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01-20-09 SPECIALSoul'y U inconrO —ED air P ��O RlO SMCRA CHAIRMAN SMCRA VICE CHAIRMAN SMCRA BOARD MEMBER SMCRA BOARD MEMBER SMCRA BOARD MEMBER SMCRA BOARD MEMBER SMCRA.BOARD MEMBER 2001 f t it c cs r fw,,l glftrlmoci a Greot Place to I ivy i ark and Piay' . Horace Feliu Brian Beasley Velma Palmer Jay Beckman Valerie Newman Rodney Williams Lashawnda Williams GENERAL COUNCIL Eve Boutsis SMCRA SECRETARY Maria M. Menendez SMCRA DIRECTOR Stephen David SOUTH MIAMI COMMUNITY REDEVELOPMENT. AGENCY Special CRA Meeting Meeting Date: Monday January 20, 2009 Time: 6:30 PM Next Meeting Date: Monday, February 9, 2009 Time: 6:30 PM 6130 Sunset Drive, South Miami, FL Phone:(305) 668 -7236 City of South Miami Ordinance No. 08 -06 -1876 requires all lobbyists before engaging in any lobbying activities to register with the City Clerk and pay an annual fee of $500.00 per Ord. No. 44 -08 -1979. This applies to all persons who are retained (whether paid or not) to represent a business entity or organization to influence "City" action. "City" action is broadly described to include the ranking and selection of professional consultants, and virtually all - legislative, quasi - judicial and administrative action. It does not apply to not-for-profit organizations, local chamber and merchant groups, homeowner associations, or trade associations and unions. CALL TO ORDER: A. ROLL CALL: B. INVOCATION: C. PLEDGE OF ALLEGIANCE: COMMUNITY REDEVELOPMENT AGENCY 1 AGENDA - January 20, 2009 RESOLUTION 1. A RESOLUTION, OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) AGENCY RELATING TO AFFORDABLE HOUSING; AUTHORIZING THE SMCRA DIRECTOR TO DISBURSE FUNDING IN THE TOTAL AMOUNT OF $18,144 TO THE EDFM CORPORATION FOR UNANTICIPATED CONSTRUCTION EXPENDITURES REQUIRED TO COMPLETE CONSTRUCTION OF ONE SINGLE - FAMILY AFFORDABLE .HOME LOCATED AT 5899 SW 67TH STREET (FOLIO NO. 09 -4025- 028- 0300); AND PROVIDING AN EFFECTIVE DATE. 2. A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) AGENCY RELATING TO AFFORDABLE HOUSING; AUTHORIZING THE SMCRA DIRECTOR TO DISBURSE FUNDING IN THE TOTAL AMOUNT OF. $4,366.75 TO THE EDFM CORPORATION FOR UNANTICIPATED CONSTRUCTION EXPENDITURES REQUIRED TO COMPLETE CONSTRUCTION OF ONE SINGLE - FAMILY AFFORDABLE HOME LOCATED AT 6400 SW 57TH STREET (FOLIO NO. 09 -4025- 015- 0030); AND PROVIDING AN EFFECTIVE DATE. ADJOURNMENT VIRKERl MUS OKI 80"08 TWRr 160"OR fit. I (10(t) Or =6 0008 or ORDIBRSoll PR017D81, TNRr "ABr, PIRi00 , IfRIOIIG PINOfiRl IMP MUM= OR INMEROOl R8IIRRKl OR ONO JNRRV 080008 80IM1001 ON/l8 RDDRE"I06 NI 001IlII1110R iNRll m fowNwnw saim fwk fummoR RDD/i11o8 SIrORB we ooDlloll 0)' mir PRBJ/DII16 OMOIgR. DII1811 PIM11110R TAD 0007618 08 GMMED RYA AIR/OR/TV VOTE or INN ooeellllon." PURSUANT TO FLA STATUTES 286.0105, "THE CITY HEREBY ADVISES THE PUBLIC THAT IF A PERSON DECIDES TO APPEAL ANY DECISION MADE BY THIS BOARD, AGENCY OR COMMISSION WITH RESPECT TO ANY MATTER CONSIDERED AT ITS MEETING OR HEARING, HE OR SHE WILL NEED A RECORD OF THE PROCEEDINGS, AND THAT FOR SUCH PURPOSE, AFFECTED PERSON MAY NEED TO ENSURE THAT A VERBATIM RECORD OF THE PROCEEDINGS IS MADE WHICH RECORD INCLUDES THE TESTIMONY AND EVIDENCE UPON WHICH THE APPEAL IS TO BE BASED. THIS NOTICE DOES NOT CONSTITUTES CONSENT BY THE CITY FOR THE INTRODUCTION OR ADMISSION OR OTHERWISE INADMISSIBLE OR IRRELEVANT EVIDENCE, NOR DOES IT AUTHORIZE CHALLENGES OR APPEALS NOT OTHERWISE ALLOWED BY LAW. COMMUNITY REDEVELOPMENT AGENCY 2 AGENDA - January 20, 2009 To: Honorable SMCRA B From: Stephen SMCRA �- LVA L49 : t "I 2001 "Making our Neighborhood a Great Place to Lite, Work and Play" Date: January 20, 2009 ITEM No. I UNANTICIPATED AFFORDABLE HOUSING CONSTRUCTION EXPENDITURES 5899 SW 67' ST A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) AGENCY RELATING TO AFFORDABLE HOUSING; AUTHORIZING THE SMCRA DIRECTOR TO DISBURSE FUNDING IN THE TOTAL AMOUNT OF $18,144 TO THE EDFM CORPORATION FOR UNANTICIPATED CONSTRUCTION EXPENDITURES REQUIRED TO COMPLETE CONSTRUCTION OF ONE SINGLE - FAMILY AFFORDABLE HOME LOCATED AT 5899 SW 67TH STREET (FOLIO NO. 09- 4025- 028 - 0300); AND PROVIDING AN EFFECTIVE DATE BACKGROUND In July of 2007, the SMCRA filed a formal legal complaint with the 11th Judicial Circuit Court of Miami -Dade County against former developer, Greater Miami. Neighborhoods (GMN). The complaint was filed for breach of contract by Greater Miami Neighborhoods for non - performance of an agreement between the SMCRA and GMN to construct two affordable homes in the SMCRA area (See Exhibit A). Greater Miami Neighborhoods subsequently filed for bankruptcy leaving two partially constructed building shells on the previously conveyed sites (See Exhibit B). Prior to filing for bankruptcy, the property located at 5899 SW 67th Street was re- conveyed to the SMCRA following mitigation of the following outstanding issues: 1. Release of Greater Miami Neighborhood's Incurred Property Liens — During property ownership by Greater Miami Neighborhoods, several municipal government liens were assessed against the two properties for various code enforcement infractions and also as a result of other municipalities including the City of Miami, North Miami and Miami -Dade County assessing liens against all Great Miami Neighborhood's properties due to violations received in the above referenced municipalities. 2. Payment of an Outstanding Greater Miami Neighborhood's Construction Loan — Using Greater Miami Neighborhood's escrowed funding required by the SMCRA as part of the previously approved development agreement, the SMCRA was able to satisfy a prior outstanding Wachovia Bank construction loan obtained by Greater Miami Neighborhoods to complete of the two homes. 3. Issuance of a Request for Proposal & Qualifications for a Replacement Developer — Following re- conveyance of the lots, a request for proposal and qualifications was advertised by the SMCRA to obtain a replacement developer. Through a City coordinated selection committee process, a replacement developer was selected to' complete construction. Development agreements were subsequently entered into between the SMCRA and the EDFM Corporation (See Exhibit Q. As part of the agreement, the EDFM Corporation agreed to construct and sell the homes for a total of $5, 000 less than what was agreed to by the former developer. Prior to entering into agreement with the EDFM Corporation, the SMCRA requested a City of South Miami building inspection of the foundation and walls to determine appropriateness for re- construction. Based on the findings of a March 2008 building inspection, there were no apparent, problems found with the prior foundation and wall construction (See Exhibit D). The Board was recently informed of various construction errors made by the previous developer. These errors included both missing and severely misaligned window and door openings at 5899 SW 67th Street and the faulty construction of the building foundation resulting in the rear of the structure being fifteen feet short in length (See Exhibit E). An addendum to the approved agreement for 5899 SW 67th Street was entered into on May 30, 2008 authorizing the above referenced corrections in construction. To date, the total amount expended by the SMCRA to correct construction errors made by the previous developer and to satisfy outstanding property taxes assessed against 5899 SW 67th Street is $16,281.14. During the December Meeting, the Board was informed of an additional requirement to install a sewer lateral at 5899 SW 67th Street. It should be noted that shown the approved plumbing plan-set is a sewer connection (See Exhibit F). Following the December meeting, the contractor of record obtained three sub - contractors estimates to install the sewer lateral (See Exhibit G). The lowest. quote received to install the sewer lateral is $13,680. Three cost estimates were also obtained for completion of the City of South Miami required roadway reconstruction following installation of the lateral (See Exhibit H). The lowest quote received to reconstruct the roadway following lateral installation is $4,464. The total cost required to complete the above referenced construction tasks is $18,144. Approval of the attached resolution shall authorize the SMCRA Director to execute an addendum to the existing agreement with the EDFM Corporation to disburse funding in the total amount of $18,144 to install the required sewer lateral and to complete construction. RECOMMENDATION Staff recommends approval of the attached resolution authorizing the SMCRA Director to execute an addendum to the existing agreement which has been attached as Exhibit I with the EDFM Corporation to disburse funding in the total amount of $18,144 to complete construction of the above referenced project. Attachments. SMCRA Legal Complaint Filed with the 11'h Circuit Court Against Greater Miami Neighborhoods Photograph of Abandoned Building Shells at 5899 SW 67h Street and 6400 SW 57t1 Court SMCRA Development Agreement with the EDFM Corporation SMCRA Initiated Building Inspection of 5899 SW 67th Street and 6400 SW 57" Court Photographs of Misaligned Window Openings and Required Foundation Extension at 5899 SW 67t" Street Sub - Contractor Estimates for Sewer Line Installation at 5899 SW 67`h Street Sub - Contractor Estimates for Roadway Reconstruction Following Sewer Line Installation at 5899 SW 67" Street Agreement Addendum SD /MCGRUFF \PLANNING \CRA \Unanticipated Affordable Housing Constrction Costs 5899 SW 67h ST.doc I RESOLUTION NO. 2 3 4 A RESOLUTION OF THE SOUTH MIAMI COMMUNITY 5 REDEVELOPMENT AGENCY ( SMCRA) AGENCY RELATING TO 6 AFFORDABLE HOUSING; AUTHORIZING THE SMCRA DIRECTOR 7 TO DISBURSE FUNDING IN THE TOTAL AMOUNT OF $18,144 TO 8 THE EDFM CORPORATION FOR UNANTICIPATED CONSTRUCTION 9 EXPENDITURES REQUIRED TO COMPLETE CONSTRUCTION OF 10 ONE SINGLE - FAMILY AFFORDABLE HOME LOCATED AT 5899 SW 11 67TH STREET (FOLIO NO. 09- 4025- 028 - 0300); AND PROVIDING AN 12 EFFECTIVE DATE. 13 14 WHEREAS, in July of 2007, the SMCRA filed a formal legal complaint with the 11�' 15 Judicial Circuit Court of Miami -Dade County against former housing developer, Greater 16 Miami Neighborhoods. The complaint was filed for breach of contract on the part of Greater 17 Miami Neighborhoods for non - performance of an agreement entered into with the SMCRA to 18 construct two affordable homes in the SMCRA area; and 19 20 WHEREAS, Greater Miami Neighborhoods subsequently filed for bankruptcy leaving 21 two partially constructed building shells on the previously conveyed SMCRA sites; and 22 23 WHEREAS, prior to filing bankruptcy, 5899 SW 67th Street was re- conveyed to the 24 SMCRA following mitigation of the following outstanding issues: 25 i� • The Release of Greater Miami Neighborhood's Incurred Property Liens; • Payment of an Outstanding Greater Miami Neighborhoods Construction Loan; 30 • Issuance of a Request for Proposal & Qualifications for a Replacement Developer; and 31 32 WHEREAS, the Board was recently informed of various construction errors made by 33 the previous developer including the faulty construction of the building foundation at 5899 SW 34 67th Street resulting in the rear of the structure being fifteen feet short in length and also of 35 missing and severely misaligned window and door openings; and 36 WHEREAS, an addendum authorizing payment for the above referenced construction 37 expenditures was entered into with EDFM on May 30, 2008; and 38 39 WHEREAS, to date, the total amount expended by the SMCRA to correct the above 40 referenced construction errors and also to satisfy outstanding property taxes assessed against 41 5899 SW 67th Street is $16,281.14; and 42 43 WHEREAS, during the December 2008 meeting, the Board was informed of an 44 additional requirement to install a sewer lateral at 5 899 SW 67h Street; and 45 WHEREAS, based on three price quotes received for the sewer lateral installation, the 46 most cost effective price quote was in the amount $13,680; and Page 1 of 2 1 2 3 4 5 6 7 8 9 11 13 14 19 17 18 19 20 22221 23 39 26 277 39 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 WHEREAS, based on three price quotes received for the reconstruction of the roadway following installation, the most cost effective price quote received was in the amount $4,464; and WHEREAS, the total amount to install the required sewer lateral and to reconstruct the roadway after installation is $18,144; and WHEREAS, the SMCRA Board desires to complete construction of 5899 SW 67`h Street and to provide one additional affordable housing opportunity in the SMCRA area. NOW, THEREFORE, BE IT RESOLVED BY THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY: Section 1. The SMCRA Board authorizes SMCRA Director to execute the second addendum attached as Exhibit I to the originally approved agreement with the EDFM Corporation to approve unanticipated construction expenditures in the amount of $18,144 to install a sewer lateral at 5899 SW 67th Street. Section 2. This resolution shall take effect immediately upon approval. PASSED AND ADOPTED this 20t` day of January, 2009. ATTEST: South Miami Community Redevelopment Agency Clerk READ AND APPROVED AS TO FORM: by • � Chairperson Horace Feliu Eve A. Boutsis, Office General Counsel South Miami Community Redevelopment Agency Page 2 of 2 . Board Vote: Chair Feliu: Vice Chair Beasley: Member Palmer: Member Beckman: Member Newman: Member R. Williams: Member L. Williams: EXHIBIT A (SMCRA FILED LEGAL COMPLAINT) IN THE CIRCUIT COURT OF THE 11TH JUDICIAL CIRCUIT IN AND FOR MIAMI -DADE, FLORIDA GENERAL JURISDICTION DIVISION SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY, Plaintiff, VS. CASENO.: 07 -RI1a3 CA 01 C5 GREATER MIAMI NEIGHBORHOODS, INC. Defendant. COMPLAINT The South Miami Community Redevelopment Agency (SMCRA), by and through the undersigned counsel, hereby sues the defendant, Greater Miami Neighborhoods, Inc. (GMN), and alleges as follows: Jurisdiction and Venue 1. This is an action for specific performance of contractual terms requiring GMN to reconvey certain property to the SMCRA. 2. Plaintiff is a Community Redevelopment Agency, created under the enabling authority of Chapter 163, Florida Statutes, as' an independent agency within the City of South Miami, and is located in Miami -Dade County, Florida 3. Defendant, Greater Miami Neighborhoods, Inc., is a Florida not- for - profit corporation, and is sui juris. 4. All material events that form the basis of this complaint occurred in Miami -Dade County. 5. Venue is proper according to section 47.011, Florida Statutes. 6. Plaintiff has filed and recorded its notice of lis pendens. See attached Composite Exhibit A. Page 1 of 13 Background information 7. On April 15, 1997, the City Commission of the City of South Miami, pursuant to City Ordinance No.: 12 -97 -1633 authorized the creation of the SMCRA. 8. The Miami -Dade County Board of County Commissioners adopted Resolutions No.: 98 -79 and 99 -100, which also authorized and approved the creation of the SMCRA. 9. The SMCRA's jurisdiction is generally bounded by SW 62nd Avenue on the West, SW 62nd Street on the North, SW 57th Avenue on the East, and SW 72nd Street on the South (the "Redevelopment Area "). 10. Pursuant to 163.358, Florida Statutes, the SMCRA has the specific power to make and execute contracts and other instruments necessary or convenient to the exercise of its powers pursuant to chapter 163, Florida Statutes. 11. The SMCRA additionally has the power to sue and be sued, to undertake and carry out redevelopment and related activities within the Redevelopment Area, which powers may include the acquisition of land, to repair, rehabilitate or construct dwellings for use. 12. Furthermore, the SMCRA has the power to mortgage, pledge, hypothecate, or otherwise encumber or dispose of real property. Count I Breach of Contract 5895 -5899 SW 67 Street (Brown) Property 13. On July 10, 2003, the SMCRA authorized the execution of a grant agreement with GMN with a parcel of SMCRA land, located at 5895 -5899 SW 67th Street, South Miami, Florida (herein after known as the "Brown Property"). Attached hereto and incorporated by reference as Exhibit B is the legal description and Miami -Dade County Property Appraiser's records relating to the Brown Property. 14. In exchange for the Brown Property, GMN was contractually obligated to construct an affordable housing single family home for a qualified SMCRA resident. Incorporated by reference, and attached hereto as Composite Exhibit C, is a copy of the July 10, 2003 grant fund agreement, with attached exhibits thereto: Exhibit 1: Building Specifications; Exhibit 2: Real Estate Purchase and Sale Agreement for the parcel; and Exhibit 3: Performance Guaranty. 15. The Brown Property grant agreement provides a purchase price for the parcel being transferred to GMN. Page 2 of 13 16. The Brown Property is one of two parcels that is the subject of the underlying litigation and is within the geographical boundaries of the City of South Miami and within the boundaries of the SMCRA Redevelopment Area. 17. Pursuant ;to the Brown Property grant agreement, GMN was to use its "best efforts" to complete the single - family home within 18 months of the date of execution of the Agreement. See Grant Agreement, at section 10 (Exhibit 1 to grant agreement); see also Real Estate Purchase and Sale Agreements, at section XXXIX (Exhibit 2 to the Grant Agreement), and the Recitals to the Performance Guaranty (Exhibit 3 to Grant Agreement) found at Composite Exhibit C attached hereto. 18. Independently, GMN had entered into contract, with Gloria Brown, a SMCRA affordable housing qualified resident, to provide Ms. Brown with the single family residence at 5895 -5899 SW 67' Street, upon completion of construction at the Brown Property. The sale price for the four bedroom single family home, within U.S. HUD affordable housing guidelines, was $145,000. 19. The Brown Property grant agreement required GMN to build one affordable single family home pursuant to the SMCRA and HUD guidelines. The purchase and sale agreement provided the SMCRA with the mechanism for securing GMN's compliance with the underlying grant agreement. See Composite Exhibit C. 20. GMN did initiate construction at the site but never completed construction, by the January 2005 deadline required by the grant agreement. 21. GMN's contractor had made errors on the plans and began construction of a three (3) bedroom, rather than a four (4) bedroom home, as required by the attached plans to the grant agreement for the property known as 5895 -5899 SW 67h Street (Brown Property). See attachment 2 of Composite Exhibit C. - 22. The initial error by GMN's contractor as to the Brown Property construction site was discovered in 2005. Despite discovering the error, it took GMN an extensive amount of time to correct the architectural plans so that a four bedroom home could ultimately be constructed. 23 GMN did obtain approved building permits from the South Miami Building Department on March 10, 2005 for the four bedroom single - family home at the Brown Property proposed residential site. 24. As the home was not'timely constructed, the SMCRA put GMN on notice of the failure to comply with the 18 month construction time table provided for in the Brown Property grant agreement. See section 10 of the grant agreement found at Composite Exhibit C. 25. On July 25, 2006, Ms. Rodriguez, of GMN issued a letter in which she advised the SMCRA that the nonprofit was committed to completing construction by the end of the 2006 Page 3 of 13 calendar year. Additionally, she advised that construction will be completed no later than "Spring 2007." 26. Thereafter, GMN advised that the nonprofit was facing some funding issues and as a result, GMN needed a little more time in order to receive the necessary funding to complete the construction project within the SMCRA (Brown Property). 27 The SMCRA has not observed any progress on the construction of the Brown Property. 28. Despite continued and diligent efforts to call, correspond,, and email with GMN, GMN remains unresponsive. 29. Based upon the foregoing, the SMCRA, on January 25, 2007, issued formal notice pursuant to the Brown Property grant agreement and incorporated performance guarantees that a material default of the underlying grant agreement had occurred. See Exhibit F. 30. The performance guarantee is triggered once notice is provided by the SMCRA to GMN of a default under the grant agreement, and more specifically, of a notice of failure to timely complete the construction of the single family home. 31. At no time has GMN attempted to cure the material defaults of the Brown Property grant agreement as the single home has not been constructed. 32. Additionally, the SMCRA placed GMN on notice of several liens recorded against the Brown Property, which liens are. as follows: a) Mortgage recorded on 5/2/2006 in Bk 24480, Pg 0345; b) Notice of Commencement recorded on 5/2/2006 in Bk 24480, Pg 0359 c) Lot Clearing Lien recorded on 11/12/06 in Bk 25089, Pg. 0020 d) Violation Notice recorded on 2/27/07 in Bk 25317, Pg 1332 e) Order Imposing Fine and Authorizing Lien recorded in 11/16/06 Bk. 25104, Pg. 0324 f) Claim of Lien recorded on 2/12/07 in Bk. 25355, Pg, 4266 See Composite Exhibit G. 33. GMN has failed to construct the single family affordable home at the Brown Property in violation of the underlying grant agreement, and more specifically in violation of the applicable Purchase and Sale Agreement at Composite Exhibit C [Exhibit 2 to the Grant Agreement]. 34. Therefore the SMCRA seeks damages, attorney's fees, court costs, any and all relief this court deems proper, and specifically seeks reconveyance of the Brown property as requested under Count H. Page 4 of 13 Count H Reconveyance_of_the 5895 -5899 SW 67 Street (Brown) Property 35. Plaintiff adopts and incorporates by reference paragraphs 1 -34, as if fully cited herein. 36. Pursuant to the Real Estate Purchase and Sale Agreement, which agreement is incorporated by reference into the Brown Property grant agreement (Exhibits 2 to grant agreement) the SMCRA has the right to have the Brown Property reconveyed to the SMCRA should GMN default in constructing the single family homes within the 18 month period contemplated in the grant agreement. Specifically, the agreement at paragraph XIX states: xx) ]M RIGHT OF CITY TO REQUIRE RECONVEYANCE. Seller [ SMCRA] is conveying the Property [Brown and Goodman properties] to Buyer [GMN] as part of Seller's program to produce residential property within the City of South Miami Community Redevelopment Agency. As part of the consideration for transfer of the Property, Buyer has agreed to build a single family residence as more fully described in the grant agreement between the City of South Miami Community Redevelopment Agency and Greater Miami Neighborhoods, Inc. on the Property and to obtain a certificate of occupancy ( "CO ") for the residence within eighteen (18) months from the effective date of this Contract. Seller shall be entitled to obtain one extension of time, for a four month extension to complete construction. The request will not be unreasonably denied. In the event Buyer fails to construct a residence and obtain the required CO within the time required by this Contract, Seller shall have the right, but not the obligation, to cause Buyer to reconvey the Property to the Seller, subject to any encumbrances against the Property filed by a third party that has provided financing in connection with the development of the Property, for an amount equal to the purchase price paid by Buyer. Buyer shall reconvey the marketable title to the Property only to the exceptions contained in the title policy issued to the Buyer upon its purchase of the Property. If for any reason Buyer fails, neglects or refuses to reconvey the Property, Seller may seek specific performance to obtain the reconveyance of the Property. This provision of this Contract shall survive the closing. 37. On January 25, 2007, the SMCRA advised GMN, that pursuant to the applicable purchase and sale agreement (Exhibits to the July 10, 2003 grant agreement) between GMN and the SMCRA, the SMCRA was entitled seek to have the property reconveyed back to the SMCRA should GMN fail to obtain a certificate of occupancy within the specified time. See Composite Exhibit C. Page 5 of 13 38. The Brown Property grant agreement specifically provided that the SMCRA shall transfer title to the two lots to GMN. Failure of GMN to meet the deadline set forth in paragraph XXXTX of the purchase and sale agreement would provide the SMCRA the right to cause [GMN] to reconvey the lot for the specific homes under construction. 39. Additionally, The SMCRA could withhold transferring title of the purchase and sale funds to GMN under the following circumstances: * Claims of lien against GMN regarding the Project, provided such liens are not bonded off as allowed by law; * Failure of GMN to make payment(s) to subcontractors or suppliers for materials or labor regarding the Project; * Reasonable evidence that any portion of the Project cannot be completed for the unpaid balance of the agreed compensation. * Failure to carry out any portion of the Project in accordance with the grant agreement. * Failure by [GMN] to complete all homes and receive final certificates of occupancy within eighteen (18) months of the execution of this Agreement. See Real Estate Purchase and Sale Agreement at Composite Exhibit C. 40. The SMCRA, to expedite the reconveyance of the land authorized the expenditure of funds to clear the Wachovia lien from the property. 41. In response to the SMCRA's January 25, 2007, notice to GMN of material default of the underlying grant agreement, counsel for GMN contacted the SMCRA and advised that GMN would reconvey the subject property to the SMCRA. In fact, GMN's counsel indicated that he was working on the transfer /reconveyance documents. See Exhibit H. 42. GMN has failed to reconvey the Brown Property. 