that the deficiency has occurred. If there shall be a default under any of the provisions
of this Mortgage, the Mortgagee may apply any excess Escrowed Funds against the amounts due
and payable under the Loan Documents.
1.03 Maintenance and Repair. The Mortgagor shall keep the Property in good condition
and operating order and shall not commit or permit any waste thereof Mortgagor shall diligently
MDC & SMCRA — Mortgage
Page 6 of 28
subordinated to this Mortgage, if any, and the taxes and special assessments next due on the
Property encumbered by tlus Mortgage, plus the premiums that will next become due and payable
on insurance policies as may be required under section 1.05 hereof, less all sums already paid for
each divided by the number of months to elapse before one (1) month prior to the date when such
ground rents, premiums, taxes and special assessments will become delinquent, shall be segregated
by the Mortgagor to pay said ground rents, taxes, special assessments and insurance premiums.
Such segregated sums shall be held by Mortgagor in interest bearing accounts and shall be kept
separate and apart from other funds of the Mortgagor. Mortgagor shall, at the written request of the
Mortgagee, furnish any infomiation requested by Mortgagee concerning such accounts. The
Mortgagor shall pay the ground rents, taxes, special assessments and insurance premiums when
each is due (the "Reserve Payments") and before they become delinquent. In the event the
Mortgagor is late in making any of the Reserve Payments, the Mortgagee may require the
Mortgagor to deposit the Reserve Payments with the Mortgagee on the first of each month until the
Note is paid in full. The Reserve Payments should be held by the Mortgagee without any allowance
of interest to the Mortgagor and need not be kept separate and apart of other funds of the
Mortgagee: All payments mentioned in this paragraph and all payments to be made under the Note
secured hereby shall be· added together and the aggregate amount thereof shall be paid by the
Mortgagee to the following items in the order set forth: (i) said ground rents, if any, taxes, special
assessments, fire and other hazard insurance premiums, (ii) interest on the Note secured hereby; and
(iii) amortization of the principal of said Note. Notwithstanding the foregoing escrow
requirements, the Mortgagor shall not be obligated to segregate, or to pay to the Mortgagee, ground
rents, if any, taxes, special assessments, fire and other hazard insurance premiums if the Mortgagor
is required to pay such sums to the Holder of a Permitted Encumbrance.
b. The arrangement provided for· in the section 1.02 is solely for the 'added
protection of the Mortgagee and entails no responsibility on the Mortgagee's part beyond the
allowing of due credit, without interest, for the sums actually received by it. Upon assignment of
the Mortgage by the Mortgagee, any funds on hand shall be turned over to the new mortgagee and
any responsibility of the Mortgagee for such funds shall terminate.
c. If the total of any Reserves described in section I.02(a) hereof shall exceed
the' amount of payments actually applied by Mortgagee as set forth in section 1.02(a) any excess
Escrow Funds may be credited by Mortgagee to subsequent Escrow payments coming due or, at the .
option of the Mortgagee, refunded to the Mortgagor. Any deficiency in the Escrow Account shall
be paid by the Mortgagor within five (5) business days from receipt of written notification from the
Mortgagee that the deficiency has occurred. If there shall be a default under any of the provisions
of tills Mortgage, the Mortgagee may apply any excess Escrowed Funds against the amounts due
and payable under the Loan Documents. .
1.03 Maintenance and Repair. The Mortgagor shall keep the Property in good condition
and operating order and shall not commit or permit any waste thereof. Mortgagor shall diligently
MDC & SMCRA -Mortgage
Page 6 of 28
490
maintain the Property and make any needed repairs, replacements, renewals, additions and
improvements, and complete and restore promptly and in a good workmanlike manner. Mortgagor
shall not remove any part of the Collateral from the Property or demolish any part of the Property or
materially alter any part of the Property without the prior written consent of the Mortgagee.
Mortgagor shall permit Mortgagee or its agents the opportunity to inspect the Property, including
the interior of any structures, at any reasonable time.
1.04 Compliance with Laws. The Mortgagor shall comply with all laws, ordinances,
regulations, covenants, conditions and restrictions affecting the Property or the operation thereof,
and shall pay all fees or charges of any kind in connection therewith.
MDC & SMCRA — Mortgage
Page 7 of 28
maintain the Property and make any needed repairs, replacements', renewals, additions and
improvements, and complete and restore promptly and in a good workmanlike manner. Mortgagor
shall not remove any part of the Collateral from the Property or demolish any part of the Property or
materially alter any part of the Property without the prior written consent of the Mortgagee.
Mortgagor shall permit Mortgagee or its agents the opportunity to inspect the Property, including
the interior of any structures, at any reasonable time.
1.04 Compliance with Laws. The Mortgagor shall comply with all laws, ordinances,
regulations, covenants, conditions and restrictions affecting the Property or the operation thereof,
and shall pay all fees or charges of any kind in connection therewith.
MOC & SMCRA -Mortgage
Page 7 of 28
491
1.05 Insurance
a. The Mortgagor shall keep all buildings and improvements now or hereafter
situated on the Property insured against loss or damage by fire and other hazards as may reasonably
be required by Mortgagee, including, without limitation: (i) rent loss or business interruption
insurance whenever in the opinion of Mortgagee such protection reasonably is necessary; and (ii)
flood and earthquake insurance whenever in the opinion of Mortgagee such protection is reasonably
necessary. Mortgagor shall also provide liability insurance with such limits for personal injury and
death and property damage as Mortgagee may require.
b. The Mortgagor shall initially maintain, until Mortgagee shall otherwise
indicate in writing, fire and extended coverage insurance in an amount of not less than the full
replacement cost of the Property, with 90% coinsurance, and both "agreed amount" and "inflation
guard" coverages with deductibles not to exceed three percent (3%) of the value of the property.
The policy shall be written by a company or companies having a Best's rating of at least A:IX.
Liability insurance shall be provided in an amount of not less than one million ($1,000,000.00) or
any greater amount required by the Contract between Miami-Dade County and the Mortgagor dated
, 199 (hereinafter "Development Agreement") and rental or business interruption
insurance in an amount sufficient to cover any loss of rents or income for the Property suffered by
the Mortgagor for a period of up to twelve (12) months.
c. All policies of insurance to be furnished hereunder shall be in a form
satisfactory to Mortgagee, with Standard Mortgagee Clauses attached to all policies in favor of the
Mortgagee, including a provision requiring that the coverage evidenced thereby shall not be
terminated or materially modified without thirty (30) days' prior written notice to the Mortgagee.
Mortgagor shall deliver all policies, including additional and renewal policies, to Mortgagee and
shall deliver renewal policies not less than ten (10) days prior to their expiration date except that if
the originals of such policies are at any time held by the holder of a Prior Encumbrance, then
Mortgagor shall deliver to Mortgagee certified copies of such policies together with original
certificates hereof. The Mortgagee shall be shown as additional insured with respect to this
coverage.
d. No separate insurance shall be taken out by the Mortgagor without the prior
written approval of the Mortgagee. In the event the Mortgagee approves additional insurance, the
Mortgagor shall immediately notify Mortgagee whenever any separate insurance is issued and shall
promptly deliver to Mortgagee certified copies of the policy or policies of such insurance. All
additional insurance policies shall be in the form required by paragraph (c) above. In the event of a
foreclosure, or other transfer of title to the Property in lieu of foreclosure or by purchase at the
foreclosure sale all interest in any insurance policies in force shall pass to Mortgagee, transferee or
purchaser as the case may be, and to the holders of the Permitted Encumbrances as their interests
may appear.
MDC & SMCRA — Mortgage
Page 8 of 28
1.05 Insurance
a. The Mortgagor shall keep all buildings and improvements now or hereafter
situated on the Property insured against loss or damage by fire and other hazards as may reasonably
be required by Mortgagee, including, without limitation: (i) rent loss or business interruption
insurance whenever in the opinion of Mortgagee such protection reasonably is necessary; and (ii)
. flood and earthquake insurance whenever in the opinion of Mortgagee such protection is reasonably
necessary. Mortgagor shall also provide liability insurance with such limits for personal injury and
death and property damage as Mortgagee may require. .
b. The Mortgagor shall initially maintain, until Mortgagee shall otherwise
indicate in writing, fire and extended coverage insurance in an amount of not less than the full
replacement cost of the Property, with 90% coinsurance, and both "agreed amount" and "inflation
guard" coverages with deductibles not to exceed three percent (3%) of the value of the property.
The poli9Y shall be written by a company or companies having a Best's rating of at least A:IX.
Liability insurance shall be provided in an amount of not less than one million ($1,000,000.00) or
any greater amount required by the Contract between Miami-Dade County and the Mortgagor dated
____ , 199_ (hereinafter "Development Agreement") and rental or business interruption
insurance in an amount sufficient to cover any loss of rents or income for the Property suffered by
the Mortgagor for a period of up to twelve (12) months. .
c. All policies of insurance to be furnished hereunder shall be' in a form
satisfactory to Mortgagee, with Standard Mortgagee Clauses attached to all policies in favor of the
Mortgagee, including a provision requiring that the coverage evidenced thereby shall not be
terminated or materially modified without thirty (30) days'prior written notice to the Mortgagee.
Mortgagor shall deliver all policies, including additional and renewal poficies, to Mortgagee and
shall deliver renewal policies not less than ten (10) days prior to their expiration date except that if
the originals of such policies are at any time held by the holder of a Prior Encumbrance, then
Mortgagor shall deliver to Mortgagee certified copies of such policies together with original
certificates hereof. The Mortgagee shall be shown as additional insured with respect to this
coverage.
d. No separate insurance shall be taken out by the Mortgagor without the prior
written approval of the Mortgagee. In the event the Mortgagee approves additional insurance, the
Mortgagor shall immediately notify Mortgagee whenever any separate insurance is issued and shall
'promptly deliver to Mortgagee certified copies of the policy or policies of such insurance. All
additional insurance policies shall be in the form required by paragraph (c) above. In the event of a
foreclosure, or other transfer of title to the Property in lieu of foreclosure or by purchase at the
foreclosure sale all interest in any insurance policies in force shall pass to Mortgagee, transferee or
purchaser as the case may be, and to the holders of the Permitted Encumbrances as their interests
may appear.
MOC & SMCRA -Mortgage
Page 8 of 28
492
1.06 Casualty. Mortgagor shall promptly notify Mortgagee of any loss whether covered
by insurance or not. In case of loss or damage by fire or other casualty, Mortgagee shall have the
right to approve the settlement of any claim made under insurance policies covering the Property or
to allow Mortgagor to agree with the insurance company or companies on the amount to be paid in
regard to such loss. Provided that there is no default hereunder, such insurance proceeds shall be
paid to the Mortgagee to the extent of the indebtedness held by the Mortgagee without any
allowance of rebuilding or restoration of buildings or improvements on said Property. Such
proceeds shall be used to retire the indebtedness unless the Mortgagor demonstrates to the
satisfaction of the Mortgagee that the Property may be restored to at least equal value and
substantially the same character in which case the proceeds shall be made available to the
Mortgagor for rebuilding or restoration of buildings or improvements on said Property. In that
event, such proceeds shall be made available in the manner and under the conditions that the
Mortgagee may require, including without limitation: (i)• approval of plans and specifications of
such work before such work shall be commenced; (ii) suitable completion or performance bonds
and Builder's All Risk insurance; and (iii) no insurer claims any rights of participation and/or
assignment of rights with respect to the indebtedness secured hereby. The buildings and
improvements shall be so restored or rebuilt so as to be of at least equal value and substantially the
same character as prior to such damage or destruction. Any surplus which may remain out of said
insurance proceeds after payment of such cost of rebuilding or restoration shall, at the sole option of
the Mortgagee, be applied on account of the indebtedness secured hereby or be paid to Mortgagor.
Any insurance proceeds received by Mortgagor pursuant to the provisions of this section 1.06 shall
remain subject to the lien of this Mortgage, and no holder of any Permitted Encumbrance shall
attach, garnish, execute or otherwise attempt to compel payment or delivery of such sums to it or to
any other person so long as such sums are used or are to be used for the purposes set forth in this
paragraph 1.06. The provisions of this section shall be interpreted and complied with pursuant to
the Development Agreement and said agreement's provisions and conditions allowing for
forgiveness of monies owed under this Mortgage.
1.07 Condemnation. The Mortgagor, immediately upon obtaining knowledge of the
institution of any proceeding for the condemnation of the Property or any portion thereof, shall
notify Mortgagee in writing of the pendency thereof. The Mortgagor hereby assigns, transfers and
sets over unto the Mortgagee to the extent of the indebtedness secured herein, all compensation,
rights of action, proceeds of any award and any claim for damages for any of the Property taken or
damaged under the power of eminent domain or by condemnation or by sale of the Property in lieu
thereof. Mortgagee may, at its option, commence, appear in and prosecute, in its own name, and
for its own account, any action or proceeding, or make any compromise or settlement, in
connection with the condemnation, taking under the power of eminent domain, or sale in lieu
thereof. After deducting therefrom all of its reasonable expenses, including attorneys' fees, the
Mortgagee shall apply the proceeds of the award to the reduction of the indebtedness secured by
this Mortgage unless Mortgagor demonstrates to the satisfaction of the Mortgagee that the value
MDC & SMCRA — Mortgage
Page 9 of 28
1.06 Casualty. Mortgagor shall promptly notify Mortgagee of any loss whether covered
by insurance or not. In case of loss or damage by fire or other casualty, Mortgagee shall have the
right to approve the settlement of any claim made under insurance policies covering the Property or
to allow Mortgagor to agree with the insurance company or companies on the amount to be paid in
regard to such loss. Provided that there is no default hereunder, such insurance proceeds shall be
paid to the Mortgagee to the extent of the indebtedness held by the Mortgagee without any
allowance of rebuilding or restoration of buildings or improvements on said Property. Such
proceeds shall be used to retire the indebtedness unless the Mortgagor demonstrates to the
satisfaction of the Mortgagee that the Property may be restored to at least equal value and
substantially the same character in which case the proceeds shall be made available to the
Mortgagor for rebuilding or restoration of buildings or improvements on said Property. In that
. event, such proceeds shall be made available in the manner and under the conditions that the
Mortgagee may require, including without limitation: (i)' approval of plans and specifications of
such work before such work shall be commenced; (ii) suitable completion or performance bonds
and Builder's All Risk irtsurance; and (iii) no insurer claims any rights of participation and/or
assignment of rights with respect t6 the indebtedness secured hereby. . The buildings and
improvements shall be so restored or rebuilt so as to be of at least equal value and substantially the
same character as prior to such damage or destruction. Any surplus which may remain out of said
insurance proceeds after payment of such cost of rebuilding or restoration shall, at the sole option of
the Mortgagee, be applied on account of the indebtedness secured hereby or be paid to Mortgagor.
Any insurance proceeds received by Mortgagor pursuant to the provisions of this section 1.06 shall
remain subject to the lien of this Mortgage, and no holder of any Permitted Encumbrance shall
attach, garnish, execute or otherwise attempt to compel payment or delivery of such sums to it or to
any other person so long as such sums are used or are to be used for the purposes set forth in this
paragraph 1.06. The provisions of this section shall be interpreted and complied with pursuant to
the Development Agreement and said agreement's provisions and conditions allowing for
forgiveness of monies owed under this Mortgage.
,
1.07 Condemnation. The Mortgagor, immediately upon obtaining knowledge of the
institution of any proceeding for the condemnation of the Property or any portion thereof, shall
notify Mortgagee in writing of the pendency thereof. The Mortgagor hereby assigns, transfers and
sets over unto the Mortgagee to the extent of the indebtedness secured herein, all compensation,
rights of action, proceeds of any award and any claim for damages for any of the Property taken or
damaged under the power of eminent domain or by condemnation or by sale of the Property in lieu
thereof. Mortgagee may, at its option, commence, appear in and prosecute, in its own name, and
for its own account, any action or proceeding, or make any compromise or settlement, in
connection' with the condemnation, taking under the power of eminent domain, or sale in lieu
thereof. After deducting therefrom all of its reasonable expenses, including attorneys' fees, the
Mortgagee shall apply the proceeds of the award to the reduction of the indebtedness secured by
this Mortgage unless Mortgagor demonstrates to the satisfaction of the Mortgagee that the value
MOC & SMCRA -Mortgage
Page 90f28
493
and character of the Property shall be maintained, in which case, the Mortgagee shall hold said
proceeds without any allowance of interest and make them available for restoration or rebuilding of
the Property. In the event that the Mortgagee elects to make said proceeds available to reimburse
Mortgagor for the cost of the rebuilding or restoration of the buildings or improvements on said
Property, such proceeds shall be made available in the manner and under the conditions that the
Mortgagee may require provided under Section 1.06 above. If the proceeds are made available by
the Mortgagee to reimburse the Mortgagor for the cost of said rebuilding or restoration, any surplus
which may remain out of said award after payment of such cost of rebuilding or restoration shall at
the option of the Mortgagee be applied on account of the indebtedness secured hereby or be paid to
Mortgagor. Mortgagor agrees to execute such further assignments of any compensation, award,
damages, right of action and proceeds, as Mortgagee may require. Any sums received by
Mortgagor pursuant to the provisions of this paragraph 1.07 shall remain subject to the lien of this
Mortgage, and no holder of any Permitted Encumbrance shall attach, garnish, execute or otherwise
attempt to compel payment or delivery of such sums to it or to any other person so long as such
sums are used or are to be used for the purposes set forth in this paragraph 1.07.
1.08 Liens and Encumbrances. The Mortgagor shall not, without the Mortgagee's
express written consent, permit the creation of any liens or encumbrances on the Property other than
the lien of this Mortgage and of any Permitted Encumbrances, and shall pay when due all
obligations, lawful claims or demands of any person, which, if unpaid, might result in, or permit the
creation of, a lien or encumbrance on the Property or on the rents, issues, income and profits arising
therefrom, whether such lien would be senior or subordinate hereto, including all claims of
mechanics, materialmen, laborers and others for work or labor performed, or materials or supplies
furnished in connection with any work done in and to the Property and the Mortgagor will do or
cause to be done everything necessary so that the lien of this Mortgage is fully preserved, at no cost
to the Mortgagee. For the purposes of this section, a notice of commencement issued by a
contractor shall not be considered a lien and shall not trigger the default provisions of this loan.
1.09 Taxes and Assessments. The Mortgagor shall pay in full when due, and in any
event before any penalty or interest attaches, all general taxes and assessments, special taxes,
special assessments, water charges, sewer service charges, and all other charges against the Property
and shall furnish to Mortgagee official receipts evidencing the payment thereof.
1.10 Indemnification. The Mortgagor shall appear in and defend any suit, action or
proceeding that might in any way, as determined in the sole judgment of Mortgagee, affect the
value of the Property, the priority of this Mortgage or the rights and powers of Mortgagee.
Mortgagor shall, at all times, indemnify, hold harmless and on demand, shall reimburse Mortgagee
for any and all loss, damage, expense or cost, including cost of evidence of title and attorneys' fees,
arising out of or incurred in connection with any such suit, action or proceeding, and the sum of
such expenditures shall be secured by this Mortgage and 'shall bear interest at the rate provided in
the Note secured hereby and shall be due and payable on demand. Mortgagor shall pay cost of suit,
MDC & SMCRA — Mortgage
Page 10 of 28
and character of the Property shall be maintained, in which case, the Mortgagee shall hold said
proceeds without any allowance of interest and make them available for restoration or rebuilding of
the Property. In the event that the Mortgagee elects to make said proceeds available to reimburse
Mortgagor for the cost of the rebuilding or restoration of the buildings or improvements on said
Property, such proceeds shall be made available in the manner and under the conditions that the
Mortgagee may require provided under Section 1.06 above. If the proceeds are made available by
the Mortgagee to reimburse the Mortgagor for the cost of said rebuilding or restoration, any surplus
which may remain out of said award after payment of such cost of rebuilding or restoration shall at
the option of the Mortgagee be applied on account of the indebtedness secured hereby or be paid to
Mortgagor. Mortgagor agrees to execute such further assignments of any compensation, award,
damages, right of action and proceeds, as Mortgagee may require. Any sums received by
Mortgagor pursuant to the provisions of this paragraph 1 ~07 shall remain subject to the lien of this
Mortgage, and no holder of any Permitted Encumbrance shall attach, garnish, execute or otherwise
attempt to compel payment or delivery of such sums to it or to any other person so long as such
sums are used or are to be used for the purposes set forth ·in this paragraph 1.07.
1.08 Liens and Encumbrances. The Mortgagor shall not, without the Mortgagee's
express written consent, permit the creation of any liens or encumbrances on the Property other than
the lien of this Mortgage and of any Permitted Encumbrances, and shall pay when due all
obligations, lawful claims or demands of any person, which, if unpaid, might result in, or permit the
creation of, a lien or encumbrance on the Property or on the rents, issues, income and profits arising
therefrom, whether such lien would be senior or subordinate hereto, including all claims of
mechanics, materialmen, laborers and others for work or labor performed, or materials or supplies
furnished in connection with any work done in and to the Property and the Mortgagor will do or
cause to be done everything necessary so that the lien of this Mortgage is fully preserved, at no cost
to th~ Mortgagee. For the purposes of this section, a notice of commencement issued by a
contractor shall not be considered a lien and shall not trigger the default provisions of this loan.
1.09 Taxes and Assessments. The Mortgagor shall pay in full when due, and in any
event before any penalty or interest attaches, all general taxes and assessments, special taxes,
special assessments, water charges, sewer service charges, and all other charges against the Property
and shall furnish to Mortgagee official receipts evidencing the payment thereof.
1.10 Indemnification. The Mortgagor shall appear in and defend any suit, action or
proceeding that might in any way, as determined in the sole judgment of Mortgagee, affect the
value' of the Property, the priority of this Mortgage or the rights and powers of Mortgagee.
Mortgagor shall, at all times, indemnify, hold harmless and on demand, shall reimburse Mortgagee
for any and all loss, damage, expense or cost, including cost of evidence of title and attorneys' fees,
arising out of or incurred in connection with any such suit, action or proceeding, and the sum of
such expenditures shall be secured by this Mortgage and 'shall bear interest at the rate provided in
the Note secured hereby and shall be due and payable on demand. Mortgagor shall pay cost of suit,
Moe & SMCRA -Mortgage
Page 10 of28
494
cost of evidence of title and reasonable attorneys' fees in any proceeding or suit, including appellate
proceedings, brought by Mortgagee to foreclose this Mortgage.
1.11 Sale of Property.
a. In order to induce Mortgagee to make the loan evidenced by the Note,
Mortgagor agrees that if the Property or any part thereof or interest therein is sold, assigned,
transferred, conveyed, further mortgaged, encumbered, or otherwise alienated by Mortgagor,
whether voluntarily, involuntarily or by operation of law, or that if the person(s) managing the
Property is replaced, in either or any case without the prior written consent of Mortgagee,
Mortgagee, at its option, may declare the Note secured hereby and all other obligations hereunder to
be forthwith due and payable within fifteen (15) days of written notice, provided, however,
Mortgagee shall not withhold its consent unless such mortgaging or encumbering of the Property,
or change to its ownership or management will have a material adverse affect on the Mortgagee's
security for the indebtedness secured by this Mortgage. The Mortgagee may condition its consent
upon an increase in the interest rate of the Note to the then current market rate for new loans
secured by property similar to the Property, and the Mortgagor shall pay all costs incurred thereby,
including any costs of amending the Note and Mortgage and of obtaining a title insurance
endorsement. In addition, the Mortgagee may charge a fee for processing any application seeking
the consent of Mortgagee.
b. Any change in the legal or equitable title of the Property or in the beneficial
ownership of the Property, whether or not of record and whether or not for consideration, or sale or
other disposition of the stock of the borrowing entity except by devise or descent, shall be deemed a
transfer of an interest in the Property. In connection herewith, the financial stability and managerial
and operational ability of Mortgagor are a substantial and material consideration to Mortgagee in its
agreement to make the loan to Mortgagor secured by the Mortgage. The Mortgagor acknowledges
that the transfer of an interest in the Property or change in the person or entity operating and
managing the Property may significantly or materially alter and reduce Mortgagee's security for the
indebtedness secured hereby.
c. In the event that ownership of the Property, or any part thereof, becomes
vested in any person or persons other than Mortgagor, without the prior written approval of
Mortgagee, the Mortgagee may, waive such default and substitute the Mortgagor with the
Mortgagor's successor or successors in interest in the same manner as with Mortgagor, without in
any way releasing, discharging or otherwise affecting the liability of Mortgagor hereunder, or the
Mortgage indebtedness hereby secured. No sale of the Property, no forbearance on the part of
Mortgagee, no extension of the time for the payment of the Mortgage indebtedness or any change in
the terms thereof consented to by Mortgagee shall in any way whatsoever operate to release,
discharge, modify, change or affect the original liability of Mortgagor herein, either in whole or in
part, nor shall the full force and effect of this lien be altered thereby. Any deed conveying the
MDC & SMCRA — Mortgage
Page 11 of 28
cost of evidence of title and reasonable attorneys' fees in any proceeding or suit, including appellate
proceedings, brought by Mortgagee to foreclose this Mortgage.
1.11 Sale of Property.
a. In order to induce Mortgagee to make the loan evidenced by the Note,
Mortgagor agrees that if the Property or any part thereof or interest therein is sold, assigned,
transferred, conveyed, further mortgaged, encumbered, or otherwise alienated by Mortgagor,
whether voluntarily, involuntarily or by operation of law, or that if the person(s) managing the
Property is replaced, in either or any case without the prior written consent of Mortgagee,
Mortgagee, at its option, may declare the Note secured hereby and all other obligations hereunder to
be forthwith due and payable within fifteen (15) days of written notice, provided, however,
Mortgagee shall not withhold its consent unless such mortgaging or encumbering of the Property,
or change to its ownership or management will have a material adverse affect on the Mortgagee's
security for the indebtedness secured by this Mortgage. The Mortgagee may condition its consent
upon an increase in the interest rate of the Note to the then current market rate for new loans
secured by property similar to the Property, and the Mortgagor shall pay all costs incurred thereby,
including any costs of amending the Note and Mortgage and of obtaining a title insurance
endorsement. In addition, the Mortgagee may charge a fee for processing any application seeking
the consent of Mortgagee.
b. Any change in the legal or equitable title of the Property or in the beneficial
ownership of the Property, whether or not of record and whether or not for consideration, or sale or
other disposition of the stock of the borrowing entity except by devise or descent, shall be deemed a
transfer of an interest in the Property. In connection herewith, the financial stability and managerial
and operational ability of Mortgagor are a substantial and material consideration to Mortgagee in its
agreement to make the loan to Mortgagor secured by the Mortgage. The Mortgagor acknowledges
that the transfer of an interest in the Property or change in the person or entity operating and
managing the Property may significantly or materially alter and reduce Mortgagee's security for the
indebtedness secured hereby.
c. In the event that ownership of the Property, or any part thereof, becomes
vested in any person or persons other than Mortgagor, without the prior written approval of
Mortgagee, the Mortgagee may, waive such default and substitute the Mortgagor with the
Mortgagor's successor or successors in interest in the same manner as with Mortgagor, without in
any way releasing, discharging or otherwise affecting the liability of Mortgagor hereunder, or the
Mortgage indebtedness hereby secured. No sale of the Property, no forbearance on the part of
Mortgagee, no extension of the time for the payment of the Mortgage indebtedness or any change in
the terms thereof consented to by Mortgagee shall in any way whatsoever operate to release,
discharge, modify, change or affect the original liability of Mortgagor herein, either in whole or in
part, nor shall the full force and effect of this lien be altered thereby. Any deed conveying the
MOC & SMCRA -Mortgage
Page 11 of28 495
Property, or any part thereof, shall provide that the grantee thereunder assumes all of the grantor's
obligations under this Mortgage, the Note and all other instruments or agreements evidencing or
securing the repayment of the Mortgage indebtedness. In the event such deed shall not contain such
provisions, the grantee under such deed shall be deemed to assume, by its acquisitions of the
Property all the obligations established by the Loan Documents.
d.Mortgagor shall not sell, assign, transfer or otherwise dispose of the
Collateral or any interest therein and shall not do or permit anything to be done that may impair the
Collateral without the prior consent of the Mortgagee, unless the Mortgagor is not in default under
the terms of this Mortgage and the Collateral which is to be disposed is fully depreciated or
unnecessary for use in the operation of the Property.
