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06-04-01r •, Chair Julio Robaina Vice Chair Horace G. Feliu Member Mary Scott Russell Member David D. Bethel Member Randy G. Wiscombe Member James Bowman Member Charete B. Plummer CRA General Counsel John Dellagloria CRA Executive Director Charles D. Scurr CRA Director Gregory J. Oravec CRA Secretary Ronetta Taylor SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY CRA Meeting Meeting date: June 4, 2001 Sunset Drive, South Miami, FL Next Regular Meeting Date: August 6, 2001 Phone: (305) 663 -6338 Time: 6:30 PM City of South Miami. Ordinan,: ce -No. 10 -00 -1712 requires. all lobbyists . before engaging in any lobbying activities to register with -the City Clerk _and- pay an annual fee of $125.00. 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 t and unions. CALL TO ORDER: 1. ROLL CALL: 2: INVOCATION: 3. PLEDGE OF ALLEGIANCE: COMMUNITY REDEVELOPMENT AGENCY 1 AGENDA -June 4, 2001 ITEMS FOR THE BOARD'S CONSIDERATION: 4. Approval of Minutes Regular CRA Minutes - April 23, 2001 Regular CRA Minutes -'May 7', 2001 5. CRA Director's Report: A. Marcia Oban of Consumer Credit Counseling Services 6. CRA General Counsel's Report: CONSENT AGENDA (There are no items.) RESOLUTION(S) (For Public Hearing) 7. A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT. AGENCY (CRA) APPROVING THE REVISED,BUDGET OF THE AGENCY 'FOR THE FISCAL YEAR BEGINNING OCTOBER 1, 2000 AND ENDING SEPTEMBER 30, 2001; AUTHORIZING THE EXPENDITURE OF FUNDS ESTABLISHED, BY THE BUDGET; AUTHORIZING. THE AGENCY TO SUBMIT THE BUDGET TO MIAMI -DADE COUNTY FOR APPROVAL; PROVIDING FOR REPEAL, SEVERABILITY, AND PROVIDING FOR AN EFFECTIVE DATE. 8. A RESOLUTION OF THE CHAIRPERSON AND BOARD OF COMMISSIONERS OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY APPROVING AN INTERLOCAL AGREEMENT WITH THE CITY OF SOUTH MIAMI TO PROVIDE FOR A LOAN AND REPAYMENT SCHEDULE, NOT TO EXCEED A TOTAL COMMITMENT IN EXCESS OF $118,000, FOR THE PURCHASE AND OPERATION OF A TRANSHUTTLE VEHICLE. 9. A RESOLUTION OF THE CHAIRPERSON AND BOARD OF COMMISSIONERS OF THE ' SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY APPROVING AN INTERLOCAL AGREEMENT WITH THE CITY OF SOUTH MIAMI TO PROVIDE FOR A LOAN OF UP TO $ 400,000 AND APPROVING A REPAYMENT SCHEDULE FOR THE PURCHASE OF THE PROPERTY LOCATED AT 5825 SW 68 TH STREET, SOUTH MIAMI,' FLORIDA. COMMUNITY REDEVELOPMENT AGENCY AGENDA -June 4, 2001 2 10. A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY (SMCRA) AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE $17,200 FROM THE LAND ACQUISITION ACCOUNT TO LAWYERS TITLE INSURANCE CORPORATION FOR THE PURCHASE OF THE PROPERTY LOCATED AT 5825 SW 68" STREET, SOUTH MIAMI, FLORIDA. 11. A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY (SMCRA) AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE $408,500 FROM THE LAND ACQUISITION ACCOUNT TO MABLE A. MOBLEY (OR CLOSING AGENT) FOR THE PURCHASE OF THE PROPERTY LOCATED AT 5825 SW 68TH STREET, SOUTH MIAMI, FLORIDA. SPEAKERS PLEASE TAKE NOTICE THAT SECTION 2- 2.1(k )(2) OF THE CODE OF ORDINANCES PROVIDES THAT "ANY PERSON MAKING PERSONAL IMPERTINENT, OR SLANDEROUS REMARKS OR WHO SHALL BECOME BOISTEROUS WHILE ADDRESSING THE COMMISSION SHALL BE FORTHWITH BARRED FROM FURTHER AUDIENCE "BEFORE THE COUNCIL BY THE PRESIDING OFFICER, UNLESS PERMISSION TO CONTINUE BE GRANTED BY MAJORITY VOTE OF THE COMMISSION." PUBLIC COMMENTS BOARD COMMENTS ADJOURNMENT 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 3 AGENDA -June 4, 2001 �.. p Adm. PHASE I JUNE 2001 Identify 25 homes in the Redevelopment Area which are in generally good condition but could be greatly enhanced by new or additional landscaping. Send letter of invitation to each property owner, explaining the program and setting forth program requirements. Identify participating homes. Verify that they meet program requirements. A design team consisting of Parks & Recreation and SMCRA staff members shall perform a site visit and prepare a landscape plan for. each participating home. Parks & Recreation and SMCRA staff shall hold an evening workshop, inviting all participating families to review and discuss their landscape plans. City and SMCRA Staff, participating families and volunteers shall landscape the homes over the course of a weekend.. SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY INTER- OFFICE MEMORANDUM To: Honorable Chairperson Date: June 1, 2001 and CRA Board From: Gregory J. Oravec Subject: Meeting of 6/04/01 — Director. ` Revised FY 00 -01 Budget REQUEST A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY (CRA) APPROVING THE REVISED BUDGET OF THE AGENCY FOR THE FISCAL YEAR BEGINNING _ OCTOBER .1, 2000 AND ' ENDING SEPTEMBER 30, 2001;. AUTHORIZING THE EXPENDITURE 'OF, FUNDS ESTABLISHED BY THE BUDGET; AUTHORIZING THE AGENCY TO SUBMIT THE BUDGET TO MIAMI -DADE COUNTY FOR APPROVAL; PROVIDING FOR REPEAL, SEVERABILITY, AND PROVIDING FOR AN EFFECTIVE DATE. BACKGROUND The Bakery Associates LTD and other surrounding property owners have appealed their assessed property values. Many of the appeals, most notably the Bakery Associates appeal, have been granted. The Bakery Associates appeal resulted in a $16 million dollar reduction in their property's preliminary assessment. This adjustment, alone, caused a $100,000 decrease in the' overall contribution to the SMCRA TIF fund. To properly account for this adjustment and to guard against the future budgeting of expenses -in excess of revenues, staff recommends. revising the FY 2000 -2001 Budget as demonstrated in the attachments and as further discussed below. ANALYSIS The annual tax increment finance (TIF) revenue of the South Miami Community Redevelopment Agency is calculated by taking the total assessed value of the redevelopment area less the total assessed value of the redevelopment area in the baseline year, which is called the increment, and multiplying the increment by half of the the County and City millage rates. Thus, for fiscal year 2000 -2001, the SMCRA TIF was calculated as follows: Total Assessed Value of the Redevelopment Area: 186,665,035. Less Total Assessed Value of the Redevelopment Area (1998): 68,437,390 Equals Increment 118,227,645 . County Payment = (.5)(5.751 mills)(Increment of 118,227,645) = 340,000 City Payment= (.5)(6.373 mills)(Increment of 118,227,645) = 376,700 Total TIF Revenue = 716,700 The total assessed value of the redevelopment area is' determined by the Miami -Dade County Property Appraiser. It is the aggregate of each ' assessed property value 'in the redevelopment area. The Property Appraiser computes preliminary values during the summer of a calendar year and provides notice to all of the property owners regarding, their assessment. Property.' owners have the ability to, appeal their assessed . values and often -do. A successful appeal results in a lowered assessed value. Due to these possible. changes, the Property Appraiser does not finalize the preliminary assessments until the winter of the next calendar year. Since the calendar year and fiscal years are not synchronous, the SMCRA, like municipalities, uses the preliminary assessment to prepare its budget because the final assessment is not available until nearly half way through the fiscal year. Unlike the City of South Miami, however, the SMCRA has been utilizing 100% of the preliminary. assessment to forecast its revenue. Unfortunately, since the final total assessed values are usually lower than. the. preliminary assessed values, the SMCRA's forecasted has been much higher than actual revenue. As a result, the SMCRA has budgeted money, that it will not receive. In fiscal year 1999 -2000, several property owners appealed their assessments, including The Bakery Associates LTD. Several appeals were approved. None were as significant as the appeal granted to the Bakery Associates LTD for the Shops at Sunset Place. Their appeal. resulted in a $16 million dollar reduction in the property's preliminary assessment. This adjustment,'alone, caused a $100,000 decrease in the, overall contribution to the SMCRA TIF fund. To. properly account for this adjustment and to guard against the future budgeting of expenses in excess of. revenues, staff recommends revising the FY 2000 -2001 Budget as. demonstrated' in the attachments. Revisions are in bold. The revised revenues shows that the SMCRA, like the City of South Miami, will. budget tax revenues based upon 95% of the preliminary assessed value. Consequently, the City and County TIF Contributions have been adjusted downward. Additionally, based upon the adjustment to FY 99 -00 actual revenue, as compared to, proposed, the cash carryover was reduced to $89,900. Other minor changes include increasing pending grants based upon the CDBG award for Church Street, decreasing transit advertisement based upon the SMCRA Shuttle Plan, and decreasing interest earnings based upon decreased revenues. As a result of these changes, proposed revenues are $150,500 less than in the originally approved budget. Since revised revenues have been reduced by $150,500, the proposed budget has to be reduced by a commensurate amount. _ The first and most troubling change that should be made is to the SMCRA Administrative Budget. The SMCRA's administrative' budget is capped at ten percent of the total budget and should, therefore, be reduced by $11,800 to $90,600. Staff recommends that additional changes be made as follows: • The, Multifamily Unit Rehab and Expansion line item of the BI 901— Residential 'Reinvestment, Land Acquisition and Rehab Budget Category should be reduced from $135,000 to $81,000. This will not hinder the multifamily housing study which has already been initiated and properly reflects that SMCRA. Multifamily Projects will not start until after the completion of the study (next fiscal year). • BI #04 —The Commercial Building Rehab Category should be reduced from $111,000 to . $75,000. This change is appropriate since the .Wounded Healers' Building Rehabilitation Project on SW 59`h Place is no longer being pursued. • B #05 -The Infrastructure Category should: be reduced from $117,600 to $100,000. This' change will not hinder the Church Street Project. The remaining amount, in conjunction with CDBG funds,.will be adequate to complete an environmental survey of the project site, complete the engineering design and augment the City project at Church Street and SW 60 Street. • BI #12 —The Land Acquisition Category should be reduced from $104,800 to $74,000. Funding for land acquisition was largely made available due the large cash carryover that was anticipated. Since the carryover did not materialize, the , amount budgeted should be reduced. BI #16 —The Contingency Category. should be reduced from $45,600 to $45,300 because it is capped at 5% of the total budget. Although undesirable, with the exception of the administrative budget; the proposed revisions do not deleteriously impact the programs, projects or priorities of the SMCRA and more accurately . account for revenues and expenditures: The SMCRA Advisory Board reviewed the proposed revised budget on May, 31, 2001 and recommended approval (3 -0). The Miami -Dade County Tax Increment Financing Coordinating ,Committee (TIFCC) reviewed the proposed revised budget on June 1, 2001 and unanimously recommended approval. RECOMMENDATION Your approval is recommended. RESOLUTION NO. A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY . (CRA) APPROVING THE REVISED BUDGET OF THE AGENCY FOR THE . FISCAL YEAR BEGINNING OCTOBER 1,, 2000 AND ENDING SEPTEMBER 30, 2001; AUTHORIZING THE EXPENDITURE OF FUNDS ESTABLISHED. BY THE BUDGET; AUTHORIZING THE AGENCY TO. SUBMIT THE BUDGET TO MIAMI -DADE COUNTY FOR I APPROVAL; PROVIDING ,FOR REPEAL, SEVERABILITY, AND PROVIDING FOR AN EFFECTIVE DATE. THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY RESOLVES AS FOLLOWS: Section 1 Bud eg t Approved and Adopted. The revised budget of the South Miami Community Redevelopment Agency (attached as Exhibit 1) for the fiscal year beginning October . .1, 2000, and ending September: 30, 2001, was considered at a public hearing on June 1, 2001, which followed public hearings relating to the budget held on December.4; 2000, July 31, 2000, August 7, 2000, August 16, 2000, and October 23, 2000, and is approved and adopted. Section 2. Transmittal to Miami -Dade County. The revised budget shall be transmitted to Miami -Dade County pursuant to the Interlocal Agreement. Section 3. Expenditure of Funds Appropriated in the Budget: Funds appropriated in the budget may be expended in accordance with the provisions of the budget, the Community Redevelopment Plan and as authorized by law. Expenditures of the non -ad valorem funds under circumstances in which additional revenues are received by the South Miami Community Redevelopment Agency during the fiscal year 'shall be deemed to be appropriated, subject to approval by the South Miami Community Redevelopment Agency. Section 4. Checks. All checks on South Miami Community Redevelopment Agency bank accounts shall be signed by the City of South Miami's Finance Director and CRA Executive Director or City Manager. Section 5. Severability. If any word, clause, phrase, sentence, paragraph or section of this Resolution is held to be invalid by a court of competent jurisdiction, such declaration of invalidity shall not affect any other work, clause, phrase, sentence, paragraph or section. Section 6. Repeal. All Resolutions or parts of Resolutions in conflict or which are inconsistent are repealed. Section 7. This Resolution shall be effective upon passage. PASSED AND ADOPTED this day of 2001. ATTEST: APPROVED: SECRETARY READ AND APPROVED AS TO FORM: CHAIRPERSON Board Vote: Chairperson Robaina: Vice Chairperson Feliu: Board Member Bethel: Board Member Bowman Board Member Plummer: Board Member Russell: Board Member Wiscombe: C!