43. Therefore, the SMCRA seeks the reconveyance of the Brown Property to the SMCRA. .Count IH 44. Plaintiff adopts and incorporates by reference paragraphs 1 -34 and 36 -42 as if fully cited herein. Page 6 of 13 45. The grant agreement, at section 15, provides that: GMN is to: indemnify, defend, save and hold harmless the [ SMCRA], its officers, agents and employees, from or on account of all claims, damages, losses, liabilities and expenses, direct, indirect or consequential including, but not limited to, fees and charges of purchasers, engineers, architects, attorneys, consultants and other professionals and court costs arising. out of or in consequence of the performance of this Agreement at all trial and appellate levels. Indemnification shall specifically include, but not limited to, claims, damages, losses, liabilities and expenses arising out of or from (a) the negligent or defective design of the Project and work of the Contractor; (b) any negligent act or omission of the [GMN], its subcontractors, agents servants or employees, (c) any damages, liabilities, or losses received or sustained by any person or persons during or on account of any negligent operations by [GMN] connected with the construction of this Project; (d) the use of any improper materials; (e) any construction defect including both patent and latent defects; (f) failure to timely complete the work; (g) the violation of any federal, state, or county or city laws, ordinances or regulations by [GMN], its subcontractors, agents, servants, independent contractors or employees; (h) the breach or alleged breach by [GMN] of any term of this Agreement. 46. Plaintiff request that this Court require GMN to indemnify, defend, save and hold harmless the SMCRA from all claims, including all liens, taxes, and costs associated with reconveyance of the Brown Property to the SMCRA. Count IV 47. Plaintiff adopts and incorporates by reference paragraphs 1 -34 and 36 -42 as if fully cited herein. 48.' Additionally, pursuant to Exhibit 3 of the grant agreement which exhibit consists of a performance guaranty, provides that the SMCRA may seek its attorney's fees and court costs, should it have to litigate in order to enforce the performance guaranty. 49. Pursuant to the Real Estate Purchase and Sale Agreement, the SMCRA is entitled to seek its attorney's fees and costs. See Paragraph XXVII of the Real Estate Purchase and Sale Agreement. herein. Count V Breach of Contract 6400 SW 57 Street {Goodman) Property 50. Plaintiff adopts and incorporates by reference paragraphs 1 -12 as if fully cited Page 7 of 13 51. On July 10, 2003, the SMCRA authorized the execution of a second grant agreement which provided GMN with a parcel of SMCRA land, located at 6400 SW 57' Street, South Miami, Florida (herein after known as the "Goodman Property "). -Attached hereto and incorporated by reference as Exhibit D is the legal description and Miami -Dade County Property Appraiser's records relating to the Goodman Property. 52. In exchange for the second parcel, the Goodman Property, GMN was contractually obligated to construct an affordable housing single family home for a second qualified SMCRA resident. Incorporated by reference, and attached hereto as Composite Exhibit E, is a copy of the July 10, 2003 grant fund agreement, with attached exhibits thereto: Exhibit 1: Building Specifications; Exhibit 2: Real Estate Purchase and Sale Agreement for the parcel; and Exhibit 3: Performance Guaranty. 53. The two grant agreements are identical in substance, each provides a purchase price for each specific SMCRA parcel being transferred to GMN. For the purposes of this complaint and in identifying the obligations of GMN under the two grant agreements, it shall make no difference if viewing the first agreement (Exhibit C) or the second (Exhibit E). 54. The Goodman Property that is the subject of the underlying litigation is within the geographical boundaries of the City of South Miami and within the boundaries of the SMCRA Redevelopment Area. 55. Pursuant to the Goodman Property grant agreement, GMN was to use its "best efforts" to complete the single - family home within 18 months of the date of execution of the Agreement. See Grant Agreements, at section 10; see also Real Estate Purchase and Sale Agreements, at section SIX (Exhibit 2 to the Grant Agreements), and the Recitals to the Performance Guaranty (Exhibit 3 to Grant Agreements) found at Composite Exhibits C or E attached hereto. 56. Independently, GMN had entered into contract, with Ms. Denise Goodman, another SMCRA affordable housing qualified resident, to provide Ms. Goodman with the second single family residence located at 6400 SW 57h Street, upon completion of construction at the Goodman Property. The sales price, within U.S. HUD affordable housing guidelines, was also $145,000. 57. The Goodman Property grant agreement required GMN to build an affordable single family home pursuant to the SMCRA and HUD guidelines. The purchase and sale agreement provided the SMCRA with the mechanism for securing GMN's compliance with the underlying grant agreement. See Composite Exhibits C or E. 58. GMN did initiate construction at Goodman Property site but never completed construction, by the January 2005 deadline required by the grant agreement. 59. As the home was not timely constructed, the SMCRA put GMN on notice of the failure to comply with the 18 month construction time table provided for in the Goodman Page 8 of 13 Property grant agreement. See section 10 of the two grant agreements found at Composite Exhibits C or E. 60. On July 25, 2006, Ms. ,Rodriguez, of GMN issued a letter in which she advised the SMCRA that the nonprofit was committed to completing construction by the end of the 2006 calendar year. Additionally, she advised that construction will be completed no later than "Spring 2007." 61. Thereafter, GMN advised that the nonprofit was facing some funding issues and as a result, GMN needed a little more time in order to receive the necessary funding to complete the construction project within the SMCRA. 62. The SMCRA has not observed any advancement of construction at the proposed Goodman Property residential site. 63. Despite continued and diligent efforts to . call, correspond, and email with GMN, GMN remains unresponsive. 64. Based upon the foregoing, the SMCRA, on January 25, 2007, issued formal notice pursuant to the Goodman Property grant agreement and incorporated performance guarantees that a material default of the underlying grant agreements had occurred. See Exhibit F. 65. The performance guarantees are triggered once notice is provided by the SMCRA to GMN of a default under the grant agreement, and more specifically, of a notice of failure to timely complete the construction of the single family home. 66. At no time has GMN attempted to cure the material defaults of the Goodman Property grant agreement as the single family home has not been constructed. 67. Additionally, the SMCRA placed GMN on notice of several liens recorded against the Goodman Property, which liens are as follows: a) Mortgage recorded on 5/2/2006 in Bk 24480, Pg 0345; b) Notice of Commencement recorded on 5/2/2006 in Bk 24480, Pg 0359 C) Lot Clearing Lien recorded on 11/12/06 in Bk 25089, Pg. 0020 d) Violation Notice recorded on 2/27/07 in Bk 25317, Pg 1332 e) Order Imposing Fine and Authorizing Lien recorded in 11/16/06 Bk. 25104, Pg. 0324 f) Claim of Lien recorded on 2/12/07 in Bk. 25355, Pg, 4266 See Composite Exhibit G. 68. GMN has failed to construct the single family affordable home at the Goodman Property in violation of the underlying grant agreements, and more specifically in violation of the applicable Purchase and Sale Agreements at Composite Exhibits C or E [Exhibit 2 to the Grant Agreements]. Page 9 of 13 69. Therefore the SMCRA seeks damages, attorney's fees, court costs, any and all relief this court deems proper, and specifically seeks reconveyance of-the Goodman property as requested under Count VT. Count VI Reconveyance of the 6400 SW 575 Street (Goodman) Property 70. Plaintiff adopts and incorporates by reference paragraphs 1 -12 and 51 -68 as if fully cited herein. 71. Pursuant to the Real Estate Purchase and Sale Agreement, which agreement is incorporated by reference into the Goodman grant agreement (Exhibit 2 to grant agreements) the SMCRA has the right to have the Goodman property reconveyed to the SMCRA should GMN default in constructing the single family homes within the 18 month period contemplated in the grant agreements. Specifically, the agreement at paragraph X)= states: XL. RIGHT OF CITY TO REQUIRE RECONVEYANCE. Seller [ SMCRA] is conveying the Property [Brown and Goodman properties] to Buyer [GMN] as part of Seller's program to produce residential property within the City of South Miami Community Redevelopment Agency. As part of the consideration for transfer of the Property, Buyer has agreed to build a single family residence as more fully described in the grant agreement between the City of South Miami Community Redevelopment Agency and Greater Miami Neighborhoods, Inc. on the Property and to obtain a certificate of occupancy ( "CO ") for the residence within eighteen (18) months from the effective date of this Contract. Seller shall be entitled to obtain one extension of time, for a four month extension to complete construction. The request will not be unreasonably denied. In the event Buyer fails to construct a residence and obtain the required CO within the time required by this Contract, Seller shaU have the right, but not the obligation, to cause Buyer to reconvey the Property to the Seller, subject to any encumbrances against the Property filed by a third party that has provided financing in connection with the development of the Property, for an amount equal to the purchase price paid by Buyer. Buyer shall reconvey the marketable title to the Property only to the exceptions contained in the title policy issued to the Buyer upon its purchase of the Property. If for any reason Buyer fails, neglects or refuses to reconvey the Property, Seller may seek specific performance to obtain the reconveyance of the Property. This provision of this Contract shall survive the closing. 72. On January 25, 2007, the SMCRA advised GMN, that pursuant to the applicable purchase and sale agreement (exhibits to the July 10, 2003 grant agreements) between GMN and Page 10 of 13 the SMCRA, the SMCRA was entitled seek to have the property reconveyed back to the SMCRA should GMN fail to obtain a certificate of occupancy within the specified time. See Composite Exhibits C or E. 73. The Goodman grant agreement specifically provided that the SMCRA shall transfer title to the two lots to GMN. Failure of GMN to meet the deadline set forth in paragraph XXXIX of the purchase and sale agreement would provide the SMCRA the right to cause [GW to reconvey the lot for the specific homes under construction. 74. Additionally, The SMCRA could withhold transferring title of the purchase and sale funds to GMN under the following circumstances: * Claims of lien against GMN regarding the Project, provided such liens are not bonded off as allowed by law; * Failure of GMN to make payment(s) to subcontractors or suppliers. for materials or labor regarding the Project; * Reasonable evidence that any portion of the Project cannot be completed for the unpaid balance of the agreed compensation. * Failure to carry out any portion of the Project in accordance with the grant agreement. * Failure by [GMN] to complete all homes and receive final certificates of occupancy within eighteen (18) months of the execution of this Agreement. See Real Estate Purchase and Sale Agreement at Composite Exhibits C or E. 75. The SMCRA, to expedite the reconveyance of the land expended funds to clear the Wachovia lien from the property. 76. In response to the SMCRA's January 25, 2007, notice to GMN of material default of the underlying grant agreement, counsel for GMN contacted the SMCRA and advised that GMN would reconvey the subject property to the SMCRA. In fact, GMN's counsel indicated that he was working on the transfer /reconveyance documents. See Exhibit H. 77. GMN has failed to reconvey the parcels. 78. Therefore, the SMCRA seeks the reconveyance of the Goodman parcels to the SMCRA. Page 11 of 13 Count VII 79. Plaintiff adopts and incorporates by reference paragraphs 1 -12, 51 -68, and 71 -77 as if fully cited herein. 80. The grant agreement, at section 15, provides that: GMN is to: indemnify, defend, save and hold harmless the [ SMCRA], its officers, agents and employees, from or on account of all claims, damages, losses, liabilities and expenses, direct, indirect or consequential including, but not Limited to, fees and charges of purchasers, engineers, architects, attorneys, consultants and other professionals and court costs arising out of or in consequence of the performance of this Agreement at all trial and appellate levels. Indemnification shall specifically include, but not limited to, claims, damages, losses, liabilities and expenses arising out of or from (a) the negligent or defective design of the Project and work of the Contractor; (b) any negligent act or omission of the [GMN], its subcontractors, agents servants or employees, (c) any damages, liabilities, or losses received or sustained by any person or persons during or on account of any negligent operations by [GMN] connected with the construction of this Project;. (d) the use of any improper materials; (e) any construction defect including both patent and latent defects; (f) failure to timely complete the work; (g) the violation of any federal, state, or county or city laws, ordinances or regulations by [GMN], its subcontractors, agents, servants, independent contractors or employees; (h) the breach or alleged breach by [GMN] of any term of this Agreement. 81. Plaintiff request that this Court require GMN to indemnify, defend, save and hold harmless the SMCRA from all claims, including all liens, taxes, and costs associated with reconveyance of the Goodman Property to the SMCRA. Count VIII. 82. Plaintiff adopts and incorporates by reference paragraphs 1 -12, 51 -68, and 71 -77 as if fully cited herein. 83. Additionally, pursuant to Exhibit 3 of the grant agreements which exhibit consists of a performance guaranty, provides that the SMCRA may seek its attorney's fees and court costs, should it have to litigate in order to enforce the performance guaranty. 84.. Pursuant to the Real Estate Purchase and Sale Agreements, the SMCRA is entitled to seek its attorney's fees and costs. See Paragraph XXViI. of the Real Estate Purchase and Sale Agreement. Page 12 of 13 DATED: July i� , 2007. Respectfully submitted, NAG1N GALLOP FIGUEREDO, P.A. Attorneys for the SMCRA 18001 Old Cutler Road, Suite 556 Miami, Florida 33157 Telephone: (305) 854 -5353 Facsimile: (305) 854 -5351 E -Mail: eboutsis @ngf- law.com By: E . Boutsis, Esq. F rids Bar No. 0082538 Page 13 of 13 EXHIBIT 6 (PREVIOUSLY ABANDONED CONSTRUCTION SITES & EXISTING CONSTRUCTION CONDITIONS) ABANDONED CONSTRUCTION SITES 5899 SOUTHWEST 67th STREET ABANDONED CONSTRUCTION SITES 6400 SOUTHWEST 57th COURT EXISTING CONSTRUCTION CONDTIONS 5899 SOUTHWEST 67th STREET EXISTING CONSTRUCTION CONDTIONS 6400 SOUTHWEST 57th COURT EXHIBIT C (PROPERTY CONVEYANCE AGREEMENT) EXHIBIT 1 AGREEMENT BETWEEN THE CITY OF SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY AND EDFM CORPORATION THIS AGREEMENT is made this K44ay of�2008, between the South Miami Community Redevelopment Agency ( "Agency ") and the EDFM Corporation ( "Contractor "). WHEREAS, the SMCRA and the EDFM Corporation desire for the EDFM Corporation to assume primary responsibility for completing construction of a single family home for Ms. Brown on the property identified in Exhibit 1C; and WHEREAS, a low income applicant home buyer has been selected in accordance with applicable. Federal, State, County and local laws and guidelines; and WHEREAS, the construction of the home has been plagued by delays and as a result the SMCRA has elected to enter into this agreement with the EDFM Corporation to complete the construction of the home; and WHEREAS, the SMCRA is the owner of the real property described under Exhibit IC (the "Property "); and WHEREAS, the EDFM Corporation proposes to complete construction on the Property consisting of a single family residential home, together with all appurtenances, fixtures, and improvements ( "Improvements "). The Improvements shall be constructed in accordance with plans and specifications which have been submitted and approved by the City of South Miami Building Department (attached as Exhibit 1D); and WHEREAS, the EDFM Corporation has agreed to construct the affordable home at the designated home prices of $140,000 (5895 SW 67`h Street); and WHEREAS, the EDFM Corporation agrees to perform the covenants hereinafter mentioned in Exhibit 1A. In addition to the warranty deeds the EDFM Corporation and any affordable housing purchaser shall be obligated to comply with an SMCRA deed restriction requiring the property to be purchased by an affordable housing purchaser, and any sale of the property over the next 15 years shall require sale to a subsequent affordable housing purchaser as defined by U.S. HUD guidelines and the SMCRA guidelines. NOW, THEREFORE, - in consideration of the covenants, mutual promises and in consideration of $10.00 and other good and valuable consideration which are to be paid by Agency, the receipt and sufficiency of which are acknowledged, the parties agree as follows: Section 1. Recitals - Whereas Clauses. The parties acknowledge and agree that the recitals, whereas clauses, set forth above are true and correct and are incorporated by reference into this Agreement. The following documents shall comprise the Agreement between the parties and shall constitute collectively the "Contract Documents ": Page 1 of 10 Agency ontractor This Agreement; Warranty deeds found at exhibit 1 A; Performance Bonds found at exhibit 1 B; Legal description of the parcel found at exhibit 1 C; Project plans found at exhibit 1D; Project recipients and price of units found at exhibit IE. Section 2. Title and reconveyance. The Agency agrees to provide to the Contractor with title to specific land identified, in the attached exhibit A, provided Contractor construct and provide a single family home for an affordable housing recipient in accordance with the bylaws and requirements of Contractor's nonprofit program. The Agency shall transfer title to the the lot to the Contractor in accordance with Exhibit A, the warranty deeds. Failure of Contractor to meet the deadline set forth in this agreement and warranty deed shall provide the Agency the right to cause Contractor to reconvey the lots for the. specific home under construction. Section 3. Project Scope. The Contractor will provide construction services to accomplish the completion of construction and Improvements of the residential home to be located on the Property in accordance with the approved building plans under Exhibit 1D. Section 4. The agency shall convey the parcel identified in Exhibit 1C, provided Contractor covenants to immediately sell the home to the low income applicant home buyer identified in Exhibit 1E. Section 5. Term. The construction of the residential home shall be completed with 180 days following the receipt of building permits from the City of South Miami Building. Upon the expiration of this Agreement any land provided to Contractor that has not constructed a single - family home in compliance with Contractor's program shall be returned to the Agency so as to be made available for another Agency affordable housing project. Contractor agrees to use best efforts to complete the Project within 180 days of receiving the building permit. In the event the Project is not completed within this time frame, and this Agreement is not extended accordingly, this Agreement shall terminate without any liability to the Agency. The Contractor shall re- conveyance of the property shall occur as permitted under the warranty deed and as provided for in this agreement. Additionally, the Agency may seek enforcement of the performance guaranty, which is attached as Exhibit 1B. Section 6. Compliance with Building Codes. The Project -shall be performed in accordance with the applicable codes, ordinances and statutes of the State of Florida, the City of South Miami and Miami -Dade County. Section 7. Amendments. Any amendments, alterations, or variations to this Agreement will only be valid when they have been reduced to writing and duly signed by the parties. Page 2 of 10 gency )/ , Contractor Section 8. Limitation of Liability. The Agency desires to enter into this agreement only if in so doing the Agency can place a limit on ,the Agency'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 Contractor expresses its willingness to enter into this Agreement with recovery from the Agency for any action arising out of this Agreement to be limited to the value .of the property provided by the Agency, and/or the return of the property in substantially the same condition as provided to Contractor. Accordingly, the Contractor agrees that the Agency shall not be liable for any claim or damage in - connection with the Project in excess of the Agency's maximum potential monetary contribution as provided under this Agreement, for any action or claim arising out of this Agreement. 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 Agency's liability as set forth in Chapter 768, Florida Statutes. Additionally, the Agency does not waive sovereign immunity, and no claim or award against the City shall include attorney's fees, investigative costs or pre judgment interest. Section 9. After any payment is made by the Agency and applied according to the requirements set forth, the Agency shall be automatically discharged from any and all obligations, liabilities and commitments to Contractor or any third person or entity provided, however, that this Section shall not excuse the continued compliance by Contractor with the terms of this Agreement and the program requirements. Section 10. Right to Reenter and take possession of the Property. The Agency has the right, at its election to take possession of the Property with all improvements thereon and terminate the Agreement if the Corporation: issued. (i) Fails to start construction immediately after the construction permits are (ii) abandons or substantially suspends construction for a period of 90 days. (iii) Fails to cure a violation of the Agreement within 30 days after receipt of notice to cure from Agency (iv) Fails to obtain a building permit with 90 days after the effective date of this Agreement. (v) Fails to complete construction within 180 days after receipt of the construction permits. Section 11. Risk of Loss. Risk of loss by fire or other casualty shall be the Contractor's and the Contractor agrees to maintain adequate insurance for a sum not less than the full replacement value. The Contractor shall not commence work under this Agreement until it has obtained and submitted proof of all insurance required by the Agency. Page 3 of 10 Agency �l . K ontractor Section 12. Independent Contractor. The Contractor,. its employees and agents shall be deemed independent contractors and not agents or employees of Agency, and shall not attain any rights or benefits generally afforded Agency employees. Section 13. Reconveyance Covenant. The Agency may terminate this agreement and seek reconveyance of the land to such extent as may be necessary to protect itself from loss on account of matters including but not limited to the following: (i) Claims of lien against the Contractor regarding the Project, provided such liens are not bonded off as allowed by law. (ii) Failure of the Contractor to make payment(s) to subcontractors or suppliers for materials or labor regarding the Project. (iii) Reasonable evidence that any portion of the Project cannot be completed for the unpaid balance of the agreed compensation. (iv) Failure to carry out any portion of the Project in accordance with the Contract Documents. (v) Failure by Contractor to start construction within 180 days complete the single family home and receive final certificates of occupancy within 180 days of receiving the building permit. Section 14. Venue, Law and Attorney's fees. In the event of a termination by the Agency, the Agency shall additionally be entitled to bring any and all legal and /or equitable actions in Miami -Dade County, Florida, in order to enforce the Agency's right and remedies against the Contractor. The Agency shall be entitled to recover all costs of such actions including a reasonable attorney's fee, at trial and appellate levels, to the extent allowed by law. In the event any suit or legal proceeding is brought for the enforcement of any provision of this Agreement, the parties agree that the prevailing parry or parties shall be entitled to recover from the other party or parties upon final judgment reasonable attorneys' fees, including attorneys' fees for any appeal, and costs incurred in bringing the suit or proceeding. Any action arising out of this Agreement shall be brought in Miami -Dade County, Florida, and shall be subject to Florida law. Section 15. Best Efforts on Construction Timetable. Best efforts Contractor agrees to use best efforts to complete the Project prior to the end, of 180 days of receiving the building permit. In the event the Project is not completed within this time frame, and this Agreement is not extended accordingly, this Agreement shall terminate and the property shall be returned by Contractor to Agency. Page 4 of 10 gency 71. Contractor Section 16. Representations and Covenants. Contractor hereby represents and warrants to the Agency the following: (i). Contractor is a corporation duly organized, validly existing and in good standing under the laws of the State of Florida. There are no proceedings or actions pending, threatened or contemplated for the liquidation, termination or dissolution of Contractor. (ii). Contractor shall apply for construction permits within 90 days from the effective date of this Agreement. (iii) Contractor covenants and agrees that it shall cause the Property to be developed in accordance with the building plans that are to comply with the City's Code and are to approved by the South Miami Building Department. (iv) Contractor shall complete construction of the home within 180 days of receipt of the building permits. (v) Contractor covenants and agrees that the Property shall be sold to the affordable housing applicants and according to the guidelines established in this document and for the amounts specifically delineated in Exhibit E. In the event an applicant no longer qualify as low income home buyers under an applicable affordable housing program, Contractor covenants and agrees to sell the property to other low income qualified home buyers selected by the Agency who qualify for affordable housing loan programs under US HUD guidelines and Agency guidelines who otherwise cannot afford to rent or buy houses generally available on the open market. (vi). Upon transfer of the warranty deed to Contractor, Contractor agrees that any sale of the property shall be to an affordable housing purchaser, and the purchasers shall be obligated to comply with the Agency deed restriction requiring the property to be purchased by an affordable housing purchaser, and any sale of the property over the next 15 years shall require sale to a subsequent affordable housing purchaser as defined by, U.S. HUD guidelines and the Agency guidelines. This provision shall survive termination of the agreement. (vii) Upon transfer of the warranty deed to the Contractor, Contractor agrees that any sale of the property shall be to an affordable housing purchaser (right of first refusal shall be to the persons delineated in Exhibit E, and the purchasers shall be obligated to comply with the Agency deed restriction requiring the property to be purchased by an affordable housing purchaser, and any sale of the property over the next 15 years shall require sale to a subsequent affordable housing purchaser as defined by U.S. HUD guidelines and the SMCRA guidelines. Section 17. Termination Without Cause. The agency is conveying the Property to Contractor as part of the Agency's program to produce residential property within the City of South Miami Community Redevelopment Agency. As part of the consideration for transfer of the Property, Buyer has agreed to build an affordable housing (per HUD guidelines), single family residence on the Property and to obtain a certificate of occupancy ( "CO ") for the Page 5 of 10 Agency �.Z Contractor residence within 180 days of the effective date of this Agreement. The Contractor shall be entitled to obtain one extension of time, for a four month extension to complete construction. The request will not be unreasonably denied by the Agency. In the event the Contractor fails to construct a residence and obtain the required CO within the time required by this Agreement, the Agency shall have the right, but not the obligation, to cause Contractor to reconvey the Property to the Agency, subject to any encumbrances against the Property filed by a third -party that has provided financing in connection with the development of the Property, for an amount equal to the tax assessed value of the property. The Contractor shall reconvey the marketable title to the Property only to the exceptions contained in the title policy issued to the Contractor upon its receipt of the Property. If for any reason Contractor fails, neglects or refuses to reconvey the Property, the Agency may seek specific performance to obtain the reconveyance of the Property. In case of the failure of Contractor to perform any of the covenants in this Agreement, at the option of the Agency, this Agreement shall be forfeited and terminated, and Contractor shall forfeit any and all claims to the Property and execute a reverter agreement, reverting title to the property to the Agency. Contractor shall have no right or claim for reimbursement for any expenditures incurred for the improvements made to the Property. All improvements made under this agreement shall be retained by the Agency in full satisfaction and liquidation of all damages sustained by the Agency, and the Agency shall have the right to reenter and take possession of the premises and seek such self -help remedies as shall place the Agency in exclusive possession of the premises to enforce the reverter clause provided for in this agreement and warranty deed. This provision shall survive the closing and transfer of title to Contractor. Section 18. Risk of Loss. Risk of loss by fire or other casualty shall be Contractor's and Contractor agrees to maintain adequate insurance for a sum not less than the full replacement value. Contractor shall not commence work under this ,Agreement until it has obtained and submitted proof of all insurance required by the Agency. Section 19. Force Mqjeure. 