1.12 Management. The Mortgagor agrees that the Mortgagee shall have the right to
employ professional management for the Property at any time that the Mortgagor is in default under
any provision of this Mortgage for a period of more than forty-five (45) days. Such employment
shall be at the sole discretion of the Mortgagee and NOTHING herein shall obligate the Mortgagee
to exercise its right to install professional management. The cost of such management shall be
borne by Mortgagor and shall be treated as an advance under Section 1. 13.
1.13 Advances. If Mortgagor shall fail to perform any of the covenants herein contained
or contained in any instrument constituting additional security for the Note, the Mortgagee may,
without creating an obligation to do so, make advances on its behalf. Any and all sums so
advanced shall be a lien upon the Property and shall become secured by this Mortgage. The
Mortgagor shall repay on demand all sums so advanced in its behalf with interest at the rate of
eighteen percent (18%) percent or the maximum rate allowed by law, whichever is greater, per
annum in excess of the rate of the Note at the time of such advance. Nothing herein contained shall
prevent any such failure to perform on the part of Mortgagor from constituting an event of default
as defined below.
1.14 Financial Statements. The Mortgagor shall deliver to Mortgagee, within ninety (90)
days after the end of each of Mortgagor's fiscal years, a balance sheet and statement of profit and
loss with respect to the operation of the Property for the fiscal year just completed and beginning
with the second such fiscal year after the recordation of the Loan Documents, a comparison of the
just completed fiscal year with the preceding fiscal year's balance sheet and statement of profit and
loss, all in reasonable detail and certified as complete and correct, by the Mortgagor and a Certified
Public Accountant.
1.15 Time. The Mortgagor agrees that time is of the essence hereof in connection with
all obligations of the Mortgagor herein or in said Note or any other instruments constituting
additional security for said Note.
MDC & SMCRA — Mortgage
Page 12 of 28
, .
Property, or any part thereof, shall provide that the grantee thereunder assumes all of the grantor's
obligations under this Mortgage, the Note and all other instruments or agreements evidencing or
securing the repayment of the Mortgage indebtedness. In the event such deed shall not contain such·
provisions, the grantee under such deed shall be deemed to assume, by its acquisitions of the
Property all the obligations established by the Loan Documents.
d. Mortgagor shall not sell, assign, transfer or otherwise dispose of the·
Collateral or any interest therein and shall not do or permit anything to be done that may impair the
Collateral without the prior consent of the Mortgagee, unless the Mortgagor is not in default under
the terms of this Mortgage and the Collateral which is to be disposed is fully depreciated or
unnecessary for use in the operation of the Property.
1.12 Management. The Mortgagor agrees that the Mortgagee shall have the right to
employ professional management for the Property at any time that the Mortgagor is in default under
any provision of this Mortgage for a period of more than forty-five (45) days. Such employment
shall be at the sole discretion of the Mortgagee and NOTHING herein shall obligate the Mortgagee
to exercise its right to install professional management. The cost of such management shall be
borne by Mortgagor and shall be treated as an advance under Section 1. 13.
1.13. Advances. If Mortgagor shall fail to perform any of the covenants herein contained
or contained in any instrument constituting additional security for the Note, the Mortgagee may,
without creating an obligation to do so, make advances on its behalf. Any and all sums so
advanced shall be a lien upon the Property and shall become secured by this Mortgage. The
Mortgagor shall repay on demand all sums so advanced in its behalf with interest at the rate of
eighteen percent (18%) percent or the maximum rate allowed by law, whichever is greater, per
annum in excess of the rate of the Note at the time of such advance. Nothing herein contained shall
prevent any such failure to perform on the part of Mortgagor from constituting an event of default
as defined below.
1.14 Financial Statements. The Mortgagor shall deliver to Mortgagee, within ninety (90)
days after the end of each of Mortgagor's fiscal years, a balance sheet and statement of profit and
loss with respect to the operation of the Property for the fiscal year just completed and beginning
with the second such fiscal year after the recordation of the Loan Documents, a comparison of the
just completed fiscal year with the preceding fiscal year's balance sheet and statement of profit and
loss, all in reasonable detail and certified as complete and correct, by the Mortgagor and a Certified
Public Accountant.
1.15 Time. The Mortgagor agrees that time is of the essence hereof in: connection with
all obligations of the Mortgagor herein or in said Note or any other instruments constituting
additional security for said Note. .
MOC & SMCRA -Mortgage
Page 12 of28 496
1.16 Estoppel Certificates. The Mortgagor within ten (10) days from receipt of written
request, shall furnish a duly acknowledged written statement setting forth the amount of the debt
secured by this Mortgage, and stating either that no set-offs or defenses exist against the Mortgage
debt, or if any such setoffs or defenses are alleged to exist, the nature thereof.
1.17 Records: The Mortgagor agrees to keep adequate books and records of account in
accordance with generally accepted accounting principles and shall permit the Mortgagee, and its
agents, accountants and attorneys, to visit and inspect the Property and examine its books and
records of account, and to discuss its affairs, finances and accounts with the Mortgagor, at such
reasonable times as Mortgagee may request.
1.18 Assignment of Rents and Leases. Mortgagor agrees to execute and deliver to
Mortgagee such assignments of the leases and rents applicable to the Property as the Mortgagee
may from time to time request while this Mortgage and the Note and indebtedness secured by this
Mortgage are outstanding.
1.19 Subordination to Prior Encumbrances. Notwithstanding anything herein which is or
which may appear to be to the contrary, the lien of this Mortgage and Mortgagee's rights hereunder
are subordinate and inferior to the lien of those Permitted Encumbrances (if any) whether now
existing or hereafter created which are stated on Exhibit 2. Mortgagee agrees, by its acceptance
hereof, that no action required to be taken by Mortgagor under the express terms of any Prior
Encumbrance shall constitute a default or any Event of Default hereunder, provided however, that
such actions are not inconsistent with Mortgagor's obligations set forth in the Note or in paragraph
1.20(c) below.
1.20 Leases Affecting Mortgaged Property.
a. Mortgagor shall comply with and observe its obligations as landlord under
all leases affecting the Property or any part thereof. Upon request, Mortgagor shall furnish
promptly to Mortgagee executed copies of all such leases now existing or hereafter created.
Mortgagor shall not, without the express written consent of Mortgagee, enter any lease except upon
forms approved by Mortgagee. Mortgagor shall not accept payment of rent more than one (1)
month in advance without prior written consent of Mortgagee. Nothing contained in this Section
1.20 or elsewhere in this Mortgage shall be construed to make Mortgagee a mortgagee in
possession unless and until Mortgagee actually takes possession of the Mortgaged Property either in
person or through an agent or receiver.
b. To the extent allowable by applicable law, each lease of the Mortgaged
Property, shall be entered into in a form provided by the Mortgagee and shall provide that, in the
event of the enforcement by Mortgagee of the remedies provided for by law or by this Mortgage,
the lessee thereunder will, if requested by Mortgagee or by any person succeeding to the interest of
MDC & SMCRA — Mortgage
Page 13 of 28
1.16 Estoppel Certificates. The Mortgagor within ten (10) days from receipt of written
request, shall fumish a duly acknowledged written statement setting forth the amount of the debt
secured by this Mortgage, and stating either that no set-offs or defenses exist against the Mortgage
debt, or if any such setoffs or defenses are alleged to exist, the nature thereof.
1.17 Records; The Mortgagor agrees to keep adequate books and records of account in
accordance with generally accepted accounting principles and shall permit the Mortgagee, and its
agents, accountants and attomeys, to visit and inspect the Property and examine its books and
. records of account, and to discuss its affairs, finances and accounts with the Mortgagor, at such
reasonable times as Mortgagee may request.
1.18 Assignment of Rents and Leases. Mortgagor agrees to execute and deliver to
Mortgagee such assignments of the leases and rents applicable to the Property as the Mortgagee
may from time to time request while this Mortgage and the Note and indebtedness secured by this
Mortgage are outstanding.
1.19 Subordination to Prior Encumbrances. Notwithstanding anything herein which is or
which may appear to be to the contrary, the lien of this Mortgage and Mortgagee's rights hereunder
are subordinate and inferior to the lien of those Permitted Encumbrances (if any) whether now
existing or hereafter created which are stated on Exhibit 2. Mortgagee agrees, by its acceptance
hereof, that no action required to be taken by Mortgagor under the express terms of any Prior
Encumbrance shall co~stitute a default or any Event of Default hereunder, provided however, that
such actions are not inconsistent with Mortgagor's obligations set forth in the Note or in paragraph
L20(c) below.
1.20 Leases Affecting Mortgaged Property.
a. Mortgagor shall comply with and observe its obligations as landlord under
all leases affecting the Property or any part thereof. Upon request, Mortgagor shall furnish
promptly to Mortgagee executed copies of all such leases now existing or hereafter created.
Mortgagor shall not, without the express written consent of Mortgagee, enter any lease except upon
forms approved by Mortgagee. Mortgagor shall not accept payment of rent more than one (1)
month in advance without prior written consent of Mortgagee. Nothing contained in this Section
1.20 or elsewhere in this Mortgage shall be construed to make Mortgagee a mortgagee in
possession unless and until Mortgagee actually takes possession ofthe Mortgaged Property either in
person or through an agent or receiver.
b. To the extent allowable by applicable law, each lease of the Mortgaged
Property, shall be entered into in a form provided by the Mortgagee and shall provide that, in the
event of the enforcement by Mortgagee of the remedies provided for by law or by this Mortgage,
the lessee thereunder will, if requested by Mortgagee or by any person succeeding to the interest of
Moe & SMCRA -Mortgage
Page 13 of 28 497
Mortgagor as the result of said enforcement, automatically become the lessee of Mortgagee or any
such successor in interest, without any change in the terms or other provisions of the respective
lease, provided, however, that Mortgagee or said successor in interest shall not be bound by (i) any
payment of rent or additional rent for more than one (1) month in advance, except prepayments in
the nature of security for the performance by said lessee of its obligations under said lease, or (ii)
any amendment or modification in the lease made without the consent of Mortgagee or any
successor in interest. Each lease shall also provide that, upon request by said successor in interest,
the lessee shall execute and deliver an instrument or instruments confirming its attomment.
c.Intentionally left blank.
1.21 Intentionally left blank. ,
1.22 Incorporation of Contract. Mortgagor agrees and covenants to abide by all the terms
and conditions of the Development Agreement, or OCED Contract, executed on
2007. The Development Agreement, or OCED Contract, is incorporated herein by reference as if
fully set forth herein. A default of any provision of the OCED Contract shall be deemed an Event
of Default under this Mortgage.
ARTICLE TWO
Default
2.01 Events of Default. The following shall be deemed to be Events of Default
hereunder:
a. Failure to make any payment when due in accordance with the terms of the
Note secured by this Mortgage or failure to make any additional payments required by this
Mortgage within fifteen days (15 ) of the date on which such payments were due.
b. Failure to keep or perform any of the other terms, covenants and conditions
in this Mortgage provided that such failure shall have continued for a period of thirty (30) days after
written notice of such failure from the Mortgagee.
c. After written notice from Mortgagee and an opportunity to cure of thirty (30)
days from such written notice, continued breach of any warranties or representations given by
Mortgagor to Mortgagee in connection with the Loan Documents.
d. An event of default under or institution of foreclosure or other proceedings
to enforce any Permitted Encumbrance or any other mortgage or security interest, lien or
encumbrance of any kind upon the Property or any portion thereof.
MDC & SMCRA — Mortgage
Page 14 of 28
Mortgagor as the result of said enforcement, automatically becom'e the lessee of Mortgagee or any
such successor in interest, without any change in the terms or other provisions of the respective
lease, provided, however, that Mortgagee or said successor in interest shall not be bound by (i) any
payment of rent or additional rent for more than one (1) month in advance, except prepayments in
the nature of security for the performance by said lessee of its obligations under said lease, or (ii)
any amendment or modification in the lease made without the consent of Mortgagee or any
successor in interest. Each lease shall also provide that, upon request by said successor in interest,
the lessee shall execute and deliver an instrument or instruments confirming its attornment.
c. Intentionally left blank.
1.21 Intentionally left blank. .
1.22 Incorporation of Contract. Mortgagor agrees and covenants to abide by all the terms
and conditions of the Development Agreement, or OCED Contract, executed on _____ _
2007. The Development Agreement, or OCED Contract, is incorporated herein by reference as if
fully set forth herein. A default of any provision of the OCED Contract shall be deemed an Event
of Default under this Mortgage.
ARTICLE TWO
Default
2.01 Events of Default. The following shall be deemed to be Events of Default
hereunder:
a. Failure to make any payment when due in acc.ordance with the terms of the
Note secured by this Mortgage or failure' to make any additional payments required by this
Mortgage within fifteen days (15 ) of the date on which such payments were due.
b. Failure to keep or perform any of the other tenns, covenants and conditions
in this Mortgage provided that such failure shall have continued for a period ofthirty (30) days after
written notice of such failure from the Mortgagee.
c. After written notice from Mortgagee and an opportunity to cure of thirty (30)
days from such written notice, continued breach of any warranties or representations given by
Mortgagor to Mortgagee in connection with the Loan Documents.
d. An event of default under or institution of foreclos)lre or other proceedings
to enforce any Permitted Encumbrance or any other mortgage or security interest, lien or
encumbrance of any kind upon the Property or any p0l1ion thereof.
MOC & SMCRA -Mortgage
Page 14 of 28
498
e.The Mortgagor, or any successor or assign including, without limitation, the
current owners of any interest in the Property shall:
(i) file a petition under the Federal Bankruptcy Code or any similar law,
state or federal, whether now or hereafter existing (hereafter referred to as a "Bankruptcy
Proceeding"); or
(ii) file any answer admitting insolvency or inability to pay debts, or
(iii) fail to obtain a vacation or stay of any Insolvency Bankruptcy
Proceeding within forty-five (45) days, as hereinafter provided; or
(iv) be the subject of an order for relief against it in any Bankruptcy
Proceeding; or
(v) have a custodian or a trustee or receiver appointed for or have any
court take jurisdiction of its property, or the major part thereof, in any involuntary proceeding for
the purpose of reorganization, arrangement, dissolution, or liquidation if such receiver or trustee
shall not be discharged or if such jurisdiction relinquished, vacated or stayed on appeal or otherwise
within forty-five (45) days; or
(vi) make an assignment for the benefit of its creditors; or
(vii) admit in writing its inability to pay its debts generally as they
become due; or
(viii) consent to an appointment of custodian or receiver or trustee of
all of its property, or the major part thereof.
f.Intentionally left blank.
g.Failure of the Mortgagor to comply with the requirements of the
Development Agreement, or OCED Contract, including any failure by the Mortgagor to provide job
creation, as set forth in the Development Agreement.
h.After the applicable grace periods have expired, failure to comply with the
terms of the Development Agreement between the Mortgagor, as Borrower, and Miami-Dade
County, as Lender; the Note; and any other instruments, now or hereafter executed by Owner in
favor of Dade County, which in any manner constitute additional security for the Note.
MDC & SMCRA — Mortgage
Page 15 of 28
e. The Mortgagor, or any successor or assign including, without limitation, the
current owners of any interest in the Property shall:
(i) file a petition under the Federal Bankruptcy Code or any similar law,
state or federal, whether now or hereafter existing (hereafter referred to as a "Bankruptcy
Proceeding"); or
(ii) file any answer admitting insolvency or inability to pay debts, or
(iii) fail to obtain a vacation or stay of any Insolvency Bankruptcy
Proceeding within forty-five (45) days, as hereinafter provided; or
(iv) be the subject of an order for relief against it in any Bankruptcy
Proceeding; or
(v) have a custodian or a trustee or receiver appointed for or have any
court take jurisdiction of its property, or the major part thereof, in any involuntary proceeding for
the purpose of reorganization, arrangement, dissolution, or liquidation if such receiver or trustee
shall not be discharged or if such jurisdiction relinquished, vacated or stayed on appeal or otherwise
within forty-five (45) days; or
(vi) make an assignment for the benefit of its creditors; or
(vii) admit in writing its inability to pay its debts generally as they
become due; or
(viii) consent to an appointment of custodian or receiver or trustee of
all of its property, or the major part thereof.
f. Intentionally left blank.
g. Failure of the Mortgagor to comply with the requirements of the
Development Agreement, or OCED Contract, including any failure by the Mortgagor to provide job
creation, as set forth in the Development Agreement.
h. After the applicable grace periods have expired, failure to comply with the
terms of the Development Agreement between the Mortgagor, as Borrower, and Miami-Dade
County, as Lender; the Note; and any other instruments, now or hereafter executed by Owner in
favor of Dade County, which in any manner constitute additiorial security for the Note.
MOC & SMCRA -Mortgage
Page 150f28 499
2.02 Remedies.
a. Upon and after any such Event of Default, the Mortgagee, by written notice
given to the Mortgagor, may declare the entire principal of the Note then outstanding (if not then
due and payable), and all accrued and unpaid interest thereon, all premium payable thereunder, and
all other obligations of Mortgagor hereunder, to be due and payable immediately, and upon any
such declaration the principal of the Note and said accrued and unpaid interest shall become and be
immediately due and payable, anything in the Note or in this Mortgage to the contrary
notwithstanding.
b. Upon and after any such Event of Default, the Mortgagee or by its agents or
attorneys, may enter into and upon all or any part of the Property, and each and every part thereof,
and may exclude the Mortgagor, its agents and servants wholly therefrom; and having and holding
the same, may use, operate, manage and control the Property and conduct the business thereof,
either personally or by its superintendents, managers, agents, servants, attorneys or receivers and
upon every such entry, the Mortgagee, at the expense of the Property, from time to time, either by
purchase, repairs or construction, may maintain and restore the Property, whereof it shall become
possessed as aforesaid, and, from time to time, at the expense of the Property, the Mortgagee may
make all necessary or proper repairs, renewals and replacements and such useful alterations,
additions, betterments and improvements thereto and thereon as to it may seem advisable, and in
every such case the Mortgagee shall have the right to manage and operate the Property and to carry
on the business thereof and exercise all rights and powers of the Mortgagor with respect thereto
either in the name of the Mortgagor or otherwise as it shall deem best, and the Mortgagee shall be
entitled to collect and receive all earnings, revenues, rents, issues, profits and income of the
Property and every part thereof, all of which shall for all purposes constitute property of the
Mortgagor; and after deducting the expenses of conducting the business thereof and of all
maintenance, repairs, renewals, replacements, alterations, additions, betterments and improvements
and amounts necessary to pay for taxes, assessments, insurance and prior or other proper charges
upon the Property or any part thereof, as well as just and reasonable compensation for the services
of the Mortgagee its attorneys, counsel, agents, clerks, servants and other employees by it properly
and reasonably engaged and employed, the Mortgagee shall apply the moneys arising as aforesaid,
first, to the payment of the principal of the Note and the interest thereon, when and as the same
shall become payable, and second, to the payment of any other sums required to be paid by the
Mortgagor under this Mortgage.
c. Upon and after any such Event of Default, the Mortgagee shall have all of
the remedies of a Secured Party under the Uniform Commercial Code of Florida, Sec. 671-689 et
al. F.S., as amended from time to time, including without limitation the right and power to sell, or
otherwise dispose of the Collateral or any part thereof, and for that purpose may take immediate and
exclusive possession of the Collateral, or any part thereof, and with or without judicial process,
enter upon any Property on which the Collateral, or any part thereof, may be situated and remove
MDC & SMCRA — Mortgage
Page 16 of 28
2.02 Remedies.
a. Upon and after any such Event of Default, the Mortgagee, by written notice
given to the Mortgagor, may declare the entire principal of the Note then outstanding (if not then
due and payable), and all accrued and unpaid interest thereon, all premium payable thereunder, and
all other obligations of Mortgagor hereunder, to be due and payable immediately, and upon any
such declaration the principal of the Note and said accrued and unpaid interest shall become and be
immediately due and payable, anything in the Note or in this Mortgage to the contrary
notwithstanding.
b. Upon and after any such Event of Default, the Mortgagee or by its agents or
attorneys, may enter into and upon all or any part of the Property, and each and every part thereof,
and may exclude the Mortgagor, its agents and servants wholly therefrom; and having and holding
the same, may use, operate, manage and control the Property and conduct the business thereof,
either personally or by its superintendents, managers, agents, servants, attorneys or receivers and
upon every such entry, the Mortgagee, at the expense of the Property, from time to time, either by
purchase, repairs or construction, may maintain and restore the Property, whereof it shall become
possessed as aforesaid, and, from time to time, at the expense of the Property, the Mortgagee may
make all necessary or proper repairs, renewals and replacements and such useful alterations,
additions, betterments and improvements thereto and thereon as to it may seem advisable, and in
every such case the Mortgagee shall have the right to manage and operate the Property and to carry
on the business thereof and exercise all rights and powers of the Mortgagor with respect thereto
either in the name of the Mortgagor or otherwise as it shall deem best, and the Mortgagee shall be
entitled to collect and receive all earnings, revenues, rents, issues, profits and income of the
Property and every part thereof, all of which shall for all purposes constitute property of the
Mortgagor; and after deducting the expenses of conducting the business thereof and of all
maintenance, repairs, renewals, replacements, alterations, additions, betterments and improvements
and amounts necessary to pay for taxes, assessments, insurance and prior or other proper charges
upon 'the Property or any part thereof, as well as just and reasonable compensation for the services
of the Mortgagee its attorneys, counsel, agents, clerks, servants and other employees by it properly
and reasonably engaged and employed, the Mortgagee shall apply the moneys arising as aforesaid,
first, to the payment of the principal of the Note and the interest thereon, when and as the same
shall become payable, and second,". to the payment of any other sums required to be paid by the
Mortgagor under this Mortgage.
c. Upon and after any such Event of Default, the Mortgagee shall have all of
. the remedies of a Secured Party under the Uniform Commercial Code of Florida, Sec. 671-689 et
al. F.S., as amended from time to time, including without limitation the right and power to sell, or
otherwise dispose of the Collateral or any part thereof, and for that purpose may take immediate and
exclusive possession of the Collateral, or any part thereof, and with or without judicial process,
. enter upon any Property on which the Collateral, or any part thereof, may be situated and remove
MOC & SMCRA -Mortgage
Page 16 of 28 500
the same therefrom without being deemed guilty of trespass and without liability for damages
thereby occasioned, or at Mortgagee's option Mortgagor shall assemble the. Collateral and make it
available to the Mortgagee at the place and at the time designated in the demand. Mortgagee shall
be entitled to hold, maintain, preserve and prepare the Collateral for sale. Mortgagee without
removal may render the Collateral unusable and dispose of the. Collateral on the Property. To the
extent permitted by law, Mortgagor expressly waives any notice of sale or other disposition of the
Collateral and any other right or remedy of Mortgagee existing after default hereunder, and to the
extent any such notice is required and cannot be waived, Mortgagor agrees that, as it relates to, this
paragraph c. only, if such notice is marked, postage prepaid, to the Mortgagor at the above address
with copies of said notice mailed in the same fashion to the president of the Mortgagor, at least
fifteen (15) days before the time of the sale or disposition, such notice shall be deemed reasonable
and shall fully satisfy any requirement for giving of said notice.
d.Upon and after any such Event of Default, the Mortgagee, with or without
entry, or by its agents or attorneys, insofar as applicable, may:
(i) sell the Property to the extent permitted and pursuant to the
procedures provided by law, and all estate, right, title and interest, claim and demand therein, and
right of redemption thereof, at one or more sales as an entity or in parcels, and at such time and
place upon such terms and after such terms and after such notice thereof as may be required, or
(ii) institute proceedings for the complete or partial foreclosure of this
Mortgage, or
receiver or receivers
income thereof, or
(iii) apply to any court of competent jurisdiction for the appointment of a
for the Property and of all the earnings, revenues, rents, issues, profits and
(iv) take such steps to protect and enforce its rights whether by action,
suit or proceeding in equity or at law for the specific performance of any covenant, condition or
agreement in the Note, or in this Mortgage, or in aid of the execution of any power herein granted,
or for any foreclosure hereunder, or for the enforcement of any other appropriate legal or equitable
remedy or otherwise as the Mortgagee shall elect.
e.The Mortgagee may adjourn from time to time any sale by it to be made
under or by virtue of this Mortgage by announcement at the time and place appointed for such sale
or for such adjourned sale or sales; and, except as otherwise provided by any applicable provision
of law, the Mortgagee, without further notice or publication, other than that provided in
sub-paragraph 2.02(c) above may make such sale at the time and place to which the same shall be
so adjourned.
MDC & SMCRA — Mortgage
Page 17 of 28
the same therefrom without being deemed guilty of trespass and without liability for damages
thereby occasioned, or at Mortgagee's option Mortgagor shall assemble the. Collateral and make it
available to the Mortgagee at the place and at the time designated in the demand. Mortgagee shall
be entitled to hold, maintain, preserve and prepare the Collateral for sale. Mortgagee without
removal may render the Collateral unusable and dispose of the. Collateral on the Property. To the
extent permitted by law, Mortgagor expressly waives any notice of sale or other disposition of the
Collateral and any other right or remedy of Mortgagee existing after default hereunder, and to the
extent any such notice is required and cannot be waived, Mortgagor agrees that, as it relates to, this
paragraph c. only, if such notice is marked, postage prepaid, to the Mortg~gor at the above address
with copies of said notice mailed in the same fashion to the president of the Mortgagor,· at least
fifteen (15) days before the time of the sale or disposition, such notice shall be deemed reasonable
and shall fully satisfy any requirement for giving of said notice.
d. Upon and after any such Event of Default, the Mortgagee, with or without
entry, or by its agents or attorneys, insofar as applicable, may:
(i) sell the Property to the extent permitted and pursuant to the
procedures provided by law, and all estate, right, title and interest, elaim· and demand therein, and
right of redemption thereof, at one or more sales as an entity or in parcels, and at such time and
place upon such terms and after such terms and after such notice thereof as may be required, or
(ii) iristitute proceedings for the complete or partial foreclosure of this
Mortgage, or
(iii) apply to any court of competent jurisdiction for the appointment of a
receiver or receivers for the Property and of all the earnings, revenues, rents, issues, profits and
income thereof, or
(iv) take such steps to protect and enforce its rights whether by action,
suit or proceeding ill equity or at law for the specific performance of any covenant, condition or
agreement in the Note, or in this Mortgage, or in aid of the execution of any power herein granted,
or for any foreclosure hereunder, or for the enforcement of any other appropriate legal or equitable
remedy or otherwise as the Mortgagee shall elect.
e. The Mortgagee may adjourn from time to time any sale by it to be made
under or by virtue of this Mortgage by announcement at the time and place appointed for such sale
or for such adjourned sale or sales; and, except as otherwise provided by any applicable provision
of law, the Mortgagee, without further notice or publication, other than that provided in
sub-paragraph 2.02(c) above may make such sale at the time and place to which the same shall be
so adjourned.
MOC & SMCRA -Mortgage
Page 17 of 28 501
f. Upon the completion of any sale or sales made by the Mortgagee under or by
virtue of this Section, the Mortgagor, or an officer of any court empowered to do so, shall execute
and deliver to the accepted purchaser or purchasers a good and sufficient instrument, or good and
sufficient instruments, conveying, assigning and transferring, all estate, right, title and interest in
and to the property and rights sold. The Mortgagee is hereby appointed the true and lawful attorney
irrevocable of the Mortgagor, in its name and stead, to make all necessary conveyances,
assignments, transfers and deliveries of the Property and rights so sold, and for that purpose the
Mortgagee may execute all necessary instruments of conveyance, assignment and transfer, and may
substitute one or more persons with like power, the Mortgagor hereby ratifying and confirming all
that its said attorney or such substitute or substitutes shall lawfully do by virtue hereof. This power
of attorney shall be deemed to be a power coupled with an interest and not subject to revocation.