� Q o � c� C!� Q ,b cy O n n o � co � � m � a n I O v y v � 4 y A 0 � V !J r =i ~ K7 � C h C a V �y o� M. oW w .+a N O � O O n � r-3 o °o, � .� o � O a �• o � b ;. O n• � o s�� o � � f7 � c C, a E CD y a • < 'a.E a�z ?� O a� x trf�..S C1 �'� Ci7 CY7 Y�7 C7 ti•1 co t Pi': 9 4 �• y O �p r y •ma�yy V n y �'.. .7' •�: z n7 .0 ..j O V1 Cs7 p.• •� n �yr�y '� pp�•r '�" y [may 'S X�� En z n S c W "J" .7'• fC/�1 l +J r: c �- r io' •b a.. O Z io y aq Ik �c �J %.r A A Or 00 Or 00 A U U Y 1 rN0 VA N N y? U OO N O O [w�+ . 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Oravec�{" 11 /r Subject: Meeting 6/04/01— Director ! �/ V Interlocal Agreement with the City of South Miami REQUEST A RESOLUTION OF THE CHAIRPERSON AND BOARD OF , COMMISSIONERS OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY APPROVING AN INTERLOCAL AGREEMENT WITH THE CITY OF SOUTH MIAMI TO PROVIDE FOR A LOAN AND REPAYMENT SCHEDULE, NOT TO EXCEED A TOTAL COMMITMENT IN EXCESS OF $118,000, FOR THE PURCHASE AND OPERATION OF A TRANSHUTTLE VEHICLE. BACKGROUND AND ANALYSIS On March 5, 2001, the SMCRA Board approved a resolution, which is attached for your reference, authorizing the Executive Director to execute a lease - purchase agreement, with the Municipal Services Group for the purchase of the TranShuttle from Florida Transportation Systems, Inc. pursuant to a state contract. Per the proposed lease - purchase agreement, the SMCRA would have made a down payment of approximately $48,000 upon receipt of the vehicle and five annual payments of approximately $14,000. As the Municipal Services Group completed certification of the agreement, however, they voiced a concern regarding the relative youth of the Agency. Consequently, the Municipal Services Group requested that the lease- purchase agreement be completed through the City of South Miami. The attached resolution and interlocal agreement provide for the lease - purchase agreement to be conducted through the City. All other terms remain the same. Therefore, the City will be the "Lessee" and the SMCRA will simply reimburse the City for expenses incurred from the lease - purchase agreement. RECOMMENDATION Your approval is recommended.. RESOLUTION NO. A RESOLUTION. OF THE CHAIRPERSON. AND BOARD OF COMMISSIONERS OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY APPROVING AN INTERLOCAL AGREEMENT WITH THE CITY OF SOUTH MIAMI TO PROVIDE FOR A LOAN AND REPAYMENT SCHEDULE, NOT TO EXCEED. A., TOTAL COMMITMENT IN EXCESS OF $118,000, FOR THE PURCHASE AND OPERATION OF A TRANSHUTTLE VEHICLE. WHEREAS, the City of South Miami (City) has 'created a South Miami Community . Redevelopment Agency ( SMCRA) pursuant to Chapter 163, Part III, Florida Statutes; and WHEREAS, the City and the SMCRA desire to have executed an interlocal agreement providing for SMCRA budgeted funds to be applied toward transportation services pursuant to the South Miami Community Redevelopment Plan. NOW, THEREFORE, BE IT RESOLVED BY THE CHAIRPERSON AND THE BOARD OF COMMISSIONERS OF THE SMCRA AS FOLLOWS: Section 1. That the SMCRA shall repay the City of South Miami for the lease- purchase of a TranShuttle Vehicle pursuant to the terms provided to the City by the financier and not to exceed an aggregate payment of $118,000. Section 2. That the Executive Director is authorized to execute an Interlocal Agreement with the City of South Miami for such services, in substantially the form attached as Exhibit "l." Section 2. This resolution shall be effective upon adoption. PASSED and ADOPTED by a vote of the Board of Commissioners this day of ,2001. APPROVED AS TO FORM: GENERAL COUNSEL DRAFT 4/17/01 INTERLOCAL COOPERATION AGREEMENT. THIS INTERLOCAL COOPERATION. AGREEMENT (Agreement) is made this day of , 2001, between the City of South Miami, Florida, a municipal corporation (City) and the South Miami Community, Redevelopment Agency, an agency created pursuant to Chapter .163, Florida Statutes (Agency). WHEREAS, the Board of County Commissioners of Miami -Dade County, Florida (Board) adopted Resolution No. R- 1374 -96 on December 3, 1996, which,, among other things, declared that a slum or blighted area existed in a geographic area, described generally as bounded by S.W. 62nd Avenue on the West, S.W. 62 "d Street on the North, S.W. 57`h Avenue on the East and S.W. 72nd Street on the South, (Redevelopment Area), determined that it was necessary to redevelop the Redevelopment Area in accordance with the provisions of Part III of Chapter 163, Florida Statutes (Act), and delegated to the City Commission of the City of South Miami, Florida (City Commission) the authority to exercise the redevelopment powers conferred upon the. Board within the Redevelopment Area in accordance with the Act to enable the City Commission to, declare the need for, create and delegate powers to a community redevelopment agency and to initiate, prepare and adopt a plan of redevelopment for final approval by the. Board; and WHEREAS, the City Commission, pursuant to Ordinance No. 12 -97 -1633 enacted on April 15, 1997, accepted a delegation of powers from the Board, found a need for and created the Agency, declared the members of the City Commission to. be members of the Agency, granted the Agency the power to exercise all powers permitted by the Act which were delegated by the Board to the Agency and directed the- initiation, preparation and adoption of a community redevelopment plan by the Agency; and WHEREAS, Chapter163, Florida Statutes, provides for, the provision of community- oriented services; and WHEREAS, the City and the Agency wish to enter into this Agreement in order to provide for the purchase of the TranShuttle vehicle. NOW, THEREFORE, the City and the Agency agree as follows: Section 1. The City has approved a lease- purchase agreement on behalf of the Agency for the purchase of a TranShuttle vehicle. i The amount of funding provided by. the City for this purpose shall not exceed $118,000. Section 2. ` The Agency shall repay the City for all payments made pursuant to the lease- purchase agreement within thirty days of such payment. Section 3. This Agreement may be amended only by written agreement signed by the City and the Agency. Section 4. This Agreement shall be effective upon execution of the parties and shall .be subject. to any required review and approval by Miami -Dade County. IN WITNESS WHEREOF, the .parties executed this Agreement this day of 2001. CITY OF SOUTH MIAMI, FLORIDA SOUTH MIAMI COMMUNITY REDEVELOPMENT . AGENCY By: City Manager ATTEST: By: City Clerk . APPROVED AS TO FORM City Attorney al _By :_ Executive Director ATTEST: Secretary APPROVED AS TO FORM General Counsel 2 . RESOLUTION NO CRA 8 -01 =57 A RESOLUTION OF THE CHAIRPERSON SAND MEMBERS OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY . (SMCRA)' AUTHORIZING -: .THE EXECUTIVE DIRECTOR TO EXECUTE A LEASE- PURCHASE AGREEMENT WITH MUNICIPAL SERVICES GROUP, . INC. - FOR THE ` PURCHASE OF A BLUE BIRD "TRANSHUTTLE" . BUS FROM FLORIDA TRANSPORTATION SYSTEMS, INC. WHEREAS, the South Miami Community Redevelopment Agency ( SMCRA) desires to effect . comprehensive community revitalization through the implementation of the South Miami Community Redevelopment Plan; and WHEREAS, the South . Miami Community Redevelopment Plan. includes- transportation improvements and alternatives programs which call for the provision of "trolley" services; and WHEREAS, the SMCRA has, identified the TranShuttle as the most appropriate, vehicle to provide trolley services to the Redevelopment Area; and WHEREAS, the Municipal Services Group, Inc. desires to provide lease - purchase financing to the SMCRA for the TranShuttle with terms that the SMCRA finds agreeable. NOW, THEREFORE, BE IT RESOLVED BY CHAIRPERSON AND MEMBERS OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY: Section 1. That the Executive Director is authorized to execute a lease- purchase agreement with Municipal Services Group, Inc. for purchase of a Blue Bird "TranShuttle" Bus from Florida Transportation Services, Inc. per an agreement substantially in the form of Exhibit "12' Section 2.- That this resolution shall be effective upon adoption. PASSED and ADOPTED by.a 7-n vote of the Board of Commissioners this 5th day of March , 2001. . CHAIRPERSON . ATTEST::. BOARD., VOTE : 7 -0 Chair Robaina: Yea Vice Chair Feliu: Yea §ttRETARY Member Bethel.:' Yea Member.Bowman: Yea APPROVED AS TO FORM: Member Russell : Yea Member Plummer: Yea Member !4Iscimbe: Yea GENERAL COUN L H �oUrf, SOUTH.MIAMI COMMUNITY REDEVELOPMENT AGENCY 1927 . INTER - OFFICE MEMORANDUM To: Honorable Chairperson Date:. February 6, 2001 and CRA Board.: From: Gregory J. Oravec '� Subject: Meeting 03 /OS /O1. —� Director. Lease- Purchase Agreement Municipal Services Group, Inc. For TranShuttle Vehicle .. REQUEST A RESOLUTION OF ' THE CHAIRPERSON AND MEMBERS . OF. THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY (SMCRA) AUTHORIZING THE EXECUTIVE DIRECTOR TO EXECUTE A LEASE- PURCHASE AGREEMENT WITH MUNICIPAL SERVICES GROUP, INC. FOR THE PURCHASE OF A `BLUE : BIRD "TRANSHUTTLE" BUS FROM FLORIDA TRANSPORTATION SYSTEMS, INC. BACKGROUND & ANALYSIS On July. 19, 2000, , the SMCRA Board authorized staff to terminate the lease agreement with HealthTrans USA for the operation of the.South Miami Trolley. Although there was, and remains, a . legitimate need for transportation services in the Redevelopment Area and the South Miami Community Redevelopment Plan identifies the need for transportation improvements and. alternatives, including "trolley" services, in the Redevelopment Area, the South Miami Trolley. did not perform at an acceptable level: After more than a year of service, the Trolley was unable to build any significant level of ridership, often running for hours without riders. The South Miami Trolley was unable to build significant ridership for number of reasons, including: . • The size of the route Thee trolley ran .a large fixed route, which allowed a potential rider to walk to the desired destination rather than ride, thereby failing to produce a benefit: • : Insufficient Marketing/Public Outreach The public was not sufficiently made aware of the .trolley. • The schedule of the trolley was a mystery and constantly changing: • Demand/Service Inequity • Parking .and traffic overflow never materialized ' at the Shops at Sunset Place or' in the downtown to the extent that the parking inventory was overwhelmed or that significant. numbers of people parked on the, west side of US 1. Thus, although such: `.`park and ride" services- were and should be a critical component .of a downtown. circulator such as the South Miami Trolley, the Trolley was providing services, at a high cost, when services were not required, However, a large ridership could be developed, for. a, "trolley" which had a more appropriate scope of services. The SMCRA and City, through interaction with the public; identified the Tor elderly, senior center, local school, recreation,. limited park- and -ride and special event transportation services, as identified in 'Attachment A. In evaluating the most cost .efficient' manner in which to provide this scope of services, staff determined the following: i • A straight lease was undesirable because of the lack of equity;-.. • SMCRA/City operation of the vehicle would allow for savings and more appropriate and successfiil use; • Parks & Recreation should operate the vehicle; and • Public Works should maintain the vehicle.. • . The expense, limited functionality and cost of maintenance of a traditional trolley, similar in design to the South Miami Trolley, . made such a vehicle an undesirable choice to provide services; and • There were two appropriate.vehicle choices: the cutaway shuttle and the TranShuttle... SMCRA and City staff completed a comprehensive analysis of the cutaway shuttle and the TranShuttle, Which included contacting large transportation providers such as the Miami -Dade Transit Authority. The analysis identified the TranShuttle as the superior vehicle: The attached resolution authorizes the Executive Director to execute a lease- purchase agreement with the Municipal Services Group for the purchase of the TranShuttle 'from Florida Transportation Systems, Inc. pursuant to a state contract. Several financing options were' explored in order to identify the. most favorable terms with which to purchase the subject vehicle., Financing proposals, which included lease purchase and conventional financing, were received from Blue Bird Leasing, Municipal Services Group and local lenders. The Municipal Services Group, Inc. proposed financing at the lowest annual percentage rate and total cost. Per the proposed lease- purchase agreement, the SMCRA would make a down. payment' 'of approximately - $48,000 upon receipt. of the vehicle. The down payment would be followed by five annual payments of approximately $14,000. with the first payment due on January 1, 2002. The down payment is available.in the "Trolley Fund," as $57,500. remains from the funding of the South Miami Trolley. Approval of the attached resolution would allow the SMCRA to partner'with the City to provide much needed transportation services to the ,citizens of .the Redevelopment Area, as called for by the Redevelopment Plan, in a cost efficient manner. RECOMMENDATION 1 In a LA cm O S Q H r T cli a .. •• a n w 3 c c -t, r° 3 co n ZLA -1 0 rm r rn � N Vit9 3aos ft C et rnD r� mQ z --( ..i n g m_ Z b n� -C — osa w ch T1 T 2• a� w D < �•m wae+ Trod rt C D 3 r) —I V - v O w i h -s o -s J• J. s m n w Z m s 10 W n o m a rt n o-1 z m 4 p < 3 K Q •D m 7r to < rt Lm J J. ri J. c -i o EA m- 0 n -t, s Z m -s r�•t s rt 3 N rt 3 r a O to w r+ o A m —+ s m s e o c s m rt Q s n J• v, - r+ O � O J. .1 s m m m O �. Q. 