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 and prevented. 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 difficulties and to resume the work as soon as reasonably possible. Section 20. Independent Contractor. Contractor, its employees and agents shall be deemed independent contractors and not agents or employees of Agency, and shall not attain any rights or benefits generally afforded Agency employees. Section 21. Notices.. All notices, demands, correspondence and communications between the Agency and Contractor shall be deemed sufficiently given under the terms of this Agreement if dispatched by registered or certified mail, postage prepaid, return receipt requested, addressed as follows: If to the Agency: Director, Stephen David Page 6 of 10 ) gency -7i // Contractor South Miami Community Redevelopment Agency 6130 Sunset Drive Miami, Florida 33143 If to Contractor: The EDFM Corporation 10021 SW 98 TH Avenue Miami, Florida 33176 Section 22. Purchasers. It is agreed that Contractor will require any buyer to record a purchase money mortgage and shared - appreciation mortgage loan note satisfactory to the Contractor and Agency and enforceable by the Contractor and Agency, which will require that the property with the constructed home listed on Attachment "C" is sold all such new purchasers and occupants shall satisfy the standards for ownership or occupancy adopted by the Contractor for the development of the home and by the Agency, which shall ensure that ' subsequent purchasers are affordable housing qualified homeowners. Section 23. Records. The Contractor agrees to maintain 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 required by the Agency. The books and accounts, files and other records of the Contractor, which are applicable to this Agreement, shall be available for inspection, review and audit by the Agency and its representatives to determine the proper, application and use of all funds paid to or for the account or the benefit of the Contractor. Section 24. Indemnification. Contractor shall indemnify, defend, save and hold harmless the Agency, its officers, agents and employees, from or on account of all claims, damages, losses, liabilities and expenses, direct, indirect or consequential including, but not limited to, fees and charges of purchasers, engineers, architects, attorneys, consultants and other professionals and court costs arising out of or in consequence of the performance of this Agreement at all trial and appellate levels. Indemnification shall specifically include, but not limited to, claims, damages, losses, liabilities and expenses arising out of or from (a) the negligent or defective design of the Project and work of the Contractor; (b) any negligent act or omission of the Contractor, its subcontractors, agents servants or employees, (c) any damages, liabilities, or losses received or sustained by any person or persons during or on account of any negligent operations by Contractor connected with the construction of this Project; (d) the use of any improper materials; (e) any construction defect including both patent and latent defects; (f) failure to timely complete the work; (g) the violation of any federal, state, or county or city laws, ordinances or regulations by Contractor, its subcontractors, agents, servants, independent contractors or employees; (h) the breach or alleged breach by Contractor of any term of this Agreement. Page 7 of 10 Agency �� Contractor Section 25. Assignment. Neither party shall assign its interest in this Agreement without express written consent of the other party. Any violation of this provision shall constitute default in the Agreement. Section 26. Taxes Mortgage and Obligations. _ The Contractor (or successor in interest), shall pay the real estate taxes or assessments on the property or any part thereof when due. Contractor shall not suffer any levy or attachment to be made, or any material or mechanic's lien, or any unauthorized encumbrance or lien to attach except: (i) Any mortgage(s) in favor or 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) not to exceed the value of the Improvements as determined by an appraiser; and (ii) Any mortgage(s) in favor of any institutional lender refinancing any mortgage of the character described in clause (a) hereof,_ in an amount(s) not to exceed the value of the Improvements as determined by an appraiser; and (iii) The recordation, together with any mortgage purporting to meet the requirements of clauses (a) or (b) above, of a statement of value by a Member of American Institute of Real Estate Appraisers ( "MAI "), (or member of any similar or successor organization), stating the value of the Improvements is equal to or greater than the amount of such mortgage(s), shall constitute conclusive evidence that such mortgage meets such requirements, and that the right of any reentry hereunder shall be subject to and limited by, and shall not defeat, render invalid, or limit in any way, the lien of such mortgage. For purposes of this paragraph an "institutional lender" shall mean any bank, savings and loan association, insurance company, foundation or other charitable entity, real estate or mortgage investment trust, pension funds, the Federal National Mortgage Association, agency of the United States Government or other governmental agency. Section 27. 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. Section 28. Miscellaneous Provision. In the event a court must interpret any word or provision of this agreement, the word or provision shall not be construed against either party by reason of drafting or negotiating this agreement. Section 29. Inspection. Agency may make or cause to be made reasonable entries upon and inspections of the Property. Section 30. Nondiscrimination. The Contractor agrees for itself, its successors and assigns, to or of the property or any part thereof, that the Contractor and such successors or assigns shall not discriminate upon the basis of race, color, religion, sex or national origin in the sale, lease or rental or in the use or occupancy of the property or any Improvements erected or to be erected hereon or on any part thereof; and this covenant shall be binding to the Ilest extent Page 8 of 10 Agency �i ; Contractor 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 31. Authorized Agent. The Agency and the Contractor shall each designate one person who shall be authorized representatives with respect to this agreement. The representative of the Agency shall be the Agency Director; 'the representative of the Contractor shall be provided at the time of the joint execution of this agreement. Page 9 of 10 Agency 7t- _ Contractor IN WITNESS WHEREOF, the Agency and Contractor have caused this Agreement to be executed the day and year first above written. WITNESS: 4�11 Maria M. Menendez APPROVED AS TO FORM: EDFM Construction Corp. ZI r By. Name:'a,Z I P—1 /Tdgli'', d -- r f Z- Title: SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY Boujis, office of general counsel Gallop Figueredo, P.A. Miami Community Redevelopment Agency Page 10 of 10 )Agency L Contractor EXHIBIT 1A This instrument was prepared by: Eve-A..Boutsis, General Counsel City of South Miami Community Redevelopment Agency c/o Nagin Gallop Figueredo, P.A. 18001 Old Cutler Road, Suite 556 Miami, Florida 33157 Property Appraisers Parcel Identification (Folio) Number: 69 -4025- 028 -0300 WARRANTY DEED THIS INDENTURE, made this 41k-day of OcW2008 _between City of South Miami Community Redevelopment Agency, a community redevelopment agency of the City of South Miami, a Florida municipal corporation, whose address is 6130 Sunset Drive, South Miami, Florida 33143 (hereinafter referred to as Grantor or "Agency " *) and EDFM Construction, Inc., a Florida for profit corporation (hereinafter referred to as Grantee or "Contractor " *). WITNESSETH, that said Grantor, for and in consideration of the sum of Ten Dollars ($10.00), and other good and valuable consideration of said Grantor in hand paid by said Grantee, the receipt whereof is 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, to wit: 5895 -5899 SW 67`h Street, South Miami, Florida (herein after known as the "Brown Property "). LARKINS TOWNSITE PB 2 -105 LOT 19 BLK 2 PUBLIC RECORDS OF MIAMI -DADE COUNTY, FL LOT SIZE 50.000 X 143 COC 25895- 2514 08 2007 4 ; bearing folio number 09- 4025- 028 -0300 Pagel of 7 THIS CONVEYANCE IS MADE SUBJECT TO conditions, restrictions, limitations, and easements of record, if any; but any such interests that may have been terminated are not hereby re- imposed; and subject to applicable zoning ordinances, taxes and assessments for the year 2008 and subsequent years. THIS CONVEYANCE IS ALSO MADE SUBJECT TO the following covenants running with the land, and setting forth the right of reentry, to wit: 1. The Contractor will commence work on the property transferred under this Deed [folio number 09- 4025- 028 -0300] for the development of a single - family home for affordable housing purposes (hereinafter to be known as "the Improvements "). Contractor covenants and agrees that the Property shall be sold to the affordable housing applicants and according to the guidelines established in the associated agreement with the Agency, and as specifically documented in that agreement, at Exhibit E to that agreement, for the amounts specifically delineated in Exhibit E. In the event either of the two applicants no longer qualify as low income home buyers under an applicable affordable housing program, Contractor covenants and agrees to sell the properties to other low income qualified home buyers selected by the Agency who qualify for affordable housing loan programs under US HUD guidelines and Agency guidelines who otherwise cannot afford to rent or buy houses generally available on the open market. At such time, the Contractor shall be responsible for the review and selection of low income applicant home buyers in accordance with all applicable Federal, State and County and local law. However, the Contractor shall prioritize applicants as follows: a. South Miami Community Redevelopment Agency residents; b. City of South Miami Role Models, as defined by the South Miami Community Redevelopment Agency's Role Model Program, which program is incorporated by reference into this agreement; C. South Miami Community Redevelopment Agency Referrals; d. City of South Miami Residents; and e. General Public. The Agency shall have the sole discretion to resolve any conflict in the prioritization of applicants. However, the Contractor shall have the right to determine the ultimate purchaser of the home in compliance with Contractor's non profit purposes as provided under its bylaws and guidelines. 2. The Contractor will commence work on the Improvements consisting of affordable single - family homes and complete construction not later than 180 days of receipt of an issued building permit. Page 2 of 7 3. Promptly after completion of the Improvements in accordance with approved plans and provisions of this instrument, the Agency shall furnish the Contractor an appropriate instrument certifying to the satisfactory completion of the improvements. Such certification shall be in a form recordable in the Office of the Clerk of the Circuit Court of Miami -Dade County, Florida. 4. The Contractor agrees for itself, its successors and assigns, to or of the property or any part thereof, that the Contractor and such successors or assigns shall not discriminate upon the basis of race, color, religion, sex or national origin in the sale, lease or rental or in the use or occupancy of the property or any Improvements erected or to be erected hereon 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. 5. The Contractor (or successor in interest), shall pay the real estate taxes or assessments on the property or any part thereof when due. Contractor shall not suffer any levy or attachment to be made, or any material or mechanic's lien, or any unauthorized encumbrance or lien to attach except: a. Any mortgage(s) in favor or any institutional lender for the purpose of financing ariy hard costs or soft costs relating to the construction of the Improvements in an amount(s) not to exceed the value of the Improvements as determined by an appraiser; and b. Any mortgage(s) in favor of any institutional lender refinancing any mortgage of the character described in clause (a) hereof, in an amount(s) not to exceed the value of the Improvements as determined by an appraiser; and C. The recordation, together with any mortgage purporting to meet the requirements of clauses (a) or (b) above, of a statement of value by a Member of American Institute of Real Estate Appraisers ( "MAI "), (or member of any similar or successor organization), stating the value of the Improvements is equal to or greater than the amount of such mortgage(s), shall constitute conclusive evidence that such mortgage meets such requirements, and that the right of any reentry hereunder shall be subject to Page 3 of 7 and limited by, and shall not defeat, render invalid, or limit in any way, the lien of such mortgage. For purposes of this paragraph an "institutional lender" shall mean any bank, savings and loan association, insurance company, foundation or other charitable entity, real estate or mortgage investment trust, pension funds, the Federal National Mortgage Association, agency of the United States Government or other governmental agency. 6. Contractor shall not transfer the property or any part thereof without consent of the Agency and shall not change the ownership or distribution of the stock of the Contractor or with respect to the identity of the parties in control of the Contractor or the degree thereof. 7. The Contractor shall not transfer the property or any part thereof prior to the completion of the improvements, consisting of affordable single - family homes, and issuance of a Certificate of Completion and/or Occupancy for the homes by the proper authority for the residing jurisdiction. In addition to the warranty deeds, Grantee and any affordable housing purchaser shall be obligated to comply with an Agency deed restriction requiring the property to be purchased by an affordable housing purchaser, and any sale of the property over the next 15 years shall require sale to a subsequent affordable housing purchaser as defined by U.S. HUD guidelines and the Agency guidelines. 8. In the event the Contractor shall violate ,or otherwise fail to comply with any of the covenants set forth herein or Schedule A attached herein, the Contractor shall correct or cure the default/violation within thirty (30) days of notification of the default by the Agency. If Contractor fails to remedy the default within thirty (30) days, the Agency shall have the right to reenter and take possession of the property and to terminate (and re -vest in the Agency) the estate conveyed by this Deed to the Contractor, provided, that any such right to reentry shall always be subjected to and limited by, and shall not defeat, render invalid, or limit in any way the lien of any valid mortgage or Deed or Trust permitted by this Deed. In the event the Contractor fails to construct a residence and obtain the required CO within the time required by this deed, the Grantor shall have the right, but not the obligation, to cause Contractor to reconvey the Property to the Grantor, subject to any encumbrances against the Property filed by a third - party that has provided financing in connection with the development of the Property, for an amount equal to the tax assessed value of the property. The Contractor shall reconvey the marketable title to the Property only to the exceptions contained in the title policy issued to the Contractor upon its receipt of the Property. If for any reason Contractor fails, neglects or refuses to reconvey the Property, the Grantor may seek specific performance to obtain the reconveyance of the Property. In case of the failure of Contractor to perform any of the covenants in this deed, at the option of the Grantor, this Agreement shall be forfeited and terminated, and Contractor shall forfeit any and all claims to the Property and execute a reverter deed, reverting title to the property to the Grantor. Contractor shall have no right or claim for reimbursement for any expenditures incurred for the improvements made to the Property. All improvements made on Page 4 of 7 the property shall be retained by the Grantor in full satisfaction and liquidation of all damages sustained by the Grantor, and the Grantor shall have the right to reenter and take possession of the premises and seek such self -help remedies as shall place the Grantor in exclusive possession of the premises to enforce the reverter clause provided for in this deed. This provision shall survive the closing and transfer of title to Contractor. 9. Upon transfer of the warranty deed to the Contractor, Contractor agrees that any sale of the property shall be to an affordable housing purchaser (right of first refusal shall be to the persons delineated in Exhibit E, and the purchasers shall be obligated to comply with the Agency deed restriction requiring the property to be purchased by an affordable housing purchaser, and any, sale of the property over the next 15 years shall require sale to a subsequent affordable housing purchaser as defined by U.S. HUD guidelines and the SMCRA guidelines. Grantor does hereby fully warrant the title to said land, and will defend the same against the lawful claims of all persons whomsoever. * "Grantor" and. "Grantee" are used for singular or plural, as context requires. Page 5 of 7 IN WITNESS WHEREOF, Grantor has hereunto set its hand and seal the day and year first above written. Witness Printed:l V�Iit�ness Printed:-.S�ti',r-e4l) /% VcYU /r'/611 STATE OF FLORIDA ) ) SS COUNTY OF MIAMI -DADE ) City of South Miami Community Redevelopment Agency By Stephen David, as =Director SEAL I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared, Stephen David, the person described in and who executed the foregoing Warranty Deed and acknowledged before me that he executed the same, and who presented as identification the following: and he did take an oath. WITNESS my hand and official seal in the County and State last aforesaid this &day of Mareh, 2008. " ary Public Printed: Maria M. Menendez Grantee ®MARIA M. MENENDEZ MY COMMISSION fl DD767442 EXPIRES: March 16, 2012 laml- NOTARY H. Nduy Dismal Awe. Co. Page 6 of 7 S lt�'YncrJ'u ��►`U �� y�� v 4 Witnes Printed: Ili STATE OF FLORIDA ) ) SS COUNTY OF MIAMI -DADE ) By. Name: I -z_D 14 r y ' E v Authorized Representative of EDFM Construction, Inc. SEAL 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 Warranty Deed and acknowledged before me that he executed the same, and who presented as identification the following: and he did take an oath. WITNESS my hand and official seal in the County and of March, 2008. Page 7 of 7 last aforesaid this _ day / 00 660605 .✓ Q2, PERFORMANCE BOND — ATTACHMENT B. Bond No.: 1000784837 EXHIBIT 1B KNOW ALL MEN BY THESE PRESENTS thatEDFM Corporation as Principal, hereinafter called Contractor, andAmerican Contractors Indemnity Company as Surety, hereinafter called Surety, are held and firmly bound unto the City of South Miami, Florida Community Redevelopment Agency, South Miami, Florida, as Obligee, hereinafter called Owner, in the amount of One Hundred Forty Thousand and 00 /100 Dollars ------- - - - - -- ($140,000.00 ) for the payment whereof Contractor and Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, Contractor has by written agreement dated , entered into a Agreement with Owner for: Contractor Agreement and Warranty deed for the construction of a low income, single family home at, 5895 -5899 SW 67h Street, South Miami, Florida (herein after known as the "Brown Property "), beraring folio number 09- 4025- 028 -0300 with a legal description of: LARKINS TOWNSITE PB 2 -105 LOT 19 BLK 2 PUBLIC RECORDS OF MIAMI - DADE COUNTY, FL LOT SIZE 50.000 X 143 COC 25895 -2514 08 2007 4 NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that if the above bounded Principal shall well and truly keep, do and perform each and every, all and singular, the matters and things in said Agreement set forth and specified to be by said Principal kept, done and performed, at the times and in the manner in said Agreement specified, or shall pay over, make good and reimburse to the above named Obligee, all loss and damage which said Obligee may sustain by reason of failure or default on the part of said Principal so to do, then this obligation shall remain in full force and effect, subject, however, to the following conditions: Any suit under this bond must be instituted before the expiration of one (1) month from the date of execution of the underlying Agreement and Warranty Deed. No right of action shall accrue on this bond to or for the use of any person or corporation other than the Obligee named herein or the heirs, executors, administrators or successors of the Obligee. IN WITNESS WHEREOF, the above bounded parties have caused this Bond to be executed by their appropriate officials of the 14th day ofMay , 2008. WITNESS: CONTRACTOR EDFM Corporation By: P' ✓ / ,�T 5 President Miriam Rodriguez COUNTERSIGNED BY RESIDENT FLORIDA AGENT OF S RET L (Copy 4f" 's current License as issued by State of Florida Insurance Commissioner dhallbe,attached hereto) tto atimer . FLA Resident Agent #A150420 (CORPORATE SEAL) SURETY: American Contractors Indemnity Co pany BY: Otto Lat' r ttorney -In -Fact . ' as w�Yr3 AC AG" Ck p�?`L9'::;"8. 3 NM '�'-K: �,' - � Wit' R� -Xr `LC✓kuK '.c"� G 6 x tAL SERVICES- FL CERTIFICATE AS TO CORPORATE PRINCIPAL I, Fernando Rodriguez , certify that I am the Secretary of the Corporation named as Principal in the foregoing bond; that Miriam Rodriguez who signed the said bond on behalf of the Principal, was then President of said Corporation; that I know his signature, and his signature hereto is genuine; and that said bond was duly signed, sealed, and attested for and in behalf of said Corporation by authority of its governing body. Corporate Seal ACKNOWLEDGEMENT OF ATTORNEY -IN -FACT SURETY STATE OF FLORIDA ) ss COUNTY OF Miami -Dade Before me, a Notary Public, duly commissioned, qualified and acting, personally appeared Otto Latimer , who says that he is the Attorney - i n =Fact , for the American Contractors Indemnity CompanjSurety) and that he has been authorized by the Surety to execute the foregoing bond on behalf of the Surety named therein in favor of the City of South Miami Community Redevelopment Agency, South Miami, Florida 33143. Said person is X personally known to me, or has produced (specify type of, identification, i.e., driver's license and number, state of issue, etc. and who did take an oath, or X did not take an oath. WITNESS my hand and official seal, at the County and State aforesaid, on the day and year aforesaid. (Attach Power of Attorney) • 10,2011 • �h cd�r�6n6�+n� wv CbAiaaluj0�t GD`d12B72 os.