Nevertheless, the Mortgagor, if so requested by the Mortgagee, shall ratify and confirm any such
sale or sales by executing and delivering to the Mortgagee or to such purchaser or purchasers all
such instruments as may be advisable, in the judgment of the Mortgagee, for the purpose, and as
may be designated in such request. Any such sale or sales made under or by virtue of this Section
whether made under the power of sale herein granted or under or by virtue of judicial proceedings
or of a judgment or decree of foreclosure and sale, shall operate to divest all the estate, right, title,
interest, claim and demand whatsoever, whether at law or in equity, of the Mortgagor in and to the
properties and rights so sold, and shall be a perpetual bar both at law and in equity against the
Mortgagor and against any and all persons claiming or who may claim the same, or any part thereof
from, through or under the Mortgagor.
g. In the event of any sale made under or by virtue of this Section (whether
made under the power of sale herein granted or under or by virtue of judicial proceedings or of a
judgment or decree of foreclosure and sale), the entire principal of, and interest on, the Note, if not
previously due and payable, and all other sums required to be paid by the Mortgagor pursuant to
this Mortgage, immediately thereupon shall, anything in the Note or in this Mortgage to the
contrary notwithstanding, become due and payable.
h. The purchase money proceeds or avails of any sale made under or by virtue
of this Section, together with any other sums which then may be held by the Mortgagee under the
provisions of this Section or otherwise, shall be applied as follows:
First: To the payment of the costs and expenses of such sale, including
reasonable compensation to the Mortgagee, its agents and counsel, and of any judicial proceedings
wherein the same may be made, and of all expenses, liabilities and advances made or incurred by
the Mortgagee under this Mortgage, together with interest at the rate for advances hereunder in
Section 1. 13.
Second: To the payment of any other sums required to be paid by the
Mortgagor pursuant to any provisions of this Mortgage or of the Note.
MDC & SMCRA — Mortgage
Page 18 of 28
f. Upon the completion of any sale or sales made by the Mortgagee under or by
virtue of this Section, the Mortgagor, or an officer of any court empowered to do so, shall execute
and deliver to the accepted purchaser or purchasers a good and sufficient instrument, or good and
sufficient instruments, conveying, assigning and transferring, all estate, right, title and interest in
and to the property and rights sold. The Mortgagee is hereby appointed the true and lawful attorney
irrevocable of the Mortgagor, in its name and stead, to make all necessary conveyances,
assignments, transfers and deliveries of the Property and rights so sold, and for that purpose the
Mortgagee may execute all necessary instruments of conveyance, assignment and transfer, and may
substitute one or more persons with like power, the Mortgagor hereby ratifying and confirming all
that its said attorney or such substitute or substitutes shall lawfully do by virtue hereof. This power
of attorney shall be deemed to be a power coupled with an interest and not subject to revocation.
Nevertheless, the Mortgagor, if so requested by the Mortgagee, shall ratify and confinn any such
sale or sales by executing and delivering to the Mortgagee or to such purchaser or purchasers all
such instruments as may be advisable, in the judgment of the Mortgagee, for the purpose, and as
may be designated in such request. Any such sale or sales made under or by virtue of this Section
whether made under the power of sale herein granted or under or by virtue of judicial proceedings
or of a judgment or decree of foreclosure and sale, shall operate to divest all the estate, right, title,
interest, claim and demand whatsoever, whether at law or in equitY, of the Mortgagor in and to the
properties and rights so sold, and shall be a perpetual bar both at law and in equity against the
Mortgagor and against any and all persons claiming or who may claim the same, or any part thereof
from, through or under the Mortgagor.
g. In the event of any sale made under or by virtue of this Section (whether
made under the power of sale herein granted or under or by virtue of judicial proceedings or of a
judgment or decree of foreclosure and sale), the entire principal of, and interest on, the Note, if not
previously due and payable, and all other sums required to be paid by the Mortgagor pursuant to
this. Mortgage, immediately thereupon shall, anything in the Note or in this Mortgage to the
contrary notwithstffi?ding, become due and payable.
h. The purchase money proceeds or avails of any sale made under or by virtue
of this Section, together with any other sums which then may be held by the Mortgagee under the
provisions of this Section or otherwise, shall be applied as follows:
First: To the payment of the costs and expenses of such sale, including
reasonable compensation to the Mortgagee, its agents and counsel, and of any judicial proceedings
wherein the same may be made, and of all expenses, liabilities and advances made or incurred by
the Mortgagee under this Mortgage, together with interest at the rate for advances hereunder in
Section 1. 13.
Second: To the payment of any other sums required to be paid by the
Mortgagor pursuant to any provisions of this Mortgage or of the Note.
MOC & SMCRA -Mortgage
Page 18 of 28 502
Third: To the payment of the whole amount then due, owing or unpaid upon
the Note for principal and interest, with interest on the unpaid principal and accrued interest at the
rate specified in the Note, from and after the happening of any Event of Default described above
from the due date of any such payment of principal until the same is paid.
Fourth: To the payment of the surplus, if any, to the Mortgagor or
whomsoever is lawfully entitled to receive the same.
Upon any sale made under or by virtue of this Section, whether made under
the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or
decree of foreclosure and sale, the Mortgagee may bid for and acquire the Property or any part
thereof and in lieu of paying cash therefor may make settlement for the purchase price by crediting
upon the indebtedness of the Mortgagor secured by this Mortgage the net sales price after deducting
therefrom the expenses of the sale and the cost of the action and any other sums which the
Mortgagee is authorized to deduct under this Mortgage. The Mortgagee, upon so acquiring the
Property, or any part thereof shall be entitled to hold, lease, rent, operate, manage and sell the same
in any manner provided by applicable laws.
MDC & SMCRA — Mortgage
Page 19 of 28
Third; To the payment of the whole amount then due, owing or unpaid upon
the Note for principal and interest, with interest on the unpaid principal and accrued interest at the
rate specified in the Note, from and after the happening of any Event of Default described above
from the due date of any such payment of principal until the same is paid.
Fourth: To the payment of the surplus, if any, to the Mortgagor or
whomsoever is lawfully entitled to receive the same.
Upon any sale made under or by virtue of this Section, whether made under
the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or
decree of foreclosure and sale, the Mortgagee may bid for and acquire the Property or any part
thereof and in lieu of paying cash therefor may make settlement for the purchase price by crediting
upon the indebtedness of the Mortgagor secured by this Mortgage the net sales price after deducting
therefrom the expenses of the sale and the cost of the action and any other sums which the
Mortgagee is authorized to deduct under this Mortgage. The Mortgagee, upon so acquiring the
Property, or any part thereof shall be entitled to hold, lease, rent, operate, manage and sell the same
in any manner provided by applicable laws.
MOC & SMCRA -Mortgage
Page 19 of28 503
ARTICLE THREE
Miscellaneous Terms and Conditions
3.01 Leases. In the event the Mortgagee shall institute judicial proceedings to foreclose
the lien hereof, and shall be appointed as a mortgagee in possession of the Property, the Mortgagee
during such time as it shall be the Mortgagee in possession of the Property pursuant to an order or
decree entered in such judicial proceedings, shall have, and the Mortgagor hereby gives and grants
to the Mortgagee, the right, power and authority to make and enter into leases of the Property or the
portions thereof for such rents and for such periods of occupancy and upon such conditions and
provisions as mortgagee in possession may deem desirable, and Mortgagor expressly acknowledges
and agrees that the term of any such lease may extend beyond the date of any sale of the Property
pursuant to a decree rendered in such judicial proceedings; it being the intention of the Mortgagor
that while the Mortgagee is a Mortgagee in possession of the Property pursuant to an order or
decree entered in such judicial proceedings, such Mortgagee shall be deemed to be and shall be the
attorney-in-fact of the Mortgagor for the purpose of making and entering into leases of parts or
portions of the Property for the rents and upon the terms, conditions and provisions deemed
desirable to such Mortgagee and with like effect as if such leases had been made by the Mortgagor
as the owner in fee simple of the Property free and clear of any conditions or limitations established
by this Mortgage. The power and authority hereby given and granted by the Mortgagor to
Mortgagee shall be deemed to be coupled with an interest and shall not be revocable by Mortgagor.
3.02 Taxation of Note and Mortgage. If at any time before the debt hereby secured is
fully paid, any law be enacted, deducting from the value of said real estate, for the purposes of
taxation, any lien thereon, or revising or changing in any way the laws now in force for the taxation
of mortgages or bonds, or the debts secured thereby, for state or local purposes, or the manner of
collection of such taxes, so as to affect adversely this Mortgage or the debt hereby secured, or the
owner and holder thereof in respect thereto, then this Mortgage and the Note hereby secured shall,
at the option of Mortgagee and without notice to any party, become immediately due and payable.
If any law should be enacted and to the extent permitted by such law, Mortgagor shall have the
opportunity of paying to the Mortgagee the amount of any additional cost or taxes to the Mortgage
from such law.
3.03 Marshalling of Assets. Mortgagor on its own behalf and on behalf of its successors
and assigns hereby expressly waives all rights to require a marshalling of assets by Mortgagee or to
require Mortgagee, upon a foreclosure, to first resort to the sale of any portion of the Property which
might have been retained by Mortgagor before foreclosing upon and selling any other portion as
may be conveyed by Mortgagor subject to this Mortgage.
3.04 Partial Release. Without affecting the liability of any other person for the payment
of an indebtedness herein mentioned (including Mortgagor should it convey said Property) and
MDC & SMCRA — Mortgage
Page 20 of 28
ARTICLE THREE
Miscellaneous Terms and Conditions
3.01 Leases. lit the event the Mortgagee shall institute judicial proceedings to foreclose
the lien hereof, and shall be appointed as a mortgagee in possession of the Property, the Mortgagee
during such time as it shall be the Mortgagee in possession of the Property pursuant to an order or
decree entered in such judicial proceedings, shall have, and the Mortgagor hereby gives and grants
to the Mortgagee, the right, power and authority to make and enter into leases of the Property or the
portions thereof for such rents and for such periods of occupancy and upon such conditions and
provisions as mortgagee in possession may deem desirable, and Mortgagor expressly acknowledges .
and agrees that the term of any such lease may extend beyond the date of any sale of the Property
pursuant to a decree rendered in· such judicial proceedings; it being the intention of the Mortgagor
that while the Mortgagee is a Mortgagee in possession of the Property pursuant to an order or
decree entered in such judicial proceedings, such Mortgagee shall be deemed to be and shall be the
attorney-in-fact of the Mortgagor for the purpose of making and entering into leases of parts or
portions of the Property for the rents and upon the terms, conditions and provisions deemed
desirable to such Mortgagee and with like effect as if such leases had been made by the Mortgagor
as the owner in fee simple of the Property free and clear of any conditions or limitations established
by this Mortgage. The power and authority hereby given and granted by the Mortgagor to
Mortgagee shall be deemed to be coupled with an interest and shall not be revocable by Mortgagor.
3.02 Taxation of Note and Mortgage. If at any time before the debt hereby secured is
fully paid, any law be enacted, deducting from the value of said real estate, for the purposes of
taxation, any lien thereon, or revising or changing in any way the laws now in force for the taxation
of mortgages or bonds, or the debts secured thereby, for state or local purposes, or the manner of
collection of such taxes, so as to affect adversely this Mortgage or the debt hereby secured, or the
owner and holder thereof in respect thereto, then this Mortgage and the Note hereby secured shall,
at the option of Mortgagee and without notice to any party, become immediately due and payable.
If any law should be enacted and to the extent permitted by such law, Mortgagor shall have the
opportunity of paying to the Mortgagee the amount of any additional cost or taxes to the Mortgage
from such law.
3.03 Marshalling of Assets. Mortgagor on its own behalf and on behalf of its successors
and assigns hereby expressly waives all rights to require a marshalling of assets by Mortgagee or to
require Mortgagee, upon a foreclosure, to first resort to the sale of any portion of the Property which
might have been retained by Mortgagor before foreclosing upon and selling any other portion as
may be conveyed by Mortgagor subject to this Mortgage.
3.04 Partial Release. Without affecting the liability of any other person for the payment
of an indebtedness herein mentioned (including Mortgagor should it convey said Property) and
MOC & SMCRA -Mortgage
Page 20 of 28 504
without affecting the priority of the lien hereof upon any property not released, Mortgagee may,
without notice, release any person so liable, extend the maturity or modify the terms of any such
obligation, or grant other indulgences, release or reconvey or cause to be released or reconveyed at
any time all or any part of the Property described herein, or take or release any other security or
make compositions or other arrangements with debtors. Mortgagee may also accept additional
security, either concurrently herewith or hereafter, and sell the same or otherwise realized thereon
either before, concurrently with, or after sale hereunder.
3.05 Non-Waiver.
a. By accepting payment of any sum secured hereby after its due date or altered
performance of any obligation secured hereby, Mortgagee shall not waive its right against any
person obligated directly or indirectly hereunder or with respect to any indebtedness hereby secured,
either to require prompt payment when due of all other sums so secured or take remedy for failure
to make such prompt payment or full performance. No exercise of any right or remedy by
Mortgagee hereunder shall constitute a waiver of any other right or remedy herein contained or
provided by law.
b. No delay or omission of the Mortgagee in the exercise of any right, power or
remedy accruing hereunder or arising otherwise shall impair any such right, power or remedy, or be
construed to be a waiver of any default or acquiescence therein.
c. Receipt of rents, awards, and any other monies or evidences thereof,
pursuant to the provisions of this Mortgage and any disposition of the same by Mortgagee shall not
constitute a waiver of the right of foreclosure by Mortgagee in the event of default or failure of
performance by Mortgagor of any covenant or agreement contained herein or in any note secured
hereby.
3.06 Protection of Security. Should Mortgagor fail to make any payment or to perform
any covenant as herein provided, Mortgagee (but without obligation so to do and without notice to
or demand upon Mortgagor and without releasing Mortgagor from any obligation hereof) may
make or do the same in the manner and to such extent as Mortgagee may deem reasonably
necessary to protect the security hereof, Mortgagee being authorized to enter upon the Property for
such purposes, commence, appear in and defend any action or proceeding purporting to affect the
security hereof or the rights or powers of Mortgagee; pay, purchase, contest, or compromise any
encumbrance, charge or lien which in the judgment of Mortgagee is prior or superior hereto; and, in
exercising any such power, incur any liability and expend whatever amounts in its absolute
discretion it may deem necessary therefor, including cost of evidence of title and reasonable counsel
fee. Any expenditures in connection herewith shall constitute an advance hereunder.
3.07 Rules of Construction. When the identity of the parties hereto or other
MDC & SMCRA — Mortgage
Page 21 of 28
without affecting the priority of the lien hereof upon any property not released, Mortgagee may,
without notice, release any person so liable, extend the maturity or modify the terms of any such
obligation, or grant other indulgences, release or reconvey or cause to be released or reconveyed at
any time all or any prui of the Property described herein, or take or release any other security or
make compositions or other arrangements with debtors. Mortgagee may also accept additional
security, either concurrently herewith or hereafter, and sell the same or otherwise realized thereon
either before, concurrently with, or after sale hereunder.
3.05 Non-Waiver.
a. By accepting payment of any sum secured hereby after its due date or altered
performance of any obligation secured hereby, Mortgagee shall not waive its right against apy
person obligated directly or indirectly hereunder or with respect to any indebtedness hereby secured,
either to require prompt payment when due of all other sums so secured or take remedy for failure
to make such prompt payment or full performance. No exercise of any right or remedy by
Mortgagee hereunder shall constitute a waiver of any other right or remedy herein contained or
provided by law.
b. No delay or omission of the Mortgagee in the exercise of any right, power or
remedy accruing hereunder or arising otherwise shall impair any such right, power or remedy, or be
construed to be a waiver of any default or acquiescence therein.
c. Receipt of rents, awards, and any other monies or evidences thereof,
. pursuant to the provisions of this Mortgage and any disposition of the same by Mortgagee shall not
constitute a waiver of the right of foreclosure by Mortgagee in the event of default or failure of
performance by Mortgagor of any covenant or agreement contained herein or in any note secured
hereby.
3.06 Protection of Security. Should Mortgagor fail to make any payment or to perform
any covenant as herein provided, Mortgagee (but without obligation so to do and without notice to
or demand upon Mortgagor and without releasing Mortgagor from any obligation hereof) may
make or do the same· in the manner and to such extent as Mortgagee may deem reasonably
necessary tD protect the security hereof, Mortgagee being authorized to enter upon the Property for
such purposes, commence, appear in and defend any action or proceeding purporting to affect the
security hereof or the rights or powers of Mortgagee; pay, purchase, contest, or compromise any
encumbrance, charge or lien which in the judgment of Mortgagee is prior or superior hereto; and, in
exercising any such power, incur any liability and expend whatever amounts in its absolute
discretion it may deem necessary therefor, including cost of evidence of title and reasonable counsel
fee. Any expenditures in connection herewith shall constitute an advance hereunder.
3.07 Rules Df Construction. When the identity of the parties hereto or other
MOC & SMCRA -Mortgage
Page 21 of 28 505
circumstances make it appropriate, the masculine gender shall include the feminine and/or neuter,
plural and the singular number shall include the plural. The headings of each paragraph are for
information and convenience only and do not limit or construe the contents of any provision hereof
3.08 Severability. If any term of this Mortgage, or the application thereof to any person
or circumstances, shall, to any extent, be invalid or unenforceable, the remainder of this Mortgage,
or the application of such term to persons or circumstances other than those as to which it is invalid
or unenforceable, shall not be affected thereby, and each term of this Mortgage shall be valid and
enforceable to the fullest extent permitted by law.
3.09 Successors in Interest. This Mortgage applies to, inures to the benefit of, and is
binding not only on the parties hereto, but on their heirs, executors, administrators, successors and
assigns. All obligations of Mortgagor hereunder are joint and several. The term "Mortgagee" shall
mean the holder and owner, including pledges, of the Note secured hereby, whether or not named as
Mortgagee herein.
3.10 Notices. All notices to be given pursuant to this Mortgage shall be sufficient if
mailed postage prepaid, certified or registered mail, return receipt requested, to the above described
addresses of the parties hereto, or to such other address as a party may request in writing. All
notices to Mortgagor shall be sent to the attention of the Executive Director. All notices to the
Mortgagee shall be sent to the attention of the County Manager. Any time period provided in the
giving of any notice shall commence upon the date such notice is deposited in the mail.
3.11 Modifications. This Mortgage may not be amended, modified or changed, nor shall
any waiver of any provision be effective, except only by an instrument in writing and signed by the
party against whom enforcement of any waiver, amendment, change, modification or discharge is
sought.
3.12 Governing Law. This Mortgage shall be construed according to and governed by
the laws of the State of Florida, provided, however, that nothing herein shall limit or impair any
right which Holder has under applicable federal laws of the United States of America to charge a
rate of interest on the sums evidenced hereby at a rate which exceeds the maximum rate allowed
under the laws of Florida.
ARTICLE FOUR
Lending Provisions
4.01 Breach of Loan Agreement and Other Documents. Notwithstanding anything to the
contrary contained in this Mortgage, in the Note, in the Development Agreement, or in any other
instrument securing the loan evidenced by the Note, Mortgagee may at its option declare the entire
MDC & SMCRA — Mortgage
Page 22 of 28
circumstances make it appropriate, the masculine gender shall include the feminine andlor neuter,
plural and the singular number shall include the plural. The headings of each paragraph are for
information and convenience only and do not limit or construe the contents of any provision hereof
3.08 Severability. If any term of this Mortgage, or the application thereof to any person
or circumstances, shall, to any extent, be invalid or unenforceable, the remainder of this Mortgage,
or the application of such term to persons or circumstances other than those as to which it is invalid
or unenforceable, shall not be affected thereby, and each term of this Mortgage shall be valid and
enforceable to the fullest extent permitted by law.
3.09 Successors in Interest. This Mortgage applies to, inures to the benefit of, and is
binding not only on the parties hereto, but on their heirs, executors, administrators, successors' and
assigns. All obligations of Mortgagor hereunder are joint and several. The term "Mortgagee" shall
mean the holder and owner, including pledges, of the Note secured hereby, whether or not named as
Mortgagee herein.
3.10 Notices. All notices to be given pursuant to this Mortgage shall be sufficient if
mailed postage prepaid, certified or registered mail, return receipt requested, to the above described
addresses of the parties hereto, or to such other address as a party may request in writing. All
notices to Mortgagor shall be sent to the attention of the Executive Director. All notices to the
Mortgagee shall be sent to the attention of the County Manager. Any time period provided in the
giving of any notice shall commence upon the date such notice is deposited in the mail.
3.11 Modifications. This Mortgage may not be amended, modified or changed, nor shall
any waiver of any provision be effective, except only by an instrument in writing and signed by the
party against whom enforcement of any waiver, amendment, change, modification or discharge is
sought.
3.12 Governing Law. This Mortgage shall be construed according to and governed by
the laws of the State of Florida, provided, however, that nothing herein shall limit or impair any
right which Holder has under applicable federal laws of the United States of America to charge a
rate of interest on the sums evidenced hereby at a rate which exceeds the maximum rate allowed
under the laws of Florida.
ARTICLE FOUR
Lending Provisions
4.01 Breach of Loan Agreement and Other Documents. Notwithstanding anything to the
contrary contained in this Mortgage, in the Note, in the Development Agreement, or in any other
instrument securing the loan evidenced by the Note, Mortgagee may at its option declare the entire
MOC & SMCRA -Mortgage
Page 22 of28 506
indebtedness secured hereby, and all interest thereon and all advances made by Mortgagee
hereunder, immediately due and payable and/or exercise all additional rights accruing to it under
this Mortgage upon an Event of Default, or in the event of a breach by Mortgagor of any covenant
contained in this Mortgage following expiration of all notice and cure periods set forth therein.
4.02 Future Advances. This Mortgage is given to secure not only existing indebtedness,
but also such future advances, whether such advances are obligatory or are to be made at the option
of the Mortgagee, or otherwise, as are made within twenty years from the date hereof, to the same
extent as if such future advances were made on the date of the execution of this Mortgage. The
total amount of indebtedness that may be so secured may decrease or increase from time to time,
but the total unpaid balance so secured at one time shall not exceed four times the face amount of
the Note, plus interest thereon, and any disbursements made for the payment of taxes, levies or
insurance on the Property with interest on such disbursements at the rate designated in the Note to
apply following a default thereunder. Mortgagor hereby agrees that it shall not execute or file for
record any notice limiting the maximum principal amount that may be so secured, and that no such
notice shall be of any force and effect whatsoever unless Mortgagee shall have consented thereto in
writing signed by Mortgagee and recorded in the public records of Miami-Dade County, Florida.
4.03 Rights under Prior Encumbrances.
a. Mortgagor hereby covenants and agrees (i) to promptly observe and perform
all of the covenants and conditions contained in any Permitted Encumbrance or any other lien upon
the Property, and which are required to be observed or performed by Mortgagor and to do all things
necessary to preserve and keep unimpaired its rights thereunder; (ii) to promptly notify Mortgagee
in writing of any default by the Mortgagor in the performance and the observance of any of the
terms, covenants or conditions on part of Mortgagor to be performed or observed under such
instrument or of the occurrence of any event which, regardless of the lapse of time, would constitute
a default under such instrument and promptly to cause a copy of each such notice given by the
Mortgagee thereunder to the Mortgagor to be delivered to Mortgagee.
b. In the event Mortgagor fails to make any payment required under such a
Permitted Encumbrance or any other lien upon the Property or to do any act set forth in the
preceding subparagraph herein provided, then Mortgagee may, but without obligation, and without
notice to or demand upon Mortgagor, and without releasing Mortgagor from any obligation hereof,
make or do the same in such manner and to such extent as Mortgagee may deem necessary to
protect its interest under this Mortgage. Mortgagee's rights hereunder shall specifically include, but
without limitation thereof, the right to pay any and all payments of interest and principal, insurance
premiums, taxes and assessments and other sums due or to become due thereunder.
c. In the event Mortgagor fails to perform any of the terms, covenants and
conditions required to be performed or observed by Mortgagor under such a Permitted
MDC & SMCRA — Mortgage
Page 23 of 28
indebtedness secured hereby, and all interest thereon and all advances made by Mortgagee
hereunder, immediately due and payable arid/or exercise all additional rights accruing to it under
this Mortgage upon an Event of Default, or in the event of a breach by Mortgagor of any covenant
contained in this Mortgage following expiration of all notice and cure periods set forth therein.
4.02 Future Advances. This Mortgage is given to secure not only existing indebtedness,
but also such future advances, whether such advances are obligatory or are to be made at the option
of the Mortgagee, or otherwise, as are made within twenty years from the date hereof, to the same
extent as if such future advances were made on the date of the execution of this Mortgage. The
total amount of indebtedness that may be so secured may decrease or increase from time to time,
but the total unpaid balance so secured at one time shall not exceed four times the face amount of
the Note, plus interest thereon, and any disbursements made for the payment of taxes, levies or
insurance on the Property with interest on such disbursements at the rate designated in the Note to
apply following a default thereunder. Mortgagor hereby agrees that it shall not execute or file for
record any notice limiting the maximum principal amount that may be so secured, and that no such
notice shall be of any force and effect whatsoever unless Mortgagee shall have consented thereto in
writing signed by Mortgagee and recorded in the public records of Miami-Dade County, Florida.
4.03 Rights under Prior Encumbrances .
. a. Mortgagor hereby covenants and agrees (i) to promptly observe and perform
all of the covenants and conditions contained in any Permitted Encumbrance or any other lien upon
the Property, and which are required to be observed or performed by Mortgagor and to do all things
necessary to preserve and keep unimpaired its rights thereunder; (ii) to promptly notify Mortgagee
in writing of any default by the Mortgagor in the performance and the observance of any of the
terms, covenants or conditions on part of Mortgagor to be performed or observed under such
instrument or of the occurrence of any event which, regardless of the lapse of time, would constitute
a default under such instrument and promptly to cause a copy of each such notice given by the
Mortgagee thereunder to the Mortgagor to be delivered to Mortgagee.
b. In the event Mortgagor fails to make any payment required under such a
Permitted Encumbrance or any other lien upon the Property or to do any act set forth in the
preceding subparagraph herein provided, then Mortgagee may, but without obligation, and without
notice to or demand upon Mortgagor, and without releasing Mortgagor from any obligation hereof,
make or do the same in such manner and to such extent as Mortgagee may deem necessary to
protect its interest under this Mortgage. Mortgagee's rights hereunder shall specifically include, bll:t
without limitation thereof, the right to pay any and all payments of interest and principal, insurance
premiums, taxes and assessments and other sums due or to become due thereunder.
c.
conditions required
In the event Mortgagor fails to perform any of the telms, covenants and
to be performed or observed by MOligagor under such a Permitted
Moe & SMCRA -Mortgage
Page 23 0(28 507
Encumbrance or any other lien upon the Property, then Mortgagee may, but without obligation, and
without notice or demand upon Mortgagor and without relieving Mortgagor from any obligation
hereof, take any action Mortgagee deems necessary or desirable to prevent or cure any such default
by Mortgagor. Upon receipt by Mortgagee from Mortgagor of any written notice of default by
Mortgagor under such instrument, Mortgagee may rely thereon and take any action it deems
necessary to cure such default event though the existence of such default or the nature thereof may
be questioned or denied by the Mortgagor or by any party on behalf of the Mortgagor. Mortgagor
hereby expressly grants to Mortgagee, and agrees that Mortgagee shall have, the absolute and
immediate right to enter upon the Property or any part thereof to such extent and as often as the
Mortgagee in its sole discretion deems necessary or desirable in order to prevent or cure any such
default by the Mortgagor. Mortgagee may pay and expend such sums of money as Mortgagee in its
sole discretion deems necessary for any such purpose and may pay expenses, employ counsel and
pay reasonable attorney's fees. All costs, charges and expenses so incurred or paid by Mortgagee
shall become due and payable immediately, whether or not there by notice, demand, attempt to
collect or suit pending. The amount so incurred or paid by Mortgagee, together with interest
thereon at the rate of interest set forth in the Note to accrue following default thereunder, from the
date incurred until paid by Mortgagor, shall be added to the indebtedness secured by the lien of this
Mortgage to the same extent as if paid or expended on the date hereof.
d. Mortgagor agrees that it will not surrender any of its rights under such a
Permitted Encumbrance or other lien upon the Property, and will not, without the prior written
consent of Mortgagee, consent to any modification, change or any alteration or amendment of such
instrument of the obligations secured thereby, either orally or in writing, and no release or
forbearance of any of Mortgagor's obligations under such instrument whether pursuant to such
instrument or otherwise, shall release Mortgagor from any of its obligations under this Mortgage.
e. Any default by Mortgagor or any event of default under a Permitted
Encumbrance or other lien upon the Property, to which this Mortgage may be subject shall
constitute an Event of Default under this Mortgage.