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ExCe ey appearanrior' l 1,7QD, Q,Q" t Paint burnpexs f or trolley appearance; 35 QQ flaytYme, ruz n ng 1sghts 40 ,&0`0 Grab,ha,n,dle. fr ba:rri,er 2,06 00 otal, additions x,14, a04. 50 I 5umnary; of pricing. - , I a ' FMPIP Contract trcl;e,r Fosin° $9;5,67;5,,..00, i F Equ pmenC del4t onsw, 1 {9 ©8 14 { 'kY Equipment adeliztio,n,s.,, 14, 00.4.5;0 ^� To al .pur'chase price $10 3 � 77`1. -.36, h gn f z Y ;'F .. 111 �1IYt.ir."01JMY'PJL1: LL•,..:iU: lu trNNLJ^ J �:LLi.rJY4:l r�L li .1'J YJ�.I:i'�I...iti:wY Zi :IC�iC�i:rL'L +i iJL'L.I JLS.L'.I 0.7ji:z, rLv. C LP Z�if Y.J.t: � �Ln "L•ir.Lra1b�J 1f >! 1 . jait• Y l L ►) t _ Municipal '�� - Services i .. Group, Inc. 5125 S. 'Kipling Parkway- Suite "300 O Littleton, CO 80127 0 1- 800 - 530 -3100 0,- Fax 303- 933 -9991 - s:. Lease.: Purchase'. greement ' LESSEE: City of South Miami Community Redevelopment Agency _ AGREEMENT #S628 c This Agreement is a binding contract between Municipal Services Group, Inc. (MSG) and the lessee (you). 1. The Agreement. In executing this Agreement, you agree to rent the equipment described in Exhibit B (the Equipment). Exhibit B also sets forth the terms of the Agreement, including the commencement (or "Dated ") date, which is the date when the term begins and your obligation to pay rent accrues. Rental payments should be paid S B to MSG as instructed, and must be paid only out of legally available funds. A portion of each rental•payment represents interest, as shown on Exhibit B, and Exhibit B reflects an interest rate included in the rental payments. in order to maintain that interest rate, you must comply'with the tar covenants described below and file informational federal tax Form 8033 G or, if applicable, Form 8038 GC. If not, each rental payment will be increased to compensate for the loss of the tae exemption status which was . assumed in the initial interest rate. This form is included as'a Supplement to the Agreement and will "be filed by MSG.. These are informational returns only and will not `= require you to pay a tax. This Agreement will automatically be renewed for each renewal term, unless it is terminated because of Section 11. c . 2. The Obligation to Make Payments.'The initial term of the Agreement "terminates on the last day of your then current fiscal year, and the term will automatically be renewed at the end of the initial term or any renewal term for an additional one year unless you fail to appropriate sufficient funds for the rental payments due in the next 5 occurring term. Your obligation to make rental payments shall be absolute and unconditional. in all events, except in the event of non - appropriation. You'neree to do everything lawfully within your power to obtain the appropriation of funds for making rental payments under this Agreement, including, for example, providing for rental payments in each budget submitted for approval, recommending the approval of that portion of the budget and exhausting all legal remedies available if that portion of the budget is not approved. If the funds sufficient to pay rent for any rental term are not appropriated• you must give MSG prompt notice, and MSG may terminate this Agreement. Termination will be effective at the end of the last rental term for which the rent has been paid: You represent that your obligations tinder this Agreement will 'c not violate any limitation on your creation of indebtedness under the laws of your state. _ 4 -• 3. The Equipment. You agree and acknowledge that (i) you have selected the Equipment to be acquired by MSG and rented to you, (ii) the Equipment is, and during the g period of this Agreement shall remain, personal property, (iii) the Equipment will have a useful life in your hands that is substantially in excess of the initial term and all renewal terms of this Agreement, and (iv) you do not intend to sell, or otherwise dispose of, the Equipment during the term of the Agreement. You may contact the seller of the Equipment directly, as MSG's agent, to" effect the acquisition of the Equipment.. When you accept the Equipment, you must deliver to NISG an Acceptance Certificate in the, form of attached Exhibit, D. MSG may establish an escrow account into which it will deposit sufficient funds to acquire the Equipment. 4. Title to the Equipment; Power 'or Attorney. During this Agreement, you will have title to the Equipment, unless you default. You agree to surrender possession ofany title certificates into the hands of MSG to be held by MSG until such time that you exercise your rights pursuant to Section 5. if you default or nun - appropriate, you agree to transfer tide and possession of the Equipment to MSG. TO facilitate this transfer, you agree to execute and deliver to NISG; when you receive the Equipment, a Power of Attorney. for each title certificate. After you have paid to MSG all amounts due hereunder, NISG shalI-return the title certificates and Power(s) of Attorney to you. 5. Option to Purchase at any Time. You may elect to purchase for cash all (and only all) of. the Equipment at any time by paying the applicable purchase price plus " r accrued interest, if applicable, as shown in Exhibit B. 6.-'Responsibilities for Repair and Maintcnance. You agree to maintain the Equipment in good condition and make all necessary repairs and replacements at your expense. You agree to maintain a maintenance log for the Equipment and permit NISG to inspect the Equipment and the log(s). You must have the Equipment serviced and '= repaired at your expense when servicing or repair is required within intervals not exceeding 125% of those recommended in the owner's manual(s). 7. Tax Covenants. You will not make or direct any use of the proceeds of the obligation provided herein or any other funds which wilt cause such obligation to be an r "arbitrage bond" within the meaning of Section 148 of the federal tae code (the "Code "), to be "federally guaranteed" within the meaning of Section 149 of the Code, or to be a "private activity bond" within the meaning of Section 141(a) of the Code. To that end, so long as any rental payments are unpaid, you; with respect to such proceeds and c• such other funds, will comply with all requirements of such Code sections and all regulations of the United States Department of the Treasury issued thereunder to the extent 5. that such requirements are, at the time, applicable and in effect. Furthermore, to the extent applicable pursuant to Section 1480 of the Code, you covenant to complete or cause to be.completed.all reporting requirements and rebate all positive arbitrage to the United States of America You covenant that the Equipment will be'used only for the purpose of performing one or more.of your governmental or proprietary functions, and the Equipment will not be used in a trade or. business of any person or entity other than you on a basin different from the general public: You will not use or, permit the use of the Equipment by any person for a, "private business use" within the meaning of Section 141(b) of the Code in such manner or to such extent as would result in the inclusion of interest received hereunder in gross income for federal income tax purposes c under Section 103 of the Code. - C c "The parties will cooperate in performing all acts and things legally required or desirable in order to assure that the interest component of the rental payments will not be c included in the gross income of MSG or its assigns for federal income tax purposes. F 8. Your Risk of Loss or Damage. Upon receipt of the Equipment, you agree to bear all risk of loss, damage, destruction or theft. You must maintain insurance of the types S." and in at least the amounts shown on Exhibit C, directing your insurance company to give NISG a certificate showing MSG as tender loss payee and an additional named insured. If you do not maintain the required insurance, MSG may obtain it and charge you for it. You must give MSG prompt notice of (1) the loss, theft, or destruction of any part of the Equipment, (2) any damage to the Equipment exceeding 5500, or (3) any claim arising out the ownership, maintenance, storage or use of the Equipment. The parties will cooperate in deciding if insurance proceeds will be applied to the repair of the Equipment or to its purchase price. If MSG receives insurance proceeds "c _ exceeding the amount of the purchase price shown on Exhibit B, plus interest, or the amount required to complete the work, MSG will for the excess proceeds to you. _ tvS:.iii:Jti�rs J�i�r Y'JLr S:.�.t.Y:Yf LRkr:JL,i.7YY 4�uL: t: 1L' L�: 1• T.. �iti�irZ� :IY�Y:iJbI.L.Ii�L�wrY�'I:Iii Ii �IJt.�f 1.uuii.Y1{�jrw T'-n'_ 1� •�iYLYtiuJ�YtiL��rJ . lrLr4:Lolti3�Iwr4v JL r.C:d: rAtlr.�tl VT., y,4^�:: ��1, ^'i 9: Indemnification, Except for the intentional or negligent acts, of MSG arising out of entering into this Agreement, including any misstatement of material fact, in . connection with any transfer of this Agreement, because you have selected the Equipment for your use and purposes, and because you operate and maintain the Equipment, you agree, to the extent permitted by the. laws of your state, to indemnify MSG against any and all loss, damage, injury, claims, taxes (excluding MSG's income taxes) lees; fines, penalties, and expenses (including reasonable legal fees and expenses) of every kind that relate-to the. use, operation; ownership, condition or maintenance of the -EquipmenL Your obligation' indemnity MSG will continue after termination of the Agreement as to all matters.except those which arise from MSG's (or anyone blSG sells or re- leases the Equipment to) use, operation, ownership, condition or maintenance of the Equipment following termination, g.10. Warranty. ,MSG. MAKES NO EXPRESS OR IMPLIED .WARRANTIES CONCERNING THE EQUIPMENT, INCLUDING BUT NOT. LIMITED' 'MERCHANTABILITY, SUITABILITY, OR FITNESS FOR A PARTICULAR USE. THIS SECTION N NO EVENT IS INTENDED TO AFFECT THE WARRANTIES OR REPRESENTATIONS CONTAINED M ANY CONTRACT ENTERED INTO FOR THE ACQUISITION OF THE EQUIPMENT., c11. Termination. This Agreement will terminate:. (1) upon payment of all amounts due hereunder by you to MSG; (2) at the time and for the reason set forth in Section 2; _ (3) if you have returned the Equipment and paid all amounts due through the end of the term then in effect, including interest, (4) upon your purchase of the Equipment under Section S and your payment of all amounts due, (5) at MSG's option if you default as described in Section 12, and (6) if all or any portion of the Equipment has been ;S lost, stolen br damaged beyond repair, upon hISG's receipt of insurance proceeds covering the purchase price of the lost, stolen, or damaged Equipment. When this Agreement terminates, if you have not paid to MSG all amounts due hereunder; you must, at your expense, return the Equipment you have not purchased to MSG at the E address specified by MSG, in as good condition as when you received it, ordinary wear excepted. You must remove all signs and markings and make all repairs (other than for ordinary wear) requested by MSG. If you do not, MSG may do so and charge you for it. No prepaid interest will be rebated to you upon. termination. 