� Bp�U�1Nbe�lfiMp1111NoflryAan. 16 f;y - F, " " r Notary Public State of Florida -at -Large My commission Expires: 0 y� f American Contractors Indemnity Company 9841 Airport Blvd., 9" Floor Los Angeles, California 90045 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That American Contractors Indemnity Company of the State of California, a California corporation, does hereby appoint, Otto Latimer of North Miami Beach, Florida its true and lawful Attomey(s) -in -Fact, with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an Amount not to exceed $ ** *500,000.00 * ** This Power of Attorney shall expire - without furth--r action on March 18, 2011 This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of AMERICAN CONTRACTORS INDEMNITY COMPANY at a meeting duly called and held on the e day of December, 1990. RESOLVED that the Chief Executive Officer, President or any Vice President, Executive Vice President, Secretary or Assistant Secretary, shall have the power and authority 1 . To appoint Attorneys) -in -Fact and to authorize them to execute on behalf of the Company, and attach the seal of the Company thereto, bonds and undertakings; contracts of indemnity and other writings obligatory in the nature thereof and, 2. To remove at any time, any such Attorney -in -Fact and revoke the authority given. RESOLVED FURTHER, that the signatures of such offcers and the seal of the Company may be affixed to any such Power of Attorn ey'or certificate relating thereto by facsimile, and any such Power. of Attorney or certificate bearing such facsimile signatures or facsimile seal shall be valid and binding upon the Company and any such power so executed and certified by facsimile sign_ atures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached. " IN WITNESS WHEREOF ".American Contractors Indemnity Company has caused its seal to be affixed hereto and executed by its President on the 2nd day of January. 2008. Lragr�Q AMERICAN CONTRACTORS INDEMNITY COMPANY � ixmieouiEn STATE OF CALIFORNIA w SEPL 46, 1990 s COUNTY OF LOS ANGELES �• � § By: A&S l&ii Adam S. Pessin, President On this 2nd day of January,-2008, before me, Deborah Reese, a notary public, personally appeared Adam S: Pessin, President of American Contractors Indemnity Company, who proved to me on the basis of satisfactory. evidence:, to be the persons) whose name(s) is /are - subscribed to the within instrument and acknowledged to me that he /she /they executed thesame in his/her /their authorized capacity(ies), and that 6y. s/h heir-signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and. correct. WITNESS my hand and.official seal. pEgpr�11 RE / ComfnMian * 1726211 JJ / Ae �� ) No+ory PubUO • Collfornla Signature (!% (Seal) � Lut u+9e�w coffin +y 6MCartmb¢�es Mar 18, 2011 I, Jeannie J Kim; Corporate Secretary of American Contractors Indemnity Company, do hereby certify that the Power of Attorney and. the resolution adopted by the Board of Directors of said,Company as set forth above, are true and correct transcripts thereof and that neither the said Power of Attorney nor the resolution have been revoked and they are now in full force and effect. IN WITNESS HEREOF, I have hereunto set my hand this 14th day of May , 200 8 /Lim I Bond No. 1000784837 Jeann J. Kim, Co orate Secretary Agency No. 9240 Rev. POA01/01/08 See Insurance Check List for applicability to this contract. A. The contractor shall be responsible for his work and every part thereof, and for all materials, tools, appliances and property of every description, used in connection with this particular project. He shall specifically and distinctly assume, and does so assume, all risks of damage or injury to property or persons used or employed on or in connection with the work and of all damage or injury to any person or property wherever located, resulting from any action or operation under the contract or in connection with the work. It is understood and agreed that all times the contractor is acting as an independent contractor. B. The contractor, at all times during the full duration of work under this contract, including extra work in connection with this project shall meet the following requirements: 1. Maintain Worker's Compensation and Employer's Liability Insurance to meet the statutory requirements of the State of Florida. Maintain Comprehensive General Liability Insurance in amounts prescribed by the City of South Miami Community Redevelopment Agency (see checklist for limits) to protect the contractor in the interest of the City against all risks of injury to persons (including death) or damage to property wherever located resulting from any action or operation under the contract or in connections with the work. This policy is to provide coverage for premises /operations, independent contractor, broad form property damage, products /completed operations and contractual liability. 3. Maintain Automobile Liability Insurance including Property Damage covering all owned, non -owned or hired automobiles and equipment used in connection with the work. 4. Maintain any additional coverage's required by the Risk Manager as indicated on the Insurance Check List. 5. Name the City of South Miami Community Redevelopment Agency as an additional insured on all liability policies required by this contract. When naming the City of South Miami Community Redevelopment Agency as an additional insured onto your policies, the insurance companies hereby agree and will endorse the policies to state that the City of South Miami Community Redevelopment Agency will not be liable for the payment of any premiums or assessments. A copy of the endorsement(s) naming the City of South Miami Community Redevelopment Agency as an additional insured is required and must be submitted to the City of South Miami Community Redevelopment Agency's Director. 6. No charge or cancellation in insurance shall be made without thirty (30) days written notice to the City of South Miami Community Redevelopment Agency's Director. 7. All insurance policies shall be issued by companies authorized to do business under the laws of the state of Florida and these companies must have a rating of at least B + :VI or better per Best's Key Rating Guide, latest edition. 8. Original signed Certificates of Insurance, evidencing such coverage's and endorsements as required herein, shall be filed with and approved by the City of South Miami Community Redevelopment Agency's Director before work is started. Upon expiration of the required insurance, the franchisee must submit updated certificates of insurance for as long a period as any work is still in progress. 9. It is understood and agreed that all policies of insurance provided by the franchisee are primary coverage to any insurance or self - insurance the City of South Miami Community Redevelopment Agency possesses that may apply to a .loss resulting from the work performed in this contract. C. The liability insurance coverage shall extend to and include the following contractual indemnity and hold harmless agreement: In addition to the coverage stated in the body of the policy, the policy shall indemnify and hold harmless the City of South Miami Community Redevelopment Agency, a municipal redevelopment agency established under Chapter 163, Fla. Stat., its officers, agents, and employees from all claims for bodily injuries to the public in and up to the amount of $1,000,000.00 for each occurrence and for all damages to the property of others in and up to the amount of $1,000,000.00 for each occurrence per the insurance requirement under the specifications including costs of investigation, all expenses of litigation, including reasonable attorney fees and the cost of appeals arising out of any such claims or suits because of any and all acts of omission or commission by the franchisee, his agents, servants, or employees, or through the mere existence of the project under contract. The foregoing indemnity agreement shall apply to any and all claims and suits other than claims and suits arising out of the sole and exclusive negligence of the City of South Miami Community Redevelopment Agency, its officers, agents, and employees, as determined by a court of competent jurisdiction. The franchisee will notify his insurance agent without delay of the existence of the Hold Harmless Agreement contained within this contract, and furnish a copy of the Hold Harmless Agreement to the insurance agent and carrier. 1. The franchisee will obtain and maintain contractual liability insurance in adequate limits for the sole purpose of protecting the City of South Miami Community Redevelopment Agency under the Hold Harmless Agreement from any and all claims arising out of this contractual operation. D. All policies issued to cover the insurance requirements herein shall provide full coverage from the first dollar of exposure. No deductibles will be allowed in any policies issued on this contract unless specific safeguards have been established to assure an adequate fund for payment of deductibles by the insured and approved by the City of South Miami Community Redevelopment Agency's Director. E. The City of South Miami Community Redevelopment Agency will secure and maintain policies of subcontractors. All policies shall be made available to the City of South Miami Community Redevelopment Agency upon demand. Compliance by the franchisee and all subcontractors with the foregoing requirements as to carrying insurance and furnishing copies of the insurance policies shall not relieve the contractor and all subcontractors of their liabilities and obligations under any Section or Provisions of this contract. Franchisee shall be as fully responsible to the City of South Miami Community Redevelopment Agency for the acts and omissions of the subcontractor and of persons employed by them as he is for acts and omissions of persons directly employed by him. F. Insurance coverage required in these specifications shall be in force throughout the contract term. Should any franchisee fail to provide acceptable evidence of current insurance within seven days of receipt of written notice at any time during the contract term, the City of South Miami Community Redevelopment Agency shall have the right to terminate the franchise. G. If franchisee does not meet the insurance requirements of the specifications; alternate insurance coverage, satisfactory to the Director, may be considered. H. It is understood and agreed that the inclusion of more than one insured under these policies shall not restrict the coverage provided by these policies for one insured hereunder with respect to a liability claim or suit by another insured hereunder or an employee of such other insured and that with respect to claims against any insured hereunder, other insured hereunder shall be considered members of the public; but the provisions of this Cross Liability clause shall apply only with respect to liability arising out of the ownership, maintenance, use, occupancy or repair of such portions of the premises insured hereunder as are not reserved for the exclusive use of occupancy of the insured against whom claim is made or suit is filed. Property Damage Liability arising out of the collapse of or structural injury to any building or structure due to: a. Excavation (including burrowing, filling or backfilling in connection therewith), tunneling, pile driving, cofferdam work or caisson work, or; b. Moving, shoring, underpinning, raising or demolition of any building or structure, or removal or rebuilding of any structural support thereof. Property Damage Liability for: a. Injury to or destruction of wires, conduits, pipes, mains, sewers to other similar property or any apparatus in connection therewith, below the surface of the ground arising from and during the use of mechanical equipment for the purpose of excavating or drilling, or, b. Injury to or destruction of property at any time resulting therefrom. The term "streets" includes alleys. In determining where a street or highway ends, all of the lane up to privately owned land shall be considered. INSURANCE CHECK LIST XXX 1. Worker's Compensation and Employer's Liability per the Statutory limits of the state of Florida. XXX 2 .. Comprehensive General Liability (occurrence form), limits of liability $1,000,000.00 per occurrence for bodily injury property damage to include Premises /Operations; Products and Completed Operations; Independent Contractors; Broad Form Property Damage Endorsement and Contractual Indemnity (Hold harmless endorsement exactly as written in "insurance requirements" of specifications). XXX 3. Automobile Liability $1,000,000.00 - covering all owned, non owned and hired vehicles per occurrence combined single limit for bodily injury and property damage. 4. Excess Liability - $ coverages. .00 per occurrence to follow the primary XXX 5. The City must be named as an additional insured on the liability policies; and it must be stated on the certificate. 6. Other Insurance as indicated: Builders Risk completed value Liquor Liability $ .00 Fire Legal Liability $ .00 Protection and Indemnity $ .00 Employee Dishonesty Bond $ ,.00 Other $ .00 XXX 7. Thirty (30) days written cancellation notice required. XXX 8: Best's guide rating B +:VI or better, latest edition. BIDDER AND INSURANCE AGENT STATEMENT: 11 We understand the Insurance Requirements of these specifications and that evidence of this insurance may be required within five (5) days after bid opening. Si Bi der t ature of Bidder EXHIBIT 1C LEGAL DESCRIPTION 5895 -5899 SW 67th Street, South Miami, Florida bearing a legal description as follows: LARKINS TOWNSITE PB 2 -105 LOT 19 BLK 2 PUBLIC RECORDS OF MIAMI -DADE COUNTY, FL LOT SIZE 50.000 X 143 COC 25895 -2514. 08 2007 4 ; bearing folio number 09- 4025- 028 -0300 EXHIBIT 1 D PROJECT PLANS (SEE ATTACHED BUILDING PLANS) L696-19g(90E) 1 m'tt"aiuoli -mows mN0000 MNA37ND9 DOVNd 13 YYoo O:j 3a r+rtis a IN ifili'l 94Eti000 - aV -10311HOW / SVO0j:1NV9VO 'f 01AVa -W IWVIW'133HIS L9 -M'S 969S 30N3(11S3H NM0119 VIaOjJ n u w N J J Q J Q . U° a: Nb NN a a 2UUH c a n �aQ Sou _ ifq Q � a v E J ao w; �np L696-199 (90E) I cewroob �9eo W 8.1a 920, 99£b000 - HV -1O311HOHV / SVOO'dHV9VO T OIAVO _ lV l7 ld INMIW'133HIS [9 'M'S 5699 3ON3OIS32i NMOHEI VNOlO z a a a; o' LL [696199(90E) 1 LTICT VOlaola•3AoNO"NO0o3 OuvA31noo OOVNd 139000 SEE?' � ent ' �o �o Z 1 W J W I- Z 9 LL 99Eb000 HV -10311HDUV / SVOO?RlV8V0 'r OIAVO l3 IWVIW'133kllS L9 'M'S 9694 30N3OIS3U NMOaB VI2iOlJ P F W r I j�'S 111 IJ o N S LL , J 010 imam I Q 1 W FTm W —o-I W K c wk LN !mss EGA i�SCC� SEE?' � ent ' �o �o Z 1 W J W I- Z 9 LL 99Eb000 HV -10311HDUV / SVOO?RlV8V0 'r OIAVO l3 IWVIW'133kllS L9 'M'S 9694 30N3OIS3U NMOaB VI2iOlJ P F W r I j�'S 111 IJ o N S LL , J 010 imam I Q 1 W FTm W —o-I W K c wk LN !mss L6S6-09(9OE) CEM VaINDIA'3AONO 1nNO311 aWAMOg Oavud l3 ego, 99CVDOO - MV - 1O3AHOW / SVDoHU` SVO 'r alAva lj IWVIW'133H1S L9 A'S 9699 3ONWIS3M NMOM9 t/IMOIJ 00, 0 11jill [lisp" .a I Ij II II I $ IIII II 0 U w N J J Q 3' J Q . U° a` m m�n $�IS c 0 a 0 �2w _sa ryu o �da w Q a z Q a; w= wP � T •r .O oA r r D z w li a GLORIA BROWN RESIDENCE R E V B O N B 5895 S.W. 67 STREET, MIAMI FL DAVID J. CABARROCAS / ARCHITECT - AR - 0004356 �OBB EL PRApO BOULEVARD CDCONUT GROVE, RORIDA 3J1]J (305)661 -9597 L696i99(S0E) OC tt VO NOU'3noe0 MN0300 OINA3tt10B OOVdd 13 9110 011 - 1 F1 M IYI> Z 0 W J W I- O 9 L� 95e17000 - UV -10311HOHV / SVOOHHVEIVO -r 01AVO -W IWVIW'133N1S L9 MS 9685 30N30IS3H NMOHe VRIOIJ A. Lne�W� e H a IL _I w N 6 LL w; J a Z 0 Q W J W 8! 4 Q Q tl NIP-- 011 - 1 F1 M IYI> Z 0 W J W I- O 9 L� 95e17000 - UV -10311HOHV / SVOOHHVEIVO -r 01AVO -W IWVIW'133N1S L9 MS 9685 30N30IS3H NMOHe VRIOIJ A. Lne�W� e H a IL _I w N 6 LL w; J a Z 0 Q W J W 8! 4 Q Q tl EXHIBIT 1E PROJECT RECIPIENTS; PRICE OF UNITS 5895 -5899 SW 67th Street, South Miami, Florida Housing Recipient — Ms. Gloria Brown, 5924 SW 67 Street, Miami, Florida Price of Home - $140,000 EXHIBIT D (SMCRA REQUESTED BUILDING INSPECTION) AU- rlWCfty CJ SMCRA 2001 ";19:lkina cur nlcighbor`iood c Great Plcce to Lil:2, Vi ,rk and Fir. ^.y" To: Honorable Chair and .- . - - - - -- SMCRA Boa rd.lVlembers From: Stephen A: David SMCRA'`Actin ° ' ctor f Date: April 9, 2007 ITEM No. GREATER MIAMI NEIGHBORHOOD'S BUILDING INSPECTION During the January 8, 2007 Meeting, the Board requested an alternative plan for completing construction on two housing lots previously conveyed to Greater Miami Neighborhoods. Building permits were initially issued by the City of South Miami Building Department on March of 2005. Housing construction was initiated by Greater Miami Neighborhoods however the homes have remained in unfinished state since the issuance of building permits. Pending the release of liens assessed against the properties, the lots will be re- conveyed to the SMCRA. Staff is in the process of identifying an alternate developer to complete construction of the two homes. Prior to resuming construction, the structural integrity of the unfinished construction must be evaluated. On March 26, 2007, a building inspection was initiated on both housing lots. Based on the findings on the inspection, the vast majority of the unfinished construction is in structurally sound , condition (See Exhibit A and Exhibit B). The inspection did reveal extreme rust within one of the exposed tie beam locations. This rusting condition can however be easily remedied and should not prohibit the timely resumption of construction. Attachments: Building Inspection Reports SD/MCGRUFF \PLANNING \C R A \SMCRA Monthly Expediture Report.doc Inspection Inquir Pro perty address: FOLIO NUMBER: Application number: Application type: EXHIBIT A Piunxt ( �NxwL'aia��#�h I SrxPpfret y- Inspection Selection "' "'t I I Help 5899 SW 67 STREET 09. 4025-028 40300 05 00000213 NEW SINGLE FAMILY RESIDENCE�DETATCHED 000�`BPN �j 00 ;BUILDING. FOUNDATION (I OOOlj(AR OOO�JV .00O HPr. OOIIBUILDING SLAH I(. OOOliJEN DA �11/16/OS IDA J 10/25/06 :; 000�� 000)EPN ^___ {( 00,jBUILDING, COLUMNS (( OOOlI(AR AP II-1 /11/06 0001 a 00_0 000'BPN _000(BPN DO'BIIILDING TIE .BEAM _.____ ._ -�_ _ ( OO�jBIIILDING TIE BEAM f :0001{AR _.—__� ICA_...,J� _ A F0002 CAR IAP _� 9/12/061 iI 4/22/06 OOjIBUILDINGW.F00TING: T S{ 0001 (AR�i (AP A 711717/05�, �?G� -C /L �'u` '�7�o c �e, w��.J 61t/ � �ol�i�►N, �'u \/� aJt a p,v -j- c� ate nA i�r2�TRP�r -e- 7Z �%: EXHIBIT B F'�i7 titC ! New %4n(tow I Y#jPJiod Inspection Inquiry- Inspection Selection c.F na ! ! Help Property address: 6400 SW 57 COURT FOLIO NUMBER: 09-0025 -015 -0030 Application number: 05 00000207 Application type: NEW SINGLE FAMILY RESIDENCE -DETATCHED _ --- _...- &R ii 000 IT . _ _ - r - 00 _____. _ __. - -. ........ _ _ (BUILDING FOUldDAT20N (! 00011jAR (DA (( 11/16/05 000(- 000jBPN _ 000 ( OOOI;BPN 0 OO _ BUILDING COLUNNS (, 001011! AR I'A- P 1/20/06 (BUILDING TIE BEAM 1 00011AR (CA 4/12/06 V '. OOOjr p00l5PN ( 00 (BUILDING -TIE BEAM I! ... 00021,AR �(AP _ _ __ ( 4!22/06 fB OOOIh000 I(! O OHR INSPECTION 0001 (AR (AP I( 1/20/06 OOOI[. b00T�BPN w,�( 00 UILDING FOOTING . -� IE.: 0001l�AR 1(AP (Ll /17/05( •s T, c. 0 rr- 2!iX-trn _� SIV ClG4 Q G D CZ19W —r%ltii �104/ C0 EXHIBIT E (INCORRECTLY CONSTRUCTED BUILDING FOUNDATION AND WINDOW OPENINGS) Building Foundation Constructed Approximately Fifteen Feet Shorter Than Approved Building Plans PRIOR ERRORS IN CONSTRUCTION I=w wmw� 5899 SOUTHWEST 67th STREET Authorized Reconstruction Work Missing and Severely Misaligned Window Opening PRIOR ERRORS IN CONSTRUCTION Required Masonry Reconstruction of New Window Openings EXHIBIT F (APPROVED PLUMBING PLANS) H Z IL=-----= - - - - -- I Z m I 00 � o s I W i W I ' p J I t i+ L IL 0 Z 0 � �� lit -J us Zu O u W 3 W EXHIBIT G (SEWER LATERAL INSTALLATION QUOTES) CHANGE ORDER Loan # NA Date: Dec. 23. 2008 Owner's Name: City of South Miami Change Order Property Address: 5895 SW 61t` Street Contractors Name: EDFM Corporation Contractors Address: 10021 SW 980i Ave. Description of Work Change: New Sewer Lateral ADD I . Furnish and install sewer lateral and as -built S 11,400.00 2. Overhead/profit 2,280.00 TOTAL . S 13,680.00 Contractor Approval: Date: Owner Approval: Date: SELECTED COST ESTIMATE Dec 23 08 09:48a J. Reynolds 3055541141 p.l :i 4� g r *I ceba'los,, PLUMBING CONTRACTOR - ESTABl1SMED SWC -VA972- 28al S--.-) N 114th FLORIDA 33165 CC 11496 TEIS (3D5) 220'4029 (305) 7 x0.4282 FAX (305) 227 -4055 PROPOSAL SUBOTTED TO PHONE FAX DATE 1 FERNANDO RODRIGUEZ 786 586-2576 305428-3724 December 20 2008 10021 SW 93 Avenue JOB NAME GLORIA BROWN RESIDENCE CITY, STATE, ZIP CODE OB LOCATI MIAMI, FL 33176 5895 -99 SW. 67STREET ARCHITECT DATE OF PLANS MIAMI DADE COUNTY JOB PHONE 2 -22 -06 786 586 -2576 We hereby submit a PROPOSAL for the following at the above location: To construct a sewer lateral at the above address according plans presented to me. Manhole is 6' deep and the lateral runs 225' from manhole, at approximately 9' deep. Including permit, labor and material, and repairing the street. and as- builts as required by WASD, through final. Does not include bond for cutting street We propoOe hereby to furnish material and labor — complete in accordance with above specifications, for the sum of: Eleven Thousand Four Hundred dollars. ($11,400.00) Payment to be made as follows: Initial deposit 50% ($5,700.00). Balance to be 40% ($4,560.00) when covered with temporary asphalt and final, 10% ($1,140.00) when ready for final. All materiatis guaranteed to be as specified. All work to be completed in a worlananlike manner according to standard practices. Any alteration or deviation from above specifications involving extra costs will be executed only upon written orders, and will be become an extra charge over and above the estimate. All agreements coning upon kes ac ,'dents or delays beyond our control. Owner to carry fire, tornado and other necessary insurance. Our workers are fully cov on n's ena Insurance. Note: This proposal may be Authorized Signature withdrawn by us if not accepted within days. gltteptante of JToposal — The above prices, specifications and conditions are satisfactory and are hereby accepted. You are authorized to do the work as specified. Payment will be made as outlined above. Date of Acceptance: Signature SECOND &THIRD QUOTES dESMAR PLUMBING CONTRACTORS 7933 NW " Street Miami, FL 33166 SUBMITTED TO PHONE FAX DATE FERNANDO RODRIGUEZ 786 586 -2576 305 428-3724 December 20 2008 10021 SW 98 Avenue JOB NAME GLORIA BROWN RESIDENCE C", STATE, ZIP CODE JOB ATiON MIAMI, FL 33176 5895 -99 SW. 67STREET ARCHITECT DATE OF PLANS MIAMI DADE COUNTY J B —FRME 2-22-06 1786 586 -2576 We hereby submit a PROPOSAL for the following at the above location: To construct a sewer lateral at the above address according plains presented to me. Manhole is 6' deep and the lateral runs 220' f um manhole, at approximately 8' deep. Including permit, labor and material, and repairing the street. and as -btrihs as required by WASD, through final. Does not include bond for caning street. 39t J)r0P!9e hereby to fiuuish material and labor — complete in accordance with above specifications, for the sum of: Thirteen Thousand Six Hundred dollars. ($I3,600.00) Payment to be made as follows: Initial deposit 50010 . Balance to be 50014 at asphalt and final. All matetial is guaranteed to be as speaficd. Alt work to be completed in a workmanlike manner according to standard practices. Any alteration or deviation from above specificRu ns involving cam costs will be executed only upon written orders, and will be become an I — charge over and above the estimate: All agreements coamtgent upon strikes, accidents or delays beyond our comma. Owner to carry fire, tornado and odrer necessary insvrance. Our workers at filly cov % 's Compensation Insurance. Note: This proposal may be Authorized Signature withdrawn by us if not accepted within 20 days. SICUPITICe of V0110081— The above prices, specifications and conditions are satisfactory and are hereby accepted. You are authorized to do the work as specified. Payment will be made as outlined above. Date: Signature James E. Reynolds, General Contractor CGC 057719 14074 S.W. 46 Terrace Miami, FL 33175 Cellular: (305) 798 -5128 Fax: (305) 554 -1141 E -Mail: jgMynldQnssn.cotn 12 -22 -08 FERNANDO RODRIGUEZ 10021 SW 98 Ave. Miami, FL 33166 RE: Gloria Brown Residence 5895 -99 SW 67 St Miami, FL PROPOSAL We hereby submit a PROPOSAL for the following at the above location: To install a sewer lateral at the above address according plans presented to me. Manhole is C deep and the lateral runs 225 from manhole, at approximately 9' deep. Including permit, labor and material, and repairing the street and as -buihs as required by. WASD, through final. Does not include a bond for cutting street. TOTAL Sincerely, JattieS -Reynoldsf t. EXHIBIT H (ROADWAY RECONSTRUCTION QUOTES) CHANGE ORDER Loan # NA Date: Jan. 15.2008 Owner's Name: City of South Miami Change Order Property Address: 5895 SW 67`x' Street Contractors Name: EDFM Corporation Contractors Address: 10021 SW 98'0' Ave. Description of Work Change: New Asphalt as required by Public Works Dept- ADD 1. Remove asphalt and provide new 1" of new asphalt $ 2,970.00 2. Remove sidewalk and curb and provide new 750.00 3.Overhead/profit 744.00 Contractor Approval:, TOTAL $ 4,464.00 Date: Owner Approval: Date: SELECTED COST ESTIMATE Jan 15'09 08:50p Fernando R. Rodriguez 305- 428 -3724 /uua -u i- 15 uu: is JUAN JUbUZ8'L315 >> 305 428 3724 AL INVOICE �= Carporation 12311 p.3 P 1/2 DRIVEWAYS PARQUEQS 875 W 69 P CE Name: HIALEAH, FL 014 - TEL:305 -805 452 CELL: ?$6 -255 FAX: 305 -828 336 325 TEL: 305 -828 085 Te"hon No: f l CELL: 786 -255 FAX: 305 -828 334 325 SP DO* BNP Vk TO M am" Peam vase Ekdened P.O. ... 1 2 3 4 5 e 7 6 9 �o Dsew"" - � �Cy�iZ /,LUG% I, The Rentse, hereby avoept the terms end oondlUons as grated on the reverse side of Oft invoice signature (Rentee) r- fl Sub Total Shipping Tax Total �<, � Deposit Qn�•frnn no Jan 15 09 08:50p Fernando R. Rodriguez cuua-v 1- IJ UU.Lu JuArq JUbU2U2325 >> Corporation DRIVEWAYS • PARQUEQS Name: Address: J ??% Telehone No,( p ) T s++4 t aw via Twm GAA 0edav4 p IL)— f I '1 � C"��` rri c� �l�L •,�,� • X� r 3 On TC0 A-) . 