4.04 Limitation of Interest. All agreements between Mortgagor and Mortgagee are
expressly limited so that in no contingency or event whatsoever, whether by reason of advancement
of the principal amount of the Note, acceleration of maturity of the unpaid principal amount of the
Note, acceleration of maturity of the unpaid principal balance thereof, or otherwise, or advancement
of any sums under the provisions of this Mortgage, shall the amount paid or agreed to be paid to the
holder of the Note for the use, forbearance or detention of the money to be advanced thereunder or
hereunder exceed the highest lawful rate permissible. If, from any circumstances whatsoever,
fulfillment of any provisions of this Mortgage or the Note or any other agreement referred to herein,
at the time performance of such provision shall be due, shall involve transcending the limit of
validity prescribed by law which a court of competent jurisdiction may deem applicable thereto or
hereto, then ipso facto, the obligations to be fulfilled shall be reduced to the limit of such validity,
MDC & SMCRA — Mortgage
Page 24 of 28
Encumbrance or any other lien upon the Property, then Mortgagee may, but without obligation, and
without notice or demand upon Mortgagor and without relieving Mortgagor from any obligation
hereof, take any action Mortgagee deems necessary or desirable to prevent or cure any such default
by Mortgagor. Upon receipt by Mortgagee from Mortgagor of any written notice of default by
Mortgagor under such instrument, Mortgagee may rely thereon and take any action it deems
necessary to cure such default event though the existence of such default or the nature thereof may
be questioned or denied by the Mortgagor or by any party on behalf of the Mortgagor. Mortgagor
hereby expressly grants to Mortgagee, and agrees that Mortgagee shall have, the absolute and
immediate right to enter upon the Property or any part thereof to such extent and as often as the
Mortgagee in its sole discretion deems necessary or desirable in order to prevent or cure any such
default by the Mortgagor. Mortgagee may pay and expend such sums of money as Mortgagee in its
sole discretion deems necessary for any such purpose and may pay expenses, employ counsel and
pay reasonable attorney's fees. All costs, charges and expenses so incurred or paid by Mortgagee
shall become due and payable immediately, whether or not there by notice, demand, attempt to
collect or suit pending. The amount so incurred or paid by Mortgagee, together with interest
thereon at the rate of interest set forth in the Note to accrue following default thereunder, from the
date incurred until paid by Mortgagor, shall be added to the indebtedness secured by the lien of this
Mortgage to the same extent as if paid or expended on the date hereof.
d. Mortgagor agrees that it will not surrender any of its rights under. such a
Permitted Encumbrance or other lien upon the Property, and will not, without the prior written
consent of Mortgagee, consent to any modification, change or any alteration or amendment of such
instrument of the obligations secured thereby, either orally or in writing, and no release or
forbearance of any of Mortgagor's obligations under such instrument whether pursuant to such
instrument or otherwise, shall release Mortgagor from any of its obligations under this Mortgage.
e. Any default by Mortgagor or any event of default under a Permitted
Encumbrance or other 'lien upon the Property, to which this Mortgage may be subject shall
constitute an Event of Default under this Mortgage.
4.04 Limitation of Interest. All agreements between Mortgagor and Mortgagee are
expressly limited so that in no contingency or event whatsoever, whether by reason of advancement
of the principal amount of the Note, acceleration of maturity of the unpaid principal amount of the
Note, acceleration of maturity of the unpaid principal balance thereof, or otherwise, or advancement
of any sums under the provisions of this Mortgage, shall the amount paid or agreed to be paid to the
holder of the Note for the use, forbearance or detention of the money to be advanced thereunder or
hereunder exceed the highest lawful rate permissible. If, from any circumstances whatsoever,
fulfillment of any provisions of this Mortgage or the Note or any other agreement referred to herein,
at the time performance of such provision. shall be due, shall involve transcending the limit of
validity prescribed by law which a court of competent jurisdiction may deem applicable thereto or
hereto, then ipso facto, the obligations to be fulfilled shall be reduced to the limit of such validity,
MOC & SMCRA -Mortgage
Page 24 of 28 508
Maria M. Menende:.
and if from any circumstances the holder of the Note or Mortgage shall ever receive as interest an
amount which would exceed the highest lawful rate, such amount which would be excessive
interest shall be applied to the reduction of the unpaid principal balance due hereunder and not the
payment of interest. These provisions shall control every other provision of all agreements between
Mortgagor and Mortgagee.
4.05 Waiver of Jury Trial: MORTGAGOR WAIVES ITS RIGHTS TO A TRIAL
BY JURY IN ANY ACTION, WHETHER ARISING IN CONTRACT OR TORT, BY
STATUTE OR OTHERWISE, IN ANY WAY RELATED TO THE TERMS OF THIS
MORTGAGE. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE
MORTGAGEE'S EXTENDING CREDIT TO MORTGAGOR AND NO WAIVER OF
LIMITATION OF THE MORTGAGEE'S RIGHTS UNDER THIS PARAGRAPH SHALL
BE EFFECTIVE UNLESS IN WRITING AN 1 MANUALLY SIGNED ON THE
LENDER'S BEHALF.
IN WITNESS WHEREOF, the said Mortgagor caused this instrument to .be signed and
sealed as of the date first above written.
Witnesses: Mortgagor:
South Miami Community
Redevelopment Agency, a Community
Redevelopment Agency duly created
pursuant to Chapter 163, Florida Statutes
By/
Pri' ame: Stephen David
le: SMCRA Director
(SEAL)
STATE OF FLORIDA
) SS.
COUNTY OF MIAMI-DADE )
I HEREBY CERTIFY that on this day, before me, a Notary Public duly authorized in the
State and County named above to take acknowledgments, personally appeared Stephen David as
Acting Director of The South Miami Community Redevelopment Agency, a Co unity
Redevelopment Agency duly created pursuant to Chapter 163, Florida Statutes, 04-whk. • is
personally known to me or ( ) who presented as identification, to me known
MDC & SMCRA — Mortgage
Page 25 of 28
and if from any circumstances the holder of the Note or Mortgage shall ever receive as interest an
amount which would exceed the highest lawful rate, such amount which would be excessive
interest shall be applied to the reduction of the unpaid principal balance due hereunder and not the
payment of interest. These provisions shall control every other provision of all agreements between
Mortgagor and Mortgagee.
4.05 Waiver of Jury Trial: MORTGAGOR WAIVES ITS RIGHTS TO A TRIAL
BY JURY IN ANY ACTION, WHETHER ARISING IN CONTRACT OR TORT, BY
STATUTE OR OTHERWISE, IN ANY WAY RELATED TO THE tERMS 'OF THIS
MORTGAGE. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE
MORTGAGEE'S EXTENDING CREDIT TO MORTGAGOR AND NO WAIVER OF
LIMITATION OF THE MORTGAGEE'S RIGHTS UNDER THIS PARAGRAPH SHALL
BE EFFECTIVE UNLESS IN WRITING AND MANUALLY SIGNED ON THE
LENDER'S BEHALF.
IN WITNESS WHEREOF, the said Mortgagor caused this instrument to be signed and
sealed as of the date first above written.
Witnesses:
Oa~G.~
. Maria M. MenendF:!:
STATE OF FLORIDA )
) SSe
COUNTY OF MIAMI-DADE)
Mortgagor:
South Miami Community
Redevelopment Agency, a Community
Redevelopment Agency duly created
pursuant to Chapter 163, Florida Statutes /--", .. ...., .... , .. -_ ...... -.. :~ .. ~:=::::> ..... ' ......... -....... -.-"
"./
BY=l_/ ~~ ___ """"'~ ___ """-_
Pri \ arne: Stephen David
. fe: SMCRA Director
(SEAL)
I HEREBY CERTIFY that on this day, before me, a Notary Public duly authorized in the
State and County named above to take acknowledgments, personally appeared Stephen David as
Acting Director of The South Miami Community Redevelopment Agency, a ~o~unity
Redevelopment Agency duly created pursuant to Chapter 163, Florida Statutes, , ~is
personally knoWn to me or ( ) who presented as identification, to me known -MOC & SMCRA -Mortgage
Page 25 of 28
509
NOTA PUBLIC, State of Florida
to be a representative of the person described as the Mortgagor in and who executed the foregoing
Mortgage and Security Agreement and Assignment of Leases, Rents and Profits, and acknowledged
before me that said person executed that Mortgage and Security Agreement and Assignment of
Leases, Rents and Profits and who ( ) did ( ) did not take an oath.
WITNESSETH my hand and official seal in the State and County above, this day of
2007.
My Commission Expires:
ow a Nkenga Payne
• My Commission DD255847
No/ Expires October 05, 2007
MDC & SMCRA — Mortgage
Page 26 of 28
to be a representative of the person described as the Mortgagor in and who executed the foregoing
Mortgage and Security Agreement and Assignment of Leases, Rents and Profits, and acknowledged
before me that said person executed that Mortgage and Security Agreement and Assignment of
Leases, Rents and Profits and who ( ) did ( ) did not take an oath.
WlrNESSETH my hand and official seal in the State and County above, thisFday of ~\JI.Qj ,2007.
. ~
My Commission Expires:
#I'~ Nkenga Payne
! ~ .. My Commission DD255647 ~c. ;
"I-Ot ",0" Expires October 05, 2007
MOC & SMCRA -Morlgage
Page 26 of 28
PUBLIC, State of Florida
510
EXHIBIT 1
LEGAL DESCRIPTION
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3 LOT SIZE
4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR R/W BLK 1
LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
MDC & SMCRA — Mortgage
Page 27 of 28
EXHIBIT 1
LEGAL DESCRIPTION
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27. 50FT BLK 3 LOT SIZE
4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR R/W BLK 1
LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
MOC & SMCRA -Mortgage
Page 27 of28 511
EXHIBIT 2
PERMITTED ENCUMBRANCES
None. The subject property is not encumbered except as provided herein.
MDC & SMCRA — Mortgage
Page 28 of 28
EXHIBIT 2
PERMITTED ENCUMBRANCES
None. The subject property is not encumbered except as provided herein.
MOC & SMCRA -Mortgage
Page 28 of 28 512
PROMISSORY NOTE
Amount $394,000 Date: June , 2007
FOR VALUE RECEIVED, the undersigned, South Miami Community Redevelopment
Agency (SMCRA), a community redevelopment agency organized under the laws of Florida,
promise(s) to pay to the Miami-Dade County, acting through its Office of Community & Economic
Development (hereinafter referred to as "OCED" or the "County"), in the manner hereinafter
specified, the principal sum of ($394,000) Three Hundred Ninety-Four Thousand Dollars,
payable without interest except as herein below or otherwise provided.
This Promissory Note is made to evidence the loan made to the undersigned by the OCED
pursuant to a South Miami Community Advisory Committee of Miami-Dade County
recommendation to OCED and Miami-Dade County to provide a Community Block Development
Grant to the City of South Miami Community Redevelopment Agency (SMCRA) as reflected in the
Development Agreement between the parties dated June , 2007 (hereinafter "Development
Agreement"). So long as the undersigned, SMCRA, has not provided false information in support
of the application for the loan, or has not otherwise violated the CDBG guidelines, and the
Development Agreement between Miami-Dade County/OCED and the SMCRA, the
aforementioned principal sum shall be forgiven as provided for in the Development Agreement.
Pursuant to the Development Agreement, the SMCRA is to construct the Madison Square/South
Miami Strip Mall Project (herein after "Project"). Pursuant to paragraph 7 of the Development
Agreement, in the event the Property tied to the Project is sold during the three (3) year
construction phase (or an extension of the three (3) year Construction Phase, which extension
shall be requested by the SMCRA and which request shall not be unreasonably denied by OCED
and Miami-Dade County), or if the Project construction has not been completed within three (3)
years of the date of the execution of this document, or of the requirements set forth in the
Development Agreement are not complied with or SMCRA fails to properly perform under said
agreement, Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus twelve percent (12%) compound interest as
well as the County's proportional share of any proceeds in excess of the original purchase price
of the Property.
This Note is secured by a mortgage, of even date herewith, on the real property owned by
the undersigned located at 6442 SW 59th Place, 6443 SW 60th Avenue, and 6429 SW 59th Place,
South Miami, Florida 33143 (the "Property"). The legal description of the Property is attached
hereto as exhibit A.
If the undersigned fails to construct the Project within the time frame delineated in the
Development Agreement, fails to comply with the requirements and obligations set forth in the
Development Agreement, or has provided false information in support of the application for loan or
MDC & SMCRA — Proniissoty Note
Page 1 of 6
PROMISSORY NOTE
Amount $394,000 Date: June _, 2007
FOR VALUE RECEIVED, the undersigned, South Miami Conununity Redevelopment
Agency (SMCRA), a community redevelopment agency organized under the laws of Florida,
promisees) to pay to the Miami-Dade County, acting through its Office of Community & Economic . .
Development (hereinafter referred to as "OCED" or the "County"), in the manner hereinafter
specified, the principal sum of ($394,000) Three Hundred Ninety-Four Thousand Dollars,
payable without interest except as herein below or otherwise provided.
This Promissory Note is made to evidence the loan made to the undersigned by the OCED
pursuant to a South Miami Community Advisory Committee of Miami-Dade County
recommendation to OCED and Miami-Dade County to provide a Community Block Development
Grant to the City of South Miami Community Redevelopment Agency (SMCRA) as reflected in the
Development Agreement between the parties dated June _, 2007 (hereinafter "Development
Agreement"). So long as the undersigned, SMCRA, has not provided false information in support
of the application for the loan, or has not otherwise violated the CDBG guidelines, and the
Development Agreement between Miami-Dade County/OCED and the SMCRA, the
aforementioned principal sum shall be forgiven as provided for in the Development Agreement.
Pursuant to the Development Agreement, the SMCRA is to construct the Madison Square/South
Miami Strip Mall Project (herein after "Project"). Pursuant to paragraph' 7 of the Development
Agreement, in the event' the Property tied to the Project is sold during the three (3) year
construction phase (or an extension of the three (3) year Construction Phase, which extension
shall be requested by the SMCRA and which request shall not be unreasonably denied by OCED
and Miami-Dade County), or if the Project construction has not been completed within three (3)
years of the date of the execution of this document, or. of the requirements set forth in the
Development Agreement are not complied with or SMCRA fails to properly perform under said
agreement, Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus twelve percent (12%) compound interest as
well as the County's proportional share of any proceeds in excess of the original purchase price
of the Property.
This Note is secured by a mortgage, of even date herewith, on the real property owned by
the undersigned located at 6442 SW 59th Place, 6443 SW 60th Avenue, and 6429 SW 59 th Place,
South Miami, Florida 33143 (the "Property"). The legal description of the Property is attached
hereto as exhibit A.
If the undersigned fails to construct the Project within the time frame delineated in the
Development Agreement, fails to comply with the requirements and obligations set forth in the
Development Agreement, or has provided false information in support of the application for loan or
MDC & SMCRA -Promissory Note
Page 1 0/6
513
has otherwise violated OCED, CDBG, and HUD guidelines under title 24 Part 570 of the Code of
Federal Regulations (CFR), or if the Property securing this Note is sold or in any way alienated or
transferred, such an event shall constitute a default, and the aforementioned principal sum shall, at
the option of the holder hereof, become at once due and collectable without notice, time being of
the essence, and shall bear compound interest at the rate of twelve percent (12%), with such interest
accruing from the date the loan is disbursed to SMCRA until the date the entire principal plus
interest and proportional property appreciation (as reflected in any sale of the Property) is paid in
full. Determination that SMCRA is constructing the Project as provided for under the Development
Agreement, transfer or sale of the Property, or the undersigned's violation of the Development
Agreement are sufficient reasons to call for payment of this Note. This determination shall rest with
the OCED and/or its designated agents and the maker shall be notified of the time and place of
payment. Subordination of this Note or the SMCRA's refinancing of the subject Property shall also
constitute default. However, upon reasonable notification and reasonable request of the SMCRA,
OCED and Miami-Dade County shall entertain and authorize subordination of this note and shall
not unreasonably reject such a request.
Borrower agrees to assign any proceeds to the county from any contract between the
county, its agencies or instrumentalities and the borrower or any firm, corporation, partnership or
joint venture in which the borrower has a controlling financial interest in order to secure
repayment of the loan. "Controlling financial interest" shall mean ownership, directly or
indirectly to ten percent or more of the outstanding capital stock in any corporation or a direct or
indirect interest of ten percent or more in a firm, partnership or other business entity.
The undersigned reserve(s) the right to repay at any time all or any part of the principal
amount of this Note without the payment of penalties or premiums, however, SMCRA shall repay
such principal with interest calculated as provided herein.
If the principal amount of this Note is not paid when due, the undersigned's action shall
constitute a default and the undersigned shall, at the option of the OCED, pay to the OCED the late
charge of one percent per calendar month, or fraction thereof, on the amount past due and
remaining unpaid. Failure of the OCED to exercise such option shall not constitute a waiver of
such default. If the undersigned shall default on payment under this Note, or provide false
information in support of the application for loan, or otherwise violate the CDBG, the undersigned
may be subject to penalties authorized by state and local laws, codes, rules and regulations. If this
Note be reduced to judgment, such judgment shall bear the maximum interest rate allowed by law.
If suit is instituted by the OCED or Miami-Dade County to recover on this Note, the
undersigned agree(s) to pay all costs of such collection including reasonable attorney's fees, at trial
and appellate levels, and court costs.
DEMAND, protest and notice of demand and protect are hereby waived, and the
undersigned hereby waives, to the extent authorized by law, all exemption rights which otherwise
would apply to the debt evidenced by this Note.
MDC & SMCRA — Promissoty Note
Page 2 of 6
has otherwise violated aCED, CDBO, and HUD guidelines under title 24 Part 570 of the Code of
Federal Regulations (CFR), or if the Property securing this Note is sold or in any way alienated or
transferred, such an event shall constitute a default, and the aforementioned principal sum shall, at
the option of the holder hereof, become at once due and collectable without notice, . time being of
the essence, and shall bear compound interest at the rate of twelve percent (12%), with such interest
accruing from the date the loan is disbursed to SMCRA until the date the entire principal plus
interest and proportional property appreciation (as reflected in any sale of the Property) is paid in
full. Determination that SMCRA is constructing the Project as provided for under the Development
Agreement, transfer or sale of the Property, or the undersigned's violation of the Development
Agreement are sufficient reasons to call for payment of this Note. This determination shall rest with
the aCEDandlor its designated agents and the mqker shall be notified of the time and place of
payment. Subordination' of this Note or the SMCRA's refinancing of the subject Property shall also
constitute default. However, upon reasonable notification and reasonable request of the SMCRA,
aCED and Miami-Dade County shall entertain and authorize subordination of this note and shall
not unreasona~ly reject such a request.
Borrower agrees to assign any proceeds to the county from any contract between the
county, its agencies or instrumentalities and the borrower or any firm, corporation, partnership or
. joint venture in which the borrower has a controlling financial interest in order to secure
repayment of the loan. "Controlling financial interest" shaH mean ownership, directly or
indirectly to ten percent or more of the outstanding capital stock in any corporation or a direct or
indirect interest of ten percent or more in a finn, partnership or other business entity.
The undersigned reserve(s) the right to repay at any time all or any part of the principal
amount of this Note without the payment of penalties or premiums, however, SMCRA shall repay
such principal with interest calculated as provided herein.
If the principal amount of this Note is not paid when due, the undersigned's action shall
constitute a default and the undersigned shall, at the option of the aCED, pay to the aCED the late
charge of one percent per calendar month, or fraction thereof, on the amount past due and
remaining unpaid. Failure of the OCED to exercise such option shall not constitl,lte a waiver of
such default. If the undersigned shall default on payment under this Note, or provide false
information in support of the application for loan, or otherwise violate the CDBO, the undersigned
may be subject to penalties authorized by state and local laws, codes, rules and regulations. If this
Note be reduced to judgment, such judgment shall bear the maximum interest rate allowed by law.
If suit is instituted by the OCED or Miami-Dade County to recover on this Note, the
undersigned agree(s) to pay all costs of such collection including reasonable attorney's fees, at trial
and appellate levels, and court costs.
DEMAND, protest and notice of demand and protect are hereby waived, and the
undersigned hereby waives, to the extent authorized by law, all exemption rights which otherwise
would apply to the debt evidenced by this Note.
MDC & SMCRA -PromissOlY Note
Page 2 0/6
514
Whenever used herein the terms "holder", "maker" and "payee" shall be construed in the
singular or plural as the context may require or admit.
MDC & SMCRA — Promissory Note
Page 3 of 6
Whenever used herein the tenus "holder", "maker" and "payee" shall be construed in the
singular or plural as the context may require or admit.
MDC & SMCRA -PromissOIY Note
Page 3 0/6
515
By: If
Public, State of Florida
Chairperson, SMCR
South Miami Con unity
Redevelopment ge cy
IN WITNESS WHEREOF, this Note has been duly executed by the undersigned as of its
date.
WITNESSES:
(--))
Signature
Maria M. Menendez
Print Name
STATE OF FLORIDA }
} SS
COUNTY OF MIAMI-DADE }
phen David, Director,
7§MCRA
Thee foregoing instrument was acknowledged, before me this day of
As WA , 2007, by Stephen David, .the SMCRA acting director. He is personally
known to me, or has produced as identification and that she/he did execute this instrument
1ree-Fa-i--icrvoluntarily for the purposes stated herein.
My Commission Expires:
4-9Yxv.f . Nkef47a Payne
k91 , ivly Commission OD255847
Expires October 05, 2007 OkA (14
Print m
r
e
Maria M. Menendez
Print Name
WITNESSES:
Signature
MDC & SMCRA — Promissory Note
Page 4 of 6
IN WITNESS WHEREOF, this Note has been duly executed by the undersigned as of its
date.
WITNESSES:
(}ha.:-(1.~¥
Signature
Maria M. Menendez
Signature /hvt -,;4-~
Print Name
STATE OF FLORIDA
} S8
COUNTY OF MIAMI-DADE}
}
T~e foregoing instrument was acknowledged· before me this ~ day of A-~\ ,2007, by Stephen David, the SMCRA acting director. He is .~
known to me, or has produced . as identification and that she/he did execute this instrument
l'reely and voluntarily for the purposes stated herein .
. My Commission Expires:
Public, State of Florida
Pnnt me
WITNESSES:
~~Q"~4<
:Signature r
Maria M. Menendez
Print Name
Redevelopment
MDC & SMCRA -Promissory Note
Page 4 016
516
Signature
Print Name
STATE OF FLORIDA }
} SS
COUNTY OF MIAMI-DADE }
The foregoing instrument was acknowledged before me this day of
, 2007, by , Chairperson of the SMCRA Board of
Directors. He/She is personally known to me, or has produced as identification and that
she/he did execute this instrument freely and voluntarily for the purposes stated herein.
My Commission Expires:
Notary Public, State of Florida
Print Name
MDC & SMCRA — Promissory Note
Page 5 of 6
Signature
Print Name
STATE OF FLORIDA
} SS
COUNTY OF MIAMI-DADE}
}
The foregoing instrument was acknowledged before me this day of
_________ , 2007, by ,Chairperson of the SMCRA Board of
Directors. He/She is personally known to me, or has produced as identification and that
she/he did execute this instrument freely and voluntarily for the purposes stated herein.
My Commission Expires:
Notary Public, State of Florida
Print
MDC & SMCRA -Promissory Note
Page 5 0/6
Name
517
Exhibit A
LEGAL DESCRIPTION OF PROPERTY
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3
LOT SIZE 4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT
FOR R/W BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South
Miami
MDC & SAICRA — Promissory Note
Page 6 of 6
Exhibit A
LEGAL DESCRIPTION OF PROPERTY
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3
LOT SIZE 4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT
FOR R/W BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South
Miami
MDC & SMCRA -Promissory Note
Page 60/6
518
EXHIBIT 4
PROMISSORY NOTE
Amount $394,000 Date: August , 2007
FOR VALUE RECEIVED, the undersigned, South Miami Community Redevelopment
Agency (SMCRA), a community redevelopment agency organized under the laws of Florida,
promise(s) to pay to the Miami-Dade County, acting through its Office of Community & Economic
Development (hereinafter referred to as "OCED" or the "County"), in the manner hereinafter
specified, the principal sum of ($394,000) Three Hundred Ninety-Four Thousand Dollars,
payable without interest except as herein below or otherwise provided.
This Promissory Note is made to evidence the loan made to the undersigned by the OCED
pursuant to a. South Miami Community Advisory Committee of Miami-Dade County
recommendation to OCED and Miami-Dade County to provide a Community Block Development
Grant to the City of South Miami Community Redevelopment Agency (SMCRA) as reflected in the
Development Agreement between the parties dated June , 2007 (hereinafter "Development
Agreement"). So long as the undersigned, SMCRA, has not provided false information in support
of the application for the loan, or has not otherwise violated the CDBG guidelines, and the
Development Agreement between Miami-Dade County/OCED and the SMCRA, the
aforementioned principal sum shall be forgiven as provided for in the Development Agreement.
Pursuant to the Development Agreement, the SMCRA is to construct the Madison Square/South
Miami Strip Mall Project (herein after "Project"). Pursuant to paragraph 7 of the Development
Agreement, in the event the Property tied to the Project is sold during the three (3) year
construction phase (or an extension of the three (3) year Construction Phase, which extension
shall be requested by the SMCRA and which request shall not be unreasonably denied by OCED
and Miami-Dade County), or if the Project construction has not been completed within three (3)
years of the date of the execution of this document, or of the requirements set forth in the
Development Agreement are not complied with or SMCRA fails to properly perform under said
agreement, Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus twelve percent (12%) compound interest as
well as the County's proportional share of any proceeds in excess of the original purchase price
of the Property.
This Note is secured by a mortgage, of even date herewith, on the real property owned by
the undersigned located at 6442 SW 59th Place, 6443 SW 60th Avenue, and 6429 SW 59th Place,
South Miami, Florida 33143 (the "Property"). The legal description of the Property is attached
hereto as exhibit A.
If the undersigned fails to construct the Project within the time frame delineated in the
Development Agreement, fails to comply with the requirements and obligations set forth in the
Development Agreement, or has provided false information in support of the application for loan or
MDC & SMCRA — Promissory Note
Page 1 of 6
EXHISIT 4
PROMISSORY NOTE
Amount $394,000· Date: August _, 2007
FOR V ALUE RECEIVED, the undersigned, South Miami Community Redevelopment
Agency (SMCRA), a community redevelopment agency organized under the laws of Florida,
promisees) to pay to the Miami-Dade County, acting through its Office of Community & Economic
Development (hereinafter referred to as "OCED" or the "County"), in the manner hereinafter
specified, the principal sum of ($394,000) Three Hundred Ninety-Four Thousand Dollars,
payable without interest except as herein below or otherwise provided.
This Promissory Note is made to evidence the loan made to the undersigned by the OCED
pursuant to a. South Miami Community Advisory Committee of Miami-Dade County
recommendation to OCED and Miami-Dade County to provide a Community Block Development
Grant to the City of South Miami Community Redevelopment Agency (SMCRA) as reflected in the
Development Agreement between the parties dated June _, 2007 (hereinafter "Development
Agreement"). So long as the undersigned, SMCRA, has not provided false information in support
of the application for the loan, or has not otherwise violated the CDBG guidelines, and the
Development Agreement between Miami-Dade County/OCED and the SMCRA, the
aforementioned principal sum shall be forgiven as provided for in the Development Agreement.