12. Default. You will be in default if you fail to perform any ao greement of yours in this Agreement or any of your representations are found to be false or misleading. If an y E such default occurs, MSG, without notice or demand, may declare this Agreement in default and declare all amounts eligible or actually appropriated for rental payments under this Agreement to be immediately due and payable. Equipment must then be returned to MSG (at address specified by MSG) at your expense, and the Equipment and all your rights therein shall be deemed surrendered to MSG. Upon declaration of default, MSG may'repossess the Equipment with or without process of law, and for the = purposes may enter upon any of your premises or others' premises, wherever the Equipment may be found; without liability therefor.'IvISG may recover from you any. unpaid amounts due or to become due for the rest of the rental term, together with all expenses including reasonable attorney's fees and legal expenses (to the extent . permitted by law) incurred by, MSG to enforce its rights. The repossession and sale of the.Equipment shall not afTect MSG's right to recover from you'all damages which ._ NISG has sulTered because of your breach. MSG may sell or re -lease the Equipment with or without advertisement, at public or private sale or leasing, without notice to you. .E E free of any of your interest, without any duty to account to you for hiSG's'actions or inaction or for any sale or release proceeds. The proceeds of any sale or re -lease will be applied in the following order: (1) to the expenses (including reasonable attorney's fees) associated with the default, repossession and restoration of title to MSG; (2) to the c. purchase price; and (3) if any proceeds remain, to. you. If MSG is unable to repossess any Equipment after a default, the Equipment shall be deemed to have suffered a total .y E loss compensable under Section 8. MSG may also enforce your performance of your covenants or, recover damages for the breach of those covcnants. MSG's rights and remedies in this section are not exclusive but are cumulative and in addition to all other rights and remedies that MSG has at law or in equity. _ X 13. Liens. This Equipment must be kept free of all liens and encumbrances at all times. 14. Limitation tin Assignment. Assignment or sublease of this Agreement or any interest in it or the Equipment without MSG's prior written consent is prohibited. In no E G . event may you assign or sublet this Agreement or any interest in. it or the Equipment to a non - governmental entity. MSG may assign or sell its interest under this Agreement, in whole or in pan, without your consent, but the assignment will not be effective until you have received notice disclosing the name and address of assignee. c 15. Late Charges. If you do not pay rental payments due under this Agreement on their due date, you must pay a late charge of 525.00 plus an additional finance charge. ,C E _The finance charge accrues on the applicable rental payment amount at the rate equal to the lesser of (1) 12% or (2) the highest rate allowed by law. E 16. Exhibits. All Exhibits'and Supplements attached hereto are part of this Agreement, incorporated herein by reference, and must be executed by you. 17. Other Terms. This-Agreement constitutes the entire agreement between the parties as to the subject matter it covers and may not be changed except by a written agreement signed by you and MSG. If any part of this Agreement is or becomes invalid, illegal, or unenforceable, such invalidity, illegality, or unenforeeability kill affect the other or remaining provisions hereof This Agreement and all rights and actions arising under it shall be governed by the laws of your state. No waiver, consent, .= modification or change of terms of this Agreement shall bind either party unless in writing signed by both parties, and then such waiver, consent, modification or change Z shall be effective only in the specific instance and for the specific purpose given. This Agreement may be executed in several counterparts. All notices must be addressed to E the parties at their addresses shown on Exhibit B. or at another address specified by either panty in writing. . LESSEE: City of South Miami Community Redevelopment Agency . LESSOR: Municipal Services Group, Inc. _ BY: y BY: Title: Title: Date. c - E Opinion of Lessee's Counsel to Municipal Services Croup, Inc.: The Foregoing Lease Purchase Agreement has been duly authorized and executed _ and is legal, valid and binding. ATTORNEY FOR LESSEE: Signature: - cName (Please print):._ Name & Address of Firm: 'EXHIBIT A RESOLUTION OF GOVERNING BODY EXTRACT OF MINUTES LESSEE :_ City of South Miami Community Redevelopment Agency At a duly called meeting of the governing body of Lessee held on the day of , the following resolution was introduced and adopted. • RESOLVED, whereas, the governing body of Lessee has determined that'a -true and 'very 'real need exists for the acquisition of the Equipment described in the Lease Purchase Agreement No. S628 (the "Agreement ") presented to this meeting; and. WHEREAS, the governing body of Lessee has taken the necessary steps, including any legal biddirig•requirements, under applicable law to arrange for.the acquisition of such Equipment; WHEREAS, the governing body hereby directs its legal counsel to review the Agreement and negotiate appropriate modifications to.said Agreement so as to assure compliance with.state law and local statutory law, prior to' execution of the Agreement by that person'so authorized by the governing body for such purpose, BE IT. RESOLVED,.by the governing body of Lessee that: Findincyr Authnriied Offic rt. The terns of said Agreement are in the best interests of Lessee for the acquisition of such Equipment, and the governing body of Lessee designates and confirm the following person to execute and deliver. the Agreement and. any related documents necessary to the consummation of.the transactions contemplated by the Agreement. RESOLVED, the acquisition of the Equipment, under the terms and conditions provided for in the Agreement, is necessary, convenient, in . the furtherance of, and will.at all times be used in connection with, the Lessee's governmental and proprietary purposes and functions and are in the best interests of the Lessee; and no portion of the Equipment will be used directly or indirectly in any trade or business carried on by any person other than a governmental unit of the State on a basis different from the general public. RESOLVED, the Lessee certifies that it has not issued or effected the issuance of, and reasonably anticipates that it shall not issue or effect the issuance of, more than ten million dollars (510,000,000) of tax- exempt obligations during the 2001 calendar year, and hereby designates the lease of the Equipment to which the Agreement pertains as a "qualified tax - exempt obligation, ". as defined by Section 265 (b)(3) of the Internal Revenue Code of 1936, as amended..' RESOLVED, the Lessee covenants that it will perform all acts within its power which are or may be-necessary to insure the maintenance of its legal status as being a -duly organized and existing entity under: the laws of the State; which status is the basis for the interest portion of the rental payments. corning' due under the Agreement.-to at. all times remain exempt from federal income taxation under the laws and regulations of the United States of America as presently enacted and construed or as hereafter amended Signature of Party to Sign Lease Purchase Agreement and Exhibits Title Signature of Party to Sign Acceptance Certificate Title . Fnll Force and Fffer .. The undersigned further certifies that the above resolution has not been repealed or.,amended and remains in full force' and effect and further certifies that: the above and foregoing. Agreement is the same as presented at said meeting of the governing body of Lessee. Board Secretary/Clerk i i EXE11BIT B TER,YIS 1. .: The Equipment which is the subject of the Lease Purchase Agreement is:' One (1) 2001 Bluebird CAFE2509 Transhuttle ..2. FLYed Interest Rate: 5.41% Provided all.documents have been returned ina form acceptable to MSG within thirty : days of the ..Dated Date (the "Period "), the fixed interest rate will remain in effect during the Period. If all documents have. not been returned within the Period, NISG reserves the right to adjust and detemune a new fixed interest rate. Dated Date:. January 1, 200 L,1 PMT PAYMENT PRINCIPAL INTEREST PURCHASE # i. DATE PAYMENT PORTION PORTION -PRICE Due, upon delivery 40,000.00 1 1 - Jan -02 - 14,039.03. 10,757.03 3,282.00 49,781.70 2 1 - Jan -03 :14,039.03 11,345.45. 2,fi93.59 38,231.76 3 1 - Jan -04 14,039.03 ' , 11,966.04 2,072.99 26,104.32. 4 1 `- Jan -05 14,039.03 12,620.58 1,418.45 13,370.51 5 1 - Jan -06 14,039.03 13,310.91. 728.12 0.01 . i I. TOTAL 70,195.15 100,000.00 10,195.15: 3. The physical address where the Equipment will be stored or housed %gill be: EXHIBIT C INSURANCE COVERAGE REQUIREMENTS 1. In accordance with Section 8 of the Lease Purchase Agreement, we'have instructed the insurance agent named below . (please fill in name, address, contact person, telephone and facsimile. numbers) to issue:.; a. All Risk Physical Damage Insurance on the leased Equipment (as defined in.the Agreement) evidenced by a Certificate of Insurance and Long Form Lender Loss Payable Clause 'naming Lessor "and /or its assigns" as Lender Loss Payee. . b. Public Liability Insurance evidence by a.Certificate of Insurance naming "Lessor and /or its assigns" as an Additional Insured. Minimum Coverage Required:. $500,000.00 per person $500,000.00 aggregate bodily injury liability $300,000.00 property damage liability OR 2. We are self- insured for. all risk, physical damage, and public liability ,and will provide proof of such self-insurance in letter form together with a copy of the statute authorizing this form of insurance. 3.. Proof of insurance coverage will be provided to MSG prior to the time that the Equipment or Unit thereof is delivered to US. EXHIBIT D ACCEPTANCE CERTIFICATE The undersigned, as Lessee under the Lease Purchase Agreement'(the "Agreement ") numbered S628 with Municipal. Services Group, 'Inc., acknowledges receipt in good condition of the Equipment described - in .the Agreement. this day. of • and certifies that MSG has fully and satisfactorily performed all of its covenants and obligations required under the Agreement. Lessee confirms that it will commence payments in accordance with the terms of the Agreement: The undersigned officer of the Lessee hereby reaffirms in all respects .the provisions relating to. arbitrage contained in the Agreement, and represents that, to the best of his or her knowledge; information and belief; the expectations therein expressed .were reasonable as of the date on which they were made, and are reasonable as of this date, and that there were, and are as of this date, no facts, estimates or circumstances other than those expressed therein that would materially affect the expectations expressed therein. LESSEE:. City of.South Miami Community Redevelopment Agency., By: Title: ' 8038 -GC Information Return' for Small Tax- Exempt.. I arm Governmental Bond Issues, Leases, and installment Sales ' (Rr.Ni. May ta91i1 ►Under Internal Revenue Code section 119(e) oMn No 1545•0720 rkvivr,nty+r rr.n,n fm.�say Caution: Use Form 8038 -G if the issue price of the issue is $100,0co or more. anrrn:U ac.crn,c ScrNc: � . Raporting Authority Check box if Amended Return ► . ❑ I. Issuer s mamr 2 issuer's amployar identification number ' City of South Miami . Cairrtu >it Redevelopment Agency . . ] . Numi:er nnd•sirrnt for P.A. box if mad is not delivered -io street aderessl Ronmisunr. 6130 Sunset Drive - .t taty, tnwtt; nr pnst office. state. and LIP code 5 ficpnn number South Miami : FL 33143 GC' - 6 Nine acid urir or afriacr or legal representative whom the IRS may call for more information 7 rrhj"w. raantxr N ntrrrrr rr kvo tepOS ntatim Gr Oravec Director r: 305 1 663 - 6318.. Description of Obligations (Check if reporting: a single issue FLI or on a consolidated basis ❑ ) ea Issue pried of abligation(s) (see instructions). 8a• b . Issue date (single issue) or calendar year (consolidated) (see instructions) ► . .................:.. 9 Amount of the reported . obligation(s) on line 8a: a Used to refund prior issue(s) ... . . . . . . .. 9a b Representing a loan from the proceeds of another tax.-exempt obligation (e.g.. bond bank) . - 9b 10. If the issuer has designated any issue under section 265(b)(3)(B)itj(III) (small issuer exception), check this box . ► 11 If any obligation is in the form of.a lease.or installment sale, checc this box . .. ... .1 J,. 12 If the issuer has elected to 0 a 'a penalty in lieu of arbitrage rebate, check this box . . 1 ❑ Wilder lirnalttes of narjury. 1 declare trial Knave exarninedthis return and accompanying schedules irtf imlernrnts. and in ihr Last of my Itcnw!rt!rr, Please and hnlief. 'hny ore true. correct. and complete. Sign Here' M11. 