4 5 6 7 8 D 10 1. The Rentes, hereby aocept Me terms and eondklons as stated on the reverse We of this Invoice Signature (Rentee) 305 - 428 -3724 305 429 3724 INVOICE tzs 875 W 69 P HIALEAH, FL TEL: 305 -805 CELL: 786 -255 FAX: 305 -828 TEL: 305 -828 CELL: 786 -255 FAX' 305 -828. $&W Pow I Dare ofl* d Rh* 0C- v A--- Sub Total Shipping Tax _ Total TS Deposit. Balance Due 7,0 p.4 P 2/2 `i!l 5 PA. SECOND &THIRD- QUOTES Jan 16 09 10:49a Fernando R. Rodriguez 305 -428 -3724 p.1 EDFM CORPORATION 10021 SW 98TH AVE. MIAMI, FL'A. 33176 786- 228 -9687 305-428-37 24 FAX FACSIMILE TRANSMITTAL SHEET TO: FROM: City of South Miami SMCRA Femmdo Rodriguez Att:: Stephen David, Director DATE: 1/16/2009 FAIL NUMBER: TOTAL NO. OF PAGES INCLUDING COVER: (305) 663 -6348 1 PHONE `]UMBER SENDER'S REFERENCE NUMBER: 305 -668 -7238 RE: YOUR REFERENCE NUMBER: 0 URGENT 11 FOR REVIEW ❑ PLEASE COMMENT ❑ PLEASE REPLY © PLEASE RECYCLE NOTES /COMMENTS: Attached am the two site work quotes for your review: If you have any questions please call me at 786- 586 -2576 Thank You Fernando Rodriguez, cc: Er Jan 16 09 10:50a Fernando R. Rodriguez .� AVANTI Sw HEAVY EC2UPMEN7 305-428-3724 p.2 Telephone: (305) 469-9900 rCUSTOMER'S ORDER NO. DEPARTMENT DATE _,;,.) C/ 0 NAME �lam- Z f- ADDRESS 71d 'X y CITY. STATE, ZIP L DESCRIPTION 'U-4v I Amuums I Jan 16 09 10:50a Fernando R. Rodriguez 2901 S.W. 114th AVENUE MIAMI, FLORIDA 33165 ---Mg 1 r.V CITY. 9-f c 33 ^e a —reny7ullrnn spectnc mnsand estimates Ior L 305 -428 -3724 p.3 rTM� Pa$e No. of Pages T" Cf;&% M@j S, Inc. TELS (30S) 220-4029 PLUNMiNSCONTRIICTOR W5) 220-42ea Mr. SINCE 192 CC 11490 FAX (305) 227.4035 37 OF PLANS !"i'Y�4 / #" A, - G Y GEC -'" l 61b", AY Act& 4ee �°��,�.• �- � IPp Hereby to fyrnish mate l and tabor At( maknW b 9w -7dod to be Is=pec rMd. All beri m by oerepieted In a wp�rYeetonilkp manner eecl diea m ataedahl ?rietfee0. Any alIrr+pon or dewA%m repro 41 bove'3AeeiRta• Ifd #I irn0" aab► MIS wIr be eX -tLd 9MY Ypo# writtab 9r07. and will become 4. alttra eh9r7! MRO and ab9" th"esf; M AN &R1" t1*- centlrle'Int goon stt1l Or eHarS blywV DUr 00#601. A+ler to tf fire, f0.Iecrperlts Our 'a NE ary ful cow tbnml Qp And od,w naeea I . i1r.Yrae1CC. h n0- DY wbrb++rtnt CoenpeasaHOa r#IU..#ee� rpT -'"nom at Ir"peal —T.. Ob0•c pftces. spe�citicatiDn: and COrWiiipns are satisfactory and are hereby accepted. you are WAhOrLed In do thp work as apeerfied. Paymerq will be nth as oullinnt d1r np, Date of Acceptant in !7 A with above spt�j' cations, for the sum of: ZV ats( � Author+isd Signature .I Note: Ttlis pwoosal may he � �`- Withdrawn by us is not accepted wittlin_ Cary. Si�arure Signature EXHIBIT 1 (AGREEMENT ADDENDUM) SECOND ADDENDUM TO AGREEMENT This Second Addendum to the Agreement is entered into as of , 2009, by and between The South Miami Community Redevelopment Agency ( "Agency ") and the EDFM Corporation ( "Contractor "). WHEREAS, the purpose of this first addendum to the agreement is to supplement and revise the terms of the underlying agreement dated May 19, 2008, which is attached as Exhibit 1; and, WHEREAS, the parties to this first addendum agree to supplement and revise the Section 3 of the agreement (Project Scope) to include additional work to remove and reconstruct the rear' wall of home located at 5895 S.W. 67`h Street in accordance with the approved building project plans for this property (attached as Exhibit 2). NOW THEREFORE, in consideration of the sum of $10.00, the mutual promises and covenants contained in this first addendum, and for other good and valuable consideration, the receipt and legal sufficiency of which is acknowledged by both parties, the parties agree as follows: 1. Whereas Clauses: The above whereas clauses are incorporated and made part of this second addendum to the underlying May 19, 2008 agreement, which is attached as Exhibit 1. 2. Entire Agreement: This second addendum to the May 19, 2008 agreement when signed by all of the parties constitutes the full and complete understanding by and between the parties and integrates by its terms and all previous contracts or understandings, oral or written, between the parties. In the event of any conflict, the terms of this first addendum will govern over' the provisions of any incorporated documents. Listed below are the sections of the agreement which are being revised, and /or supplemented by this first addendum: 3. Section 3 (Project Scope and price) is being supplemented and revised so that the scope of services shall be expanded, as more specifically identified within EDFM's December 23, 2009 and January 15, 2009 Change Orders and Affordable Housing Construction Costs Estimates, attached as Exhibits 3 and 4 to this second addendum. 4. Severability: Should any section or any part of any section of this first addendum be rendered void, invalid or unenforceable by any court of law, for any reason, the determination shall not render void, invalid or unenforceable any other section or part of any section of this first addendum. Second Addendum to EDFM Agreement Related to 5895 SW 67th Street Page 2 of 2 IN WITNESS WHEREOF, the parties to this first addendum, acting through their dully authorized officers, have executed this first addendum to the agreement as of the date first written above. South Miami Community Redevelopment Agency Stephen David SMCRA Director APPROVED AS TO FORM: go Eve A. Boutsis Office of General Counsel Nagin, Gallop & Figueredo, P.A. South Miami Community Redevelopment Agency EDFM Construction Corp. Miriam Rodriguez EDFM President CHANGE ORDER Loan # NA Date: Dec. 23. 2008 Owner's Name: City of South Miami Change Order Property Address: 5895 SW 67'` Street Contractors Name: EDFM Corporation Contractors Address: 10021 SW 98h Ave. Description of Work Change: New Sewer Lateral WE 1. Furnish and install sewer lateral and as -built $ 11,400.00 2. Overhead/profit 2,2$0.00 TOTAL $ 13,680.00 Contractor Approval: Date: Owner Approval: Date: Dec 23 08 09:48a J. Reynolds `i �.I i� €i :i I� i.. 4! i. 1� 3055541141 PLUMBING COUTRACTOli - ESTABLISHED S1NC5.JM— r 2801 S :Y` 114th A +,+EN11E :! tiA� ;i. FLORIDA 33165 p.I CC 11495 TELS (305) 220.4029 (3(15) "1.20.4282 FAX (305) 227-4055 PROPOSAL SUBMITTED TO PHONE FAX DATE FERNANDO RODRIGUEZ 786 586 -2576 305428-3724 December 20 2008 10021 SW 98Avenue JOB NAME GLORIA BROWN RESIDENCE CITY, STATE, ZIP CODE JOB LOCATION MIAMI, FL 33176 . - 5895 -99 SW. 67STREET ARCHITECT DATE OF PLANS MIAMI DADE COUNTY JOB PHONE 2 -22 -06 786586-25 We hereby submit a PROPOSAL for the following at the above location: To construct a sewer lateral at the above address according plans presented to me. Manhole is 6' deep and the lateral runs 22Y from manhole, at approximately 9' deep. Including permit, labor and material, and repairing the street. and as- builts as required by WASD, through final. Does not include bond for cutting street We Propoge hereby to furnish material and labor — complete in accordance with above specifications, for the sum of: Eleven Thousand Four Hundred dollars. ($11,400.00) Payment to be made as follows: Initial deposit 50% ($5,700.00). Balance to be 40% ($4,560.00) when covered with temporary asphalt and final, 10% ($1,140.00) when ready for final . All material is guaranteed to be as specified. All work to be completed in a workmanlike manner according to standard practices. Any alteration or deviation from above specifications involving extra costs will be executed only upon written orders, and will be become an extra charge over and above the estimate. All agreements coning upon ikes ac 'dents or delays beyond our control. Owncr to carry fire, tornado and other necessary insurance. Our workers an fully cov oil n's ens Insurance. Note: This proposal tnay be Authorized Signature withdrawn by us if not accepted within i days. gltteptante of 3propOSal — The above prices, specifications and conditions are satisfactory and are hereby accepted. You are authorized to do the work as specified. Payment will be made as outlined above. Date of Acceptance: Signature M CHANGE .ORDER Loan # NA Date: Jan. 15, 2008 Owner's Name: City of South Miami Change Order Property Address: 5895 SW 610' Street Contractors Name: EDFM Corporation Contractors Address:10021 SW Wh Ave. Description of Work Change: New Asphalt as required by Public Works Dept. ADD 1. Remove asphalt and provide new V of new asphalt $ 2,970.00 2. Remove sidewalk and curb and provide new 750.00 3. Overhead/profit 744.00 TOTAL $ 4,464.00 Contractor Approval: Date: Owner Approval: Date: Jan 15 09 08:50p Fernando R. Rodriguez [UUa -U I- 15 UU: ly JUAN iUStiLtil X15 >> �= Carporation DRIVEWAYS PARQUE05. 1 2 3 4 5 a 7 8 9. 10 305 - 428 -3724 305 428 3724 I:VVOf('.E 1231 875 W 69 P Name: HIALEAH, FL TEL: 305 -805 CELL: 786 -255 Address: GO �Id '-�" FAX: 305 -828 TEL: 305 -828 Telephan No: [ ) CELL: 786 -255 FAX: 305 -828 SP Dade Ship vk Turns sales Person► Dow E mww Or. Ordered Deaorgtlpn I, The Rentee, hereby aooept the terms and ooMnions as stated on the reverse side of this Invokm skmture (Rentes) p.3 P V2 14 52 85 P.O. w Mv., M M i =mass MMMM MMMM C =ter Sub Total Shipping Tax Total � Deposit Jan 15 09 08:50p Fernando R. Rodriguez LUUa -U 1- IJ UU.1-u )VAIN JUbU2U2325 >> Corporation i DRIVEWAYS • PARQUEQS Name: 305 -428 -3724 305 428 3724 INVOICE 123 Tete hone No,( ) 3* Dub 7 am wa I Tom* 1 Z 3 4 5 6 7, 8, D 10. .,t I (..., I ' 1Z 4 -� C' t6S,� 0 Dae� 1 TrN rL� . 1. The Rentee, hereby 80Cept the terms MW COMItions as started on the reverse $Ide of this lnvokae Signature ftntee) Penon Sub Total 875W691 HIALEAH, FL TEL: 305 -80! CELL: 786 -25; FAX: 305 -821 TEL: 305 -M CELL: 786 -25; FAX: 305 -82F Shipping Tax To ta 171 TS • d� Deposit. Balance Due p.4 P 2/2 E 4 25 PA. '�II�'sMC�► 2001 Making our Neighborhood a Great Place to Live, Work and Play" . To: Honorable C r an Date: January 20, 2009 SMCRA B and Members From: Stephen avid, ITEM No. 01 SMCRA Dire UNANTICIPATED AFFORDABLE HOUSING CONSTRUCTION EXPENDITURES 6400 SW 57`h CT A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) AGENCY RELATING TO AFFORDABLE HOUSING; AUTHORIZING THE SMCRA DIRECTOR TO DISBURSE FUNDING IN THE TOTAL AMOUNT OF $4,366.75 TO THE EDFM CORPORATION FOR UNANTICIPATED CONSTRUCTION EXPENDITURES REQUIRED TO COMPLETE CONSTRUCTION OF ONE SINGLE - FAMILY AFFORDABLE HOME LOCATED AT 6400 SW 57TH STREET (FOLIO NO. 09- 4025- 015- 0030); AND PROVIDING AN EFFECTIVE DATE BACKGROUND In July of 2007, the SMCRA filed a formal legal complaint with the 11th Judicial Circuit Court of Miami -Dade County against former developer, Greater Miami Neighborhoods (GMN). The complaint was filed for breach of contract by Greater Miami Neighborhoods for non - performance of an agreement between the SMCRA and GMN to construct two affordable homes in the SMCRA area (See Exhibit A). Greater Miami Neighborhoods subsequently filed for bankruptcy leaving two partially constructed building shells on the previously conveyed sites (See Exhibit B). Prior to filing for bankruptcy, the property located at 6400 SW 57th Court was re- conveyed to the SMCRA following mitigation of the following outstanding issues: 1. Release of Greater Miami Neighborhood's Incurred Property Liens — During property ownership by Greater Miami Neighborhoods, several municipal government liens were assessed against the two properties for various code enforcement infractions and also as a result of other municipalities including the City of Miami, North Miami and Miami -Dade County assessing liens against all Great Miami Neighborhood's properties due to violations received in the above referenced municipalities. 2. Pavment of an Outstandiniz Greater Miami Neighborhood's Construction Loan — Using Greater Miami Neighborhood's escrowed funding required by the SMCRA as part of the previously approved development agreement, the SMCRA was able to satisfy a prior outstanding Wachovia Bank construction loan obtained by Greater Miami Neighborhoods to complete of the two homes. 3. Acquisition of a Required Rear Set -Back Variance for 6400 SW 57th Court — Following re- conveyance of the properties to the SMCRA, the SMCRA applied for and obtained a rear set -back variance from the City of South Miami for 6400 SW 57`h Court. During the prior plan approval process, a rear set -back variance for the property was apparently never obtained and was therefore required in order to resume construction of the home. 4. Issuance of a Request for Proposal & Qualifications for a Replacement Developer — Following re- conveyance of the lots, a request for proposal and qualifications was advertised by the SMCRA to obtain a replacement developer. Through a City coordinated selection committee process, a replacement developer was selected to complete construction. Development agreements were subsequently entered into between the SMCRA and the EDFM Corporation (See Exhibit Q. As part of the agreement, the EDFM Corporation agreed to construct and sell the homes for a total of $5, 000 less than what was agreed to by the former developer, Greater Miami Neighborhoods. Prior to entering into agreement with the EDFM Corporation, the SMCRA requested a City of South Miami building inspection of the foundation and walls to determine appropriateness for re- construction. Based on the findings of a March 2008 building inspection, there were no apparent problems found with the prior foundation and wall construction (See Exhibit D). The Board was recently informed of various construction errors made by the previous developer. These errors included both missing and severely misaligned window and door openings at 6400 SW 57th Court (See Exhibit E). Based on the correction of these errors, an outstanding invoice remains in the amount of $4,366.75 for the reconstruction of the arched entryway and windows on the front fagade. There are also additional misaligned window openings at 6400 SW 57th Court however not significant enough to warrant reconstruction (See Exhibit F). Attached as Exhibit G is the breakdown of expenditures required to complete the reconstruction of the entryway and windows at 6400 SW 57th Court . To date, the total amount expended by the SMCRA to satisfy outstanding property taxes for 6400 SW 57th Court is $5,266.77. Approval of the attached resolution shall authorize the SMCRA Director to execute an addendum to the existing agreement with the EDFM Corporation to disburse funding in the total amount of $4,366.75 to the EDFM Corporation to correct the above referenced prior construction errors. RECOMMENDATION Staff recommends approval of the attached resolution authorizing the SMCRA Director to execute an addendum to the existing agreement which has been attached as Exhibit H with the EDFM Corporation to disburse funding in the total amount of $4,366.75 to complete the above referenced construction project. Attachments. SMCRA Legal Complaint Filed with the 11"' Circuit Court Against Greater Miami Neighborhoods Photograph of Abandoned Building Shells at 5899 SW 67i' Street and 6400 SW 57's Court SMCRA Development Agreement with the EDFM Corporation SMCRA Initiated Building Inspection of 5899 SW 67" Street and 6400 SW 57i' Court Photographs of Misaligned Arched Entryway and Window Openings Photographs of "Minor" Misaligned Window Openings at 6400 SW 57`" Court Contractor Invoice for Reconstruction of Arched Entryway and Window Openings Agreement Addendum SD /MCGRUFF \PLANNING \CRA \Unanticipated Affordable Housing Constrction Costs 6400 SW 57 `" Court.doc 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 25 2�g 29p 31 32 33 34 35 36 37 38 39 40 41 42 43 44 0 48 RESOLUTION NO. A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) AGENCY RELATING TO AFFORDABLE HOUSING; AUTHORIZING THE SMCRA DIRECTOR TO DISBURSE FUNDING IN THE TOTAL AMOUNT OF $4,366.75 TO THE EDFM CORPORATION FOR UNANTICIPATED CONSTRUCTION EXPENDITURES REQUIRED TO COMPLETE CONSTRUCTION OF ONE SINGLE - FAMILY AFFORDABLE HOME LOCATED AT 6400 SW 57TH STREET (FOLIO NO. 09- 4025 - 015- 0030); AND PROVIDING AN EFFECTIVE DATE. WHEREAS, in July of 2007, the SMCRA filed a formal legal complaint with the l lth Judicial Circuit Court of Miami -Dade County against former housing developer, Greater Miami Neighborhoods. The complaint was filed for breach of contract on the part of Greater Miami Neighborhoods for non - performance of an agreement entered into with the SMCRA to construct two affordable homes in the SMCRA area; and WHEREAS, Greater Miami Neighborhoods subsequently filed for bankruptcy leaving two partially constructed building shells on the previously conveyed SMCRA sites; and WHEREAS, prior to filing bankruptcy, 6400 SW 57th Court was re- conveyed to the SMCRA following mitigation of the following outstanding issues: • The Release of Greater Miami Neighborhood's Incurred Property Liens; • Payment of an Outstanding Greater Miami Neighborhoods Construction Loan; • Application and Receipt of a Required Rear Set -Back Variance; • Issuance of a Request for Proposal & Qualifications for a Replacement Developer; and WHEREAS, the Board was recently informed of various construction errors made by the previous developer including missing and severely misaligned arched entryway and window openings at 6400 SW 57th Court; and WHEREAS, to date, the total amount expended by the SMCRA to satisfy outstanding property taxes for 6400 SW 57`h Court is $5,266.77; and WHEREAS, the outstanding costs to reconstruct the misaligned arched entryway and window openings at 6400 SW 57th Court is $4,366.75; and WHEREAS, the SMCRA Board desires to complete construction of 6400 SW 57th Court and to provide one additional affordable housing opportunity in the SMCRA area. Page 1 of 2 1 2 4 5 6 7 8 9 10 11 1132 14 15 16 177 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 NOW, THEREFORE, BE IT RESOLVED BY THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY: Section 1. The SMCRA Board authorizes SMCRA Director to execute the addendum attached as Exhibit I to the originally approved agreement with the EDFM Corporation for the disbursement of funding in the amount of $4,366.75 to the EDFM Corporation for the reconstruction of a misaligned arched entryway and windows at 6400 SW 57th Court. Section 2. This resolution shall take effect immediately upon approval. PASSED AND ADOPTED this 20th day of January, 2009. ATTEST: APPROVED: South Miami Community Redevelopment Agency Clerk READ AND APPROVED AS TO FORM: Chairperson Horace Feliu Eve A. Boutsis, Office General Counsel South Miami Community Redevelopment Agency Page 2 of 2 Board Vote: Chair Feliu: Vice Chair Beasley: Member Palmer: Member Beckman: Member Newman: Member R. Williams: Member L. Williams: EXHIBIT A (SMCRA FILED LEGAL COMPLAINT) IN THE CIRCUIT COURT OF THE 11TH JUDICIAL CIRCUIT IN AND FOR MIAMI -DADE, FLORIDA GENERAL JURISDICTION DIVISION SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY, Plaintiff, VS. CASE NO.: 0 7- a 1 la3 G!q d 1 (5) GREATER MIAMI NEIGHBORHOODS, INC. Defendant. COMPLAINT The South Miami Community Redevelopment Agency (SMCRA), by and through the undersigned counsel, hereby sues the defendant, Greater Miami Neighborhoods, Inc. (GMN), and alleges as follows: ,jurisdiction and Venue 1. This is an action for specific performance of contractual terms requiring GMN to reconvey certain property to the SMCRA. 2. . Plaintiff is a Community Redevelopment Agency, created under the enabling authority of Chapter 163, Florida Statutes, as' an independent agency within the City of South Miami, and is located in Miami -Dade County, Florida. 3. Defendant, Greater Miami Neighborhoods, Inc., is a Florida not- for - profit corporation, and is sui juris. 4. All material events that form the basis of this complaint occurred in Miami -Dade County. 5. Venue is proper according to section 41.011, Florida Statutes. 6. Plaintiff has filed and recorded its notice of lis pendens. See attached Composite Exhibit A. Page 1 of 13 Background information 7. On April 15, 1997, the City Commission of the City of South Miami, pursuant to City Ordinance No.: 12 -97 -1633 authorized the creation of the SMCRA. 8. The Miami -Dade County Board of County Commissioners adopted Resolutions No.: 98 -79 and 99 -100, which also authorized and approved the creation of the SMCRA. 9. The SMCRA's jurisdiction is generally bounded by SW 62nd Avenue on the West, SW 62nd Street on the North, SW 57`h Avenue on the East, and SW 72nd Street on the South (the "Redevelopment Area "). 10. Pursuant to 163.358, Florida Statutes, the SMCRA has the specific power to make and execute contracts and other instruments necessary or convenient to the exercise of its powers pursuant to chapter 163, Florida Statutes. 11. The SMCRA additionally has the power to sue and be sued, to undertake and carry out redevelopment and related activities within the Redevelopment Area, which powers may include the acquisition of land, to repair, rehabilitate or construct dwellings for use. 12. Furthermore, the SMCRA has the power to mortgage, pledge, hypothecate, or otherwise encumber or dispose of real property. Count Breach of Contract 5895 -5899 SW 67 Street Brown) Prouerty "13. On July 10, 2003, the SMCRA authorized the execution of a grant agreement with GMN with a parcel of SMCRA land, located at 5895 -5899 SW 67d' Street, South Miami, Florida (herein after known as the `Brown Property"). Attached hereto and incorporated by reference as Exhibit B is the legal description and Miami -Dade County Property Appraiser's records relating to the Brown Property. 14. In exchange for the Brown Property, GMN was contractually obligated to construct an affordable housing single family home for a qualified SMCRA resident. Incorporated by reference, and attached hereto as Composite Exhibit C, is a copy of the July 10, 2003 grant fund agreement, with attached exhibits thereto: Exhibit 1: Building Specifications; Exhibit 2: Real Estate Purchase and Sale Agreement for the parcel; and Exhibit 3: Performance Guaranty. 15. The Brown Property grant agreement provides a purchase price for the parcel being transferred to GMN. Page 2 of 13 16. The Brown Property is one of two parcels that is the subject of the underlying litigation and is within the geographical boundaries of the City of South Miami and within the boundaries of the SMCRA Redevelopment Area. 17. Pursuant ,to the Brown Property grant agreement, GMN was to use its "best efforts" to complete the single - family home within 18 months of the date of execution of the Agreement. See Grant Agreement, at section 10 (Exhibit 1 to grant agreement); see also Real Estate Purchase and Sale Agreements, at section XXXIX (Exhibit 2 to the Grant Agreement), and the Recitals to the Performance Guaranty (Exhibit 3 to Grant Agreement) found at Composite Exhibit C attached hereto. 18. Independently, GMN had entered into contract, with Gloria Brown, a SMCRA affordable housing qualified resident, to provide Ms. Brown with the single family residence at 5895 -5899 SW 67`s Street, upon completion of construction at the Brown Property. The sale price for the four bedroom single family home, within U.S. HUD affordable housing guidelines, was $145,000. 19. The Brown Property grant agreement required GMN to build one affordable single family home pursuant to the SMCRA and HUD guidelines. The purchase and sale agreement provided the SMCRA with the mechanism for securing GMN's compliance with the underlying grant agreement. See Composite Exhibit C. 20. GMN did initiate construction at the site but never completed construction, by the January 2005 deadline required by the grant agreement. 21. GMN's contractor had made errors on the plans and began construction of a three (3) bedroom, rather than a four (4) bedroom home, as required by the attached plans to the grant agreement for the property known as 5895 -5899 SW 67t" Street (Brown Property). See attachment 2 of Composite Exhibit C. 22. The initial error by GMN's contractor as to the Brown Property construction site was discovered in 2005. Despite discovering the error, it took GMN an extensive amount of time to correct the architectural plans so that a four bedroom home could ultimately be constructed. 23 GMN did obtain approved building permits from the South Miami Building Department on March 10, 2005 for the four bedroom single - family home at the Brown Property proposed residential site. 24. As the home was not timely constructed, the SMCRA put GMN on notice of the failure to comply with the 18 month construction time table provided for in the Brown Property grant agreement. See section 10 of the grant agreement found at Composite Exhibit C. 25. On July 25, 2006, Ms. Rodriguez, of GMN issued a letter in which she advised the SMCRA that the nonprofit was committed to completing construction by the end of the 2006 Page 3 of 13 calendar year. Additionally, she advised that construction will be completed no later than "Spring 2007." 26. Thereafter, GMN advised that the nonprofit was facing some funding issues and as a result, GMN needed a little more time in order to receive the necessary funding to complete the construction project within the SMCRA (Brown Property). 27 The SMCRA has not observed any progress on the construction of the Brown Property. 28. Despite continued and diligent efforts to call, correspond, and email with GMN, GMN remains unresponsive. 29. Based upon the foregoing, the SMCRA, on January 25, 2007, issued formal notice pursuant to the Brown Property grant agreement and incorporated performance guarantees that a material default of the underlying grant agreement had occurred. See Exhibit F. 30. The performance guarantee is triggered once notice is provided by the SMCRA to GMN of a default under the grant agreement, and more specifically, of a notice of failure to timely complete the construction of the single family home. 31. At no time has GMN attempted to cure the material defaults of the Brown Property grant agreement as the single home has not been constructed. 32. Additionally, the SMCRA placed GMN on notice of several liens recorded against the Brown Property, which liens areas follows: a) Mortgage recorded on 5/2/2006 in Bk 24480, Pg 0345; b) Notice of Commencement recorded on 5/2/2006 in Bk 24480, Pg 0359 c) Lot Clearing Lien recorded on 11/12/06 in Bk 25089, Pg. 0020 d) Violation Notice recorded on 2/27/07 in Bk 25317, Pg 1332 e) Order Imposing Fine and Authorizing Lien recorded in 11/16/06 Bk. 25104, Pg. 0324 f) Claim of Lien recorded on 2112/07 in Bk. 25355, Pg, 4266 See Composite Exhibit G. 33. GMN has failed to construct the single family affordable home at the Brown Property in violation of the underlying grant agreement, and more specifically in violation of the applicable Purchase and Sale Agreement at Composite Exhibit C [Exhibit 2 to the Grant Agreement]. 34. Therefore the SMCRA seeks damages, attorney's fees, court costs, any and all relief this court deems proper, and specifically seeks reconveyance of the Brown property as requested under Count U. Page 4 of 13 Count H Reconveyance of the 5895 -5899 SW 67'reet (Brown) Property 35. Plaintiff adopts and incorporates by reference paragraphs 1 -34, as if fully cited herein. 