Pursuant to the Development Agreement, the SMCRA is to construct the Madison Square/South
Miami Strip Mall Project (herein after "Project"). Pursuant to paragraph 7 of the Development
Agreement, in the event the Property tied to the Project is sold during the three (3) year
construction phase (or an extension of the three (3) year Construction Phase, which extension
shall be requested by the SMCRA and which request shall not be unreasonably denied by OCED
and Miami-Dade County), or if the Project construction has not been completed within three (3)
years of the date of the execution of this document, or of the requirements set forth in the
Development Agreement are not complied with or SMCRA fails to properly perform under said
agreement, Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus twelve percent (12%) compound interest as
well as the County's proportional share of any proceeds in excess of the original purchase price
of the Property.
This Note is secured by a mortgage, of even date herewith, on the real property owned by
the undersigned located at 6442 SW 59 th Place, 6443 SW 60 th Avenue, and 6429 SW 59 th Place,
South Miami, Florida 33143 (the "Property"). The legal description of the Property is attached
hereto as exhibit A.
If the undersigned fails to construct the Project within the time frame delineated in the
Development Agreement, fails to comply with the requirements and obligations set forth in the
Development Agreement, or has provided false information in support of the application for loan or
MDC & SMCRA -Promissory Note
Page 10/6 519
TIT 5
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to the land in the
South Miami Community Redevelopment Agency ("SMCRA"), Miami-Dade County,
Florida, described in Exhibit "A," attached hereto, and hereinafter called the "Property,"
and
IN ORDER TO ASSURE Miami-Dade County (the "County") and South Miami
Community Advisory Committee ("CAC") that the SMCRA shall use the CAC Community
Development Block Grant ("CDBG") funding of Three Hundred Ninety-Four Thousand
dollars and zero cents ($394,000.00) properly, the SMCRA agrees to abide by certain
covenants, which covenants and declaration of restriction shall run with the land; and
SMCRA acknowledges that it freely, voluntarily and without duress makes the following
Declaration of Restrictions covering and running with the Property:
(1) SMCRA shall develop a project known as Madison Square/South Miami Strip
Mall Project (Project), whose primary purpose is the development of a mixed-use
development to meet affordable housing needs on the property and create
economic development opportunities, as well as, provide job creation/job
retention opportunities;
(2) The SMCRA shall create and retain at least one full-time permanent job for low-
and moderate-income persons within the, commercial retail component of the
Project per each $35,000 of CBDG funds used in the purchase of property for the
Madison Square/South Miami Strip Mall Project, resulting in 11.25 positions,
which shall be rounded up to twelve (12) positions; The twelve (12) full-time
permanent jobs shall be created within twelve (12) months of completion of
construction of the Project and shall be retained within the commercial/retail
component for a period of five (5) years from the date of hire.
(3) The SMCRA shall provide employment opportunities that are an integral
component designed to promote job opportunities for low to moderate income
persons;
(4) The SMCRA shall provide jobs for low to moderate income persons where
businesses will agree to provide clear opportunities for promotion and economic
advancement to persons who are hired;
(5) In the event this Property is ever sold, or if the Project construction has not been
completed within three (3) years of the date of the execution of this document,
Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus interest at rate of twelve
percent (12%) and its proportional share of any proceeds in excess of the original
purchase price of the Property, as well as all rights and remedies to the County
set forth in the Mortgage secured by the Property;
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 1 of 5
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to the land in the
South Miami Community Redevelopment Agency ("SMCRA"), Miami-Dade County,
Florida, described in Exhibit "A," attached hereto, and hereinafter called tile "Property,"
and
IN ORDER TO ASSURE Miami-Dade County (the "County") and South Miami
Community Advisory Committee ("CAC") that the SMCRA shall use the CAC Community
Development Block Grant ("CDBG") funding of Three Hundred Ninety-Four Thousand
dollars and zero cents ($394,000.00) properly, the SMCRA agrees to abide by certain
covenants, which covenants and declaration of restriction shall run with the land; and
SMCRA acknowledges that it freely, voluntarily and without duress makes the following
Declaration of Restrictions covering and running with the Property:
(1) SMCRA shall develop a project known as Madison Square/South Miami Strip
Mall Project (Project), whose primary purpose is the development of a mixed-use
development to meet affordable housing needs· on the property and create
economic development opportunities, as well as, provide job creation/job
retention opportunities;
(2) The SMCRA shall create and retain at least one full-time permanent job for low-
and moderate-income persons within the. commercial retail component of the
Project per each $35,000 of CBDG funds used in the purchase of property for the
Madison Square/South Miami Strip Mall Project, resulting in 11.25 positions,
which shall be rounded up to twelve (12) positions; The twelve (12) full-time
permanent jobs shall be created within twelve (12) months of completion of
construction of the Project and shall be retained within the commercial/retail
component for a period of five (5) years from the date of hire.
(3) The SMCRA shall provide employment opportunities that are an integral
component designed to promote job opportunities for low to moderate income
persons;
(4) The SMCRA shall provide jobs for low to moderate income persons where
businesses will agree to provide clear opportunities for promotion and economic
advancement to persons who are hired; .
(5) In the event this Property is ever sold, or if the Project construction has not been
completed within three (3) years of the date of the execution of this document,
Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus interest at rate of twelve
percent (12%) and its proportional share of any proceeds in excess of the original
purc~ase price of the Property, as well as all rights and remedies to the County
set forth in the Mortgage secured by the Property;
MDC & SMCRA Declaration of Restrictions (COB G)
Page 1 of 5
520
(6) Any substantial modification or abandonment of the Madison Square/South
Miami Strip Mall Project shall require the approval of CAC and the County, acting
through its Office of Community and Economic Development ("OCED");
(7) As further part of this Declaration, it is hereby understood and agreed that any
official inspector of the County, or its agents duly authorized, may have the
privilege at any time during normal working hours of entering and inspecting the
use of the Madison Square/South Miami Strip Mall premises, once constructed
and occupied, to determine whether or not the requirements of the CDBG
regulations and these conditions herein agreed to are being complied with.
Covenant Running with the Land. This Declaration on the part of the Owner
shall constitute a covenant running with the land and shall be recorded, at Owner's
expense, in the public records of Miami-Dade County, Florida and shall remain in full
force and effect and be binding upon the undersigned Owners, and their heirs,
successors and assigns and those claiming through any heir, successor and assign,
including all lessees, regardless of payment or satisfaction of the underlying loan until
such time as the same may be modified or released by Miami-Dade County. These
restrictions during their lifetime shall be for the benefit of, and limitation upon, all present
and future owners of the real property and for the benefit of CAC and Miami-Dade
County and the public welfare. Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way, obligate or
provide a limitation on the CAC of Miami-Dade County.
Term. This Declaration is to run with the land and shall be binding on all parties
and all persons claiming under it until all obligations described herein shall be satisfied,
unless an instrument signed by the then-owner(s) of the Property has been recorded
agreeing to change the covenant in whole, or in part, provided that the Declaration has
first been modified or released by Miami-Dade County, or its successor in interest. The
determination that all obligations described herein have been satisfied shall be made by
the County in its sole discretion in accordance with federal regulations governing the use
of CDBG funds and upon written request from SMCRA.
Modification, Amendment, Release. This Declaration of Restrictions may be
modified, amended or released as to the land herein described, or any portion thereof,
by a written instrument executed by the, then, owner(s) of all of the Property, including
joiners of all mortgagees, if any, provided that the same is also approved by the CAC
and by Miami-Dade County.
Should this Declaration of Restrictions be so modified, amended or released, a
written instrument effectuating and acknowledging such modification, amendment or
release, shall be executed by all such parties and recorded in the Public Records of
Miami-Dade County.
Enforcement. Enforcement shall be by action against any parties or person
violating, or attempting to violate, any covenants. The prevailing party in any action or
suit pertaining to or arising out of this Declaration shall be entitled to recover, in addition
to costs and disbursements allowed by law, such sum as the Court may adjudge to be
reasonable for the services of his attorney. This enforcement provision shall be in
addition to any remedies available at law, in equity or both.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 2 of 5
(6) Any substantial modification or abandonment of the Madison Square/South
Miami Strip Mall Project shall require the approval of CAC and the County, acting
through its Office of Community and Economic Development ("OCED");
(7) As further part of this Declaration, it is hereby understood and agreed that any
official inspector of the County, or its agents duly authorized, may have the
privilege at any time during normal working hours of entering and inspecting the
use of the Madison Square/South Miami. Strip Mall premises, once constructed
and occupied, to determine whether or not the requirements of the CDSG
regulations and these conditions herein agreed to are being complied with.
Covenant Running with the Land. This Declaration on the part of the Owner
shall constitute a covenant running with the land and shall be recorded, at Owner's
expense, in the public records of Miami-Dade County, Florida and shall remain in full
force and effect and be binding upon the undersigned Owners, and their heirs,
successors and assigns and those claiming through any heir, successor and assign,
including all lessees, regardless of payment or satisfaction of the underlying loan until
such time as the same may be modified or released by Miami-Dade County. These
restrictions during their lifetime shall be for the benefit of, and limitation upon, all present
and future owners of the real property and for the benefit of CAC and Miami-Dade
County and the public welfare. Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way, obligate or
provide a limitation on the CAC of Miami-Dade County.·
Term. This Declaration is to run with the land and shall be binding on all parties
and all persons claiming under it until all obligations described herein shall be satisfied,
unless an instrument signed by the then-owner(s) of the Property has been recorded
agreeing to change the covenant in whole, or in part, provided that the Declaration has
first been modified or released by Miami-Dade County, or its successor in interest. The
determination that all obligations described herein have been satisfied shall be made by
the County in its sole discretion in accordance with federal regulations governing the use
of COBG funds and upon written request from SMCRA.
Modification, Amendment, Release. This Declaration of Restrictions. may be
modified, amended or released as to the land herein described, or any portion thereof,
by a written instrument executed by the, then, owner(s) of all of the Property, including
joiners of all mortgagees, if any, provided that the same is also approved by the CAC
and by Miami-Dade County. .
Should this Declaration of Restrictions be so modified, amended or released, a
written instrument effectuating and acknowledging such modification, amendment or
release, shall be executed by all such parties and recorded in the Public Records of
Miami-Dade County.
Enforcement. Enforcement shall be by action against any parties or person
violating, or attempting to violate, any covenants. The prevailing party in any action or
suit pertaining to or arising out of this Declaration shall be entitled to recover, in addition
to costs and disbursements allowed by law, such sum as the Court may adjudge to be
reasonable for the services of his attorney. This enforcement provision shall be in
addition to any remedies available at law, in equity or both.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 2 of 5
521
Election of Remedies. All rights, remedies and privileges granted herein shall
be deemed to be cumulative and the exercise of any one or more shall neither be
deemed to constitute an election of remedies, nor shall it preclude the party exercising
the same from exercising such other additional rights, remedies or privileges.
Severability. Invalidation of any one of these covenants, by judgment of Court,
shall not affect any of the other provisions which shall remain in full force and effect.
Owner. The term Owner shall include the Owner, and its heirs, successors and
assigns.
IN WITNESS WHEREOF, we have hereunto set our hands and seals the day
and year written above.
WITNESSES:
Signature
By:
Stephen David
Acting Director, SMCRA
Print Name
Signature
Print Name
STATE OF FLORIDA
) SS
COUNTY OF MIAMI-DADE }
The foregoing instrument was acknowledged before me this day of
, 20 , by Stephen David. He is personally
known to me, or has produced as identification
and that she/he did execute this instrument freely and voluntarily for the purposes stated
herein.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 3 of 5
Election of Remedies. All rights, remedies and privileges granted herein shall
be deemed to be cumulative and the exercise of anyone or more shall neither be
deemed to constitute an election of remedies, nor shall it preclude the party exercising
. the same from exercising such other additional rights, remedies or privileges.
Severability. Invalidation of anyone of these covenants, by judgment of Court,
shall not affect any of the other provisions which shall remain in full force and effect.
Owner. The term Owner shall include the Owner, and its heirs, successors and
assigns.
IN WITNESS WHEREOF, we have hereunto set our hands and seals the day
and year written above.
WITNESSES:
Signature
Print Name
Signature
Print Name
STATE OF FLORIDA }
} SS
COUNTY OF MIAMI-DADE }
8y: ____________________ __
Stephen David
Acting Director, SMCRA
The foregoing instrument was acknowledged before me this _____ day of
___________________ , 20 __ , by Stephen David. He is personally
known to me, or has produced ____________________ -as identification
and that she/he did execute this instrument freely and voluntarily for the purposes stated
herein.
MOC & SMCRA Declaration of Restrictions (CDBG)
Page 3 of 5
522
My Commission Expires:
Notary Public, State of Florida
Print Name
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 4 of 5
My Commission Expires:
Notary Public, State of Florida
Print Name
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 40f5
523
Exhibit A
LEGAL DESCRIPTION OF PROPERTY
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3 LOT
SIZE 4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR
RIW BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 5 of 5
ExhibitA
LEGAL DESCRIPTION OF PROPERTY
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3 LOT
SIZE 4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR
RJW BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 5 0(5
524
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to the land in the
South Miami Community Redevelopment Agency ("SMCRA" or "Owner"), Miami-Dade
County, Florida, described in Exhibit "A," attached hereto, and hereinafter called the
"Property," or if the undersigned Owner does not hold fee simple title to said properties
as of the date of this Declaration, the Owner represents that Owner has a contract for
purchase of such property and Owner agrees to record this Declaration again as to
those properties Owner acquires upon acquiring said fee simple title, and
WHEREAS, SMCRA has received a forgivable loan for the purchase of some of
these properties, and
WHEREAS, SMCRA has committed in Resolution No. R-931-06 to the Miami-
Dade County Board of County Commissioners that SMCRA will create and retain
affordable housing units certain of the properties described in Exhibit A, and
IN ORDER TO ASSURE Miami-Dade County (the "County") and South Miami
Community Advisory Committee ("CAC") that the SMCRA shall create and retain
affordable housing units in accordance with its promises to the Board of County
Commissioners, SMCRA agrees to abide by certain covenants, which Covenants and
declaration of restrictions shall run with the land; and SMCRA acknowledges that it
freely, voluntarily and without duress makes the following Declaration of Restrictions
covering and running with the Property:
(1) SMCRA shall develop a project known as Madison Square/South Miami Strip
Mall Project (Project), whose primary purpose is the development of a mixed-use
development to meet affordable housing needs on the property and create
economic development opportunities, as well as, provide job creation/job
retention opportunities;
(2) The SMCRA shall designate, as affordable housing, a minimum of thirty (30)
affordable housing units that are to be rented and/or sold to low- to moderate-
income persons, which shall be defined as income not exceeding 140% of the
median income in Miami-Dade County. Furthermore, tenants and/or owners of
these affordable units shall not expend more than thirty (30) percent of their
monthly income on housing expenses.
Further, SMCRA during construction must monitor the project's compliance with
the requirements of Section 3 of the Housing and Urban Development Act of
1968 and the implementing regulations in 24 Code of Federal Regulations (CFR)
Part 135, as amended by an interim rule published on June 30,1994 (59 FR
33866); and
(3) Any substantial modification or abandonment of the Madison Square/South
Miami Strip Mall Project shall require the approval of CAC and the County, acting
through its Office of Community and Economic Development ("OCED");
(4) As further part of this Declaration, it is hereby understood and agreed that any
official inspector of the County, or its agents duly authorized, may have the
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 1 of 6
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to the land in the
South Miami Community Redevelopment Agency ("SMCRA" or "Owner"), Miami-Dade
County, Florida, described· in Exhibit "A," attached hereto, and hereinafter called the
"Property," or if the undersigned Owner does not hold fee simple title to said properties
as of the date of this Declaration, the Owner represents that Owner has a contract for
purchase of such property and Owner agrees to record this Declaration again as to
those properties Owner acquires upon acquiring said fee simple title, and
WHEREAS, SMCRA has received a forgivable loan for the purchase of some of
these properties, and
WHEREAS, SMCRA has committed in Resolution No. R-931-06 to the Miami-
Dade County Board of County Commissioners that SMCRA will create and retain
affordable housing units certain of the properties described in Exhibit A, and
IN ORDER TO ASSURE Miami-Dade County (the ':County") and South Miami
Community Advisory Committee ("CAC") that the SMCRA shall create and retain
affordable housing units in accordance with. its promises to· the Board of County
Commissioners, SMCRA agrees to abide by certain covenants, which 'cov~nants and
declaration of restrictions shall run with the land; and SMCRA acknowledges that it
freely, voluntarily and without duress makes the following Declaration of Restrictions
covering and running with the Property:
(1) SMCRA shall develop a project known as Madison Square/South Miami Strip
Mall Project (Project), whose primary purpose is the development of a mixed-use
development to meet affordable housing needs on the property and create
economic development opportunities, as well as, provide job. creation/job
retention opportunities;
(2) The SMCRA shall designate, as affordable housing, a minimum of thirty (30)
affordable housing units that are to be rented and/or sold to low-to moderate-
income persons, which shall be defined as income not exceeding 140% of the
median income in Miami-Dade County. Furthermore, tenants and/or owners of
these affordable units shall not expend more than thirty (30) percent of their
monthly income on housing expenses.
Further, SMCRA during construction must monitor the project's compliance with
the requirements of Section 3 of the Housing and Urban Development Act of
1968 and the implementing regulations in 24 Code of Federal Regulations (CFR)
Part 135, as amended by an interim rule published on June 30,1994 (59 FR
33866); and .
(3) Any substantial modification or abandonment of the Madison Square/South
Miami Strip Mall Project shall require the approval of CAC and the County, acting
through its Office of Community and Economic Development ("OCED");
(4) As further part of this Declaration, it is hereby understood and agreed that any
official inspector of the County, or its agents duly authorized, may have the
MOC & SMCRA -Declaration of Restrictions (Aff Housing)
Page 10f6
525
privilege at any time during normal working hours of entering and inspecting the
use of the Madison Square/South Miami Strip Mall premises, once constructed
and occupied, to determine whether or not the affordable housing commitments
described herein are being complied with.
(5)For properties listed in Exhibit A to which SMCRA does not hold fee simple title
as of the date of this Declaration, SMCRA represents that SMCRA has a contract
for purchase of such property and SMCRA shall record this Declaration again as
to those properties when SMCRA acquires said fee simple title.
Covenant Running with the Land. This Declaration on the part of the Owner
shall constitute a covenant running with the land and shall be recorded, at Owner's
expense, in the public records of Miami-Dade County, Florida and shall remain in full
force and effect and be binding upon the undersigned Owners, and their heirs,
successors and assigns and those claiming through any heir, successor and assign,
including all lessees, regardless of payment or satisfaction of the underlying loan until
such time as the same may be modified or released by Miami-Dade County. These
restrictions during their lifetime shall be for the benefit of, and limitation upon, all present
and future owners of the real property and for the benefit of CAC and Miami-Dade
County and the public welfare. Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way, obligate or
provide a limitation on the CAC of Miami-Dade County.
Term. This Declaration is to run with the land and shall be binding on all parties
and all persons claiming under it for a period of twenty (20) years from the date this
Declaration is recorded, after which time it shall be extended automatically for
successive periods of ten (10) years each, unless an instrument signed by the, then,
owner(s) of the Property has been recorded agreeing to change the covenant in whole,
or in part, provided that the Declaration has first been modified or released by Miami-
Dade County, or its successor in interest.
Modification, Amendment, Release. This Declaration of Restrictions may be
modified, amended or released as to the land herein described, or any portion thereof,
by a written instrument executed by the, then, owner(s) of all of the Property, including
joiners of all mortgagees, if any, provided that the same is also approved by Miami-Dade
County.
Should this Declaration of Restrictions be so modified, amended or released, a
written instrument effectuating and acknowledging such modification, amendment or
release, shall be executed by all such parties and recorded in the Public Records of
Miami-Dade County.
Enforcement. Enforcement shall be by action against any parties or person
violating, or attempting , to violate, any covenants. The prevailing party in any action or
suit pertaining to or arising out of this Declaration shall be entitled to recover, in addition
to costs and disbursements allowed by law, such sum as the Court may adjudge to be
reasonable for the services of his attorney. This enforcement provision shall be in
addition to any remedies available at law, in equity or both.
Election of Remedies. All rights, remedies and privileges granted herein shall
be deemed to be cumulative and the exercise of any one or more shall neither be
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 2 of 6
privilege at any time during normal working hours of entering and inspecting the
use of the Madison Square/South Miami Strip Mall premises, once constructed
and occupied, to determine whether or not the affordable housing comm itments
described herein are being complied with.
(5) For properties listed in Exhibit A to which SMCRA does not hold fee simple title
as of the date of this Declaration, SMCRA represents that SMCRA has a contract
for purchase of such property and SMCRA shall record this Declaration again as
to those properties when SMCRA acquires said fee simple title.
Covenant Running with the Land. This Declaration on the part of the Owner
shall constitute a covenant running with the land and shall be recorded, at Owner's
expense, in the public records of Miami-Dade County, Florida and shall remain in full
force and effect and be binding upon the undersigned Owners, and their heirs,
successors and assigns and those claiming through any heir, successor and assign,
including all lessees, regardless of payment or satisfaction of the underlying loan until
such time as the same may be modified or released by Miami-Dade County. These
restrictions during their lifetime shall be for the benefit of, and limitation upon, all present
and future owners of the real property ~nd for the benefit of CAC and Miami-Dade
County and the public welfare. Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way, obligate or
provide a limitation on the CAC of Miami-Dade County.
Term. This Declaration is to run with the land and shall be binding on all parties
and all persons claiming under it for a period of twenty (20) years from the date this
Declaration is recorded, after which time it shall be extended automatically for
successive periods of ten (1 0) years each, unless an instrument signed by the, then,
owner(s) of the Property has been recorded agreeing to change the covenant in whole,
or in part, provided that the Declaration has first been modified or released by Miami-
Dade County, or its successor in interest.
Modification, Amendment, Release. This Declaration of Restrictions may be
modified, amended or released as to the land herein described, or any portion thereof,
by a written instrument executed by the, then, owner(s) of all of the Property, including
joiners of all mortgagees, if any, provided that the same is also approved by Miami-Dade
County.
Should this Declaration of Restrictions be so modified, amended or released, a
written instrument effectuating and acknowledging such modification, amendment or
release, shall be executed by all such parties and recorded in the Public Records of
Miami-Dade County. .
Enforcement. Enforcement sh~1I be by action against any parties or person
violating, or attempting·to violate, any covenants. The prevailing party in any action or
suit pertaining to or arising out of this Declaration shall be entitled to recover, in addition
to costs and disbursements allowed by law, such sum as the Court may adjudge to be
reasonable for the services of his attorney. This enforcement provision shall be in
addition to any remedies available at law, in equity or both.
Election of Remedies. All rights, remedies and privileges granted herein shall
be deemed to be cumulative and the exercise of anyone or more shall neither be
MDC & SMCRA -Declaration of Restrictions (Aft Housing)
Page 2 of6
526
Signature
Maria M. Menendez
By:
,Stephen David, SMCRA Director
deemed to constitute an election of remedies, nor shall it preclude the party exercising
the same from exercising such other additional rights, remedies or privileges.
Severability. Invalidation of any one of these covenants, by judgment of Court,
shall not affect any of the other provisions which shall remain in full force and effect.
Owner. The term Owner shall include the Owner, and its heirs, successors and
assigns.
IN WITNESS WHEREOF, we have hereunto set our hands and seals the day
and year written above.
WITNESSES:
Signature
7/72
Print Name
STATE OF FLORIDA
} SS
COUNTY OF MIAMI-DADE }
The foregoing instrument was acknowledged before me this a"-- day of
, 20(1 , by Stephen David. He is personally
known to me, or has produced as identification
and that she/he did execute this instrument freely and voluntarily for the purposes stated
herein.
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 3 of 6
deemed to constitute an election of remedies, nor shall it preclude the party exercising
the same from exercising such other additional rights, remedies or privileges.
Severability. Invalidation of anyone of these covenants, by judgment of Court,
shall not affect any of the other provisions which shall remain in full force and effect.
Owner. The term Owner shall include the Owner, and its heirs, succes~ors and
assigns.
IN WITNESS WHEREOF, we have hereunto set our hands and seals the day
and year written above.
WITNESSES:
(jJ;Q~G.~/
Signature .
Maria M. Menend.9z
z'·· .. ···>.,······ .. ·· .. · .. ···•·••· .... ·•• .. · .. · .........
8(1 _J
~ePhen David, SMCRA Director
;/Print ~ame /~ ? Uk£L;~~
Signature .
If-Nt ·m
Print Name
STATE OF FLORIDA }
} SS
COUNTY OF MIAMI-DADE. }
The foregoing instrument was acknowledged before me this d. ~
---'\\-->.....:\.l~U..::.r.~=-· "'--_____ , 200, ,by Stephen David. He is personally ---
day of
known to me, or has produced _____________ as identification
and that she/he did execute this instrument freely and voluntarily for the purposes stated
herein.
MDC & SMCRA -Declaration of Restrictions (Aft Housing)
Page 30f6
527
My Commission Expires:
0 ublic, State of Florida
ojia,tn,e
Print Name
N enga Payne
ap My Commission DD255847
EXOfeS October 05, 2007
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 4 of 6
My Commission Expires:
ublic, State of Florida
'/J Nkeng a Payne i~~\ MY commission 00255847
'.. 2007 ~ G. .I Expires october 05, ~tH'-
~~:-t~M
MDC & SMCRA -Declaration of Restrictions (Aff Housing)
Page 40f6 .