'S nuthon2ed reprc9•:r'lailve Date type, nr print mmr nnrt title. General Instructions Thus. an issuex may as a separate Form Other Forms That May Be Required 8038 -GC for each of a number of small $t :Cflo,7 references are to the Internal issues and report the remainder of small for rebatirg artitrage. ter paying a penalty in lieu of arbitrage rebate) to the Flederal Rrirruc Code unless otherwise rated. "issues issued during the calendar year on one goverment, use Form 8038- T.•Arbitrage, consolidated Farm 8038 -GC. However, a Purpose of Farm separate Form 8038 -GC must be riled to give Rebate and Penalty in Lieu of Arbitrage Rebate: Fcr private activity bonds. use Form Form.6036•GC is used by the issuers of the IRS notice of the election to pay a.penalty 8038, Information Return for Tax - Exempt ' tax - o(empt governmental obligations to in lieu of arbitrage rebate. Private. Activity Bond Issues...- ' provide, tor. IRS with the information required rtiifii0fl TO File by scction i a9(r) and to monitor the Rounding to Whole Dollars' R h6le rrquirnments of sections 141 through 150. To rite a separate return, rile Form 8038 -GC o this u may slow the money items on this on or before the 15th day of the second Who Must File' calendar month after the close of the ' items return as whole- dollar nts.'T so, Issuers of tax- exempt governmental calendar quarter in which the issue is issued. drop any amount less than is and 50 ' increase anv amount from !0 cents through . obligations with issue prices'of less than To rile a consolidated return, rile Form 99 cents to the next higher dollar. .,5100.000 must rile Form 8038•GC. 8038 -GC on ce tefore February 15th of the Issuers of a tax -eKCrnpt•gavernmental calendar year. following the year. in which the Definitions obligation with an issue price of 5100,000 or issue is issued. Obligations. This raters to a single more must rile. Form 8038 -G,' information Late filing. An issuer may be granted an Rnturn for Tax- Exempt.Governmental rile Form tax - exempt governmental obligation if Form extension of time to 6038 -GC under 8038•GC is used ror separate reporting or to Obligations. Section 3 of Rev. Proc. 88.10. 1988.1 C.B. multiple, tax - rxempt'govi rnmental obligations Filing a separate return. Issuers have the 635. if it is determined that the failure to ride '. if 'the farm is used for consolidated (eporing. option to rile a separate Form 8038 -GC for on time is not due to willful neglect. Type or any tax - exempt governmental 'obligatien with print at the top of the form, 'This Statement Tax - exempt. obligation. This is a bond, installment purchase agreement. or financial nn issue rice of Irss than 5100.000. Is Submitted in Accordance with Rev. Proc. P 88.10." Attach to the Form 8038 -GC`a letter Ieasr, an which the interest is,exeludrd from An issuer of a tax - exempt bond used to `. " briefly stating why the farm was not ' , income under section 103. finance construction expenditures must rile a submitted to the IRS on time. Also indicate Tax-exempt governmental obligation.'A titlp;ratr. Form 8038 GC for each issue to each issue whether the obligation in question is under tax- rxrmpt obligation that is not a private tvr naucr to the IRS that an was g examination by the IRS. Do not submit copies mad(: to pay a penalty .in lieu of arbitrage installment activity bond (sre below) is a tax - exempt governmental obligation. Thiw includes a bond t of any frond documents. (rases, or n :hair. (sta. the lint 12 .instructions). salt: documents. . issued b a qualified volunteer fire. Y q • • Filing a consolidated return. For all department under section 150(x). titx•cxampt governmental obligations with Where To File Private activity bond. This includes an r.5ue prices of less, than 5100.000 that arc . File Form 8038•GC with the Internal Revenut! abiigaticn' issued• is part of an issue. in .which: not wported on a separate Form 8038•GC: Service Center.'Ogden. UT 84201: an issuer must rile a consolidated information a Mcrr than 10 ,4, of the proerrds art, to be rrtum including all such issues issued within used for any p0iatr activity business use, and tl r calendar year. . Cat. No. 641083 rrrm 8038 -10C (Rev: SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY INTER - OFFICE MEMORANDUM To: Honorable Chairperson Date: May 31, 2001 and CRA Board From: Gregory J. Oravec ( Subject: Meeting 6/04/01 Director ! Interlocal Agreement with the City of South Miami — Mobley Property REQUEST A RESOLUTION OF THE CHAIRPERSON AND BOARD OF COMMISSIONERS OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY APPROVING AN INTERLOCAL AGREEMENT WITH THE CITY OF SOUTH MIAMI TO PROVIDE FOR A LOAN OF UP TO $400,000 AND APPROVING A REPAYMENT SCHEDULE FOR THE PURCHASE OF THE PROPERTY LOCATED AT 5825 SW 68 T11 STREET, SOUTH MIAMI, FLORIDA. BACKGROUND AND ANALYSIS On March 5, 2001, the SMCRA Board adopted Resolution Number. CRA 7- 01 -56, which is attached for your reference, approving a contract for sale and purchase of 5825 SW 68 " Street (the Mobley Property). In the staff memo attached to the subject resolution, staff indicated that it would bring the financing agreement to a subsequent meeting and identified the Florida League of Cities Florida Municipal Loan Council Program as the preferred financing mechanism. At subsequent Board meetings, staff indicated that the underwriters of the Loan Council Program and other lenders, such as the Municipal Services Group, are concerned over the relative youth of the Agency. Therefore, staff proposes that the SMCRA borrow money from the City of South Miami to purchase the Mobley Property. The attached resolution and interlocal agreement would allow the SMCRA to accept a loan of up to $400,000 from the City of South Miami. City staff has proposed to make the loan from the proceeds that it receives through its participation in the Loan Council Program. The SMCRA would be responsible for repayment of the $400,000 and any interest and /or loan fees that the City incurs on the loan made to the SMCRA. The remaining balance on the purchase of the Mobley Property is $430,000. Thus, with the $400,000 loan from the City, the SMCRA could utilize funding appropriated for land acquisition in the FY 00 -01 Budget (currently $74,000) to successfully close the purchase of the Mobley Property. The proposed resolution and interlocal agreement provide the SMCRA's most viable and cost efficient option to successfully finance the Mobley Property. RECOMMENDATION Your approval is recommended. RESOLUTION NO. A RESOLUTION OF THE CHAIRPERSON AND BOARD. OF COMMISSIONERS OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY APPROVING AN INTERLOCAL AGREEMENT WITH THE CITY OF SOUTH MIAMI TO PROVIDE FOR LOAN OF UP TO $400,000 AND APPROVING A REPAYMENT SCHEDULE . FOR THE PURCHASE OF THE PROPERTY LOCATED AT 5825 .SW 68TH STREET, SOUTH MIAMI, FLORIDA. WHEREAS, the City of South Miami (City) has created a South Miami Community Redevelopment Agency ( SMCRA) pursuant to Chapter 163, Part III, Florida Statutes; and WHEREAS, the City and the SMCRA desire to have executed an interlocal agreement providing for SMCRA budgeted funds to be, applied toward the purchase of this building and property pursuant to the South Miami Community Redevelopment Plan. NOW, THEREFORE, BE IT RESOLVED BY THE CHAIRPERSON AND THE BOARD OF COMMISSIONERS OF THE SMCRA AS FOLLOWS: Section 1. That the SMCRA shall repay the City of South Miami for the loan of up to $400,000 for the purchase of the property located at 5825 SW 681h Street, South Miami, Florida, in four annual equal installment payments beginning in FY 01 -02. Section 2. That the four annual equal installment payments shall include any interest and or loan fees that the City of South Miami incurs as a result of its loan to the SMCRA. Section 3. That the Executive Director is authorized to execute an Interlocal Agreement with the City of South Miami for such services, in substantially the form attached as Exhibit 111." Section 4. This resolution shall be effective upon adoption. PASSED and ADOPTED by a vote of the Board of Commissioners this day of 2001. ATTEST: SECRETARY APPROVED AS TO FORM: GENERAL COUNSEL CHAIRPERSON 11 NOW, THEREFORE, the City and the Agency agree as follows: Section 1. The City shall fund money for the acquisition of property located at 5825 S.W. 68'' Street, South Miami, Florida, such property to be titled in the Agency for purposes of a City /SMCRA Multi- Purpose Center. The principal loan provided by the City for this purpose shall be an amount not to exceed $400,000. Section 2. The Agency shall repay the City for the acquisition in four annual equal installment payments. Section 3. This Agreement may be amended only by written agreement signed by the City and the Agency. Section 4. This Agreement shall be effective upon execution of the parties and shall be subject to any required review and approval by Miami -Dade County. IN WITNESS WHEREOF, the parties executed this Agreement this day of 2001. CITY OF SOUTH MIAMI, FLORIDA By: City Manager ATTEST: By: City Clerk APPROVED AS TO FORM City Attorney SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY By: Executive Director LIM ATTEST: Secretary APPROVED AS TO FORM General Counsel 2 3 DRAFT - 4/17/01 INTERLOCAL COOPERATION AGREEMENT THIS INTERLOCAL COOPERATION AGREEMENT (Agreement) is made this day of , 2001, between the City of South Miami, Florida, a municipal corporation (City) and the South Miami ' Community Redevelopment Agency, an agency created pursuant to Chapter 163, Florida Statutes (Agency). WHEREAS, the Board of County Commissioners of Miami -Dade County, Florida (Board) adopted Resolution No. R- 1374 -96 on December 3, 1996, which, among other things, declared that a slum or blighted area existed in a geographic area, described generally as bounded by S.W. 62nd Avenue on the West, S.W. 62"d Street on the North, S.W. 57`h Avenue on the East and S.W. 72nd Street on the South, (Redevelopment Area), determined that it was necessary to redevelop the Redevelopment Area in accordance with the provisions of Part III of Chapter 163, Florida Statutes (Act), and, delegated to the City Commission of the City of South Miami, Florida (City Commission) the authority to exercise the redevelopment powers conferred upon the Board within the Redevelopment Area in accordance with the Act to enable the City Commission to declare the need for, create and delegate powers to a community redevelopment agency and to initiate, prepare and adopt a plan of redevelopment for final approval by the Board; and WHEREAS, the City Commission, pursuant to Ordinance No. 12 -97 -1633 enacted on April 15, 1997, accepted a delegation of powers from the Board, found a need for and created the Agency, declared the members of the City Commission to be members of the Agency, granted the Agency the power to exercise all powers permitted by the Act which were delegated by the Board to the Agency and directed the initiation, preparation and adoption of a community redevelopment plan by the Agency; and WHEREAS, Chapter163, Florida Statutes, provides for the provision of community - oriented services; and WHEREAS, the City and the Agency wish to enter into ,this Agreement in order to provide for the purchase of property in the Redevelopment Area. % :1� RESOLUTION NO. CRA 7 -01 -56 A RESOLUTION OF THE CHAIRPERSON AND MEMBERS OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY ( SMCRA) APPROVING A CONTRACT FOR SALE AND PURCHASE OF THE PROPERTY LOCATED AT 5825 SW 68 STREET; AUTHORIZING THE EXECUTIVE DIRECTOR AND GENERAL COUNSEL ' TO EXECUTE ALL NECESSARY DOCUMENTS AND PERFORM ALL NECESSARY INSPECTIONS. WHEREAS, the South Miami Community Redevelopment Agency ( SMCRA) is committed to achieving holistic neighborhood revitalization through physical, economic and social development; and WHEREAS, to achieve neighborhood revitalization, the SMCRA is granted powers by the State and County, including the ability to purchase property; and WHEREAS, the Chair and SMCRA Board desire to purchase the property at 5825 SW 68 Street in order to implement several redevelopment initiatives which will positively impact the community's quality of life and effect physical, economic and social development. NOW, THEREFORE, BE IT RESOLVED BY CHAIRPERSON AND MEMBERS OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY: Section 1. That the Contract for Sale and Purchase in substantially the form attached as Exhibit "I," is approved. Section 2. That the Executive Director and General Counsel are authorized to execute all necessary documents and perform all necessary inspections. Section 3. That the resolution shall take effect immediately upon approval. PASSED and ADOPTED by a 7-0 vote of the Board of Commissioners this 5th day of March , 2001: . ATTEST: SECRETARY U APPROVED AS TO FORM: -7,���� CHAIRPERSON BOARD VOTE: 7 -0 Chair Robaina: Yea Vice Chair Feliu: Yea Member Bethel:' Yea Member Bowman: Yea Member Russell: Yea Member Plummer: Yea Member Wiscombe: Yea f� SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY INTER- OFFICE MEMORANDUM To: Honorable Chairperson Date: March 1, 204 and CRA Board From: Gregory J. Oravec Director i REQUEST Subject: Meeting 3105l01— Contract to purchase 5825 SW 68" Street A RESOLUTION OF THE CHAIRPERSON AND MEMBERS OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY (SMCRA) APPROVING A CONTRACT FOR SALE AND PURCHASE.OF THE PROPERTY LOCATED AT 5825 SW 68 STREET; AUTHORIZING THE EXECUTIVE DIRECTOR AND GENERAL COUNSEL TO EXECUTE ALL NECESSARY DOCUMENTS AND PERFORM ALL NECESSARY INSPECTIONS. BACKGROUND & ANALYSIS The attached Contract for Sale and Purchase of 5825 SW 68 Street, the "Mobley" Property, is the result of several months of discussion between Mr. Alan Dale Mobley, property owner, and SMCRA staff. The attached map (Attachment "A ") demonstrates that the subject property is bordered to the north and west by the City of South Miami's Murray Park, to the east by an office building and to the south by SW 68`h Street. Along with Murray Park, the property is just east of the geographic center of the South Miami Community Redevelopment Area. The subject property is approximately 18,375 square feet in size and is improved with an approximately 6,528 square foot office /warehouse building which was constructed in 1983. The building is divided into four bays. Each bay is separated internally by a concrete block wall and has its own ingress /egress. Each bay is currently leased to a private tenant. The purchase of the subject property would result in the following significant benefits: Park Improvements -As the City of South Miami's Consultant, MC Harry Associates, has progressed through its master planning of Phase II of the Multipurpose .Center at Murray Park, the benefits of acquisition of the subject property have become I increasingly evident. The purchase and inclusion of the subject property in the park campus would result in several design enhancements. It would facilitate the construction of a swimming pool (a community dream). ,:- "allow a significant portion of the Parks & Recreation administrative space to be moved out of the "Gymnasium" Building, thereby maximizing programming space, increase on -site parking, allow additional recreational programming such as the warm -up track and provide for better buffering of the park from the surrounding residential uses. Economic Development The SMCRA Board has already initiated the SMCRA's economic development initiatives by approving Micro- Business USA (formerly known as Working Capital Florida). Micro - Business USA provides the teaching and start-up capital necessary to launch small businesses. Most of the business owners begin at home, but where do the fledgling businesses go as their businesses expand? There are zoning regulations against home businesses, and the South Miami and Miami -Dade County real estate markets are too expensive for these fledgling, businesses. The 6,528 square foot office /warehouse building provides excellent space for a small -scale business incubator. The four bays and the building's 22 -foot ceilings can accommodate a variety of businesses simultaneously, allowing the SMCRA to offer fledgling businesses a place to grow. Through this incubator, the SMCRA will greatly enhance economic development in the Redevelopment Area and surrounding community. SMCRA Office Location Although it is slightly east of the geographic center of the neighborhood, if the property is integrated into the Murray Park site, it will be at the heart of the community. The proposed Phase Il master plan includes SMCRA office space in a new. administrative -annex to the Mobley building, giving the SMCRA office space and a presence in the very heart of the community it strives to serve. Additionally, the SMCRA office space would be collocated with the Parks & Recreation Department. The City has agreed to provide the SMCRA much -need office support through the Parks & Recreation Department. FY 2000 -2001 Goal 2: Clearly demonstrate the potential of the Agency and of the Community. This goal states that the SMCRA must clearly demonstrate the potential of the Agency —to greatly enhance the quality of life in the CRA Area —and of the Community —to be a dynamic, prosperous community with a high quality of life and high levels ,of municipal service —by focusing on CRA projects and, or, programs which represent longstanding dreams of the community. Phase II of the Multipurpose Center, a swimming pool and local businesses —all dreams and hopes of the Redevelopment Community, all can be significantly' assisted through the SMCRA's purchase of the subject property. The purchase would undeniably demonstrate that the Agency can help the community realize its dreams and improve the quality of life. Staff proposes to realize the above- described benefits at a fair market value. The proposed contract provides for a total purchase price of $430,000, which is the appraised fee simple market value of the property as determined by William John Eisnor, Jr., SRA, SRPA, MAI, a certified property appraiser in the State of Florida. A summary of the property appraisal, is attached as Attachment "B." The Contract provides a sixty -day inspection period which allows the SMCRA to make all necessary, environmental and building inspections and secure financing. It is important to note that if the SMCRA finds the property unacceptable for any reason whatsoever, such as contamination or an inability to secure proper financing,' the SMCRA may terminate the, contract without penalty. General Counsel will comment on other noteworthy provisions of the contract at Monday night's meeting. Staff proposes to finance the property by borrowing from the Florida League of Cities Loan Florida Municipal Loan Council Program. This is the program that the City is using to finance the required match for Phase II of the Multipurpose Center at. Murray. Park, and it offers extremely competitive rates and terms. The current interest rate is estimated at 4.4 %. The program raises the funds to be loaned by issuing bonds. However, the next series of bonds will not be issued until May. This timing may preclude the SMCRA from receiving the funds before the end of the SMCRA's inspection period on the property. Therefore, the SMCRA proposes to utilize the Program's interim line ,of credit. A resolution authorizing the SMCRA's participation in the Florida Municipal Loan Council Program and a corresponding memo discussing the details of the program will be presented to you at your .next meeting. Given the anticipated benefits and terms of the contract, the purchase of the subject property represents an excellent opportunity for the SMCRA to profoundly impact the Redevelopment Area in a positive manner. RECOMMENDATION Your approval is recommended. CONTRACT FUR SALT ANU 1'UR tIASE 'A TIE : MABLF. A. MOIiLEY, heing the uorcmarricd widow of WALTFIt A. 510I1LEN', Mmescd, having a mailing address in care of Alan Dale Mobley. Trustee, 11.0. Box 43.1439, South Miami, Floridu 13243.1453, (Tar ldcnli�eation Number. 243 - 224612), as "Seller ", and SOUTH MIAMI COMMUNITY REDFWELOP lENT AGENCY (SMI:itA), a , haviul; a mailing; address is cure ur Ilia City of Suutt Miant), 6130 Sunset Drive, South Miam), Florida 33143 t tten rot : ►, as "iluyer ", hcrtdty agree that the Seller shill sell, and the Royer shall buy, the following pr+isurty "Itetrl Property" upon the fullowing terms and cundiliuns: I. DESCRIPTION: Legal dascriptiun of Ilia Properly lucaled in M1AM1 -DAUF. Cuunly. Florida: A. heal Properly: 'Elbe legal dascriptiun orilie real property located in MIAMI -DAUB Comely. Florida situate in lire vicinity or 582.3 S.W. 68th Strect, South Miami, Miami -Dade County, hlnrida (the "llcul Property ") is as follows: Logs 18, 19, 20, 21 and 2I, in Blork A, of IMAL'1'Y SE.Ci1RITIKS CORPORATION'S TOWNSITE OF t.At(KINS, according to the I'lat thereof, as recorded In 11htt Ilook 2, Page IDS of the Public Itecorrb or Miami -Dade County; Florida. Miaml-Dar(e Tar Polio Nu.: 09- 4025 -028 -09311 Tile Real Properly is referenced as the building and improvements generally described as fullows: One (1) building with four (4) Sulles and conliguons parking lot. B. Personal Properly: The description and inventory of Ilia Personal Property also being sold with the Real Property, if arty there he, arc Ihu.e ilcmn specirmilly itemized an F.xhlhll "A" attached hereto, and by this reference expressly made a part hereof and located on the Real Property (the 'Pemonel Properly"). (N( ?TF,: The Raul ihupetty and Personal Property shall be collectively described us the "Property" herein unlcxa individually dcsignaled.( 'rm PROP6:It -rY IS BF1NC SOLD IN "WHERE iS, AS iS" CONDITION WITHOUT WARRANTIES OF ANY KIND. THIS SALE. AND PURCHASE IS A SALE IN GROSS OF '1'11 E, PROPF:RTV DESCRIBED IN THIS CON'1'RACI' (1NCLUSIVF OF ALL CXIS'1'INt; IINI'ItOVEi11GN'I'S SII'UATE ON TI IC REAL PROPERTY. EASEMENTS, AND AI'1'UR'rENANCES -nigi I'O). 2. PVRCFIASE P141Cr ............................................................................ ............................... S430.000.01 r Payment: (a) Contract Deposit in the amount of ..................................... ............................... S 4,30U,IN1 (b) Additional Deposit in the amount or ................................... ............................... 5 17,20tl.OD (c) Balance to close:(U.S. wire transfer, LOCALLY DRAWN certified or eachier's check) subject to adjustments and proration. ..... ............................... 1401(,-00.00 TOTAL: 5430.000.00 'lids sulc and purchase is an ALL CASIi transacliun without any contingency for any financing from any sourer.. All payments by Buyer pursuant to this Contract shall he made in U.S. funds. 3. EFFECTIVE DATE: The date of this Contract ( 'Effeclive Datc' "} will be the dale when Ilse last one of ilia Buyer and Ilse Seller has signed this Contract. 4. D UOSIT: 'llte Buyer shall deposit the total sells of TWEXI'Y- ONUnIOUSAND FIVE': 11UNDltF.0 AND NO /1110 ($21,500.00) DOLLARS with LAWYtats 1'rrL6: INSURANCE COi FORM ION. 5uitc 2660, Fust Union National Bank Building, 200 South Rimyne 13uulcvard, Miami, Florida 3313 i (Attention: Mr. dreg 'Loll) (tire "Escrow Agent "), payable to the F..crow Agent as follows: (a) S4,3UU.00 concurrently with Buyer's esecut,iun of this Contract (the "Contract Depwil "); and (b) St1,100.011 payable nit Inler than three (3) days (ruin esp)ratlon of the inspection Period (as Ircrcittafterdefincd) (the " Additlonal Deposit "). (The Contract Depnsif and Addiliunat Deposit shall be collectively referred tom the "Deposit "). Tile Deposit shall be tantitled hr the E.rrnw Agent by check, subject to cicaranee, and shall be held by the i«scrow Agent in an interest- beming account wilhnut remilly for early wilhdrawal.'lhc Escrow Agent shall deposit the i)cpusit upon receipt of an uriRival thlly cs,wcn{ed t: unuucl and xball uthcrwise abide by and operte pursuant tit the (other terns ofillis Curttrnct pcttai,siny, it) the Ocpnsit aad escrow urthe same and the standard escrow provision ot'Excrow Agent set forth below in ihii Conhncl, rubiect uuly to mutually, agreed upon mwdifcations ati amty tic executed by Ilia parties hereto In writing. ' All rerercnces in this Contract to the "Deposit" shall be decutcd to include nny inicresl which i% curnrd ihcrrnu with all interest in nil instances to be paid In the party catitcd to mcive tite Deposit. with the exception that if the Iluycr closev tltia wde nee I ot 1110101 p.Rer art er aun tote: n a.., .r, iTr;txrt�IA, �lii1T w Contract far .4rrlc And ho-chime and purchase pursuant to this Contract, all interest on the Deposit paid to Seller shall be credited to Buyer against the Purchase Price. In all events, if Buyer does not cancel this Contract within the Inspection Period (as hereinafter, defined), the parties hereby acknowledge and agree (and so direct the Escrow Agent) that the Deposit (inclusive of all accrued interest thereon) shall belong to the Seller, and said Deposit thereattershall 4e thn sale property of Seller and earned in Rill by Seller to compensate Seller fur taking the Real Propertybff of the market and to compensate Seller fur liquidated damages that are difficult to calculate with mathematical precision. Provided that the Seller is net to default wider this Contract and the Buyer has not elected to cancel this Contract and receive a refund of the Deposit during the Inspection Period (as hereinafter defined), the Escrow Agent is hereby directed to pay the Deposit (and all accrued interest thereon) directly to the Seller upon the first occurrence of; (a) closing this transaction with the Buyer; or (b) any default by Buyer under this Contract (tit which event tine provisions of Paragraph 25 below shall be applicable). S. TITLE EVIDENCE,: No later than thirty (30) days from the Effective Date of this Contract. Seller shall deliver to Buyer (or Buyer's counsel), at Seller's expense, a title insurance commitment (with a copy of all applicable title exception instruments) (the "Title Commitment ") issued by LAWYERS TITLE INSURANCE CORPORATION (the '"Title Company") agreeing