36. Pursuant to the Real Estate Purchase and Sale Agreement, which agreement is incorporated by reference into the Brown Property grant agreement (Exhibits 2 to grant agreement) the SMCRA has the right to have the Brown Property reconveyed to the SMCRA should GMN default in constructing the single family homes within the 18 month period contemplated in the grant agreement. Specifically, the agreement at paragraph XXXIX states: XXXM RIGHT OF CITY TO REQUIRE RECONVEYANCE. Seller [ SMCRA] is conveying the Property [Brown and Goodman properties] to Buyer [GMN] as. part of Seller's program to produce residential property within the City of South Miami Community Redevelopment Agency. As part of the consideration for transfer of the Property, Buyer has agreed to build a single family residence as more fully described in the grant agreement between the City of South Miami Community Redevelopment Agency and Greater Miami Neighborhoods, Inc. on the Property and to obtain a certificate of occupancy ( "CO ") for the residence within eighteen (18) months from the effective date of this Contract. Seller shall be entitled to obtain one extension of time, for a four month extension to complete construction. The request will not be unreasonably denied. in the event Buyer fails to construct a residence and obtain the required CO within the time required by this Contract, Seller shall have the right, but not the obligation, to cause Buyer to reconvey the Property to the Seller, subject to any encumbrances against the Property filed by a third party that has provided financing in connection with the development of the Property, for an amount equal to the purchase price paid by Buyer. Buyer shall reconvey the marketable title to the Property only to the exceptions contained in the title policy issued to the Buyer upon its purchase of the Property. If for any reason Buyer fails, neglects or refuses to reconvey the Property, Seller may seek specific performance to obtain the reconveyance of the Property. This provision of this Contract shall survive the closing. 37. On January 25, 2007, the SMCRA advised GMN, that pursuant to the applicable purchase and sale agreement (Exhibits to the July 10, 2003 grant agreement) between GMN and the SMCRA, the SMCRA was entitled seek to have the property reconveyed back to the SMCRA should GMN fail to obtain a certificate of occupancy within the specified time. See Composite Exhibit C. Page 5 of 13 38. The Brown Property.grant agreement specifically provided that the SMCRA shall transfer title to the two lots to GMN. Failure of GMN to meet the deadline set forth in paragraph XXXIX of the purchase and sale agreement would provide the SMCRA the right to cause [GMN] to reconvey the lot for the specific homes under construction. 39. Additionally, The SMCRA could withhold transferring title of the purchase and sale funds to GMN under the following circumstances: * Claims of lien against GMN regarding the Project, provided such liens are not bonded off as allowed by law; * Failure of GMN to make payment(s) to subcontractors or suppliers for materials or labor regarding the Project; * Reasonable evidence that any portion of the Project cannot be completed for the unpaid balance of the agreed compensation. * Failure to carry out any portion of the Project in accordance with the grant agreement. * Failure by [GMN] to complete all homes and receive final certificates of occupancy within eighteen (18) months of the execution of this Agreement. See Real Estate Purchase and Sale Agreement at Composite Exhibit C. 40. The SMCRA, to expedite the reconveyance of the land authorized the expenditure of funds to clear the Wachovia lien from the property. 41. In response to the SMCRA's January 25, 2007, notice to GMN of material default of the underlying grant agreement, counsel for GMN contacted the SMCRA and advised that GMN would reconvey the subject property to the SMCRA. In fact, GMN's counsel indicated that he was working on the transfer /reconveyance documents. See Exhibit H. 42. GMN has failed to reconvey the Brown Property. 43. Therefore, the SMCRA seeks the reconveyance of the Brown Property to the SMCRA. .Count III 44. Plaintiff adopts and incorporates by reference paragraphs 1 -34 and 36 -42 as if fully cited herein. Page 6 of 13 45. The grant agreement, at section 15, provides that: GMN is to: indemnify, defend, save and hold harmless the [ SMCRA], its officers, agents and employees, from or on account of all claims, damages, losses, liabilities and expenses, direct, indirect or consequential including, but not limited to, fees and charges of purchasers, engineers, architects, attorneys, consultants and other professionals and court costs arising. out of or in consequence of the performance of this Agreement at all trial and appellate levels. Indemnification shall specifically include, but not limited to, claims, damages, losses, liabilities and expenses arising out of or from (a) the negligent or defective design of the Project and work of the Contractor; (b) any negligent act or omission of the [GMN], its subcontractors, agents servants or employee's, (c) any damages, liabilities, or losses received or sustained by any person or persons during or on account of any negligent operations by [GMN] connected with the construction of this Project; (d) the use of any improper materials; (e) any construction defect including both patent and latent defects; (f) failure to timely complete the work; (g) the violation of any federal, state, or county or city laws, ordinances or regulations by , [GMN], its subcontractors, agents, servants, independent contractors or employees; (h) the breach or alleged breach by [GMN] of any term of this Agreement. 46. Plaintiff request that this Court require GMN to indemnify, defend, save and hold harmless the SMCRA from all claims, including all liens, taxes, and costs associated with reconveyance of the Brown Property to the SMCRA. Count IV 47. Plaintiff adopts and incorporates by reference paragraphs 1 -34 and 36 -42 as if fully cited herein. 48.' Additionally, pursuant to Exhibit 3 of the grant agreement which exhibit consists of a performance guaranty, provides that the SMCRA may seek its attorney's fees and court costs, should it have to litigate in order to enforce the performance guaranty. 49. Pursuant to the Real Estate Purchase and Sale Agreement, the SMCRA is entitled to seek its attorney's fees and costs. See Paragraph XXVH of the Real Estate Purchase and Sale Agreement. herein. Count V Breach of Contract 6400 SW 57 Street (Goodman) Property 50. Plaintiff adopts and incorporates by reference paragraphs 1 -12 as if fully cited Page 7 of 13 51. On July 10, 2003, the SMCRA authorized the execution of a second grant agreement which provided GMN with a parcel of SMCRA land, located at 6400 SW 57" Street, South Miami, Florida (herein after known as the "Goodman Property "). -Attached hereto and incorporated by reference as Exhibit D is the legal description and Miami -Dade County Property Appraiser's records relating to the Goodman Property. 52. In exchange for the second parcel, the Goodman Property, GMN was contractually obligated to construct an affordable housing single family home for a second qualified SMCRA resident. Incorporated by reference, and attached hereto as Composite Exhibit E, is a copy of the July 10, 2003 grant fund agreement, with attached exhibits thereto: Exhibit 1: Building Specifications; Exhibit 2: Real Estate Purchase and Sale Agreement for the parcel; and Exhibit 3: Performance Guaranty. 53. The two grant agreements are identical in substance, each provides a purchase price for each specific SMCRA parcel being transferred to GMN. For the purposes of this complaint and in identifying the obligations of GMN under the two grant agreements, it shall make no difference if viewing the first agreement (Exhibit C) or the second (Exhibit E). 54. The Goodman Property that is the subject of the underlying litigation is within the geographical boundaries of the City of South Miami and within the boundaries of the SMCRA Redevelopment Area. 55. Pursuant to the Goodman Property grant agreement, GMN was to use its "best efforts" to complete the single - family home within 18 months of the date of execution of the Agreement. See Grant Agreements, at section 10; see also Real Estate Purchase and Sale Agreements, at section X= (Exhibit 2 to the Grant Agreements), and the Recitals to the Performance Guaranty (Exhibit 3 to Grant Agreements) found at Composite Exhibits C or E attached hereto. 56. Independently, GMN had entered into contract, with Ms. Denise Goodman, another SMCRA affordable housing qualified resident, to provide Ms. Goodman with the second single family residence located at 6400 SW 57`b Street, upon completion of construction at the Goodman Property. The sales price, within U.S. HUD affordable housing guidelines, was also $145,000. 57. The Goodman Property grant agreement required GMN to build an affordable single family home pursuant to the SMCRA and HUD guidelines. The purchase and sale agreement provided the SMCRA with the mechanism for securing GMN's compliance with the underlying grant agreement. See Composite Exhibits C or E. 58. GMN did initiate construction at Goodman Property site but never completed construction, by the January 2005 deadline required by the grant agreement. 59. As the home was not timely constructed, the SMCRA put GMN on notice of the failure to comply with the 18 month construction time table provided for in the Goodman Page 8 of 13 Property grant agreement. See section 10 of the two grant agreements found at Composite Exhibits C or E. 60. On July 25, 2006, Ms. Rodriguez, of GMN issued a letter in which she advised the SMCRA that the nonprofit was committed to completing construction by the end of the 2006 calendar year. Additionally, she advised that construction will be completed no later than "Spring 2007." 61. Thereafter, GMN advised that the nonprofit was facing some funding issues and as a result, GMN needed a little more time in order to receive the necessary finding to complete the construction project within the SMCRA. 62. The SMCRA has not observed M advancement of construction at the proposed Goodman Property residential site. 63. Despite continued and diligent efforts to'call, correspond, and email with GMN, GMN remains unresponsive. 64. Based upon the foregoing, the SMCRA, on January 25, 2007, issued formal notice pursuant to the Goodman Property grant agreement and incorporated performance guarantees that a material default of the underlying grant agreements had occurred. See Exhibit F. . 65. The performance guarantees are triggered once notice is provided by the SMCRA to GMN of a default under the grant agreement, and- more specifically, of a notice of failure to timely complete the construction of the single family home. 66. At no time has GMN attempted to cure the material defaults of the Goodman Property grant agreement as the single family home has not been constructed. 67. Additionally, the SMCRA placed GMN on notice of several liens recorded against the Goodman Property, which liens are as follows: a) Mortgage recorded on 5/2/2006 in Bk 24480, Pg 0345; b) Notice of Commencement recorded on 5/2/2006 in Bk 24480, Pg 0359 C) Lot Clearing Lien recorded on 11/12/06 in Bk 25089, Pg. 0020 d) Violation Notice recorded on 2/27/07 in Bk 25317, Pg 1332 e) Order Imposing Fine and Authorizing Lien recorded in 11/16/06 Bk. 25104, Pg. 0324 f) Claim of Lien recorded on 2/12/07 in Bk. 25355, Pg, 4266 See Composite Exhibit G. 68. GMN has failed to construct the single family affordable home at the Goodman Property in violation of the underlying grant agreements, and more specifically in violation of the applicable Purchase and Sale Agreements at Composite Exhibits C or E [Exhibit 2 to the Grant Agreements]. Page 9 of 13 69. Therefore the SMCRA seeks damages, attorney's fees, court costs, any and all relief this court deems proper, and specifically seeks reconveyance of the Goodman property as requested under Count VI. Count VI Reconveyance of the 6400 SW 575 Street (Goodman) Property 70. Plaintiff adopts and incorporates by reference paragraphs 1 -12 and 51 -68 as if fully cited herein. 71. Pursuant to the Real Estate Purchase and Sale Agreement, which agreement is incorporated by reference into the Goodman grant agreement (Exhibit 2 to grant agreements) the SMCRA has the right to have the Goodman property reconveyed to the SMCRA should GMN default in constructing the single family homes within the 18 month period contemplated in the grant agreements. Specifically, the agreement at paragraph X= states: XL. RIGHT OF CITY TO REQUIRE RECONVEYANCE. Seller [ SMCRA] is conveying the Property [Brown and Goodman properties] to Buyer [GMN] as part of Seller's program to produce residential property within the City of South Miami Community Redevelopment Agency. As part of the consideration for transfer of the Property, Buyer has agreed to build a single family residence as more fully described in the grant agreement between the City of South Miami Community Redevelopment Agency and Greater Miami Neighborhoods, Inc. on the Property and to obtain a certificate of occupancy ( "CO ") for the residence within eighteen (18) months from the effective date of this Contract. Seller shall be entitled to obtain one extension of time, for a four month extension to complete construction. The request will not be unreasonably denied. In the event Buyer fails to construct a residence and obtain the required CO within the time required by this Contract, Seller shall have the right, but not the obligation, to cause Buyer to reconvey the Property to the Seller, subject to any encumbrances against the Property filed by a third party that has provided financing in connection with the development of the Property, for an amount equal to the purchase price paid by Buyer. Buyer shall reconvey the marketable title to the Property only to the exceptions contained in the title policy issued to the Buyer upon its purchase of the Property. If for any reason Buyer fails, neglects or refuses to reconvey the Property, Seller may seek specific performance to obtain the reconveyance of the Property. This provision of this Contract shall survive the closing. 72. On January 25, 2007, the SMCRA advised GMN, that pursuant to the applicable purchase and sale agreement (exhibits to the July 10, 2003 grant agreements) between GMN and Page 10 of 13 the SMCRA, the SMCRA was entitled seek to have the property reconveyed back to the SMCRA should GMN fail to obtain a certificate of occupancy within the specified time. See Composite Exhibits C or E. 73. The Goodman grant agreement specifically provided that the SMCRA shall transfer title to the two lots to GMN. Failure of GMN to meet the deadline set forth in paragraph XXXIX of the purchase and sale agreement would provide the SMCRA the right to cause [GMN]. to reconvey the lot for the specific homes under construction. 74. Additionally, The SMCRA could withhold transferring title of the purchase and sale funds to GMN under the following circumstances: * Claims of lien against GMN regarding the Project, provided such liens are not bonded off as allowed by law; * Failure of GMN to make payment(s) to subcontractors or suppliers for materials or labor regarding the Project; * Reasonable evidence that any portion of the Project cannot be completed for the unpaid balance of the agreed compensation. * Failure to carry out any portion of the Project in accordance with the grant agreement. * Failure by [GMN] to complete all homes and receive final certificates of occupancy within eighteen (18) months of the execution of this Agreement. See Real Estate Purchase and Sale Agreement at Composite Exhibits C or E. 75. The SMCRA, to expedite the reconveyance of the ' land expended funds to clear the Wachovia lien from the property. 76. In response to the SMCRA's January 25, 2007, notice to GMN of material default of the underlying grant agreement, counsel for GMN contacted the SMCRA and advised that GMN would reconvey the subject property to the SMCRA. In fact, GMN's counsel indicated that he was working on the transfer /reconveyance documents. See Exhibit H. 77. GMN has failed to reconvey the parcels. 78. Therefore, the SMCRA seeks the reconveyance of the Goodman parcels to the SMCRA. Page 11 of 13 Count VII 79. Plaintiff adopts and incorporates by reference paragraphs 1 -12, 51 -68, and 71 -77 as if fully cited herein. 80. The grant agreement, at section 15, provides that: GMN is to: indemnify, defend, save and hold harmless the [ SMCRA], its officers, agents and employees, from or on account of all claims, damages, losses, liabilities and expenses, direct, indirect or consequential including, but not limited to, fees and charges of purchasers, engineers, architects, attorneys, consultants and other professionals and court costs arising out of or in consequence of the performance of this Agreement at all trial and appellate levels. Indemnification shall specifically include, but not limited to, claims, damages, losses, liabilities and expenses arising out of or from (a) the negligent or defective design of the Project and work of the Contractor; (b) any negligent act or omission of the [GMN], its subcontractors, agents servants or employees, (c) any damages, liabilities, or losses received or sustained by any person or persons during or on account of any negligent operations by [GMN] connected with the construction of this Project;. (d) the use of any improper materials; (e) any construction defect including both patent and latent defects; (f) failure to timely complete the work; (g) the violation of any federal, state, or county or city laws, ordinances or regulations by [GMN], its subcontractors, agents, servants, independent contractors or employees; (h) the breach or alleged breach by [GMN] of any term of this Agreement. 81. ' Plaintiff request that this Court require GMN to indemnify, defend, save and hold harmless the SMCRA from all claims, including all liens, taxes, and costs associated with reconveyance of the Goodman Property to the SMCRA. Count VIII. 82. Plaintiff adopts and incorporates by reference paragraphs 1 -12, 51 -68, and 71 -77 as if fully cited herein. 83. Additionally, pursuant to Exhibit 3 of the grant agreements which exhibit consists of a performance guaranty, provides that the SMCRA may seek its attorney's fees and court costs, .should it have to litigate in order to enforce the performance guaranty. 84. Pursuant to the Real Estate Purchase and Sale Agreements, the SMCRA is entitled to seek its attorney's fees and costs. See Paragraph XXVU. of the Real Estate Purchase and Sale Agreement. Page 12 of 13 DATED: July 2007. Respectfully submitted, NAGIN GALLOP FTGUEREDO, P.A. Attorneys for the SMCRA 18001 Old Cutler Road, Suite 556 Miami, Florida 33157 Telephone: (305) 854 -5353 Facsimile: (305) 854 -5351 E -Mail: eboutsis @ngf- law.com By: E . Boutsis, Esq. F rida Bar No. 0082538 Page 13 of 13 EXHIBIT B (PREVIOUSLY ABANDONED CONSTRUCTION SITES & EXISTING CONSTRUCTION CONDITIONS) ABANDONED CONSTRUCTION SITES 5899 SOUTHWEST 67th STREET ABANDONED CONSTRUCTION SITES 6400 SOUTHWEST 57th COURT EXISTING CONSTRUCTION CONDTIONS 5899 SOUTHWEST 67th STREET EXISTING CONSTRUCTION CONDTIONS 6400 SOUTHWEST 57th COURT EXHIBIT C (PROPERTY CONVEYANCE AGREEMENT) -•—+ L% U- r� :- �..M1 �C-; LJ .�. ' Q C=; =Cr; �+ =,3 Al O ._, O C. %t a r, ; C14 -- r j r; CN -4 07 - .0 0 C, I: -,�>- r; � :J •D 3 ? L} iL :s. LLJ ,2 :.;! Inr:� EXHIBIT 1 AGREEMENT BETWEEN THE CITY OF SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY AND EDFM CORPORATION THIS AGREEMENT is made this 14h day of M %008, between the South Miami Community Redevelopment Agency ( "Agency ") and the EDFM Corporation ( "Contractor "). . WHEREAS, the SMCRA and the EDFM Corporation desire for the EDFM Corporation to assume primary responsibility for completing construction of the home on the property identified in Exhibit 1; and WHEREAS, low income applicant home buyer has, been selected in accordance with applicable Federal, State, County and local laws and guidelines; and WHEREAS, the construction of the home has been plagued by delays and as a result the SMCRA has elected to enter into this agreement with the EDFM Corporation to complete the construction of the home; and WHEREAS, the SMCRA is the owner of the real property described under Exhibit C (the "Property, "); and WHEREAS, the EDFM Corporation proposes to complete construction on the Property consisting of a residential home, together with all appurtenances, fixtures, and improvements ( "Improvements "). The Improvements shall be constructed in accordance with plans and specifications which have been submitted and approved by the City of South Miami Building Department (attached as Exhibit D); and WHEREAS, the EDFM Corporation has agreed to construct the affordable home at the designated home prices of $140,000 (6400 SW 57th Court); and WHEREAS, the EDFM Corporation agrees to perform the covenants hereinafter mentioned in Exhibit 1A. In addition to the warranty deed the EDFM Corporation and any affordable housing purchaser shall be obligated to comply with an SMCRA deed restriction requiring the property to be purchased by an affordable housing purchaser, and any sale of the property over the next 15 years shall require sale to a subsequent affordable housing purchaser as defined by U.S. HUD guidelines and the SMCRA guidelines. NOW, THEREFORE, in consideration of the covenants, mutual promises and in consideration of $10.00 and other good and valuable consideration which are to be paid by Agency; the receipt and sufficiency of which are acknowledged, the parties agree as follows: Section 1. Recitals - Whereas Clauses. The parties acknowledge and agree that the recitals, whereas clauses, set forth above are true and correct and are incoEporated by reference into this Agreement. The following documents shall comprise the g mentb tween the parties and shall constitute collectively the Contract Documents": Page 1 of 9 Agency Contractor t: , .........rcd, + This Agreement; Warranty deed found at exhibit 1 A; Performance Bond found at exhibit 1B; Legal description of parcel found at exhibit 1 C; Project plans found at exhibit 1D; Project recipient and price of unit found at exhibit 1E. Section 2.. Title and reconve aance. The Agency agrees to provide to the Contractor with title to specific land identified in the attached exhibit IA, provided Contractor construct and provide a single family home for an affordable housing recipient in accordance with the bylaws and requirements of Contractor's nonprofit program. The Agency shall transfer title to the lot to the Contractor in accordance with Exhibit IA, the warranty deed. Failure of Contractor to meet the deadline set forth in this agreement and warranty deed shall provide the Agency the right to cause Contractor to reconvey the lots for the specific home under construction. Section 3. Project Scope. The Contractor will provide construction services to accomplish the completion of construction and Improvements of the residential home to be located on the Property in accordance with the approved building plans under Exhibit 1D. Section 4. The agency shall convey the parcel identified in Exhibit 1C, provided Contractor covenants to immediately sell the home to the low income applicant home buyer identified in Exhibit 1E. Section 5. Term. The construction of the residential home shall be completed with 180 days following the receipt of building permits from the City of South Miami Building. Upon the expiration of this Agreement any land provided to Contractor that has not constructed a single - family home in compliance with Contractor's program shall be returned to the Agency so as to be made available for other Agency affordable housing projects. Contractor agrees to use best efforts to complete the Project within 180 days of receiving the building permit. In the event the Project is not completed within this time frame, and this Agreement is not extended accordingly, this Agreement shall terminate without any liability to the Agency. The Contractor shall re- conveyance of the property shall occur as permitted under the warranty deed and as provided for in this agreement. Additionally, the Agency may seek enforcement of the performance guaranty, which is attached as Exhibit 1B. Section 6. Compliance with Building. Codes. The Project shall be performed in accordance with the applicable codes, ordinances and statutes of the State of Florida, the City of South Miami and Miami -Dade County. Section 7. Amendments. Any amendments, alterations, or variations to this Agreement will only be valid when they have been reduced to writing and duly signed by the parties. Page 2 of 9 Agency Contractor Section 8. Limitation of Liability. The Agency desires to enter into this agreement only if in so doing the Agency can place a limit on the Agency'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 Contractor expresses its willingness to enter into this Agreement with recovery from the Agency for any action arising out of this Agreement to be limited to the value of the property provided by the Agency, and/or the return of the property in substantially the same condition as provided to Contractor. Accordingly, the Contractor agrees that the Agency shall not be liable for any claim or damage in connection with the Project in excess of the Agency's maximum potential monetary contribution as provided under this Agreement, for any action or claim arising out of this Agreement. 