528
Exhibit A (Part 1)
LEGAL DESCRIPTION OF PROPERTY
1. 09-4025-010-0280: FRANKLIN SUB PB 5-34 P 19-3 AKA W4OFT LOT 27
BLK 5 LOT SIZE 2000 SQUARE FEET
2. 09-4025-010-0270: FRANKLIN SUB PB 5-34 LOT 27 LESS W4OFT BLK 5 &
W15FT OF LOT 40 BLK 7 AKA P 19-2 LOT SIZE 4250 SQUARE FEET
3. 09-4025-010-0290: FRANKLIN SUB PB 5-34 N1/2 OF LOT 28 BLK 5 LOT
SIZE 2750 SQUARE FEET**
4. 09-4025-010-0300: FRANKLIN SUB PB 5-34 LOT 2 LESS W2.50FT BLK 1
LOT SIZE 5875 SQ FT**
5. 09-4025-010-0310: FRANKLIN SUB PB 5-34 LOT 29 BLK 5 LOT SIZE 5500
SQUARE FEET
6. 09-4025-010-0320: FRANKLIN SUB PB 5-34 LOT 30 BLK 5 LOT SIZE 5500
SQUARE FEET
7. 09-4025-010-0010: FRANKLIN SUB PB 5-34 P 20-3 AKA LOT 1 LESS E2FT
BLK 1 LOT SIZE 5900 SQUARE FEET
8. 09-4025-010-0020: FRANKLIN SUB PB 5-34 E2FT LOT 1 BLK 1 & W35FT
LOT 14 BLK 3 LOT SIZE 1850 SQUARE FEET
9. 09-4025-010-0140: FRANKLIN SUB PB 5-34 P 20-1 AKA LOT 14 LESS
W35FT & LESS BEG 35FTE & 20FTS OF NW COR OF LOT 14 TH E15.61FT SELY
A/D 42.44FT W42.93FT N3OFT TO POB BLK 3
10. 09-4025-010-0160: FRANKLIN SUB PB 5-34 S1/2 LOT 15 LESS R/W BLK 3
LOT SIZE 2203 SQ FT**
11. 09-4025-010-0170: FRANKLIN SUB PB 5-34 LOT 16 LESS R/W BLK 3 LOT
SIZE 4628 SQ FT**
12. 09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3
LOT SIZE 4625 SQ FT
13. 09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT
FOR R/W BLK 1 LOT SIZE 5875 SQ FT
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 5 of 6
Exhibit A (Part 1)
LEGAL DESCRIPTION OF PROPERTY
1. 09-4025-010-0280: FRANKLIN SUB PB 5-34 P'19-3 AKA W40FT LOT 27
BLK 5 LOT SIZE 2000 SQUARE FEET
2. 09-4025-010-0270: FRANKLIN SUB PB 5-34 LOT 27 LESS W40FT BLK 5 &
W15FT OF LOT 40 BLK 7 AKA P 19-2 LOT SIZE 4250 SQUARE FEET
3. 09-4025-010-0290: FRANKLIN SUB PB 5-34 N1/2 OF LOT 28 BLK 5 LOT
SIZE 2750 SQUARE FEET**
4. 09-4025-010-0300: FRANKLIN SUB PB 5-34 LOT 2 LESS W2.50FT BLK 1
LOT SIZE 5875 SQ FT**
5. 09-4025-010-0310: FRANKLIN SUB PB 5-34 LOT 29 BLK 5 LOT SIZE 5500
SQUARE FEET
6. 09-4025-010-0320: FRANKLIN SUB PB 5-34 LOT 30 BLK 5 LOT SIZE 5500,
SQUARE FEET
7. 09-4025-010-0010: FRANKLIN SUB PB 5-34 P 20-3 AKA LOT 1 LESS E2FT
BLK 1 LOT SIZE 5900 SQUARE FEET
8. 09-4025-010-0020: FRANKLIN SUB PB 5-34 E2FT LOT 1 BLK 1 & W35FT
LOT 14 BLK 3 LOT SIZE 1850 SQUARE FEET
9. 09-4025-010-0140: FRANKLIN SUB PB 5-34 P 20-1 AKA LOT 14 LESS
W35FT & LESS BEG 35FTE & 20FTS OFNW COR OF LOT 14 TH E15.61FT SELY
AID 42.44FT W42.93FTN30FT TO POB-BLK 3
10. 09-4025-010-0160: FRANKLIN SUB PB 5-34 S1I2 LOT 15 LESS RlW BLK 3
LOT SIZE 2203 SQ FT* *
11. 09-4025-010-0170: FRANKLIN SUB PB 5-34 LOT 16 LESS RlW BLK 3 LOT
SIZE 4628 SQ FT**
12. 09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3
LOT SIZE 4625 SQ FT
13. 09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT
FOR RlW BLK 1 LOT SIZE 5875 SQ FT
MDC & SMCRA -Declaration of Restrictions (Aff Housing)
Page 50f6
529
Exhibit A (part 2)
14. 09-4025-010-0040: FRANKLIN SUB PB 5-34 LOT 3 LESS W2.5FT FOR R/W
BLK 1 LOT SIZE 5875 SQ FT
15. 09-4025-010-0030: FRANKLIN SUB PB 5-34 LOT 2 LESS W2.50FT BLK 1
LOT SIZE 5875 SQ FT
** Properties under contract for sale with SMCRA. See Section 6 herein for SMCRA
obligations to record this declaration of restrictions on those properties following
acquisition of fee simple title.
MDC & SMCRA — Declaration of Restrictions (Aff Housing)
Page 6 of 6
Exhibit A (part 2)
14. 09-4025-010-0040: FRANKLIN SUB PB 5-34 LOT 3 LESS W2.5FT FOR R/W
BLK 1 LOT SIZE 5875 SQ FT
15. 09-4025-010-0030: FRANKLIN SUB PB 5-34 LOT 2 LESS W2.50FT BLK 1
LOT SIZE 5875 SQ FT
** Properties under contract for sale with SMCRA. See Section 6 herein for SMCRA
obligations to record this declaration of restrictions on those properties following
acquisition of fee simple title.
MOC & SMCRA -Declaration of Restrictions (Aff Housing)
Page 60f6
530
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to the land in the
South Miami Community Redevelopment Agency ("SMCRA"), Miami-Dade County,
Florida, described in Exhibit "A," attached hereto, and hereinafter called the "Property,"
and
IN ORDER TO ASSURE Miami-Dade County (the "County") and South Miami
Community Advisory Committee ("CAC") that the SMCRA shall use the CAC Community
Development Block Grant ("CDBG") funding of Three Hundred Ninety-Four Thousand
dollars and zero cents ($394,000.00) properly, the SMCRA agrees to abide by certain
covenants, which covenants and declaration of restriction shall run with the land; and
SMCRA acknowledges that it freely, voluntarily and without duress makes the following
Declaration of Restrictions covering and running with the Property:
(1) SMCRA shall develop a project known as Madison Square/South Miami Strip
Mall Project (Project), whose primary purpose is the development of a mixed-use
development to meet affordable housing needs on the property and create
economic development opportunities, as well as, provide job creation/job
retention opportunities;
(2) The SMCRA shall create and retain at least one full-time permanent job for low-
and moderate-income persons within the commercial retail component of the
Project per each $35,000 of CBDG funds used in the purchase of property for the
Madison Square/South Miami Strip Mall Project, resulting in 11.25 positions,
which shall be rounded up to twelve (12) positions; The twelve (12) full-time
permanent jobs shall be created within twelve (12) months of completion of
construction of the Project and shall be retained within the commercial/retail
component for a period of five (5) years from the date of hire.
(3) The SMCRA shall provide employment opportunities that are an integral
component designed to promote job opportunities for low to moderate income
persons;
(4) The SMCRA shall provide jobs for low to moderate income persons where
businesses will agree to provide clear opportunities for promotion and economic
advancement to persons who are hired;
(5) In the event this Property is ever sold, or if the Project construction has not been
completed within three (3) years of the date of the execution of this document,
Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus interest at rate of twelve
percent (12%) and its proportional share of any proceeds in excess of the original
purchase price of the Property, as well as all rights and remedies to the County
set forth in the Mortgage secured by the Property;
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 1 of 5
DECLARATION OF RESTRICTIONS
WHEREAS, the undersigned Owner holds the fee simple title to the land in the
South M'iami Community Redevelopment Agency ("SMCRA"), Miami-Dade County,
Florida, described in Exhibit "A," attached hereto, and hereinafter called the "Property,"
and
IN ORDER TO ASSURE Miami-Dade County (the "County") and South Miami
Community Advisory Committee ("CAC") that the SMCRA shall use the CAC Community
Development Block Grant ("CDBG") funding of Three Hundred Ninety-Four Thousand
dollars and zero cents ($394,000.00) properly, the SMCRA agrees to abide by certain
covenants, which covenants and declaration of restriction shall run with the land; and
SMCRA acknowledges that it freely, voluntarily and without duress makes the following
. Declaration of Restrictions covering and running with the Property:
(1) SMCRA shall develop a project known as Madison Square/South Miami Strip
Mall Project (Project), whose primary purpose is the development of a mixed-use
development to meet affordable housing needs on the property and create
economic development opportunities, as well as, provide job creation/job
retention opportunities;
(2) The SMCRA shall create and retain at least one full-time permanent job for low-
and moderate-income persons within the commercial retail component of the
Project per each $35,000 of CBDG funds used in the purchase of property for the
Madison Square/South Miami Strip Mall Project, resulting in 11.25 positions,
which shall be rounded up to twelve (12) positions; The twelve (12) full-time
permanent jobs shall be created within twelve (12) months of completion of
construction of the Project and shall be retained within the commercial/retail
component for a period of five (5) years from the date of hire.
(3) The SMCRA shall provide employment opportunities that are an integral
component designed to promote job opportunities for low to moderate income
persons;
(4) The SMCRA shall provide jobs for low to moderate income persons where
businesses will agree to provide clear opportunities for promotion and economic
advancement to persons who are hired;
(5) In the event this Property is ever sold, or if the Project construction has not been
completed within three (3) years of the date of the execution of this document,
Miami-Dade County shall be entitled to the reimbursement of its $394,000
contribution to the purchase of the Property, plus interest at rate· of twelve
percent (12%) and its proportional share of any proceeds in excess of the original
purchase price of the Property, as well as all rights and remedies to the County
set forth in the Mortgage secured by the Property;
MDC & SMCRA Declaration of Restrictions (COB G)
Page 1 of 5
531
(6) Any substantial modification or abandonment of the Madison Square/South
Miami Strip Mall Project shall require the approval of CAC and the County, acting
through its Office of Community and Economic Development ("OCED");
(7) As further part of this Declaration, it is hereby understood and agreed that any
official inspector of the County, or its agents duly authorized, may have the
privilege at any time during normal working hours of entering and inspecting the
use of the Madison Square/South Miami Strip Mall premises, once constructed
and occupied, to determine whether or not the requirements of the CDBG
regulations and these conditions herein agreed to are being complied with.
Covenant Running with the Land. This Declaration on the part of the Owner
shall constitute a covenant running with the land and shall be recorded, at Owner's
expense, in the public records of Miami-Dade County, Florida and shall remain in full
force and effect and be binding upon the undersigned Owners, and their heirs,
successors and assigns and those claiming through any heir, successor and assign,
including all lessees, regardless of payment or satisfaction of the underlying loan until
such time as the same may be modified or released by Miami-Dade County. These
restrictions during their lifetime shall be for the benefit of, and limitation upon, all present
and future owners of the real property and for the benefit of CAC and Miami-Dade
County and the public welfare. Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way, obligate or
provide a limitation on the CAC of Miami-Dade County.
Term. This Declaration is to run with the land and shall be binding on all parties
and all persons claiming under it until all obligations described herein shall be satisfied,
unless an instrument signed by the then-owner(s) of the Property has been recorded
agreeing to change the covenant in whole, or in part, provided that the Declaration has
first been modified or released by Miami-Dade County, or its successor in interest. The
determination that all obligations described herein have been satisfied shall be made by
the County in its sole discretion in accordance with federal regulations governing the use
of CDBG funds and upon written request from SMCRA.
Modification, Amendment, Release. This Declaration of Restrictions may be
modified, amended or released as to the land herein described, or any portion thereof,
by a written instrument executed by the, then, owner(s) of all of the Property, including
joiners of all mortgagees, if any, provided that the same is also approved by the CAC
and by Miami-Dade County.
Should this Declaration of Restrictions be so modified, amended or released, a
written instrument effectuating and acknowledging such modification, amendment or
release, shall be executed by all such parties and recorded in the Public Records of
Miami-Dade County.
Enforcement. Enforcement shall be by action against any parties or person
violating, or attempting to violate, any covenants. The prevailing party in any action or
suit pertaining to or arising out of this Declaration shall be entitled to recover, in addition
to costs and disbursements allowed by law, such sum as the Court may adjudge to be
reasonable for the services of his attorney. This enforcement provision shall be in
addition to any remedies available at law, in equity or both.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 2 of 5
(6) Any substantial modification or abandonment of the Madison Square/South
Miami Strip Mall Project shall require the approval of CAC and the County, acting
through its Office of Community and Economic Development ("OCED");
(7) As further part of this Declaration, it is hereby understood and agreed that any
official inspector of the County, or its agents duly authorized, may have the
privilege at any time during normal working hours of entering and inspecting the
use of the Madison Square/South Miami Strip Mall premises, once constructed
and occupied, to determine whether or not the requirements of the CDBG
regulations and these conditions herein agreed to are being complied with.
Covenant Running with the Land. This Declaration on the part of the Owner
shall constitute a covenant running with the land and shall be recorded, at Owner's
expense, in the public records of Miami-Dade County, Florida and shall remain in full
force and effect and be binding upon the undersigned Owners, and their heirs,
successors and assigns and those claiming through any heir, successor and assign,
including all lessees, regardless of payment or satisfaction of the underlying loan until
such time as the same may be modified or released by Miami-Dade County. These
restrictions during their lifetime shall be for the benefit of, and limitation upon, all present
and future owners of the real property and for the benefit of CAC and Miami-Dade
County and the public welfare.· Owner, and their heirs, successors and assigns,
acknowledge that acceptance of this Declaration does not in any way, obligate or
provide a limitation on the CAC of Miami-Dade County.
Term. This Declaration is to run with the land and shall be binding on all parties
and all persons claiming under it until all obligations described herein shall be satisfied,
unless an instrument signed by the then-owner(s) of the Property has been recorded
agreeing to change the covenant in whole, or in part, provided that the Declaration has
first been modified or released by Miami-Dade County, or its successor in interest. The
determination that all obligations described herein have been satisfied shall be made by
the County in its sole discretion in accordance with federal regulations governing the use
of CDBG funds and upon written request from SMCRA.
Modification, Amendment, Release. This Declaration of Restrictions may be
modified, amended or released as to the land herein described, or any portion thereof,
by a written instrument executed by the, then, owner(s) of all of the Property, including
joiners of all mortgagees, if any, provided that the same is also approved by the CAC
and by Miami-Dade County.
Should this Declaration of Restrictions be so modified, amended or released, a
written instrument effectuating and acknowledging such modification, amendment or
release, shall be executed by all such ·parties and recorded in the Public Records of
Miami-Dade County. .
Enforcement. Enforcement shall be by action against any parties or person
violating, or attempting to violate, any covenants. The prevailing party in any action or
suit pertaining to or arising out of this Declaration shall be entitled to recover, in addition
to costs and disbursements allowed by law, such sum as the Court may adjudge to be
reasonable for the services of his attorney. This enforcement provision shall be in
addition to any remedies available at law, in equity or both.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 2 of 5
532
Signature
Maria Maria M. Menendez tephen David, SMCRA Director
By:
Election of Remedies. All rights, remedies and privileges granted herein shall
be deemed to be cumulative and the exercise of any one or more shall neither be
deemed to constitute an election of remedies,, nor shall it preclude the party exercising
the same from exercising such other additional rights, remedies or privileges.
Severability. Invalidation of any one of these covenants, by judgment of Court,
shall not affect any of the other provisions which shall remain in full force and effect.
Owner. The term Owner shall include the Owner, and its heirs, successors and
assigns.
IN WITNESS WHEREOF, we have hereunto set our hands and seals the day
and year written above.
WITNESSES:
Signature
/L/ 2-74" j i-Pte-JC
Print Name
STATE OF FLORIDA
} SS
COUNTY OF MIAMI-DADE }
The foregoing instrument was acknowledged before me this c).421) day of
, 20 Cri , by Stephen David. He is_personally
known to me, or has produced as identification
and that she/he did execute this instrument freely and voluntarily for the purposes stated
herein.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 3 of 5
Election of Remedies. All rights, remedies and privileges granted herein shall
be deemed to be cumulative and the exercise of anyone or more shall neither be
deemed to constitute an election of remedies, nor shall it preclude the party exercising
the same from exercising such other additional rights, remedies or privileges.
Severability. Invalidation of anyone of these covenants, by judgment of Court,
shall not affect any of the other provisions which shall remain in full force and effect.
Owner. The term Owner shall include the Owner, and its heirs, successors and
assigns.
IN WITNESS WHEREOF, we have hereunto set our hands and seals the day
and year written above.
WITNESSES:
aCL-Q'~A?
Signature!
~ .. ", .. ' ....
s(/······ /> )
\. . tephen David, SMCRA Director Maria M. Menendez
Signature
/tN (.77+
Print Name
STATE OF FLORIDA }
} SS
COUNTY OF MIAMI-DADE }
The foregoing instrument was acknowledged before me this Q?JD
A \.1-<\ ~ ,20 01 , by Stephen David. He i~ersonally v -----.:
day of
kno.!!,n to me ..... or has produced _--'-______ -:-____ as identification
and that she/he did execute this instrument freely and voluntarily for the purposes stated
herein.
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 3 of 5
533
My Commission Expires:
Nota
y blic, State of Florida
kOgir.
‘4
N enga Payne
4 6 My Commission DD255847
Vo„, Expires October 05, 2007
%\kA°\k-
Print Na
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 4 of 5
My Commission Expires:
~.~ Nkenga Payne
! ~\ My Commission DD255847
~"""'I Exnires October 05, 2007 0, '" t"
blic, State of Florida
p~~~P~~w(
MDe & SMCRA Declaration of Restrictions (CDBG)
Page 4 of 5
534
Exhibit A
LEGAL DESCRIPTION OF PROPERTY
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3 LOT
SIZE 4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR
R/W BLK 1 LOT SIZE 5875 SQ FT; 6443 SW 60th Avenue, South Miami
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 5 of 5
Exhibit A
LEGAL DESCRIPTION OF PROPERTY
Folio Numbers, Property Descriptions and Addresses:
09-4025-010-0180: FRANKLIN SUB PB 5-34 LOT 17 LESS E27.50FT BLK 3 LOT
SIZE 4625 SQ FT; 6442 SW 59th Place, South Miami
09-4025-010-0050: FRANKLIN SUBDIVISION PB 5-34 LOT 4 LESS W2.5FT FOR
R/W BLK 1 LOT SIZE 5875 SQ FT; 6443 SW60th Avenue, South Miami
MDC & SMCRA Declaration of Restrictions (CDBG)
Page 5 of 5
535
EXHIBIT H
AMENDED NOTICE OF DISPOSITION OF PROPERTY IN THE
SOUTH MIAMI COMMUNITY REDEVELOPMENT AREA AND
INVITATION FOR PROPOSALS
Notice is hereby given pursuant to Section 163.380, Florida Statutes, that the South Miami
Community Redevelopment Agency (“SMCRA”), intends to convey property to Abreu Development,
LLC (the “Developer”). The Properties are located in South Miami, Florida and identified by their
folio numbers which are: 09-4025-010-0010; 09-4025-010-0030; 09-4025-010-0040; 09-4025-010-
0050; 09-4025-010-0020; 09-4025-010-0140; 09-4025-010-0160; 09-4025-010-0170; 09-4025-010-
0180; 09-4025-010-0280; 09-4025-010-0270; 09-4025-010-0290; 09-4025-010-0300; 09-4025-010-
0310; 09-4025-010-0320 (“the Madison Square Properties”) for the construction and operation of
a mixed-use affordable rental housing and commercial retail development project and 09-4025-000-
0850: 25 54 40 .815 AC M/L, S444FT OF E1/2 OF NW1/4 OF NW1/4 OF SE1/4 LESS W100FT &
LESS, S80FT OF N296FT OF E50FT OF W150FT OF E1/2 OF NW1/4 OF NW1/4 OF SE1/4 &
LESS BEG 100FTE OF SW COR OF E1/2 OF NW1/4 OF NW1/4 OF SE1/4 TH N184FT E127.59FT
N55FT E105FT S235FT W232.59FT TO POB & LESS E137.10FT OF N93.1FT; 09-4025-000-0852:
25 54 40 .09 AC, E50FT OF W150FT OF S80FT OF N296FT OF E1/2 OF NW1/4 OF NW1/4 OF
SE1/4 LESS N10FT THEREOF LOT SIZE 3499 SQ FT and 09-4025-065-0090: 25 54 40 0.113 AC
UNIVERSITY GDNS SUB NO 4 PB 103-47 TRACT K LESS S76 FT LOT SIZE SITE OR 21357-
1230 0403 3 (“the Marshall Williamson Properties) but minus the northeast corner of the Marshall
Williamson Properties which northeast corner shall have a western boundary that is in line with the
western boundary line of the Williamson Historic Home property, folio #09-4025-000-0854, and as
reflected in the survey of the Marshall Williamson Properties. The conveyance of the Marshall
Williamson Properties is for the construction of the maximum number of rental townhomes
authorized by current zoning and designed to allow for multi-generational families with possibly a
bedroom on the ground floor for elderly members of the extended family. The proposal is contingent
on the Agency conveying the property for ten (10) dollars or other valuable consideration. Unless
additional offers are timely received, the SMCRA intends to complete negotiations for development
and conveyance of the Properties to the Developer. You are invited to make your own proposal for
the development of the Properties. Sealed proposals must include a description and preliminary
drawings of the proposed development, documentation of establishing the availability of funding, a
description of any zoning or land use changes that will be necessary, overall experience of
development team, development team experience in completing similar projects, affordability of
housing in accordance with HUD standards and area income levels, quality of economic and
business development opportunities in accordance with SMCRA area needs, financial capability of
developer to complete the project in a timely fashion; description of any financing restrictions that
might affect or place conditions on the potential occupants or on the preferences that the current
development documents provide for the residential component of the project. All proposals must
be delivered to the City Clerk’s Office at 6130 Sunset Drive, South Miami, Florida 33143 by
4:30 p.m. on November 21, 2017. A copy of the Developer’s proposal, the South Miami
Community Redevelopment Plan (“CRA Plan”), the survey of the Marshall Williamson Properties and
any additional information shall be available for your review at Office of the City Manager, at 6130
Sunset Drive, South Miami, Florida 33143. The Properties shall be conveyed at a value and under
such terms and conditions (including covenants), determined to be in the public interest for uses in
accordance with the CRA Plan and in accordance with such reasonable disposal procedures as the
City and the SMCRA may prescribe. In determining the value, the City and SMCRA will take into
account and give consideration to: (a) the long-term benefits to be achieved by the SMCRA and the
City based on the proposed use when compared to any potential short-term losses or costs in the
disposal of such real property; the appraised value; (b) the uses provided for in the CRA Plan; (c) the 536
restrictions upon the property, and any covenants, conditions, and the obligations assumed by the
purchaser/developer of the property; and (d) the objectives of CRA Plan for the prevention of the
recurrence of slum or blighted areas.
537
#5550296 v4 42746-0001
1
LAND USE RESTRICTION AGREEMENT
THIS LAND USE RESTRICTION AGREEMENT (this "Agreement") is made
and entered into by the SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY
(the"Agency"), and__________________________, a Florida_______(the
"Owner").
PREAMBLE
WHEREAS, the Agency has been created and organized pursuant to and in
accordance with the provisions of Section163.330 et seq., Florida Statutes, with legal
authority to sell Land to the DEVELOPER and enter into this Agreement as set forth in
Sections 163.345, 163.370(2) (e) 7, 163.380(3) (a) (requiring 30 days of public notice),
Florida Statutes; and
WHEREAS, the Agency has agreed, under certain conditions, to sell to the Owner
the land described on Exhibit “A”attached hereto (the "Land"); and
WHEREAS, theOwner has entered into that certain Agreement between
Developer and the City of South Miami Community Redevelopment Agency (the
“Development Agreement”); and
WHEREAS, the Owner shall develop the Development (as herein defined)
substantially as described in Exhibit "D" to the Development Agreement; and
WHEREAS, the Agency and the Owner desire to memorialize as a covenant
running with the Land, certain Agency requirements relating to the improvements that
Owner must develop and construct on the Land and the use of such improvements for
affordable housing purposes.
NOW, THEREFORE, in consideration of the mutual covenants and undertakings
set forth herein, and other good and valuable consideration, the receipt and sufficiency of
which is hereby acknowledged, the Agency and the Owner do hereby contract and agree
as follows:
AGREEMENT
Section 1. Definitions and Interpretation.
1.1.Themeaning, construction and interpretation of all terms and phraseslisted in
this Sectionshall be determined by reference to thisSection 1. The titles and headings in
this Agreement have been inserted for convenience of reference only and shall not be
deemed to modify and restrict any other provisions of this Agreement.
1.2. Unless the context clearly requires otherwise, words ofmasculine, feminine or
neuter gender, as the case may be, shall be construed as including the other genders, and
words of the singular number shall be construed to include the plural number, and vice
versa. This Agreement and all of the terms and provisions hereof shall be construed to
effectuate the purposes set forth in this Agreement and to sustain the validity hereof.538
#5550296 v4 42746-0001
2
1.3.Unlessotherwise expressly provided herein or unless the context clearly requires
otherwise, the following terms shall have the respective meanings set forth below for all
purposes of this Agreement.
“Agency”shall mean the South Miami Community Redevelopment Agency until
such time as it ceases to exist and thereafter the word “Agency” shall mean the City of
South Miami.
“Agency approval”or “Agency consent”shall mean that the Agency has approved
or consented by written resolution.
“City approval”or “City consent”shall mean that the City has approved or
consented by written resolution, or ordinance.
"Code" shall mean the Internal Revenue Code of 1986 as amended, and any successor
statute as it applies to the Tax Credits described herein, together with all applicable final,
temporary or proposed Treasury Regulations and Revenue Rulings thereunder. Reference in
this Agreement to any specific provision of the Code shall be deemed to include any
applicable successor provision of such provision of the Code that may apply to the Tax
Credits described herein.
"Community Commercial Space" means that portion of the Development to be
leased or used for commercial (non-residential) purposes, consisting of approximatelyof
3,600ground floor square feet.
"Compliance Period" shall mean, with respect to any building that is included in the
Development, a period of 40years beginning on the date the Development is placed in
service and ending on the 40th anniversary thereof.
"County" shall mean Miami-Dade County, Florida.
"Development" means the Land, the Commercial Space and the Residential Space
and all improvements ancillary thereto.
“Entire Development” shall mean the Development and the Proprietary
Commercial Space.
"Gross Rent" shall mean any amount paid by a tenant in connection with the
occupancy ofa residential rental unit, plus the cost of any services that are required to be paid
by a tenant as a condition for occupancy, plus the cost of any utilities, other than telephone,
for such unit. If any utilities (other than telecommunications, cable or internet) are paid
directly by the tenant, "gross rent," also includes a utility allowance determined as set forth in
this paragraph. "Gross Rent" does not include any payment under Section 8 of the United
States Housing Act of 1937 or any comparable federally funded tenant or project based rental
assistance program with respect to such unit or to the occupants thereof, or any fee for
supportive service that is paid to the owner of the unit on the basis of the low income status of
the tenant of such unit by any governmental program of assistance or by any tax-exempt
organization if such program ororganization provides assistance for rent and the amount of
assistance provided for rent is notseparable from the amount of assistance provided for
supportive services within the meaning of Section 42(g)(2)(13) of the Code. For purposes of
the foregoing, the allowable utility allowance is: (i) the United States Department of Housing
and Urban Development ("HUD")-published utility allowances (except as provided in clause
539
#5550296 v4 42746-0001
3
(iv) hereof) in the case of a building whose rents and utility allowances are reviewed by HUD
on an annual basis; (ii) the applicable Public Housing Agency ("PHA") utility allowances
established for the Section 8 Housing Choice Voucher Program (except as provided in clause
(iv) hereof) in the case of a building occupied by one or more tenants receiving HUD rental
assistance payments ("HUD Tenant Assistance"): (iii) in the case of a building for which
there is neither HUD Tenant Assistance, nor an applicable HUD or RD utility allowance, the
applicable PHA utility allowance; however, utility allowances based on estimates from local
utility providers certifying the estimated costs of all covered utilities for units of comparable
size and construction in the county where the building is located, determined in accordance
with Internal Revenue Service Notice 89-6, may be obtained, in which case those estimates
shall apply to all units of similar size and construction in the building; or (iv) the applicable
RD utility allowance in the case of any unit in a building where either the building receives
RD housing assistance (including a building that is HUD-regulated) or any tenant receives
RD housing assistance (including any Very Low-Income Tenant receiving HUD Tenant
Assistance who resides in a building where the building or any other tenant receivesRD
housing assistance).
"Low-Income Tenants" shall mean an individual or a family whose annual income
does not exceedeighty percent(80%) of the area median income as determined by HUD
and as published annually for Miami-Dade County by Florida Housing Finance
Corporation based upon figures provided by HUD, as adjusted for family size.In no event,
however, shall occupants of a unit be considered to be of low income if all the occupants
are students, but excluding from such definition the following: (x) single parents who are
students with all children also being students and the household receives Aid to Families
with Dependent Children (“AFDC”) payments, or if the students are enrolled in certain
federal, state, or local job training programs and are considered lower income, or (z) a
housing unit occupied exclusively by full-time students may qualify as lower income if the
students are a single parent and his/her minor children and none ofthe tenants are a
dependent of a third party.
"Low-Income Unit" shall mean any unit in a building if: (i) the unit is a Rent-
Restricted Unit satisfying the requirements of Section 2 hereof, and (ii) the individuals
occupying the unit are Low-Income Tenants (or the unit is held available for rental to Low-
Income Tenants if previously rented to and occupied by Low-Income Tenants) as set forth in
Section 2hereof. However,Low-Income Units may be exchanged for Very Low-Income
Units and vice versa,providedthe Ownercomplies with the distribution rules set forth in
Section 2 of this Agreement.
“Owner”shall mean the Owner and the Owner’s grantees, successors and/or
assigns and all future grantees, successors and/or assigns whose right, title and/or interest
stems from the Owner.