to issue to Buyer, upon recording of the Deed(s) to Buyer, an owner's policy of title lasurance to the amount of the Purchase Price (with all premiums paid at closing at Buyer's expense) (the "Title Policy "), insuring Buyer's title to the Real Property, subject to the permitted title exceptions as set forth in "Annex 1" attached hereto and by this reference expressly made a part hereof (collectively, the "Permitted Title Exceptions ") and additional matters, it any there be, materially and adversely affecting the marketability of tide to ilia Real Property being conveyed by Seller pursuant to the Dettl(s) which shall be discharged by Seller on or before Closing (as hereinafter defined). Seller shall convey a marketable title to the Real Property by Special Warranty Wed, subject to Permitted Title Exceptions and otter matters, liens, encumbrances, exceptions or qualifications as specifically set forth ht this Contract. Marketable title shall be determined according to applicable Title Standtuds adopted by authority of The Plurida Har and in uceurdwtce with law. f title is fuund defeetive for any reason not noted in this Contract, Buyer shall, not later than the expiration of the Inspection Period (as hereinafterdefined) (the "Title Examiva(lun Period "), notify Seller in writing specifying any alleged defect(s) or objection (the "Title Obitellon Notice "). if any such title defects) exist which are not noted in the Permitted Title Exceptions or this Contract and which render title unmarketable, Seller will have 120 days from receipt of the Title Objection Notice from Duyer within which to remove the defects) (but without any obligation to file any lawsuits), failing which Buyer shall have the option either to accept the title as it then is, or to demand a refund of Deposit paid (including all interest earned thereon) which shalt immediately be paid to the Buyer, whereupon Buyer and Setter shall release one another of all further obligations under this Contract. In no event shall the Seller be required to file suit to cure any title defects not directly caused or created by the Setter. By agreeing to the provisions of this Paragraph 5, it is the express intent of Seller and Buyer that the Buyer must examine title and report as to IU existing title objections created or caused by the Seller or otherwise wtttui the Title Examination Period. iT IS THE iNTENT OF THE PARTIES THAT BAYER Sit ALL It AVE Tit F, RICHT TO REVIEW AND APPROVE ALL MATTERS OF TITLE, IN0,IISI VF. OFTHE PERMiTTEDTITLE EXCEPTIONS, DURING THE TITLE EXAMINATION ' PERIOD. IN THE EVENT BUYER OudECTS'ro ANY OF 'THE PERMITTED TITLE EXCEPTIONS DURING THE TITLE EXAMINATION PERIOD, SELLER SHALL HAVE NO OBLIGATION TO CURE ANY SUCH PERMITTED TITLE EXCEPTIONS. BUYER'S REMEDY IN THAT EVENT IS TO CANCEL THIS CONTRACT PRIOR TO THE EXPIRATION OF THE INSPECTION PERIOD (AS HEREINAFTER DEFINED). IN THE EVENT BUYER FAILS, NEGLECTS OR REFUSES TO PROVIDE SELLER WITH THE TITLE OBJECTION NOTICE WITHIN THE TITLE EXAMINATION PERIOD, BUYER SHALL BE DEEMED TO HAVE ACCEPTED THE TITLE TO THE REAL PROPERTY TI)ROVGH AND iNCLUDiNG THE DATE OF THE TITLE COMMITMENT. In all events, ilia acceptanceof the Deed(s) by Buyer shalt be deemed to be full performance, and a discharge of every agreement and obligation on the pan, of Seller to be performed pursuant to this Contract, except for those matters which are specifically set forth in this Contract as surviving the Closing (as hereinafter defined). ti. CLOSING nATL: This transaction shall be closed and the Deed(s) and other closing papers delivered to cause conveyance of title to the Real Property twenty (20) days following the expiration of the, Inspection Period (as hereinafterdefined) (the "Closing (late "). 7. RESTRICTIONS: EASEMENTS-. LIMITATIONS: In addition to tile Perin hied Title Exceptions, Buyer shall Luke title subject to: all present and future building code regulations and requirements, zoning codes and regulations, restrictions, prohibitions, ordinances, resolutions and other requirements and orders. of general applicability issued or imposed by any governmental authority (provided that the sarue do not rcnderthe title to the Real Property unmarketable its pruvided in Paragraph 4 above in this Cuntracl); restrictions and matters appearing uu the plut or otherwise common to this subdivision; oil, gas and tulneral rights (if there is no right of entry); public utility easeinenisof record; taxes and assessments for the year of Closing and subsequent years;municipal andcounty waste and garbage collection charges and all other similar charges, if arty, which are not yet duo and payable as of ilia Closing Date; the Perntined Title Exceptions (subject to any applicable proration(s) pursuant to Paragraph 21 below In this Contract); and any other matters disclosed or otherwise provided for in this Contract as being the responsibility of the Buyer. 8. OCCUPANCY: Seller warrants that, on the Closing Date, there will be no parties in occupancyof the Real Property other than Seller and the Tenants (as hereinafter defined) disclosed to Buyer pursuant to this Contract. Seller agrees to deliver occupancy of the !teal Property at time of closing unless otherwise stated herein. If occupancy is to be delivered before Closing, Buyer assumes all risk of loss to the Property from date of occupancy, shalt be responsible and liable for maintenance from that date, and shall be deemed to have accepted the Property . see I of . 101h p.tes LAO er , oa sir, Frid.y. Marth 7. " Contract For Vetle Ancl Purchuse - s in its existing condition as of time of taking occupancy unless otherwise stated herein or in a separate writing signed by Seller and Buyer. 9. RPAL PROPERTY INSPECTION: Buyer's duly authorized agents and representatives excludin inspectors and representatives of any governmental authorities) shall have the right, at Buyer's sole expense;, commencing nn the Effective Date of this Contract and continuing for SIXTY (60) DAYS subsequent thereto, to enter Into and upon the Real Property and all parts of all improvements thereon to make private inspection(s) and examine the same for any reasonable purpose required by Buyer as well as to do all, other things which are reasonably necessary and proper to cvaluatethe Property ( the "Inspection Period ") provided that all such inspections: (a) are made after forty -eight (48) hours prior written notice by telefax to Seller; (b) do not damage or materially and adversely affect the Property; (c) du not unreasonably interfere with, injure or damage any tenants or other parties ht possession or occupancy of the Property or their property; and (d) are made in coordination with Seller's designated representative (being ALAN DALE MOBLEY, unless Seller notifies Buyer to the contrary during the aforesaid forty -eight (48) hour pre- inspection notice period. Buyer also agrees not to interfere with Seller's relationship with, or otherwise disrupt or disturb, any existing Tenants (as hereinafter defined) occupying all or any pohtion of the Real Property, and to repair all damage to the Property caused by Buyer (including that of Buyer's agents and representatives) and to indemnify and hold Sellerharmless from and against all claims, demands, actions, suits, damages, injuries and liability of all kinds whatsoever arising directly or indirectly as a result of any of the foregoing inspections. Buyer turilter agrees that none of Buyer's duly authorized agents and representatives shall enter upon the Real Property without tint providing proof of comprehensive general liability and casualty insurance from a reputable insurer duly licensed to issue insurance in the State of Florida with a Best's Insurance Guide rating of B+ or better in a sum of not less than $1,000,000 at Buyer's sole expense, which insurance shall also be reasonably acceptable to the Seller which shall insure and protect Buyer and Seller. Seller agrees to reasonably cooperate with Buyer's duly authorized duo diligence inspection representatives itl the event any information which is matcriul and relevant to iuspcOhm of rho Property is known only to Seller and not otherwise obtainable lions rtudily available public resources of such information, In the event the Property is unacceptableto Buyer for any reason whatsoever (including, without limitation, title and/or survey objections, inability to obtain desired third parry financing, environmental problems), prior to the expiration of the Inspection Period Buyer, acting in Buyer's sole discretion, shall so advise Seller in writing and state that Buyer intends to terminate this Contract (the "Property Objection Notice "). As a condition of such termination, Buyer shall provide Sellerwith a copy of all of Buyer's inspection reports secured from third party sources, including without limitation all structural studies and reports, surveys, environmental reports and all other due diligence information secured or held by Buyer pertaining to the Property or this transaction (hut not intended to include Buyer's inlemalmemorandaand dirrct cnmmunicationsbetween Buyer and Buyer's legal counsel separate and apart tiom any such third party inspection reports secured by Buyer). Provided that Buyer is not in default. Seller shall cause the Escrow Agent to refund Any Deposit paid by Buyer pursuant to this Contract, and this Contract shall be canceled and each party released of all further liability hereunder. IN ALL EVENTS, iF BUYER FAILS, ' NEGLECT'S OR REFUSES TO CANCEL THIS CONTRACT AS PROVIDED IN THIS PARAGRAPH WITHIN THE TiME PERIOD PROVIDED THEREFOR, BUYER SHALL ACCEPT THE PROPERTY IN ' ITS R(jSTINCG'WTIERE IS. AS IS" CONDITioN. Within five (5) business days from the Effective Dale of this Contract. Seller shall make available for Buyer's review and inspection at Seller's office the following documents, to the extent any exist and are in Seller's possession and control raid cannot be secured by Buyer from third party sources during Buyer's due diligence inspections during the Inspection Period: (A) guarantees, warranties and service contracts (including without limitation garbage, termite, property management.roof maintenance,natural gas, elevatorand any other maintenance agreements); (B) insurance policies (including, without limitation, fire, flood, casualty, liability, wind, loss of rents and workmen's compensation); (C) existing licenses and permits; (D) written Leases, or summary of any unwritten month -to -month Leases(us those terms are hereinatlerdefined), of all Tenants presently occupying the Real Property, and any additional and relevant rent roll information not supplied in Exhibit "B" attached to this Contract (all of which the Buyer acknowledges is proprietary Information of the Seller); (L) building plans foe the improvements on the Real Property; and (P) any existing surveys of the kcal Property. The aforesaid documents may be temporarily surrendered by Seller to Buyer for the sole purpose of photocopying the same, provided that all such documents art: returned and delivered to Seller at Buyer's sole expenses in the same condition and order as received from Seller within forty -eight (48) hours from the date and time of Buyer's receipt of ilia same. If, for any reason, Seller fails or neglects to fully comply with the provisions of this Paragraph within the time period allowed therefor, Buyer shall telefax a courtesy notice to Seller and Seller shall cure such ikon - compliance no later titan rive (5) business days front the dole of receipt of Buyer's cuuttesy notice to the extent Seller is reasonably ublc to do so. BUYER ACKNOWLEDGES AND RECOGNIZES THAT, AS PART OF MAKING THIS CONTRACT, SELLER IIAS MADE THE FOLLOW INC DISCLOSURES REGARDING THE PROPERTY WITHOUT WARRANTY OR REPRESENTATION: (A) Seiler representsto Buyer that Seiler previously has Bled a Petition with the MlatnT -Dade County Valaatinn Adjustment ifoard which contested the Miami -Dade County Property Appraiser's assessed valuation of the Real Property for 2000. Pending resolution of this Petition, the 2000 ad valorem taxes are currently unpaid on the Real Property. In the event the full amount of all real properly ,axes due on the Iteul Property for the 2000 tax year are not pald In rid, on or before the Closing are 3 ut 12 Wal paxe, ...uit Revislun Date., nay. March 2. NOI Contract for Sale And Purchase Date. Seller eunsenls and agrees that a sum equivalent to such unpaid taxes shall he disbursed out atSeiler's proceeds of this snle Into escrow with Ilse Escrow Arent until such taacs,are paid. (11) Certain additions and Improvements have been made Its lite 1'ruperly by prlur and curreot teapots, and certalo penooml property is strived nn the Real Properly, which ,ire the prupet ly of Ilse respective lcnants, piss$ therefore Mrse additions, improvements and persnna{ property cony be subject to remnvat upon ilia iennnts vacating ilia Real Property. An inventory of ndditions anti Iinit rovenncnls lustalled by the Tenants nhich are presently known to Seller is itemized its Exhibit "A" allaclicd herelo and by this reference expressly made a part hereof. Notwithstanding; any expiration of the foregoing Inspection Period without prior cancellation of iliN C'sotrari by ibtyer, ilia fins-Iles acknowledge and agree that lhnyer (upon prior appoiunuent with Roller its the manna provided obuve in this Paragraphs 9) may walk through the !teal Property prior ill Ilse Ctusingt tiatc solely to verify that Seller hms fulfilled Settees cnutraclool obllgatlmts, and to conilrrn that Ilia cuudlllun of the Real Property bas not chaugcd in a' manner material and adverse to the Boyer from the expiration date or she Inspection Period. No otter issues may be raised as a result of the walk - through inspection. 