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 Agency's liability as set forth in Chapter 768, Florida Statutes. Additionally, the Agency does not waive sovereign immunity, and no claim or award against the City shall include attorney's fees, investigative costs or pre judgment interest. Section 9. After any payment is made by the Agency and applied according to the requirements set forth, the Agency shall be automatically discharged from any and all obligations, liabilities and commitments to Contractor or any third person or entity provided, however, that this Section shall not excuse the continued compliance by Contractor with the terms of this Agreement and the program requirements. Section 10. Right to Reenter and take possession of the Propert y. The Agency has the right, at its election to take possession of the Property with all improvements thereon and terminate the Agreement if the Corporation: issued. (i) Fails to start construction immediately after the construction permits are (ii) abandons or substantially suspends construction for a period of 90 days. (iii) Fails to cure a violation of the Agreement within 30 days after receipt of notice to cure from Agency (iv) Fails to obtain a building permit with 90 days after the effective date of this Agreement. (v) Fails to complete construction within 180 days after receipt of the construction permits. Section 11. Risk of Loss. Risk of loss by fire or other casualty shall be the Contractor's and the Contractor agrees to maintain adequate insurance for a sum not less than the full, replacement value. The Contractor shall not commence work under this Agreement until it has obtained and submitted proof of all insurance required by the Agency. Page 3 of 9 Agency A. Contractor Section 12. Independent Contractor. The Contractor, its employees and agents shall be deemed independent contractors and not agents or employees of Agency, and shall not attain any rights or benefits generally afforded Agency employees. Section 13. Reconveyance Covenant. The Agency may terminate this agreement and seek reconveyance of the land to such extent as may be necessary to protect itself from loss on account of matters including but not limited to the following: (i) Claims of lien against the Contractor regarding the Project, provided such liens are not bonded off as allowed by law. (ii) Failure of the Contractor to make payment(s) to subcontractors or suppliers for materials or labor regarding the Project. (iii) Reasonable evidence that any portion of the Project cannot be completed for the unpaid balance of the agreed compensation. (iv) Failure to carry out any portion of the Project in accordance with the Contract Documents. (v) Failure by Contractor to start construction within 180 days complete the single family home and receive, final certificates of occupancy within 180 days of receiving the building permit. Section 14. Venue, Law and Attorney's fees. In the event of a termination by the Agency, the Agency shall additionally be entitled to bring any and all legal and /or equitable actions in Miami -Dade County, Florida, in order to enforce the Agency's right and remedies against the Contractor. The Agency shall be entitled to recover all costs of such actions including a reasonable attorney's fee, at trial and appellate levels, to the extent allowed by law. In the event any suit or legal proceeding is brought for the enforcement of any provision of this Agreement, the parties agree that the prevailing party or parties shall be entitled to recover from the other party or parties upon final judgment reasonable attorneys' fees, including attorneys' fees for any appeal, and costs incurred in bringing. the suit or proceeding. Any action arising out of this Agreement shall be brought in Miami -Dade County, Florida, and shall be subject to Florida law. .Section 15. Best Efforts on Construction Timetable. Best efforts Contractor agrees to use best efforts to complete the Project prior to the end of 180 days of receiving the building permit. In the event the Project is not completed within this time frame, and this Agreement is not extended accordingly, this Agreement shall terminate and the property shall be returned by Contractor to Agency. Section 16. Representations and Covenants. Contractor hereby represents and warrants to the Agency the following: Page 4 of 9 t Agency _ '' Contractor (i). Contractor is a corporation duly organized, validly existing and in good standing under the laws of the State of Florida. There are no proceedings or actions pending, threatened or contemplated for the liquidation, termination or dissolution of Contractor. (ii). Contractor shall apply for construction permits within 90 days from the effective date of this Agreement. (iii) Contractor covenants and agrees that it shall cause the Property to be developed in accordance with the building plans that are to comply with the City's Code and are to approved by the South Miami Building Department. (iv) Contractor shall complete construction of the home within a year of receipt of the building permits. (v) Contractor covenants and agrees that the Property shall be sold to the affordable housing applicants and according to the guidelines established in this document and for the amounts specifically delineated in Exhibit 1 E. In the event an applicant no longer qualify as low income home buyers under an applicable affordable housing program, Contractor covenants and agrees to sell the property to other low income qualified home buyers selected by the Agency who qualify for affordable housing loan programs under US HUD guidelines and Agency guidelines who otherwise cannot afford to rent or buy houses generally available on the open market. (vi). Upon transfer of the warranty deed to Contractor, Contractor agrees that any sale of the property shall be to an affordable housing purchaser, and the purchasers shall be obligated to comply with the Agency deed restriction requiring the property to be purchased by an affordable housing purchaser, and any sale of the property over the next 15 years shall require sale to a subsequent affordable housing purchaser as defined by, U.S. HUD guidelines and the Agency guidelines. This provision shall survive termination of the agreement. (vii) Upon transfer of the warranty deed to the Contractor, Contractor agrees that any sale of the property shall be to an affordable housing purchaser (right of first, refusal shall be to the persons delineated in Exhibit 1 E, and the purchasers shall be obligated to comply with the Agency deed restriction requiring the property to be purchased by an affordable housing purchaser, and any sale of the property over the next 15 years shall require sale to a subsequent affordable housing purchaser as defined by U.S. HUD guidelines and the SMCRA guidelines. Section 17. Termination Without Cause. The agency is conveying the Property to Contractor as part of the Agency's program to produce residential. property within the City of South Miami Community Redevelopment Agency. As part of the consideration for transfer of the Property, Buyer has agreed to build an affordable housing (per HUD guidelines), single family residence on the Property and to obtain a certificate of occupancy ( "CO ") for the residence within 180 days of the effective date of this Agreement. The Contractor shall be entitled to obtain one extension of time, for a four month extension to complete construction. The request will not be unreasonably denied by the Agency. In the event the Contractor fails to construct a residence and Page 5 of 9 /Agency `�,' Contractor obtain the required CO within the time required by this Agreement, the Agency shall have the right, but not the obligation, to cause Contractor to reconvey the Property to the Agency, subject to any encumbrances against the Property filed by a third -party that has provided financing in connection with the development of the Property, for an amount equal to the tax assessed value of the property. - The Contractor shall reconvey the marketable title to the Property only to the exceptions contained in the title policy issued to the Contractor upon its receipt of the Property. If for any reason Contractor fails, neglects or refuses to reconvey the Property, the Agency may seek specific performance to obtain the reconveyance of the Property. In case of the failure of Contractor to perform any of the covenants in this Agreement, at the option of the Agency, this Agreement shall be forfeited and terminated, and Contractor shall forfeit any and all claims to the Property and execute a reverter agreement, reverting title to the property to the Agency. Contractor shall have no right or; claim for reimbursement for any expenditures incurred for the improvements made to the Property. All improvements made under this agreement shall be retained by the Agency in full satisfaction and liquidation of all damages sustained by the Agency, and the Agency shall have the right to reenter and take possession of the premises and seek such self -help remedies as shall place the Agency in exclusive possession of the premises to enforce the reverter clause provided for in this agreement and warranty deed. This provision shall survive the closing and transfer of title to Contractor. Section 18. Risk of Loss. Risk of loss by fire or other casualty shall be Contractor's and Contractor agrees to maintain adequate insurance for a sum not less than the full replacement value. Contractor shall not commence work under this Agreement until it has obtained and submitted proof of all insurance required by the Agency. Section 19. Force Majeure. 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 and prevented. 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 difficulties and to resume the work as soon as reasonably possible. Section 20. Independent Contractor. Contractor, its employees and agents shall be deemed independent contractors and not agents or employees of Agency, and shall not attain any rights or benefits generally afforded Agency employees. Section 21. Notices. All notices, demands, correspondence and communications between the Agency and Contractor shall be deemed sufficiently given under the terms of this Agreement if dispatched by registered or certified mail, postage prepaid, return receipt requested, addressed as follows: Page 6 of 9 Agency z Contractor If to the Agency: Director, Stephen David South Miami Community Redevelopment Agency 6130 Sunset Drive Miami, Florida 33143 If to Contractor: The EDFM Corporation 10021 SW 98T Avenue Miami, Florida 33176 Section 22. Purchasers. It is agreed that Contractor will require any buyer to record a purchase money mortgage and shared - appreciation mortgage loan note satisfactory to the Contractor and Agency and enforceable by the Contractor and Agency, which will require that the property with the constructed home listed on Attachment "1 C" is sold all such new purchasers and occupants shall satisfy the standards for ownership or occupancy adopted by the Contractor for the development of homes and by the Agency, which shall ensure that subsequent purchasers are affordable housing qualified homeowners. Section 23. Records. The Contractor agrees to maintain 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 required by the Agency. The books and accounts, files and other records of the Contractor, which are applicable to this Agreement, shall be available for inspection, review and audit by the Agency and its representatives to determine the proper application and use of all funds paid to or for the account or the benefit of the Contractor. Section 24. Indemnification. Contractor shall indemnify, defend, save and hold harmless the Agency, its officers, agents and employees, from or on account of all claims, damages, losses, liabilities and expenses, direct, indirect or consequential including, but not limited to, fees and charges of purchasers, engineers, architects, attorneys, consultants and other professionals and court costs arising out of or in consequence of the performance of this Agreement at all trial and appellate levels. Indemnification shall specifically include, but not limited to, claims, damages, losses, liabilities and expenses arising out of or from (a). the negligent or defective design of the Project and work of the Contractor; (b) any negligent act or omission of the Contractor, its subcontractors, agents servants or employees, (c) any damages, liabilities, or losses received or sustained by any person or persons during or on account of any negligent operations by Contractor connected with the construction of this Project; '(d) the use of any improper materials; (e) any construction defect including both patent and latent defects; (f) failure to timely complete the work; (g) the violation of any federal, state, or county or city laws, ordinances or regulations by Contractor, its subcontractors, agents, servants, independent contractors or employees; (h) the breach or alleged breach by Contractor of any term of this Agreement. Page 7 of 9 -� -� JAgency {_ Contractor Section 25. Assignment. Neither party shall assign its interest in this Agreement without express written consent of the other party. Any violation of this provision shall constitute default in the Agreement. Section 26. Taxes, Mortgage and Obligations. The Contractor (or successor in interest), shall pay the real estate taxes or assessments on the property or any . part thereof when due. Contractor shall not suffer any levy or attachment to be made, or any material or mechanic's lien, or any unauthorized encumbrance or lien to attach except: (i) Any mortgage(s) in favor or 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) not to exceed the value of the Improvements as determined by an appraiser; and (ii) Any mortgage(s) in favor of any institutional lender refinancing any mortgage of the character described in clause (a) hereof, in an amount(s) not to exceed the value of the Improvements as determined by an appraiser; and (iii) The recordation, together with any mortgage purporting to meet the requirements of clauses (a) or (b) above, of a statement of value by a Member of American Institute of Real Estate Appraisers ( "MAI "), (or member of. any similar or successor organization), stating the value of the Improvements is equal to or greater than the amount of such mortgage(s), shall constitute conclusive evidence that such mortgage meets such requirements, and that the right of any reentry hereunder shall be subject to and limited by, and shall not defeat, render invalid, or limit in any way, the lien of such mortgage. For purposes of this paragraph an "institutional lender" shall mean any bank, savings and loan association, insurance company, foundation or other charitable entity, real estate or mortgage investment trust, pension funds, the Federal National Mortgage Association, agency of the United States Government or other governmental agency. Section 27. 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. Section 28. Miscellaneous Provision. In the event a court must interpret any word or provision of this agreement, the word or provision shall not be construed against either party by reason of drafting or negotiating this agreement. Section 29. Inspection. Agency may make or cause to be made reasonable entries upon and inspections of the Property. Section 30. Nondiscrimination. The Contractor agrees for itself, its successors and assigns, to or of the property or any part thereof, that the Contractor and such successors or assigns shall not discriminate upon the basis of race, color,'religion, sex or national origin in the sale, lease or rental -or in the use or occupancy of the property or any Improvements erected or to be erected. hereon or on any part thereof; and this covenant shall be binding to the fullest extent permitted by Page 8 of 9 Agency 7� � Contractor 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 31. Authorized Agent. The Agency and the Contractor shall each designate one person who shall be authorized representatives with respect to this agreement. The representative of the Agency shall be the Agency Director; the representative of the Contractor shall be provided at the time of the joint execution of this agreement. IN WITNESS WHEREOF, the Agency and Contractor have caused this Agreement to be executed the day and year first above written. WITNESS: �. Q!Y Maria M. Menendez APPROVED AS TO FORM: EDFM Construction Corp. t By. U Name: -Vi z Title:�� SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY By: s Nance Stephen David Title: Director ,J Bbi��Sis; office of general counsel !Gallop Figueredo, P.A. Miami Community Redevelopment Agency Page 9 of 9 r" Agency �I�', Contractor EXHIBIT 1A This instrument was prepared by: Eve A. Boutsis, General Counsel City of South Miami Community Redevelopment Agency c/o Nagin Gallop Figueredo, P.A. 18001 Old Cutler Road, Suite 556 Miami, Florida 33157 Property Appraisers Parcel Identification (Folio) Number: 09- 4025- 015 -0030 WARRANTY DEED THIS INDENTURE, made this 1 _ g6 day of U ie&, 2008 between City of South Miami Community Redevelopment Agency, a community redevelopment agency of the City of South Miami, a Florida municipal corporation, whose address is 6130 Sunset Drive, South Miami, Florida 33143 (hereinafter referred to as Grantor or "Agency " *) and EDFM Construction, Inc., a Florida for profit corporation (hereinafter referred to as Grantee or "Contractor " *). WITNESSETH, that said Grantor, for and in consideration of the sum of Ten Dollars ($10.00), and other good and valuable consideration of said Grantor in hand paid by said Grantee, the receipt whereof is hereby acknowledged, has granted, bargained and sold to said Grantee, and Grantee's heirs and assigns forever, the following described land situated, ling and being in Miami -Dade County, State of Florida, to wit: 6400 SW 57` Street, South Miami, Florida (herein after known as the "Goodman Property ") bearing a legal description as follows: 25 54 40 UNIVERSITY PARK PB 18 -46 LOT 35 LOT SIZE 60.000 X 100 COC 22234 -3234 03 2004 1, PUBLIC RECORDS OF MIAMI -DADE COUNTY, FL THIS CONVEYANCE IS MADE SUBJECT TO conditions, restrictions, limitations, and easements of record, if any; but any such interests that may have been terminated are not hereby re- imposed; and subject to applicable zoning ordinances, taxes and assessments for the year 2008 and subsequent years. THIS CONVEYANCE IS ALSO MADE SUBJECT TO the following covenants running with the land, and setting forth the right of reentry, to wit: The Contractor will commence work on the property transferred under this Deed [folio number 09- 4025 -015 -0030] for the development of a single- family home for affordable housing purposes (hereinafter to be known as "the Improvements "). Contractor covenants and agrees that the Property shall be sold to the affordable housing applicants and according to the guidelines established in the associated agreement with the Agency, and as specifically documented in that agreement, at Exhibit E to that agreement, for the amounts specifically delineated in Exhibit E. In the event either of the two applicants no longer qualify as low income home buyers under an applicable affordable housing program, Contractor covenants and agrees to sell the properties to other low income qualified home buyers selected by the Agency who qualify for affordable housing loan programs under US HUD guidelines and Agency guidelines who otherwise cannot afford to rent or buy houses generally available on the open market. At such time, the Contractor shall be responsible for the review and selection of low income applicant home buyers in accordance with all applicable Federal, State and County and local law. However, the Contractor shall prioritize applicants as follows: a. South Miami Community Redevelopment Agency residents; b. City of South Miami Role Models, as defined by the South Miami Community Redevelopment Agency's Role Model Program, which program is incorporated by reference into this agreement; C. South Miami Community Redevelopment Agency Referrals; d. City of South Miami Residents; and e. General Public. The Agency , shall have the sole discretion to resolve any conflict in the prioritization of applicants. However, the Contractor shall have the right to determine the ultimate purchaser of the home in compliance with Contractor's non profit purposes as provided under its bylaws and guidelines. 2. The Contractor will commence work on the Improvements consisting of affordable single - family homes and complete construction not later than 180 days of receipt of an issued building permit. 3. Promptly after completion of the Improvements in accordance with approved plans and provisions of this instrument, the Agency shall furnish the Contractor an appropriate instrument certifying to the satisfactory completion of the improvements. Such certification shall be in a form recordable in the Office of the Clerk of the Circuit Court of Miami -Dade County, Florida. . 4. The Contractor agrees for itself, its successors and assigns, to or of the property or any part thereof, that the Contractor and such successors or assigns shall not discriminate upon the basis of race, color, religion, sex or national origin in the sale, lease or rental or in the use or occupancy of the property or any Improvements erected or to be erected hereon 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. 5. The Contractor (or successor in interest), shall pay the real estate taxes or assessments on the property or any part thereof when due.. Contractor shall not suffer any levy or attachment to be made, or any material or mechanic's lien, or any unauthorized encumbrance or lien to attach except: a. Any mortgage(s) in favor or 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) not to exceed the value of the Improvements as determined by an appraiser; and b. Any mortgage(s) in favor of any institutional lender refinancing any mortgage of the character described in clause (a) hereof, iri an amount(s) not to exceed the value of the Improvements as determined by an appraiser; and C. The recordation, together with any mortgage purporting to meet the requirements of clauses (a) or (b) above, of a statement of value by a Member of American Institute of Real Estate Appraisers ( "MAI "), (or member of any similar or successor organization), stating the value of the Improvements is equal to or greater than the amount of such mortgage(s), shall constitute conclusive evidence that such mortgage meets such requirements, and that the right of any reentry hereunder shall be subject to and limited by, and shall not defeat, render invalid, or limit in any way, the lien of such mortgage. For purposes of this paragraph an "institutional lender" shall mean any bank, savings and loan association, insurance company, foundation or other charitable entity, real estate or mortgage investment trust, pension funds, the Federal National Mortgage Association, agency of the United States Government or other governmental agency. 6. Contractor shall not transfer the property or any part thereof without consent of the Agency and shall not change the ownership or distribution of the stock of the Contractor or with respect to the identity of the parties in control of the Contractor or the degree thereof. 7. The Contractor shall not transfer the property or any part thereof prior to the completion of the improvements, consisting of affordable single- family homes, and issuance of a Certificate of Completion and /or Occupancy for the homes by the proper authority for the residing jurisdiction. In addition to the warranty deeds, Grantee and any affordable housing purchaser shall be obligated to comply with an. Agency deed restriction requiring the. property to be purchased by an affordable housing purchaser, and any sale of the property over the next 15 years shall require sale to a subsequent affordable housing purchaser as defined by U.S. HUD guidelines and the Agency guidelines. 8. In the event the Contractor shall violate or otherwise fail to comply with any of the covenants set forth herein or Schedule A attached herein, the Contractor shall correct or cure the default/violation within thirty (30) days of notification of the default by the Agency. If Contractor fails to remedy the default within thirty (30) days, the Agency shall have the right to reenter and take possession of the property and to terminate (and re -vest in the Agency) the estate conveyed by this Deed to the Contractor, provided, that any such right to reentry shall always be subjected to and limited by, and shall not defeat, render invalid, or limit in any way the lien of any valid mortgage or Deed or Trust permitted by this Deed. In the event the Contractor fails to construct a residence and obtain the required CO within the time required by this deed, the Grantor shall have the right, but not the obligation, to cause Contractor to reconvey the Property to the Grantor, subject to any encumbrances against the Property filed by a third -party . that has provided financing in connection with the development of the Property, for an amount equal to the tax assessed value of the property. The Contractor shall reconvey the marketable title to the Property only to the exceptions contained in the title policy issued to the Contractor upon its receipt of the Property. If for any reason Contractor fails, neglects or refuses to reconvey the Property, the Grantor may seek specific performance to obtain the reconveyance of the Property. In case of the failure of Contractor to perform any of the covenants in this deed, at the option of the Grantor, this Agreement shall be forfeited and terminated, and Contractor shall forfeit any and all claims to the Property and execute a reverter deed, reverting title to the property to the Grantor. Contractor shall have no right or claim for reimbursement for any expenditures incurred for the improvements made to the Property. All improvements made on the property shall be retained by the Grantor in full satisfaction and liquidation of all damages sustained by the Grantor, and the Grantor shall have the right to reenter and take possession of the premises and seek such self -help remedies as shall place the Grantor in exclusive possession of the premises to enforce the reverter clause provided for in this deed. This provision shall survive the closing and transfer of title to Contractor. 9. Upon transfer. of the warranty deed to the Contractor, Contractor agrees that any sale of the property shall be to an affordable housing purchaser (right of first refusal shall be to the persons delineated in Exhibit E, and the purchasers shall be obligated to comply with the Agency deed restriction requiring the property to be purchased by an affordable housing purchaser, and any sale of the property over the next 15 years shall require sale to a subsequent affordable housing purchaser as defined by U.S. HUD guidelines and the SMCRA guidelines. Grantor does hereby fully warrant the title to said land, and will defend the same against the lawful claims of all persons whomsoever. * "Grantor" and "Grantee" are used for singular or plural, as context requires. IN WITNESS WHEREOF, Grantor has hereunto set its hand and seal the day and year first above written. Witness Printed: Maria M. Menendez r Y ✓ter . �_.. .