“Proprietary Commercial Space” shall mean that portion of the Property anticipated
to be occupied by a Family Dollar Store and to consist of one unit totaling approximately
8,400 square feetwhich shall be maintained in substantial accordance with the applicable
building code standards of the Countyand in good condition and repair at all times.
"Related Person"shall mean, to a person, a relationship such that the "related
person" bears a relationship to such person specified in Section 267(b) or Section 707(b)(1)
of the Code, or the related person and such person are engaged in trades or businesses under
common control within the meaning of Section 52(a)-(b) of the Code, except that for purposes
hereof, the phrase "10 percent" shall be substituted for the phrase "50 percent" in applying
Section 267(b) and Section 707(b)(1).540
#5550296 v4 42746-0001
4
"Rent-Restricted Unit" shall mean a Residential Rental Unit where the Gross Rent
with respect to such unit does not exceed thirty percent (30%) of the imputed income
limitation applicable to such unit. For purposes of the foregoing, the imputed income
limitation applicable to a Residential Rental Unit is the income limitation set forth for Very
Low-Income Tenants orLow-IncomeTenants occupying the unit if the number of
individuals occupying the unit are (x) one (1) individual, in the case of a unit that does not
have a separate bedroom, and (y) one and one-half (1.5) individuals for each separate
bedroom, in the case of a unit that has one or more separate bedrooms. The Owner and any
tenant shall be obligated to complywith therestriction set forth in this Agreement. The
level of income for residential tenants shall be based on the Area Median Income (AMI) as
determined by the Miami Dade Public Housing Agency, as modified from time to time.
The Owner shall require that the residential units shall be rented to tenants whose annual
household earnings, as defined by the Miami Dade Public Housing Agency, are at or less
than the following levels, unless revised by amendment to this Agreement and approved by
resolutionof the Agencyor its successor:
• 50% of Residential Rental Units shall be rented as Very Low-IncomeUnits
• 50% of the Residential Rental Unitsshall be rented as Low-IncomeUnits
The rent that may be charged by the Owner is determined annually by HUD and is
published by Florida Housing Finance Corporation.
"Residential Rental Units" shall mean dwelling units made available for rental,
and not ownership, by Very Low-Income Tenants and Low-IncomeTenants, each of which
units shall contain completeliving facilities that are to be used other than on a transient
basis together with facilities that are functionally related or subordinate to the living
facilities. The units shall at all times be constructed and maintained in substantial
accordance with the applicable building code standards of the Countyand in good
condition and repair at all times. For purposes of the foregoing, a unit that contains
sleeping accommodations and kitchen and bathroom facilities and that is located in a
building used exclusively to facilitate the transition of homeless individuals to independent
living and in which a governmental entity or qualified nonprofit organization provides such
individuals with temporary housing and supportive services designed to assist such
individuals in locating and retaining permanent housing shall not be deemed to be a unit
occupied on a transient basis within the meaning hereof.
"Residential Space" shall mean residential apartment units,townhome and/ or duplex
units that were constructed pursuant to the terms of the Development Agreement.
“Student”shall mean an individual who is attending an educational institution as a
full-time student for some part of each of five calendar months during the year. The phrase
“attending an educational institution as a full-time student” includes any part of a month
that the individual is registered in school for 12 or more hours of class time per week if in
high school or college, and 9 hours or more if in graduate school.
“Very Low-Income Tenants” shall mean an individual or a family whose annual
income does not exceedfifty percent (50%) of the area median income as determinedby
HUD and as published annually for Miami-Dade Countyby Florida Housing Finance
Corporation based upon figures provided by HUD, as adjusted for family size.In no event,
however, shall occupants of a unit be considered to be of Very Low-Income if all the
occupants are students, but excluding from such definition the following: (x) single parents
541
#5550296 v4 42746-0001
5
who are students with all children also being students and the household receives Aidto
Families with Dependent Children (“AFDC”) payments, or if the students are enrolled in
certain federal, state, or local job training programs and are considered lower income, or (z)
a housing unit occupied exclusively byfull-time students may qualify as lower income if
the students are a single parent and his/her minor children and none of the tenants are a
dependent of a third party).
“Very Low-IncomeUnits” shall mean any unit in a building if: (i) the unit is a Rent-
Restricted Unit satisfying the requirements of Section 2 hereof, and (ii) theindividuals
occupying the unit are Very Low-Income Tenants (or the unitis held availablefor rental to
Very Low-Income Tenants if previously rented to and occupied by Very Low-Income
Tenants) as set forth in Section 2hereof. However, Very Low-Income Units may be
exchanged for Low-Income Units and vice versa, provided the DEVELOPER complies with
the distribution rules set forth in Section 2 of this Agreement.
Section 2. Very Low-Income and Low-IncomeHousing Development.
2.1.TheAgency and the Owner hereby declare their understanding and intent that,
during the Compliance Period, the Residential Space is to be owned, managed, and operated as
a Very Low-Income and Low-Incomehousing development.To that end, the Owner hereby
represents, covenants and agrees as follows:
2.1.1. Fifty (50%) percent of the Residential Space shall be rented to Very Low-
IncomeTenants and Fifty(50%) percent shall be rented to Low-Incomeand/orVery
Low-IncomeTenants. The Owner shall own, manage and operate the Residential Space
accordingly. Furthermore, all of the various types of units, such as a one, two or three
bedroom apartment, a townhouse and a duplex unit, will be made available toVery
Low-IncomeTenants and Low-IncomeTenants to the greatest extent practicable, so that
50% of each type is available to Very Low-IncomeTenants and the remainder of each
type is available to Low-IncomeTenants. Additionally, the fifty(50%) percent quota
for the type of unit to be made available to Very Low-IncomeTenants shall be
prioritized for rental toVery Low-IncomeTenants, unless insufficient qualified
applicants can be found to fill the Very Low-Incomequota for all of the different types
of units setaside for Very Low-IncomeTenants. If a type of unit has been made
available to qualified Very Low-Income applicants and remains unrented because no
qualified Very Low-Income applicants can be found who desire to rent such unit, the
Ownermay rent such unit to a qualified Low-IncomeTenant. The Ownershall keep an
updated inventory of all available types of units(“Inventory Application Form”)which
shall be presented to all residential rentalapplicants and the inventory shall be signed by
the applicantto indicate the units available and the unit chosen by the applicant. These
signed inventory sheets shall be kept and maintained as a public record subject to
inspection but such records shall not be released without the appropriate redaction of
exempt and/or confidentialinformation.Nothing contained herein shall be construed to
change the requirement to rent at least fiftypercent (50%) of the units to Very Low-
IncomeTenants; and
2.1.2.That there shall be 40 apartment type Residential Rental Unitsand 6
townhouses or 8 duplex type Residential Rental Unitsor a mix of townhouses and duplex
units as set forth in the Development Agreement or as mutually agreed upon, in writing,
between the parties and approved by written resolution of the Agency and theCity. All of
the Residential Rental Units of the same type(i. e. apartments, townhouses or duplex
units)shall be similarly constructed,other than for number of bedroomsin the apartment
542
#5550296 v4 42746-0001
6
Residential Rental Units,and each and every Residential Rental Unit shall contain
complete facilities for living, sleeping, eating, cooking and sanitation for at least a single
individual or a family; and
2.1.3That all of the Residential Rental Units shall be constructedand maintained
in accordance with the design originally approved in the Development Agreement unless
the design is modified in writing and approved by written resolution of the Agency and the
City of South Miami.
2.1.4.That, during the Compliance Period, none of the Residential Rental Units
in the Development shall at any time be utilized on a transient basis; none of the
Residential Rental Units in the Development shall ever be leased, or rented for an initial
period of less than one hundred eighty (180) days; and neither the Residential Space nor
any portion thereof shall ever be used as a hotel, motel, dormitory, fraternity house,
sorority house, rooming house, hospital, sanitarium, nursing home, rest home, or similar
uses, nor shall any portion of the Entire Development be used as ahealth club or
recreational facility, or similar uses (other than recreational facilities that are available
only to tenants and their guests). Nothing contained in this subsection shall be construed
to mean that any portion of the Entire Development shall be used for any purpose other
than for the main purposes set forth in this Agreement.
2.1.5. That, during the Compliance Period, the Owner shall not convert the Entire
Development, or any portion thereof,to condominium ownership; and
2.1.6. That, during the Compliance Period, the Residential Rental Units in the
Development shall be leased and rented, or made available for rental on a continuous
basis, to members of the general public who meet the income requirements of this
Agreement. Notwithstanding the foregoing, and to the extent permissible under federal
and state fair housing laws, the Owner shall use reasonable efforts in its tenant
marketing, application process and selection process to market and rent units in the
Project as follows: (i) first to those who reside, or who have resided, within the
geographical boundaries of the South Miami Neighborhood Revitalization Strategy
Areas (“SM-NRSA”),, (ii) social workers who provide a minimum of 40 hours per week
working with children who reside within the SM-NRSA boundaries; and (iii)
professional “Role-Model” as defined in the SMCRA Homeowner AssistantProgram
(collectively referred to as “SMCRA Qualified Tenants”). The Owner shall include in
the Inventory Application Form the above categories, as well as the final category of
“None of the above”, and the applicant shall check off or otherwise indicate the
applicable category.The Owner shall not give preference in renting Residential Rental
Units in the Development to any otherparticular class or group of persons, other than
Very Low-Income and Low-IncomeTenants as provided in this Agreement;and
2.1.7. That the Residential Space shall consist of and shall provide, at a
minimum, the features, amenities and programs described in Exhibit "D" to the
Development Agreement.
2.1.8. That, during the Compliance Period, the Development shall not include a
unit in a building where all Residential Rental Units in such building are not also
included in the Development; and
2.1.9. That, during the Compliance Period, no part of the EntireDevelopment, or
any portion thereof,shall at any time be owned or used by a cooperative housing
corporation; and 543
#5550296 v4 42746-0001
7
2.1.10. That, during the Compliance Period, Owner shall not unreasonably refuse
to lease a unit to a holder of a voucher or certificate of eligibility under Section 8 of the
United States Housing Act of 1937 because of the statusof the prospective tenant as
such a holder if they are residents or former residents of the SM-NRSA; and
2.1.11. That the Owner shall not discriminate on the basis of age, race, creed,
religion, color, sex, marital status, family status, handicap, disability, sexual orientation,
or national origin in the lease, use or occupancy of the Residential Space or in
connection with the employment or application for employment of persons for the
operation and management of the Development; provided, however, that nothing herein
shall be deemed to preclude the Owner from discrimination based on income in renting
Residential Rental Units set aside for Very Low-Incomeand Low-IncomeTenants; and
2.1.12. That the Owner shall submit to the Agency all reports required to be
submitted pursuant to the Grants and Miami-Dade County Directives that are made a part
of Exhibit G of the Development Agreementand Owner shall comply with the
requirements of the Grant agreements in question concerning job creation. In addition,
the Owner shall provide the Agency with an annual report that shall include (w) the
names, unit number, monthly rent of all Agency Approved Commercial Tenants; (x) the
names and addresses of all employees who fulfill the job creation required by the grant
agreement; (y) the names, residential unit number, number of bedrooms, monthlyrent and
household income of all residential tenants; and (z) the names of all commercial tenant,
their commercial space address or unit number and their monthly rent; and
2.1.13. That, during the Compliance Period, the Owner shall comply with the
following commitments that were the basis forthe Agency's award of the project to the
Owner:
2.1.13.1. 50% of the residential units shall be rented to qualified Very Low
Income individuals or families and 50% of the residential units shall be rented to
qualified Low Incomeindividuals or familiesand/or Very Low-Income
individuals or families oras mutually agreed upon, in writing, between the parties
and approved by written resolution of the Agency and the City. In addition, no
portion of the EntireDevelopment shall be sold or resold by the Owner during the
Compliance Period without the buyer's purchase of the Entire Development and
written assumption of all of the commitments, including the commitment of the
affordability and use restrictions, set forth herein. The assumption document shall
be in a form and substance reasonably satisfactory to the City of South Miami,
and AGENCY if it is in existenceat said time.
2.1.13.2. For purposes of complying with the requirements in this Section
2.1.13, a tenant shall be allowed to maintain the tenant’s status as aqualified
Very Low-IncomeTenant, or,as the case may be, a qualified Low-Income
Tenant,and may continue to occupy the designated rental unit until such time as
the tenant’s income verification shows that the tenant’s household annual income
(adjusted for family size) exceeds 140 percent of the income limits for that rental
unit.However, if the tenant does exceed the income limitandshould any unit
with a higher income limitbe availablefor rent, the tenant may remain in the
same unit provided his or her household annual income (adjusted for family size)
does not exceed 140 percent of the income limit for the available unit with the
higher income limit. In that case, the Owner shall adjust the accounting of
available units so one more unit is available at the lower income limit and one
fewer unit is available at the higher income limit.544
#5550296 v4 42746-0001
8
2.1.13.3. The Owner shall obtain from all tenants, and maintain on file, an
Income Certification pursuant to the requirements and procedures reasonably
required by the Agency. The Owner shall thereafter also obtain, 90 to 120 days
before the end of the lease term,and maintain on file,an Income Certification
from each Tenant to determine whether the then current income of such tenant’s
household,residing in the Development,exceed the applicable income limits,
adjusted for family size. In addition, the Owner shall require each tenant to
notify the Owner whenever there is any material changein the information
provided in themost recent Income Certification.
2.1.13.4. The Owner shall maintain complete andaccurate records
pertaining to the Residential Rental Units and affordable commercial space for at
least six (6) years, or within the retention period set forth in the state of Florida’s
public records retention rules, whichever is a greater retention period, following
the indicated date of each such record and shall permit any duly authorized
representative of the Agency to inspect the books and records of the Owner
pertaining to all tenants residing in the Development upon reasonable notice and
at reasonable times. Agency shall have the right to make its own copies of
these records using its own copier and without cost to Owner.
2.1.13.5. Public Records:OWNER and all of its subcontractors are required
to comply with the public records law (s.119.0701) while providing goods and/or
services on behalf of the SMCRA and the OWNER, under such conditions, shall
incorporate this paragraph in all of its subcontracts for this Project and shall: (a)
Keep and maintain public records required by the public agency toperform the
service; (b) Upon request from the public agency's custodian of public records,
provide the public agency with a copy of the requested records or allow the records
to be inspected or copied within a reasonable time at a cost that does not exceed the
cost provided in this chapter or as otherwise provided by law; (c) Ensure that public
records that are exempt or confidential and exempt from public records disclosure
requirements are not disclosed except as authorized by law for the duration of the
Contract term and following completion of the Contract if OWNER does not transfer
the records to the public agency; and (d) Upon completion of the Contract, transfer,
at no cost, to the public agency all public records in possession of OWNER or keep
and maintain public records required by the public agency to perform the service. If
OWNER transfers all public records to the public agency upon completion of the
Contract, OWNER shall destroy any duplicate public records that are exempt or
confidential andexempt from public records disclosure requirements. If OWNER
keeps and maintains public records upon completion of the Contract, OWNER shall
meet all applicable requirements for retaining public records. All records stored
electronically must be provided to the public agency, upon request from the public
agency's custodian of public records, in a format that is compatible with the
information technology systems of the public agency.
IF OWNER HAS QUESTIONS REGARDING THE APPLICATION OF
CHAPTER 119, FLORIDA STATUTES, TO THE OWNER'S DUTY TO
PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT,
CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT Office of the
City Clerk, City of South Miami, 6130 SunsetDrive, South Miami, FL
33143, Tel:305-663-6340; E-mail: mmenendez@southmiamifl.gov or
npayne@southmiamifl.gov.
545
#5550296 v4 42746-0001
9
2.1.13.6. Background Screening. All personnel and volunteers that
will provide any service with vulnerable persons, as defined in Section
435.02, Fla. Stat., must bein compliance with Level II Background Screening
and fingerprinting requirements as per, Florida Statute Ch. 435 prior to the
scheduled start of any employee or volunteer. Ownershall prevent any and
all of its personnel, including volunteers, from engaging in any such related
activities without having passed a background screening to the satisfaction of
Florida law. This section 2.1.13.6 does not apply to the persons who are
involved in the construction of the Development. A violation of this
requirement shall constitute a substantial breach of this Contract.
2.1.13.7. The Owner shall immediately notify the Agency if at any time the
Residential Rental Units in the Development are not occupied or become available
for occupancy as provided in Section 2 above.Additionally, whenapplicable, the
Owner will develop an Affirmative Fair Housing Marketing Plan, in compliance
with HUD regulations. When HUD regulations do not applyandduring the
Compliance Period, Owner will publicize openings in Residential Rental Units in
in newspapers of general circulation including, The Miami Herald, El Nuevo
Herald, The Miami Times and Community Newspaper -South Miami Edition.
2.1.14. The Residential Space shall bemaintained asLEED certified (or the
equivalent thereof, e.g. Florida Green Building Coalitioncertified).
2.1.15. That, during the Compliance Period, the Owner shall obtain and
maintain,in full force and effect, all insurance set forth in Exhibit E, attached to the
Development Agreement, as well as fire, windstorm and general hazard insurance
consistent with local industry standards for similar properties. Subject to the provisions
of applicable loan documents evidencing a loan secured by the Development, casualty
insurance proceeds shall be used to repair thedamage done by the insured event to the
condition existing immediately prior to such event.
Section 3. CommunityCommercial Space.
3.1. Owner shall keepthe Community Commercial Spacedividedinto four (4)
separate units to be leased to four (4) separate and distinct lessees (unless otherwise
permitted by the Agency in its reasonablediscretion)whichshall be maintained in
substantial accordance with the applicable building code standards and City Land
Development and Code of Ordinances, and in good condition and repair at all times.
The type of commercial tenant that the Agency desires to occupy the commercial
space is a South Miamicommunity based tenant (“Agency Approved Commercial
Tenant” or “AACT”).The below market rent imposed by this Agreement is intended to
attract community-based tenants that will benefit from such below market rent and provide
them with quality commercial space in the South Miami neighborhood for their use in
providing affordable services to the residents of such neighborhood. In order to facilitate
that intent, the DEVELOPER and Agency will use all reasonable efforts to locate such
Local Tenants to occupy the commercial space.Notwithstanding the foregoing, in the event
that the Owner and Agencyis unable to find a separate AACT foreachof the four units
after reasonable efforts to do so, but not exceeding nine months, theOwner shallbe
permitted to lease such vacant unit or units to a separate tenant of the Owner’s choosing
(“Owner’s Tenant”) for each of such vacant units,provided the tenant isapproved by the
Agency. However, the Agency shall not unreasonably withhold or delay its approval of the
546
#5550296 v4 42746-0001
10
Owner’s Tenant. Each of the Owner’s Tenants shall only be allowed to lease one of the
vacant units at a time (unless otherwise permitted by the Agency in its reasonable
discretion) and if more than one vacant unit is available to rent to anOwner’s Tenants, then
each must be financially and organizationally separate and independent from one another
(unless otherwise permitted bythe Agency in its reasonablediscretion).The term of the
lease of an Owner’s Tenant shall not exceed five (5) years, and the initial five (5) year term
may not be extended without the City’s prior written consent and such consent shall be in its
sole andabsolute discretion. At the end of the next to last year of the Owner’s Tenant’s
lease term, Owner shall market such space to community based tenants, for a period of no
less than nine(9)monthsas a condition to the lease to such space to a non-AACT.
3.1.1.The affordable rent restrictions otherwise imposed for leasing to Local
Tenants will not apply to the leasing of such commercial units toOwner’s Tenants.
The AACT baserent shall initially be $14.00 per square foot. In addition to the base
rent,AACT shall pay a proportionate share of the property taxes, insurance, and
maintenance (“triple net basis rent”)which isindependent of the base rent. The base
rent of each rental agreement with an AACTshall receive an annual adjustmentbased
on the Consumer Price Index -All Urban Consumers 12-Month Percent Change for
the Miami-Ft. Lauderdale FL area as established and/or published by the United
States Department of Labor, Bureau of Labor Statistics (CPI) that shall have the effect
of increasing or decreasing the annualbaserental amount for each tenant to maintain
appropriate rental amounts, taking inflation into account, but the maximum increase
shall never exceed two percent per year, within a valid lease term.
3.2. TheCommunity Commercial Space shall be LEED certified (or the equivalent
thereof, e.g. Florida Green BuildingCoalition certified).
3.3 The Owner shall require all commercial tenants to advertise job openings in
CareerSource. If CareerSource ceases operation, the Owner will work with the Agency to
locate suitable alternatives.
Section 4. ProprietaryCommercial Space.
4.1. Owner shall provide the Proprietary Commercial Space as a single unit of
approximately 8,400 square feet to be occupied initially by a Family Dollar retail store.
Any change in the use of the Proprietary Commercial Space shall be approved by the
Agency, which approval shall not be unreasonably withheld.
4.2. Owner shall be encouraged to install art on the building facade ("Art Space").
Notwithstanding the permitted Art Space on the building façade, the windows of the
Proprietary and Community Commercial Space shall not be covered with any form of
advertising or promotional materials for seventy-five percent (75%) of the window space.
Furthermore, no advertisement of tobacco products shall be permitted and Owner shall
comply with the applicable sections of the City’s Land Development Code. No sign, design
or writing shall be placed within the Art Space or windows without prior approval of the
City Manager, which approval shall not be unreasonably withheld. However, in no case
shall any sign, design or writing shall be placed within the Art Space or on the windows that
the City Manager determines is immoral, obscene or lascivious. In addition, no
advertisements shall beplaced within the Art Space and the Art Space shall not be
commercialized in any manner.
547
#5550296 v4 42746-0001
11
Section 5. Sale, Lease or Transfer of the Development or any Building.
5.1. The Owner shall not enter into a sale, exchange, assignment, conveyance,
transfer or other disposition (collectively, a "Dispositionof the Development”), or any sale,
transfer, assignment, encumbrance of, or addition of partnership or membership interests in
the Owner(collectively, a "Disposition of the Owner”),if the Disposition of the
Development, or any portion thereof,or the Disposition of the Owner lessens the Owner’s,
or the successor owner’s, financial ability to perform the Owner’s duties under the terms of
this Covenant,without the prior written consent of the Agency. Notice of such Disposition
shall begiven to the Agency 60 days prior thereto for the purpose of investigating the worth
of the person to whom the Disposition is to be made and provided that the current owner,
the proposed successor ownerand the principal person or parties involved in the Disposition
of the Ownercooperate with the Agency and provide the Agency with the financial
information necessary to establish that the reconstituted owner or successor owner’s
financial ability is equal to or greater than the current owneror, in the case of a Disposition
of the Owner,that the Disposition will not lessen the financialability of the current owner,
and further provided that the parties involved in the Dispositionagree to and assumethe
covenants hereof by an instrument recorded concurrent with the Disposition. If any of these
conditions are not met, then the Disposition shall not be valid,unless approved by written
resolution of the Agencyand the City Commission. It is hereby expressly stipulated and
agreed that any Disposition of the Development,or of any building in, or portion of,the
EntireDevelopment, or any Disposition of the Owner,in violation of this Section shall be
null, void and without effect, shall cause a reversion of title to the transferor Owner, and
shall be ineffective to relieve the Owner of its obligations under this Agreement.
5.2. TheOwner shall include, verbatim or by incorporation by reference, all
requirements and restrictions contained in this Agreement in any deed or otherdocuments
transferring any interest in the EntireDevelopment or in any building in, or portion of,the
EntireDevelopment to any other person or entity.
5.3. Ifthe Owner has received a written notice of default hereunder from Agency,
and such defaulthas not been materially cured, then Owner shall not be entitled to refinance
any existing mortgage debt without the prior consent by written resolution of Agencyand
the City, which consent shall not be unreasonably withheld,provided the debt does not
exceed the amount of the initial indebtedness.
5.4. Therestrictions contained above shall not be applicable to any of the following:
5.4.1. any transfer pursuant to or in lieu of a foreclosure or any exercise of
remedies (including, without limitation, foreclosure) under any mortgage, including, a
subsequent sale of the Entire Development by an institutional lender; provided,
however, that neither the Owner nor any Related Person to the Owner shall acquire any
interest in the EntireDevelopment, or any portion thereof,during the remainder of the
Compliance Period and provided that the Agency shall have the right, at the Agency’s
option, to cure any default of the Owner (for a reasonable period of timenot to exceed
thirty (30) days; provided, however, ifsuch default cannot reasonably be cured within
such thirty (30) day period and Agency has diligently commenced to cure such default
promptly within such thirty (30) day period, such thirty (30) day period shall be
548
#5550296 v4 42746-0001
12
extended for so long as it shall require Agency, in the exercise of due diligence, to cure
such default, but, unless the parties otherwise agree, in no event shall the entire cure
period be more than sixty (60) days) under the mortgage in order to avoid a foreclosure.
If the Agency cures the Owner’s default, the Agency shall have the right to step into the
shoes of Ownerand all of theOwner’s right, title and interest in the EntireDevelopment
shall revert backto the Agency; provided, however, this reversionary interest shall only
take effect after the Agency has paid off or assumed any mortgage secured by the Entire
Development or any part thereof, which assumption must be in form and substance
reasonablyacceptable to the lender of any such mortgage. The Agency acknowledges
that such Agencycure may include the repayment of any debt owed by the Owner to a
lender seeking foreclosure of its mortgageor the assumption of the Owner’s debt. The
Agency shall have a right to enforce this provision by specific performance and/or by
injunctiverelief.Moreover, in the event that the Owner’s interest is foreclosed upon,
and if the EntireDevelopment, or any part thereof, is sold as a consequence of the
foreclosure, all proceeds of the sale inexcess of the foreclosure judgment(including
principal, interest, legal fees and other fees and costs)shall be the property of and paid
to the Agencyor its successorand/or assigns. The Agency shall have the right to
intervene in any foreclosure proceeding to protect the Agency’s interest and to enforce
the terms of this LURA.Owner agrees that any and all financing agreements and/or
mortgages shall contain a provision that grants the Agency such rights. In addition, all
deeds, mortgages and other documents conveying any interest in, or lien on, the Entire
Development, or any part thereof,shall contain a reference to this Agreement;
5.4.2. grants of utility-related easements and governmental easements, shown on
the title policy approved by the Agency,and any other easement and useagreements
which may be consented to by the Agency and service-related leases or easements, such
as laundry service leases or television cable easements, over portions of the Entire
Development; provided, however, the same are granted in the ordinary course of business
in connection with the operation of the EntireDevelopmentas contemplated by this
Agreement;
5.4.3. leasesof affordable commercial space and apartment units to tenants,
including Very Low-IncomeTenants, in accordance with this Agreement; provided that
no apartment units may be subleased to anyone.
5.4.4. any sale or conveyance to a condemning governmental authority as a direct
result of a condemnation or a governmental taking or a threat thereof;
5.4.5. the placing of a subordinate mortgage lien, assignment of leases and rents
or security interests on or pertaining to the EntireDevelopment, or any portion thereof,if
made expressly subject and subordinate to this Agreement and provided the total debt
that encumbers or liens the property does not exceed the fair marketvalue of the
property; or
5.4.6. anychange in allocations or preferred return of capital, depreciation or
losses or any final adjustment in capital accounts (all of which may be freely transferred
or adjusted by Owner pursuant to Owner's partnership agreement).
5.5 anyassignment authorized by this Agreement shall first be executed by
the assignee, acknowledged before a notary public and shall include the following
statement:
"This assignment is subject to the terms, conditions and provision of the
Development Agreement dated __________, the Land Use Restriction 549
#5550296 v4 42746-0001
13
Agreement dated ___________, and the Purchase and Sale Agreement dated
_____________, to the extent applicable to the assignee, and the assignee, by
accepting this assignment, agrees to complywith all applicable terms,
conditions and provision of those agreements. This assignment shall not
become effective until (a) it is accepted by the assignee, (b) the acceptance is
acknowledged before a notary public by a person with authority to execute the
acceptance of the assignment and (c) a duplicate original of the fully executed
and notarized assignment, as well as a duplicate original of an appropriate
resolution of the entity in question, acknowledging the authority of the person
signing the acceptance of the assignment, is delivered to the AGENCY."