�.,.s -� iness Printed: , %f11ejjj STATE OF FLORIDA ) ) SS COUNTY OF MIAMI -DADE ) City of South Miami Community Redevelopment Agency By: tep en David, as Director SEAL I HEREBY CERTIFY that on this day before me, an officer duly qualified to take acknowledgments, personally appeared, Stephen David, the person described in and who executed the foregoing Warranty Deed and acknowledged before me that he executed the . same, and who presented as identification the following: and he did take an oath. WITNESS my hand and official seal in the County and State last aforesaid this day o ,Plfiffc , 2008. Grante __ a t ary ted NKENGgkPAYNE *: MY COMMISSION # DD 714025 or EXPIRES: October 5,2011 IF, V Bonded lieu Notary Pubuc Underwriter, -4 Witness Printed: — STATE OF FLORIDA ) ) SS COUNTY OF MIAMI -DADE ) /7 Name:' >,,, Authorized Representative of EDFM Construction, Inc. SEAL I HEREBY CERTIFY that on this day before me an officer duly qualified to take acknowledgments, personally appeared, �,..� jl ccr r ,� , the person described in and who executed the foregoing Warranty D ' d and acknowledged before me that he executed the same, and who presented as identification the following: . and he did take an oath. WITNESS my hand and official seal in the Cou nd State last aforesaid this _ day of March, 2008. %-_L _ _ _ _ U%%W*5i0n 6 00 660605 8W4$dThrou9h N8ftW N01WyA EXHIBIT 1 B Bond No.: 1000784836 PERFORMANCE BOND — ATTACHMENT B KNOW ALL MEN BY THESE PRESENTS thatEDFM Corporation as Principal, hereinafter called Contractor, andAmerican Contractors Indemnity Company as Surety, hereinafter called Surety, are held and firmly bound unto the City of South Miami, Florida Community Redevelopment Agency, South Miami, Florida, as Obligee, hereinafter called Owner, in the amount of _One _Hundred _Forty Thousand and 00 /100 Dollars -------- - - - - -- ($140,000.00 ) for the payment whereof Contractor and Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, Contractor has by written agreement dated , entered into a Agreement with Owner for: Contractor Agreement and Warranty deed for the construction of a low income, single family home at 6400 SW 57h Court " South Miami, Florida (herein after known as the "Goodman Property ") with a legal description of: 25 54 40 UNIVERSITY PARK PB 18 -46 LOT 35 LOT SIZE 60.000 X 100 COC 22234- 3234 03 2004 1, PUBLIC RECORDS OF MIAMI -DADE COUNTY, FL NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that if the above bounded Principal shall well and truly keep, do and perform each and every, all and singular, the matters and things in said Agreement set forth and specified to be by said Principal kept, done and performed, at the times and in the manner in said Agreement specified, or shall pay over, make good and reimburse to the above named Obligee, all loss and damage which said Obligee may sustain by reason of failure or default on the part of said Principal so to do, then this obligation shall remain in full force and effect, subject, however, to the following conditions: Any suit under this bond must be instituted before the expiration of one (1) month from the date of execution of the underlying Agreement and Warranty Deed. No right of action shall accrue on this bond to or for the use of any person or corporation other than the Obligee named herein or the heirs, executors, administrators or successors of the Obligee. IN WITNESS WHEREOF, the above bounded parties have caused this Bond to be executed by their appropriate officials of the 14th day of May , 2008. WITNESS: CONTRACTOR EDFM Corporation By President iriam Rodriguez COUNTERSIGNED BY RESIDENT FLORIDA AGE T OF SU TY. (Cop f Ag is current License as issued by State of Florida Insurance Commissioner shall be attached hereto) Otto Latimer FLA Resident Agent #A150420 (CORPORATE SEAL) SURETY: American Contractors Indemnity Company BY: Otto Latim r A orney -In -Fact CERTIFICATE AS TO CORPORATE PRINCIPAL 1, Fernando Rodriguez , certify that I am the Secretary of the Corporation named as Principal in the foregoing bond; that Miriam Rodriguez who signed the said bond on behalf of the Principal, was then President of said Corporation; that I know his signature, and his signature hereto is genuine; and that said bond was duly signed, sealed, and attested for and in behalf of said Corporation by authority of its governing body. Corporate Seal ACKNOWLEDGEMENT OF ATTORNEY -IN -FACT SURETY STATE OF FLORIDA ) ss COUNTY OF Miami -Dape Before me, a Notary Public, duly commissioned, qualified and acting, personally appeared Otto Latimer , who says that he is the Attorney-in-Fact, for the American Contractors Indemnity CompaniSurety) and that he has been authorizcd by the Surety to execute the foregoing bond on behalf of the Surety named therein in favor of the City of South Miami Community Redevelopment Agency, South Miami, Florida 33143. Said person is X personally known to me, or has produced (specify type of identification, i.e., driver's license and number, state of issue, etc. and .who did take an oath, or X did not take an oath. WITNESS my hand and official seal, at the County and State aforesaid, on the day and year aforesaid. (Attach Power of Attorney) M. 06% ROAN: C. LATNiER �•s W* PYbNc: • age of FWW ' Mr com*Ww EX0W Mw ' Commialoe N OD 672872 lots bonded 7ta0* I''&tionW Notary Apo. wo, A, Notary Public State of Florida -at -Large My commission Expires: Z American Contractors 'Indemnity Company 9841 Airport Blvd., 9`0 Floor Los Angeles, California 90045 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That American Contractors Indemnity Company of the State of California, a California corporation, does hereby appoint, Otto Latimer of North Miami Beach, Florida its true and lawful Attomey(s) -in -Fact, with full authority to execute on its behalf bonds, undertakings, recognizances and other contracts of indemnity and writings obligatory in the nature thereof, issued in the course of its business and to bind the Company thereby, in an Amount not to exceed $ ** *500,000.00 * ** This Power of Attorney shall expire without further action on March 18, 2011. This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of AMERICAN CONTRACTORS INDEMNITY COMPANY at a meeting duly called and held on the 6"' day of December, 1990. "RESOLVED that the Chief Executive Officer, President or any Vice President, Executive Vice President, Secretary or Assistant Secretary, shall have the power and authority 1. To appoint Attorney(s) -in -Fact and to authorize them to execute on behalf of the Company, and attach the seal of the Company thereto, bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof and, 2. To remove, at any time any such Attorney -in -Fact and revoke the authority given. RESOLVED FURTHER, that the signatures of such officers and the seal of the Company may be affixed to any such Power of Attorney or certificate relating thereto by facsimile, and any such Power of Attorney or certificate bearing such facsimile signatures or facsimile seal shall be valid and binding upon the Company and any such power so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking to which it is attached. " IN WITNESS WHEREOF, American Contractors Indemnity Company has caused its seal to be affixed hereto and executed by its President on the 2nd day of January, 2008. ? �1Mnatriya AMERICAN CONTRACTORS INDEMNITY COMPANY STATE OF CALIFORNIA w a "i 4 § _ COUNTY OF LOS ANGELES �• § By. Adam S. Pessin, President On this 2nd day of January, 2008, before me, Deborah Reese, a notary public, personally appeared Adam S. Pessin, President of American Contractors Indemnity Company, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is /are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her /their authorized capacity(ies), and that by his/her /their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. _ pEgpRA 1 Res- Commbwon i 1720211 / �� Notary �►1c - COUMV Signature d1 (Seal) Los 108 A=19,2 ,,,,,PAOrla.2o11 I, Jeannie J. Kim, Corporate Secretary of American Contractors Indemnity Company, do hereby certify that the Power of Attorney and the resolution adopted by the Board of Directors of said Company as set forth above, are true and correct transcripts thereof and that neither .the said Power of Attorney nor the resolution have been revoked and they are now in full force and effect. IN WITNESS HEREOF, I have hereunto set my. hand this 14th . day of May , 2008 . Bond No. 1000784836 Jeannie J. Kim, Co orate Secretary Agency No. 9240 Rev. POA0MMI INSURANCE REQUIREMENTS See Insurance Check List for applicability to this contract. A. The contractor shall be responsible for his work and every part thereof, and for all materials, tools, appliances and property of every description, used in connection with this particular project. He shall specifically and distinctly assume, and does so assume, all risks of damage or injury to property or persons used or employed on or in connection with the work and of all damage or injury to any person or property wherever located, resulting from any action or operation under the contract or in connection with the work. It is understood and agreed that all times the contractor is acting as an independent contractor.. B. The contractor, at all times during the full duration of work under this contract, including extra work in connection with this project shall meet the following requirements: 1. Maintain Worker's Compensation and Employer's Liability Insurance to meet the statutory requirements of the State of Florida. I Maintain Comprehensive General Liability Insurance in amounts prescribed by the City of South Miami Community Redevelopment Agency (see checklist for limits) to protect the contractor in the interest of the City against all risks.of injury to persons (including death) or damage to property wherever located resulting from any action or operation under the contract or in connections with the work. This policy is to provide coverage for premises /operations, independent contractor, broad form property damage, products /completed operations and contractual liability. Maintain Automobile Liability Insurance including Property Damage covering all owned, non -owned or hired automobiles and equipment used in connection with the work. 4. Maintain any additional coverage's required by the Risk Manager as indicated on the Insurance Check List. 5. Name the City of South Miami Community Redevelopment Agency as an additional insured on all liability policies required by this contract. When naming the City of South Miami Community Redevelopment Agency as an additional insured onto your policies, the insurance companies hereby agree and will endorse the policies to state that the City of South Miami Community Redevelopment Agency will not be liable for the payment of any premiums or assessments. A copy of the endorsement(s) naming the City of South Miami Community Redevelopment Agency as an additional insured is required and must be submitted to the City of South Miami Community Redevelopment Agency's Director. 6. No charge or cancellation in insurance shall be made without thirty (30) days written notice to the City of South Miami Community Redevelopment Agency's Director. 7. All insurance policies shall be issued by companies authorized to do business under the laws of the state of Florida and these companies must have a rating of at least B +:VI or better per Best's Key Rating Guide, latest edition. 8. Original signed Certificates of Insurance, evidencing such coverage's and endorsements as required herein, shall be filed with and approved by the City of South Miami Community Redevelopment Agency's Director before work is started. Upon expiration of the required insurance, the franchisee must submit updated certificates of insurance for as long a period as any work is still in progress. 9. It is understood and agreed that all policies of insurance provided by the franchisee are primary coverage to any insurance or self - insurance the City of South Miami Community Redevelopment Agency possesses that may apply to a loss resulting from the work performed in this contract. C. The liability insurance coverage shall extend to and include the following contractual indemnity and hold harmless agreement: In addition to the coverage stated in the body of the policy, the policy shall indemnify and hold harmless the City of South Miami Community Redevelopment Agency, a municipal redevelopment agency established under Chapter 163, Fla. Stat., its officers, agents, and employees from all claims for bodily injuries to the public in and up to the amount of $1,000,000.00 for each occurrence and for all damages to the property of others in and up to the amount of $1,000,000.00 for each occurrence per the insurance requirement under the specifications including costs of investigation, all expenses of litigation, including reasonable attorney fees and the cost of appeals arising out of any such claims or suits because of any and all acts of omission or commission by the franchisee, his agents, servants, or employees, or through the mere existence of the project under contract. The foregoing indemnity agreement shall apply to any and all claims and suits other than claims and suits arising out of the sole and exclusive negligence of the City of South Miami Community Redevelopment Agency, its officers, agents, and employees, as determined by a court of competent jurisdiction. The franchisee will notify his insurance agent without delay of the existence of the Hold Harmless Agreement contained within this contract, and furnish a copy of the Hold Harmless Agreement to the insurance agent and carrier. 1. The franchisee will obtain and maintain contractual liability insurance in adequate limits for the sole purpose of protecting the City of South Miami Community Redevelopment Agency under the Hold Harmless Agreement from any and all claims arising out of this contractual operation. D. All policies issued to cover the insurance requirements herein shall provide full coverage from the first dollar of exposure. No deductibles will be allowed in any policies issued on this contract unless specific safeguards have been established to assure an adequate fund for payment of deductibles by the insured and approved by the City of South Miami Community Redevelopment Agency's Director. E. The City of South Miami Community Redevelopment Agency will secure and maintain policies of subcontractors. All policies shall be made available to the City of South Miami Community Redevelopment Agency upon demand. Compliance by the franchisee and all subcontractors with the foregoing requirements as to carrying insurance and furnishing copies of the insurance policies shall not relieve the contractor and all subcontractors of their liabilities and obligations under any Section or Provisions of this contract. Franchisee shall be as fully responsible to the City of South Miami Community Redevelopment Agency for the acts and omissions of the subcontractor and of persons employed by them as he. is for. acts and omissions of persons directly employed by him. F. Insurance coverage required in these specifications shall be in force throughout the contract term. Should any franchisee fail to provide acceptable evidence of current insurance within seven days of receipt of written notice at any time during the contract term, the City of South Miami Community Redevelopment Agency shall have the right to terminate the franchise. G. If franchisee does not meet the insurance requirements of the specifications; alternate insurance coverage, satisfactory to the Director, may be considered. H. It is understood and agreed that the inclusion of more than one insured under these policies shall not restrict the coverage provided by these policies for one insured hereunder with respect to a liability claim or suit by another insured hereunder or an employee of such other insured and that with respect to claims against any insured hereunder, other insured hereunder shall be considered members of the public; but the provisions of this Cross Liability clause shall apply only with respect to liability arising out of the ownership, maintenance, use, occupancy or repair of such portions of the premises insured hereunder as are not reserved for the exclusive use of occupancy of the insured against whom claim is made or suit is filed. Property Damage Liability arising out of the collapse of or structural injury to any building or structure due to: a. Excavation (including burrowing, filling or backfilling in connection therewith), tunneling, pile driving, cofferdam work or caisson work, or; b. Moving, shoring, underpinning, raising or demolition of any building or structure, or removal or rebuilding of any structural support thereof. Property Damage Liability for: a. Injury to or destruction of wires, conduits, pipes, mains, sewers to other similar property or any apparatus in connection therewith, below the surface of the ground arising from and during the use of mechanical equipment for the purpose of excavating or drilling, or, Injury to or destruction of property at any time resulting therefrom. The term "streets" includes alleys. In determining where a street or highway ends, all of the lane up to privately owned land shall be considered. INSURANCE CHECK LIST XXX 1. Worker's Compensation and Employer's Liability per the Statutory limits of the state of Florida. XXX 2 '. Comprehensive General Liability (occurrence form), limits of liability $1,000,000.00 per occurrence for bodily injury property damage to include Premises /Operations; Products and Completed Operations; Independent Contractors; Broad . Form Property Damage Endorsement and Contractual Indemnity (Hold . harmless endorsement exactly as written in "insurance requirements" of specifications). XXX 3. Automobile Liability - $1,000,000.00 - covering all owned, non owned and hired vehicles per occurrence combined single limit for bodily injury and property damage. 4. Excess Liability - $ coverages. .00 per occurrence to follow the primary XXX 5. The City must be named as an additional insured on the liability policies; and it must be stated on the certificate. 6. Other Insurance as indicated: Builders Risk completed value Liquor Liability $ .00 Fire Legal Liability $ .00 Protection and Indemnity $ .00 Employee Dishonesty Bond $ .00 Other $ .00 XXX 7. Thirty (30) days written cancellation notice required. XXX 8. Best's guide rating B +:VI or better, latest edition. 11 BIDDER AND INSURANCE AGENT STATEMENT: We understand the Insurance Requirements of these specifications and that evidence of this insurance may be required within five (5) days after bid opening. Bidder Si nature of Bidder EXHIBIT 1 C LEGAL DESCRIPTION . 6400 SW 57th Street, South Miami, Florida bearing a legal description as follows: 25 54 40 UNIVERSITY PARK PB 18 -46 LOT 35 LOT SIZE 60.000 X 100 COC 22234 -3234 03 2004 1, PUBLIC RECORDS OF MIAMI -DADE COUNTY, FL EXHIBIT 1 D PROJECT PLANS (SEE ATTACHED BUILDING PLANS) lilt gJill Ig III II I pl II F it lm 'I"W Q49 a 00b9 mm'd r/rme; III II II f ro J J _V IL . Rg tip 0 U 3 r in IFI to, \f N Sio pp� ■ky� �o �s L J 8 °� N M Vol 133ai1S 15 9 'M 'M'S 0049 6 ' H0 1 SIA3tl L J 8 °� .oaaaaaaaa„ �9B9A9BB911 :�B99A9BB911 0 L J 8 °� 0 tl L J 8 °� 0 rwww L J 8 °� 0 RI l J w �I§ id 'iww 1332l1S L5 'M'S 0049 ■ �I w J w �I3 el el C BOOK 26426 PAGE 209:3 i_ AST PAGE ' EXHIBIT I E PROJECT RECIPIENTS, PRICE OF UNITS 6400 SW 57th Court, South Miami, Florida Housing Recipient - Denise Goodman, 6425 SW 57th Court #3, South Miami, Florida 33143 Price of Home - $140,000 STATE r-n , NO EXHIBIT D (SMCRA REQUESTED BUILDING INSPECTION) To: AAII- Amerlociry 11Y !7%61� � { 2001 "It4aking our Neighborhood a Great Place to Live, td/brk and PFcy" Honorable Chair SMCRA 1 From: Stephen Date: April 9, 2007 ITEM No. G f-B) REATER MLIMI NEIGHBORHOOD'S BUILDING INSPECTION During the January 8, 2007 Meeting, the Board requested an alternative plan for completing construction on two housing lots previously conveyed to Greater Miami Neighborhoods. Building permits were initially issued by the City of South Miami Building Department on March of 2005. Housing construction was initiated by Greater Miami Neighborhoods however the homes have remained in unfinished state since the issuance of building permits. Pending the release of liens assessed against the properties, the lots will be re- conveyed to the SMCRA. Staff is in the process of identifying an alternate developer to complete construction of the two homes. Prior to resuming construction, the structural integrity of the unfinished construction must be evaluated. On March 26, 2007, a building inspection was initiated on both housing lots. Based on the findings on the inspection, the vast majority of the unfinished construction is in structurally sound. condition (See Exhibit A and Exhibit B). The inspection did reveal extreme rust within one of the exposed tie beam locations. This rusting condition can however be easily remedied and should not prohibit the timely resumption of construction. Attachments: Building Inspection Reports SD/MCGRUFF\PLANNING \C R A \SMCRA Monthly Expediture Report.doc Inspection Inquiry - Inspection Selection Property address: FOLIO NUMBER: Application number: Application type: EXHIBIT A Hotr�e I NevyWtncbwl Support. %snaet I I Help 5899 SW 67 STREET 09- 4025.028 -0300 05 00000213 NEW SINGLE FAMILY RESIDENCE-IDETATCHED OOO.�BPN II 00 {BUILDING; FOUNDATION ii 0001 (AR iIDA 11/16/05 OOO — 000103PN iBUILDING . 'SLAB S , 00011 JEN = iDrA 110/25/06 O00I�000. 000{ OOO PN IBPN i( ��— OO,jHUILDING .COLUMNS OOJ;BITILDING,< TIE BEAN _ I, 0001'JAR_ 1( ; 00011(AR ' �ICA I (AP — CA J ^1/11/06 4/12/06 I .0001 000a 000;IBPN_jF 6—o0 PN I 070. LDING, TIE BEAM - 001BUILDING, FOOTING: , 000_2j� MAP JU — _4/22/_06 11/17/05 ; Gfo101*rAu> OK �: fs 'VC—,r eas -irc� �°�� -rte Pti� �,i} i EXI�IIBIT B HOMO l New Win dfo:rl Suppoil Inspection Inquiry - Inspection Selection Email ! ( FialP Property address: 6400 SW 57 COURT FOLIO NUMBER: 094025,015-0033 Application number: 05 00000207 Application type: NEW SINGLE FAMILY RESIDENCE-DETATCHED ._ �'�_ �t•r l dry- t 9% � �' �,- -�%�'o.�vrcr �/ /� --1 �,;Vwllfaa 000'0. i :000; OODIJBPN. 0007BPN r �00�BUILDING, FOUNDATION _ �`i.J 0001 ., 0001',�R,AP JAR. {fDA �rll /16/05 oI O,BUILDING;OLUfl5.- J20%06� ; 000 OOOJ� 000 '000 BPN. p00f PId ".' 000 BPN: �F00 00 00 BUILDING .TIE.BEAM :) 0001 JBUILDIIdG >'TIE .BEAN (000,2I� 110 RTHE�INSPECTION. �j 0001' � 11CA , �AP �— �APT_�i ( 4/12/06] J�/22/06 1/20/06 70 BN �•DD1,UIIDING . 00011AR JAP- -17/05 ) „' ._ �'�_ �t•r l dry- t 9% � �' �,- -�%�'o.�vrcr �/ /� --1 �,;Vwllfaa EXHIBIT E (INCORRECTLY CONSTRUCTED ARCHED ENTRYWAY AND WINDOW OPENINGS) Missing and Severely Misaligned Arched Entryway and Window Openings PRIOR ERRORS IN CONSTRUCTION r _ 6400 SOUTHWEST 57th COURT Required Masonry Reconstruction Arched Entryway and Window Openings EXHIBIT F (INCORRECTLY CONSTRUCTED WINDOW OPENING - NOT SUBSTANTIALLY MISALIGNED AND LEFT "AS IS ") Misaligned/ Uncentered Window Opening PRIOR ERRORS IN CONSTRUCTION 6400 SOUTHWEST 57th COURT Not Considered Severe Enough to Warrant Reconstruction EXHIBIT G (CONTRACTOR INVOICE FOR RECONSTRUCTION OF MISALIGNED ARCHED ENTRYWAY AND WINDOW OPENINGS) CHANGE ORDER Loan # NA Date: Dec. 23, 2008 Owner's Name: City of South Miami Change Order Property Address: 6400 SW 57`x' Court Contractors Name: EDFM Corporation Contractors Address: 10021 SW 98h Ave. Description of Work Change: 11 1. Remove and re -pour front arch (misaligned) 2. Cut and repair window openings labor 3. Concrete materials 5 cy min 4. Pump time two hours @$60 /hr TOTAL Owner Approval: Contractor Approval: Estimator Approval: $ 2,118.00 1,460.00 668.75 120.00 $4,366.75 Date: Date: Date: EXHIBIT H (AGREEMENT ADDENDUM) FIRST ADDENDUM TO AGREEMENT This Second Addendum to the Agreement is entered into as of , 2009, by and between The South Miami Community Redevelopment Agency ( "Agency ") and the EDFM Corporation ( "Contractor "). WHEREAS, the purpose of this first addendum to the agreement is to supplement and revise the terms of the underlying agreement dated May 19, 2008, which is attached as Exhibit 1; and, WHEREAS, the parties to this first addendum agree to supplement and revise the Section 3 of the agreement (Project Scope) to include additional work to remove and reconstruct the rear wall of home located at 6400 S.W. 57th Court in accordance with the approved building project plans for this property (attached as Exhibit 2). NOW THEREFORE, in consideration of the sum of $10.00, the mutual promises and covenants contained in this first addendum, and for other good and valuable consideration, the receipt and legal sufficiency of which is acknowledged by both parties, the parties agree as follows: 1. Whereas Clauses: The above whereas clauses are incorporated and made part of this second, addendum to the underlying May 19, 2008 agreement, which is attached as Exhibit 1. 2. Entire Agreement: This second addendum to the May 19, 2008 agreement when signed by all of the parties constitutes the full and complete understanding by and between the parties and integrates by its terms and all previous contracts or understandings, oral or written, between the parties. In the event of any conflict, the terms of this first addendum will govern over the provisions of any incorporated documents. Listed below are the sections of the agreement which are being revised, and /or supplemented by this first addendum: 3. Section 3 (Project Scope and price) is being supplemented and revised so that the scope of services shall be expanded, as more specifically identified within EDFM's December 23, 2009 Change Order attached as Exhibits 3 this first addendum. 4. Severability: Should any section or any part of any section of this first addendum be rendered void, invalid or unenforceable by any court of law, for any reason, the determination shall not render void, invalid or unenforceable any other section or part of any section of this first addendum. First Addendum to EDFM Agreement Related to 6400 SW 57th Court Page 2 of 2 IN WITNESS WHEREOF, the parties to this first addendum, acting through their dully authorized officers, have executed this first addendum to the agreement as of the date first written above. South Miami Community Redevelopment Agency Stephen David SMCRA Director APPROVED AS TO FORM: Eve A. Boutsis Office of General Counsel Nagin, Gallop & Figueredo, P.A. South Miami Community Redevelopment Agency EDFM Construction Corp. Miriam Rodriguez EDFM President CHANGE ORDER Loan # NA Date: Dec. 23, 2008 Owner's Name: City of South Miami Change Order Property Address: 6400 SW 57" Court Contractors Name: EDFM Corporation Contractors Address: 10021 SW 98 h Ave. Description of Work Change: M 1. Remove and re -pour front arch (misaligned) $ 2,118.00 2. Cut and repair window openings labor 1,460.00 3. Concrete materials 5 cy min 668.75 4. Pump time two hours @$60 /hr 120.00 TOTAL $4,366.75 Owner Approval: Date: Contractor Approval: Date: Estimator Approval: Date;