Section 6. Development within Agency's Jurisdiction.The Owner hereby
represents and warrants that each building in the EntireDevelopmentshall be located
entirely within the limits of the County at location described in Exhibit “A”.
Section 7. Term of this Agreement.
7.1. This Agreement shall become effective upon the date the Owner and the
Agency executes this Agreement, and shall remain in full force and effect until the
expiration of the Compliance Period or as otherwise provided in this Section 7. Upon the
termination of this Agreement, upon request of any party hereto, the Agency and the Owner
or any successor party hereto shall execute a recordable document prepared by the Agency
or its Counsel further evidencing such termination.
7.2. The restrictions contained in Section 2 and Section 3 of this Agreement
regarding the use and operation of the EntireDevelopment, and of each building thereof,
shall automatically terminate temporarily pendingrepair or reconstruction,in the event of
involuntary noncompliance caused by fire, or permanently due to: (i) a change in a federal
law or an action of a federal authority after the date hereof prevents compliance with the
covenants expressed herein but only to the extent necessary to comply with federal law or
action of a federal authority (as determined by the Agency upon the advice of Counsel); (ii)
condemnation or an event similar to a condemnation; or (iii) foreclosure or transfer of title by
deed inlieu of foreclosure(when foreclosure is threatened)to an entity other than the Owner
or a Related Person of the Owner, provided Agency or successor does not exerciseits right to
step into the shoes of the Owner when a foreclosure is threatened or commenced. In such
event, upon the request and at the expense of the Owner, the parties hereto shall execute an
appropriate document in recordable form prepared by the Agency or its Counsel to evidence
such termination, if any. This Section 7.2shall not apply (and the restrictions contained in
Sections 2 and 3 shall thereafter apply) to the EntireDevelopment in the event that,
subsequent to any involuntary noncompliance as described in this Section 7.2but prior to the
expiration of the Compliance Period, (x) a Related Person to the Owner obtains an ownership
interest in the EntireDevelopment, or any portion thereof,for tax purposes, or (y) a court of
competent jurisdiction determines that such an event that attempts to or does cause a transfer
of title is part of an arrangement to terminate this Agreement.
7.3. Notwithstanding the termination of the restrictions contained in Section 2 and
Section 3, if allowed, prior to the expiration of the CompliancePeriod, the Owner (including
any successor or assigneeof the Owner) shall not, prior to the end of the three (3) year period
following such termination: (i) evict or terminate the tenancy of any existing tenant (including
any tenant whose income is treated as continuing not to exceed the applicable income limit as
provided in Section 3) of any Very Low-IncomeUnitor Low-Income Unit, other than for
550
#5550296 v4 42746-0001
14
good cause, or (ii) increase the Gross Rent with respect to such Very Low-IncomeUnits or
Low-Income Unit, in excess of the amounts allowable as Rent-Restricted Units.
7.4.Notwithstanding any other provisions of this Agreement, this entire Agreement,
or any of the provisions or sections hereof, may be terminated upon agreement by the
Agency and the Owner.
Section 8. Indemnificationand Warranty.
8.1. The Owner hereby covenants and agrees to indemnify and hold the Agency, and
their respective members, directors, officers, employees, attorneys, agents and
representatives (any or all of the foregoing collectively referred to as the "Indemnified
Persons") harmless from and against any and all losses, damages, judgments (including
specifically punitive damage awards), arbitration awards, amounts paid in settlements, costs
and expenses and liabilities of whatsoever nature or kind (including, but not limited to, (x)
reasonable attorneys' fees, whether or not suit is brought and whether incurred in connection
with settlement negotiations, investigations of claims, at trial, on appeal, in bankruptcy orany
other proceedings (y) expert witness fees and expenses and(z)court costs) directly or
indirectly resulting from, arising out of or in connection with any act,or omission to act,by
the Owner or any of its partners, directors, officers, employees, attorneys ,agents or affiliates,
or other persons under direct contract withor under the control of the Owner or acting on its
behalf, and resulting from, arising out of or relating to any provision of this Agreement
(including but not limited to any action by any tenant to enforce the provisions hereof) or the
design, construction, installation, operation, use, occupancy, maintenance or ownership of the
EntireDevelopment, or any portion thereof. Each indemnified Person will promptly, and
after notice to such Indemnified Person (notice to the Indemnified Persons being serviced
with respect to the filing of alegal action, receipt of any claim in writing or similar form of
actual notice) of any claim as to which he asserts a right to indemnification, notify the
Owner of such claim. Each Indemnified Person will provide notice to the Owner promptly,
but in no event later than thirty (30) days following its receiptof a filing relating to a legal
action or sixty (60) days following his receipt of any such other claim.
8.2. If any claim for indemnification by one or more Indemnified Persons arises out
of a claim for monetary damages by a person other than the Indemnified Persons, the Owner
shall undertake to conduct any proceedings or negotiations in connection therewith which
are necessary to defend the Indemnified Persons and shall take all such steps or proceedings
as the Owner in good faith deems necessary to settle or defeat any such claims, and to
employ counsel to contest any such claims; provided, however, that the Owner shall
reasonably consider the advice of the Indemnified Persons as to the defense of such claims,
and the Indemnified Persons shall have the right to participate, at their own expense, in such
defense, but control of such litigation and settlement shall remain with the Owner. The
Indemnified Persons shall provide all reasonable cooperation in connection with any such
defense by the Owner. Counsel (except as provided above) and auditor fees, filing fees and
court feesand any other costsof all proceedings, contests or lawsuits with respect to any
such claim or asserted liability shall be borne by the Owner. If any such claim is made
hereunder and the Owner does nottimelyundertake the defense thereof, the Indemnified
Persons shall be entitled to control such litigation and settlement and shall be entitled to
indemnity for all costs and expenses incurred in connection therewith pursuant to the terms
of this Section 7. To the extent that the Owner undertakes the defense of such claim, the
Indemnified Persons shall be entitled to indemnity hereunder only to the extent that such
defense is unsuccessful as determined by a final judgment of a court of competent 551
#5550296 v4 42746-0001
15
jurisdiction, or by written acknowledgment of the parties. The Owner reserves the right to
appeal any judgment rendered. Notwithstanding the above, the Owner shall not provide any
indemnity to the Indemnified Persons arising out of their own negligence or misconduct.
8.3 Warranty. Owner hereby warrants the improved property to be free from
construction defects including defects in the workmanship. The failure of the improvement
to be in substantial compliance with the construction documents shall be considered to be a
defect.
Section 9. Reliance.In performing their duties and obligations hereunder, the
Agency may rely upon statements and certificates ofthe Owner and Low-Income and Very
Low-IncomeTenants believed in good faith to be genuine and to have been executed by the
proper person or persons, and upon audits of the books and records of the Owner pertaining
to occupancy of the Entire Development, or any portion thereof. No interlineations or
manual alteration to the typed version of this Agreement shall be permitted unless initialed
by all parties to the Agreement.In addition, the Agency may consult with counsel, and the
opinion of such counsel shall be full and complete authorization and protection with respect
to any action taken or suffered by the Agency hereunder in good faith and in conformity
with the opinion of such counsel. The Owner shall reimburse the Agency for reasonable
attorneys' fees and expenses incurred in obtaining the opinion of such counsel. In
performing its duties and obligations hereunder, the Owner may rely upon certificates of
Low-Income and Very Low-IncomeTenants reasonably believed to be genuine and to have
been executed by the proper person or persons, provided the Owner takes reasonable steps
to verify income.
Section 10. Enforcement by the Agency and by Tenants.
10.1. Owner Defaults.
10.1.1.If the Owner defaults in the performance of its obligations under this
Agreement or breaches any covenant, agreement or warranty of the Owner set forth in
this Agreementafter written notice thereof has been given by the Agency to the
Owner, and if such default or breach remains uncured for a period of fifteen (15) days
with respect to a violation of Sections 2 or 3 hereof and a period of sixty (60) days
with respect to all other defaults(or for such extended period as may be approved in
writing by the Agency’s General Counsel), then the Agency may terminate all of the
Owner’s rights under this Agreement and step into the shoes of Ownerand, in such
event, the Owner shall assign to the Agency all of the Owner’s rights, title and
interest in and to the Property; provided, however, the Agency may only step into the
shoes of the Owner after the Agency has either paid off or assumed all of the
Owner’s liabilities under any mortgage (provided the lender has accepted the
Agency as the obligor under the terms of any mortgage), which assumption must be
in form and substance reasonably acceptable to the lender of such mortgage,
provided the form and substance, and any refusal to accept the Agency is reasonable.
Notwithstanding the foregoing, if there is an Owner defaultand so long as there has
not been more than one same or similar default in a sixty (60) day period, and
provided the Owner commences to cure such default within the time periods above,
552
#5550296 v4 42746-0001
16
but the cure cannot reasonably be cured within such time period, the Agency shall
extend the time period for a reasonable period not to exceed ninety (90) days.
10.1.2.Notwithstanding the foregoing, if there are two (2) material defaults
of the same type or nature that have occurred within a sixty (60) day period, and a
third default of the same type or nature occurs,the Agency is not required to givethe
Owner any opportunities to cure the third default and then the Agency may
thereafter terminate all of the Owner’s rights under this Agreement, the Owner shall
assign to the Agency all of the Owner’s rights, title and interest in and to the
Property and the Agency shall be allowed to step into the shoes of the Owner,
subject to the conditions in this Section.
10.1.3.Notwithstanding anything contained in this Section 10.1, the Agency
will give institutional lenders the right to cure any defaults of the Owner hereunder,
which opportunity to cure such defaults shall be the longer of (i) thirty (30)days
after the cure period provided hereunder, (ii) thirty (30)days from the institutional
lender’s receipt of Agency’s notice to the institutional lender of an Ownerdefault, or
(iii) if the cure of suchdefaultrequires possession of the Property, thirty (30)days
after the institutional lender has obtained possession of the Property, provided the
institutional lender takes action to obtain possession within the cure period and
diligently pursues action to take possession; and provided that, in each case, if such
default cannot reasonably be curedwithin such thirty (30) day period and
institutional lender has diligently commenced to cure such default promptly within
the time contemplated by this Agreement, such thirty (30) day period shall be
extended for so long as it shall require the institutional lender, in the exercise of due
diligence, to cure such default, but, unless the parties otherwise agree, in no event
shall the entire cure period be more than ninety (90) days. Institutional lender
acknowledges that it is not obligated to cure any Owner default, but if the
institutional lender elects to do so, Agency agrees to accept cure by the institutional
lender as that of the Owner under the applicable mortgage.
10.1.4.The Agency may take whatever other action at law or in equity or
otherwise, whether for specific performance of any covenant in this Agreement or
such other remedy as may be deemed most effectual by the Agency,to enforce the
obligations of the Owner under this Agreement.
10.2. Notwithstanding any of the foregoing, the Agency and any person who
satisfies the income limitations applicable to Very Low-Income and Low-Income Tenants
hereunder (whether prospective or current tenants, including any Community Commercial
Tenant or tenant whose income is treated as continuing not to exceed the applicable income
limit as provided in Section 3above), shall have the right to seek specific performance of
any of the covenants, agreements, warrantiesand requirements of this Agreement
concerning the construction and operation of the EntireDevelopment, or any portion thereof.
A default that does not result in the transfer of all right, title andinterest in the Entire
Developmentto the Agency shall result in an increase in the number of days of the
Compliance Period that is equal to the same number of days during which the Owner was in
default, including the number of days during which the Ownerwas proceeding to cure the
default.
553
#5550296 v4 42746-0001
17
10.3. The Owner must obtain the Agency's approval of the management company
selected to manage the Development. The Agency must be advised of any change in the
Owner's selection of a management company, and the company must be approved by the
Agency prior to the firm assuming responsibility for the Development. Such approval shall
not be unreasonably withheld or delayed. After such approval is obtained, the Owner will
directly hire and employ the management company who will be responsible for property
maintenance and the day-to-day operation of the Development.
10.4. Agency may make or cause to be made reasonable entries upon and inspections
of the Property and the records of the Owner upon reasonable prior notice. The Agency will
indemnify and hold the Developer and its affiliates harmless from any and all damages
relating to such inspection. However, nothing contained herein shall be construed to be a
waiver of the Agency’s right to immunity as provided by Florida Statutes.
Section 11. Recording and Filing; Covenants to Run with the Land.
11.1. Uponexecution and delivery by the parties hereto, the Owner shall cause this
Agreement and all amendments and supplements hereto to be recorded and filed in the
official public records of the County in such manner and in such other places as the Agency
may reasonably request and shall pay all fees and charges incurred in connection therewith.
11.2. ThisAgreement and the covenants herein shall run with the land and shall
bind,and the benefits shall inure to the Owner and the Agency and their respective
successors and assigns during the term of this Agreement.
11.3. Upon reasonable notice, if there has been no event of default under this
Agreement, the Agency shall furnish to the Owner a statement in writing certifying that the
Agreement is not in default.
Section 12. Amendments. This Agreement constitutes the entire agreement of the
parties as to the recorded Land Use Restrictions on the property and supersedes any prior
agreements, understandings, representation or negotiation, written or oral concerning Land
Use Restrictions. This Agreement may not be modified or amended except in writing,
signed by both parties hereto. This Agreement shall be binding upon and inure to the
benefit of the Agency, the Owner and to their respective heirs, successors and assigns.
Nothing contained herein shall modify the duties and obligations of the parties to the
Development Agreement concerning the property in question. The term “party” as used in
this agreement shall include the City Commission and the Agency Board.
Section 13. Governing Law and Venue. This Agreement shall be governed by and
construed in accordance with the laws of the State of Florida and venue shall be in a court of
competent jurisdiction located in Miami-Dade County, Florida.
Section 14. Notice. Any notice required to be given hereunder shall be given by
personal delivery, by registered or certified U.S. Mail or by expedited delivery service at the
address as specifiedbelow or at such other addresses as may be specified by notice to the
other parties hereto, and any such notice shall be deemed received on the date of delivery, if
by personal delivery or expedited delivery service, or upon actual receipt if sent by
registered or certified U.S. Mail to the following addresses:
554
#5550296 v4 42746-0001
18
If to the Agency:Evan Fancher, Director
South Miami Community Redevelopment Agency
6130 Sunset Drive, Miami FL 33143 Fax: 305-668-7356
Email: EFancher@southmiamifl.gov
City Manager
City of South Miami
6130 Sunset Drive
Miami FL 33143
Fax: 305-668-7356
If to the OWNER: Daniel Abreu
Abreu Developers LLC
9828 NW135th Street
Hialeah, FL 33018
Phone: 305-345-7475
E-mail:DG@CANDELADEV.COM
With copy to:Stearns Weaver Miller Weissler Alhadeff
& Sitterson, P.A.
150 West Flagler Street, Suite 2200
Miami, FL 33130
Attn: Brian J. McDonough
Phone: 305-789-3200
Email: bmcdonough@stearnsweaver.com
Delivery to the address set forth hereinabove, or as changed in accordance with this Section,
that is returned by the United States postal service as undeliverable, unclaimed or as
addressee unknown shall be considered delivered, as of the date of such postal serviced
notice, for all purposed required by this Agreement provided delivery is also attempted by
facsimile transmission and email to the address provided hereinabove or to the address as
changed in accordance with this Section. Either party may change its address by giving
notice as provided in this Section.
Section 15. Severability. If any provision of this Agreement shall be held by any
court of competent jurisdiction to be invalid, illegal or unenforceable, such provision shall
be deemed omitted from this Agreement and the validity, legality and enforceability of the
remaining, portions of this Agreement shall remain in full force and effect, but such holding
shall not affect the validity, legality or enforceability of such provision under other,
dissimilar facts or circumstances.
Section 16. Multiple Counterparts. This Agreement may be executed in multiple
counterparts, all of which shall constitute one and the same instrument and each of which
shall be deemed to be an original.
555
#5550296 v4 42746-0001
19
Section 17. Binding Effect. This Agreement shall be binding upon and inure to the
benefit of each of the parties and their successors and assigns, but this provision shall not be
construed to permit assignment by the Owner without the written consent of the Agency.
All obligations of Owner shallapply to any person or entity that receives any right, title or
interest in the property whether by conveyance, assignment or otherwise and they shall each
have the same obligations to the Agency and its successors and assigns as does the Owner.
Section 18. Non-Waiver. Agency and Owner agree that no failure to exercise and
no delay in exercising any right, power or privilege under this Agreement on the part of
either party shall operate as a waiver of any right, power, or privilege under this Agreement.
No waiver of this Agreement, in whole or part, including the provisions of this paragraph,
may be implied by any act or omission and will only be valid and enforceable if in writing
and duly executed by each of the parties to this agreement. Any waiver of any term,
condition or provision of this Agreement will not constitute a waiver of any other term,
condition or provision hereof, nor will a waiver of any breach of any term, condition or
provision constitute a waiver of any subsequent or succeeding breach.
Section 19. Rules of Interpretation.Throughout this Agreement the male pronoun
may be substituted for female and neuter and the singular words substituted for plural and
plural words substituted for singular wherever applicable.
Section 20. Cumulative Remedies. The duties and obligations imposed by this
Agreement and the rights and remedies available hereunder, and, in particular but without
limitation, the warranties, guarantees and obligations imposed upon Owner by this
Agreement and the rights and remedies available to the Agency hereunder, shall be in
addition to, and shall not be construed in any way as a limitation of, any rights and remedies
available by law, in equity, by special guarantee or by other provisions of this Agreement.
In order to entitle any party to exercise any remedy reserved to it in this Agreement, or
existing in law or in equity, it shall not be necessary to give notice, other than such notice as
may be herein expressly required.
Section 21. Waiver of Jury Trial.Agency and Owner knowingly, irrevocably
voluntarily and intentionally waive any right either may have to a trial by jury in State or
Federal Court proceedings in respect to any action, proceeding, lawsuit or counterclaim
arising out of this Agreement.
Section 22. Agency Security Interest. If the Agency expends any funds to remedy
any default by Owner hereunder or to enforce the provisions of this Agreement it shall have
a lien against the Property in the amount of such expended funds which lien will be
subordinate to the lien of any permittedinstitutionalfinancing.
Section 23. Alternative languageand FinancingApproval. The parties agree that
the Owner will be obtaining financing for theProject and the Agency hereby approves such
financing (the “Financing”). The parties understand and agree that the financial institution
from whom such financing will be obtained may request certain revision to the Agreement.
The partiesagree that theywill reasonablyconsider such requests as longas the intent and
purpose of this Agreement is not materially diminishedby making any such requested
changes.
556
#5550296 v4 42746-0001
20
Section 24. Notices to Lender. Agency agrees to provide the lender of the
Financing with contemporaneous copies of written communication regarding allegations of
default hereunderor under the Development Agreement, as well as all written
communicationregarding threatened and/or actual litigation/arbitration.
[SIGNATURES ON FOLLOWING PAGE]
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
557
#5550296 v4 42746-0001
21
IN WITNESS WHEREOF, each of the parties has executed this Agreement on the
dates set forth below.
AGENCY:
SOUTH MIAMI COMMUNITY
REDEVELOPMENT AGENCY
By:
Print Name: Title:
Date:
Notary section
OWNER:
By:
Print Name: Title:
Date:
Notary section
558
MIAMI DAILY BUSINESS REVIEW
Published Daily except Saturday.Sunday and
Legal Holidays
Miami,Miami-Dade County,Florida
STATE OF FLORIDA
COUNTY OF MIAMI-DADE:
Before the undersigned authority personally appeared
JOHANA OLIVA,whoon oath says that he or she isthe
LEGALCLERK,Legal Notices oftheMiamiDaily Business
Review f/k/a MiamiReview,adaily (except Saturday,
Sunday andLegalHolidays)newspaper,published atMiami
inMiami-DadeCounty,Florida;thatthe attached copyof
advertisement,being a Legal Advertisement of Notice in the
matter of
NOTICE OF PUBLIC HEARINGS -CITY OF SOUTH MIAMI -JUL
5,2018
in the XXXX Court,
was published in said newspaper inthe issues of
06/22/2018
Affiant further says that the said MiamiDaily Business
Review isa newspaper published atMiami,in said Miami-Dad
e County,Florida and that the said newspaper has
heretofore been continuously published in said Miami-Dade
County,Florida each day (except Saturday,Sunday and
Legal Holidays)and has been entered as second class mail
matter at the post officeinMiamiin said Miami-Dade County,
Florida,fora period of one year next preceding thefirst
publication of the attached copy of advertisement;and affiant
further says that he or she has neither paidnor promised any
person,firmor corporation any discount,rebate,commission
or refund for the purpose of securing this advertisement for
publication in thesaid newspaper.
(SEAL)
JOHANAOLIVA personally knowntome
4Jj$«sfe.BARBARA THOMAS
fV|*A V|Commission #6G121171
%£%!§$&Expires November 2,2021
'"'••ZttlS'*B«nded Thru Troy Fain Insurance 800-385-7019
CITY OF SOUTH MIAMI
NOTICE OF PUBLIC HEARINGS
NOTICE IS HEREBY given thatthe City Commission ofthe City ofSouth Miami,
Florida will conductPublic Hearing(s)atitsspecialCity Commission meeting
scheduledforThursday,July5,2018,beginningat7:00p.m.,intheCity
Commission Chambers,6130 Sunset Drive,to consider thefollowing
item(s):
A Resolution approving the disposition,saleandconveyanceof Madison
Square properties bythe City ofSouth Miami Community Redevelopment
Agency pursuant to Florida Statutes Section 163.380(2)for the development
andoperationofamixeduseaffordablehousingprojectandrelated
documents.
ALL interestedpartiesareinvitedtoattendand will beheard.
Forfurtherinformation,please contact theCity Clerk's Officeat:
305-663-6340.
MariaM.Menendez,CMC
CityClerk
PursuanttoFlorida Statutes 286.0105,theCityherebyadvisesthepublic
thatifapersondecidestoappealany decision madebythis Board,Agency
or Commission withrespecttoanymatterconsideredatitsmeetingor
hearing,heorshe will needarecordofthe proceedings,andthatforsuch
purpose,affected personmayneedtoensurethata verbatim record ofthe
proceedings ismade which record includes the testimony and evidence
uponwhichtheappealistobe based.
6/22 18-88/0000327953M
559
24SE SUNDAY JUNE 24 2018NEIGHBORSMIAMIHERALD.COM
have also achieved success
in sports,acting and other
fields.
But no Coral Park team
—dating back to the
school’s first days in 1963
—can match what Escriba-
no,Destrade and company
accomplished in ’78.
Ironically,the 1977 Rams
team was considered more
talented,but they fell short
of astate title.
Due to rainouts,Coral
Park’s ’7 7team had to play
Columbus and arested
Hialeah-Miami Lakes team
in the same day during the
single-elimination playoffs.
The Rams beat Columbus
but lost 1-0toHML,which
went on to win state.
“It had rained for five
days in arow,”Escribano
said.“When it finally
stopped raining,we beat
Columbus at noon and had
to play [HML]at 5p.m.”
Fernandez said afirst-
inning error allowed the
game’s only run to score,
and atired Rams team
couldn’t get on the board.
Added Fernandez:“We
got the raw end of that
deal.”
RAMTOUGH
Coral Park’s players
returned in ’78 as adeter-
mined group.Hertz laid
out expectations,talking to
his players about winning
state before the first game
of the season was even
played.
Back in those days,there
were far fewer high schools
in Miami —just 19.The
baseball talent wasn’t as
spread out as it is now,and
every team in Miami
seemed to have at least
one star.Carol City,for
example,had two future
major-league standouts in
Danny Tartabull and Nick
Esasky.Miami Springs had
John Cangelosi and Frank
Castro.
Fernandez remembers
one game at Carol City in
which Coral Park escaped
with anarrow victory on
the final play,which was a
close call by the first-base
umpire.
“It was anight game
with apredominant Carol
City crowd,”Fernandez
said.“I remember leaving
that game with rocks flying
at our bus.”
The only games Coral
Park lost all year were two
lopsided contests against
Miami Southridge,aschool
that was less than four
years old at that time.
But the Rams got re-
venge in their opening
playoff game,eliminating
Southridge 3-1ineight
innings.
These days,pitchers
work only after at least
four days of rest between
starts.
But,in ’78,Escribano
started and got the win
against Southridge and
came back three days later
to beat Fort Lauderdale
Stranahan,1-0,also in
eight innings.
In the state semifinal,
Escribano started again as
the Rams beat Lake Worth,
5-1.
Two days later,Coral
Park won state by beating
Riverview East Bay,3-1.
Don Sphar started,but
Escribano earned the win,
pitching the final three
innings in relief.
“Back then,nothing
bothered me,”said Escri-
bano,who pitched three
complete games during
that stretch and also had
the one relief outing for a
total of 26 innings.“I felt
good.”
Still,there were several
precarious moments during
that four-game,do-or-die
stretch.
Coral Park nearly lost
the game against South-
ridge in the bottom of the
seventh inning with arun-
ner on third,two outs and
a1-1 score.Escribano
picked up adribbler and
threw high to Destrade at
first.
“Somehow,”Fernandez
said,“Orestes stretches out
and catches the ball while
keeping his foot on the bag.
Without that play,we don’t
win state.”
Added Destrade:“One
of the greatest things is my
life is that Iwas 6-foot-4
by the time Iwas 15 that
year.Iwas the tallest per-
son in my family,and I
used every inch of my
height to make that play.”
The next inning,Coral
Park’s offense came alive,
winning the game with big
hits by Diaz,Paco Contre-
ras and Mike Febles.
Destrade came up with
another big play in the
state final.His two-run
single to center was the
game-winning hit.
“Their pitcher had
thrown two fastballs by
him,”Hertz said.“But with
two strikes and two outs,
he got ahanging curveball
and hit ahard,two-hopper
that went off the glove of
their second baseman.”
Added Fernandez:“That
hit ate up their second
baseman,who tried to
backhand the ball.”
Another big moment
came in the final inning as
East Bay loaded the bases
with two outs.But Escriba-
no induced afoul popup,
and Diaz —the catcher —
made the grab for the final
out.
“He hit it straight up and
behind me,and I’ve seen
big-league catchers miss
that play because of all the
spin on the ball,”Diaz said.
“That was in the back of
my mind,but Itold myself,
‘Nice and easy.’When I
caught the ball,it was jubi-
lation.”
As soon as the game
ended,Coral Park fans —
who had been forced by
the umpire to remove their
bongos from the stadium —
ran back to their cars,
grabbed their musical in-
struments and joined the
party on the field.
“We had great cam-
araderie on that team and
with the community,”
Hertz said.“It was agood
team,and we were fairly
lucky.It was like Murphy’s
law in reverse.Everything
that could go right for us
did go right.”
FROM PA GE 3SE
CORALPARK
MARSHAHALPER Miami Herald File
Orestes Destrade,Coral Park'sfirst baseman in 1978 anda
member of the Florida Marlins 19 93 inaugural season,
acknowledgesanappreciativecrowd attending the 24th
annual JoeDiMaggio Legends Game in 2012.
CITY OF SOUTH MIAMI
COURTESY NOTICE
NOTICE IS HEREBY given that the City Commission of the City of South Miami,
Florida will conduct Public Hearing(s)at its special City Commission meeting scheduled
for Thursday,July 5,2018,beginning at 7:00 p.m.,in the City Commission Chambers,
6130 Sunset Drive,to consider the following item(s):
AResolution approvingthe disposition,sale and conveyance of Madison Square
properties by the City of South Miami Community Redevelopment Agency
pursuant to FloridaStatutes Section 163.380(2)for the development and operation
of amixed use affordable housing project and related documents.
ALL interested parties are invited to attend and will be heard.
For further information,please contact the City Clerk’s Office at:
305-663-6340.
Maria M.Menendez,CMC
City Clerk
Pursuant to Florida Statutes 286.0105,the City hereby advisesthe public that if aperson decides
to appeal any decision madebythisBoard,Agency or Commission with respect to any matter
considered at its meeting or hearing,he or she will need arecord of the proceedings,and that
for such purpose,affected person may need to ensure that averbatim record of the proceedings
is made which record includes the testimony and evidence upon which the appeal is to be based.
560