10, SURVEY: Buyer, at Buyer's sole expense and within the Inspectiun Period, tray (bid shall out be attiigated 10) cause the Itcal Property to be fully surveyed by a Florida licensed surveyor or engineer. If such n sureey is obtained by Buyer, the survey shall comply with Climpier 477, Florida Statutes, ns well as the Minittumt Technical Standattto set forth by ilia flurida Itoard of Proressional (.anti Surveyors in the Florida Administrative (•:ode, as amended, Inr land or 1{oamdary Surveys, as dermcd therein, and the snrvcyor or engineer shall certify cuinpliance therewith; the surveyor doll provide on the survey accurate and complete legal descriptions for all the Real Properly; and the survey shall'be certified without qualification to the Seiler. iSul'er. respective counsel I'or Seller and Buyer, the Title Company and any other patties desipriaded by Buyer under scat by the a(tiresaid Florida licensed surveyor or eng:incer (lite "Survey "). ,'Ilia Survey shall also: (I) be dated no crulicr than ilia Effective Daw of this Contract; (ii) delineate ilia huumdary lines of tic Real Property. (iii) ualect and describe ally cawniclA and rights -uf- -way thereon, recorded or uthcrsvise, as wail as all roadways and other mailers appearing of weasd er required to he graphically or legally described under I'lorida law; (iv) evidence the clevalion of ilia Itcal I'ruperty and state whether the Real Property is located within n flood tune; (v) evidence the location and mantes of ad {Dining streets; and (vi) be otherwise sufficient (hr ilia Title Company to issue to Buyer the uwncr's title insur:utcc policy without including any standard survey exception (unless applicable to the Real Propetty pursuant to the piovisians of Paragraphs S and 7 above in this Contract). If the 1ur,cy shows any euccoachmcnl un the kcal 11rullcrty, ur that improvements located nn ilia Real Property encroach on setback Imes, casements, lands of others (it violate any restrictions, Conirnct covenants (including, wilhow liniitntion, any Seller represenlalions in Paragraph 12 below) or applicable governnicnlal regulation, the same shall cumsliluic a title defect in aecorduuce with the provisions of Purtigraph 5 above in this Cutnract. It. "AS 13" CONDITION: The Propctty Is sold its its existing "1YIIF.Rfi IS, AS IN" condition and vsllh all fxulls, which Buyer expressly assumes full responsibility therefor as of she Effective BaIc of this C:ontrncI (.subject to Buyer's right ur inspec(lun during the Inspection Period specified in Paragraph 9 above) and also as of the Closing. The Seiler dues slat inake any claims or prutnlses rcgnrdhng the quantity, quality, condition, use or value of the Properly or any part therror. if Buyer does not elect In cancel this Contract during the inspection period specified in Pnrograph 9 above, fluyer acknowledges that fluyer has filly Inspected ilia Properly and otherwise inside Inqulrles concerning ilia gnaullty, lushly, enndlllou, use•; and value of the Property and has relied.upon the Buyer's independent inspections slid review in purchasing the Property. By executing, delivering stud performbtgl Ibis Contract. Buyer dues not rely upon tiny stalcmeut or biforinatiun made or given, directly or indirec(ly, whether verbally or In writing, by Seller, ur any person or cnlity piling on behalf of Seller, other than us specifically set furili in MR Contract. 12. SL•'LLERREVRESENTATIONS: Scllcrnuukc thclidluwingic( incsadaliuuslDlluyce (whklssballsuivicu the Cbisirig D:nc lbr a period at* six (6) months): A. Aothority of Seller: Seller is 9ui 'uric, and has the lawful right, power, authority and capacily io bind Seiler to the terms hereof and consummate the transaction contnnplated by this Contract, pursuant to the icons. provisions and conditions of This Contract. II. Nun- Ftrr_eien Person Status of Seller. Seller is nut a "foreign person" as definrd in Seclion 1445(l)(7) of the Internal Revei uc Cude, a3 aurcudcd. Seller's U.S. Taxpayer Identification Number is 213- 22.1612. C. Coudesriiiltiou /Pcnd{n Actions. Seller is not aware of silly pending ar tluculcited tundcum+Aiuu actions of any kind, or other pending legal actions materially and adversely affecting the Itcal Properly which preclude Sellcr's ability to close this sale and purchase on ilia Closing Date as pruvi %led in this Cnnnatl. U. Assessment of Real Property: Tire Itcal Property is currently assessed under Miarui•11nde County Tpt Folio No. 09- 4025.028- 0930, E. C plience,%V(titLaw, Neil her the executiona nd delivery of this C :antractnortheconsuumnatiun of the Iransaction provided ! for berepn will violaie any agreement to which Seiler is a patty or by which Seller is bound or any law or shttule, order ar decree of any court or governmetnal agency. -r- agirtTpi 12 14FIVI pates ���'��••����'�Z.rsi- Ilt�ninn fisteiiV,'ii nn,lar,r`uatR. 1l;'nl' Contract For Stile April Aircliam F. I.IntltAtInns on Access: Seller has received nos written notice of any restrictions limiting vehicular . mW pedextrian access to, mil cpress from, the [teal Property (other than Ihuse at described of referenced in Ibis (:nntracl). G. Ownershla or file Real 1'ro ich Iv: Sell crowns fee simple title io the licit property. frec and clear or ail liens, encumbrances, Iltutigages and other matters except for tratters set forth in this Cantracl (including, without limitation, lire Pcrmillcil Title L•xceplions). I1. Violations: Seller has not received any written onlice of silly uncured vioiruinot nf: ti) law ar municipal ordiliwces; at (ii) zoning, boikdiug, tire, water, Ilse, hc.:dth, mrenvironmental statuics, ordinances, ar codes; sir (iii) federal, state, county, sir municipal, ar other goverrroental agency rrgulah[uus, unlers, irr retlllilcolcmts. rclatiog to the Real Properly. lbe representation in foreguing Clause (ii) as to receipt or mu Ilutices of uoeured violations of "cnviroomental maluies, ordinances, ur codes" shall include written imliccs received by Seller pertaining to any '9lartrduus Substances" and materiuls defined its: (a) "haxatdum substances," or "ktxic suhsianeca" as those terms are dermed by the Comptchcosive Lnvironmentat Response, Compensation, and Liability Act ( "C •It -LA "), 42 U.S.C. § 9401 it sec(,; sir rile Ha>xrdnus hialcrials Transportation Act, 49 I).S.C. F 1803..al) as amcnrlyd and hereafter amcndcd; (b) "hazardous wades; as that term is defined by lite Resource Conservation mill ttecovcry Act ( "IiCRA" ), 42 U.S.C. J 6702 S1 see;, as amcndcd and hctealler Amended; or(e) pnlyehlurinAlCd hiphcnyls ( "1'C_Rs ") or substances or compounds containing PCll.s. L Leases: Tltefollowimi; person (%) (if enlitim(CO)ICclively, the - 1'enants ")arccuircntly inpomssivo of all or part of the Real Propray tinier written (case ngrccmenis tin a inunth•to-otooth basis or fur a delinilc rental irrill but cancelable no not snore than thirty (30) days notice, or verbal mandi -to -month tenancies, with t1J1 exec than of the Stork Av_f t(_ue 4.ex±c_(Jcscrt4d,betnw) (collectively, the "Lrases "): SMRENT ROLL A'i•7ACIIGU IlUMTO AS EXIIIIII.17 "U ", AND BY THIS REFFitENCB EXPRESSLY MAIIV A PAK'1' IIERf•,QF, All such Tenants under the Leases are occupying their spaces on a rent paying basis; no such Teuantc have paid uoy rent fur more than one (1) mouth ill advance other than as disclosed in the Rent Ron. Nurse of tic *rcoanis are entitled w any rebate, etuiecssion, abatement, free rent or airy other inducement other than as disclosed in Ilse Rent Itoll, Seller has received na written notice from any of the'rcmams or tiny pending sir threatened claims or lawsuits with respect to the Lcases or any lcuancici thereunder, or as to any otter tenancies claimed by qtly third parries as to lite Real Propcny, including without linsitntion my claiitm for setuff. Any rental payments due coder any of Ihr 1.race% assigned, hypothecated, or encumbered by Seller prior to the Closing [tale shall be released mhdlnr lerntinatal 1141 later than the Closing Dale. the Seller knows of tin other outstanding leases or tither agreements for arc11p:ulcy of any portion or lite !teal Properly, except as disclosed in this Contract. Dim fug lute period that this Contract is its full farce and effect, Seller will nul ctucr into any new Icuses as ter the Real Ihupeity, tit mty poiliuu thereof, witlima Buyer's consent except for month -to -month lease Alrangemcnts subjccl to tenuinatiun at any little by [tic Seller (which shall tml hcyuiie Buyer's consent). Seller dlscloses that an exisiing Standard Industrial Warehouse ICA,c Agreement dated as nf.)uly 1. 2000 in favor orS•rURK AVENUE., INC., a Florida corpora lion, (Ilse "Slurk Avenue Lease ") Is effective for n tbrce (3) year term from July 1, 2000, which is cancelable on slot more than tiller.(30) days prior written notice offer -July 1. 2002 provided that lite Lessor rerrives a euulrnet Its prrcicasc the Properly described In lite Stork Avenue lease froin is third party purchaser And comomnule, A closluR with suck third party purchaser. J. Govermncittal Proceeding : Seller has received no written notice of any pending or threatener[ judicial, municipal, or administrative proceedings a„ninsLtho Seller or the Real Property, or which Seller is, or will be. a piny to by reason of Seller's ownership of the Real Property, including willloul limitation, eminent domain prucccdIngs. Seller has not received any written offer from any public or quo%!- publie nuillority having powers Ill' eminent domain over the Real Property. 'I he Seller has received no written notice of any allachntents, esccalinn proceedings, insulvency, bankruptcy, or other proceedings pending or Ihrcalencd against lite Seller ill- the Rrml property. K. Real Estate Taxes: Other than all read property and personal taxes fur 2000 (which may not he due as or the 17 frective Date or this contract). Seller has received no notice of nay real estate or Imsnrnl propclly taxes which are presently valid and outstanding sir validly Assessed against the Itent Property. L. unrecorded Avreemtists: Seller has nut ettlered into city ngreements pertaining lu Ilse Rral Property which pre lot or public record: (i) wills Ally slate, county, or local governmental authority ur agency; ur (ii) which arc out otherwise described in this Contract. No eomnihncols have been made by lite Stiller to any governmental agency, utility company, or othets which wtndd impose an obligation upon file Buyer, or its successors and assigns (where assignment is permilled under this Contract) of any nature which arc net utherwixe described in this Contract. M. PrtservAllon of Reni I'rmoerty: Scllcr will maintain ihephysical eondkilin ofthe Real Property, including the grounds and all other elements of the Rent Property, in the same condition m exists on tile. Iiffeclive Dale of this Contract through the Closing pate, except air ordinary wenr and tear and mallets of msunhy loss (covered by Paragraph 31 below in this Contract), and shall not cause, permit or suffer any act to be performed which might cause fill In he renwved or other damage to lice Real Prupetty ( olher than Any domage caused or created, diteetly or indirectly, by Buyer or Buvcr's agents, contractors or employees), Un or befure Ilse Closing Dale, And unless olllerwist Aecepled dIl writiog by the ,Buyer, Seller represents that Seller slhalt "itsove, or cause to be removed, from the Property the fuAowlmR specific persunal ace . „ 12 lela Qaee, Comma Fol-,Sirle And prurhrue property. Irish and rubblsh: N. 1 ► urarlcc�O(e;tl nr eat : Scllcr will keep and inaintnitl nil insurance cuJctuges prrtaiuiug In the Read Property secured by Seller and cx1ming oar the I;.iliclive [)ate of this Contract in full force and vMct to the Closing Date. 13. BUYER REPRESENTATIONS: Buyer makes the folluwi ig representations It, Set lcr (which shall Sol vivc the Closing Date for a period of six (G) ntmths): A, ut orH tv +r Uuycr- Buyer is it valid Florida governmental agency, unit has the lawful right, power, authority and capacity to bind Ituyer to tic terms bercurand cunsunimme the transaction cun,emplated by this Contract, pursuant to lite tarts, provisions and conditions of this Comma U. ilresrrvaUon or Prop rtv: Prior to lit Closing Date, Buyer will oat cause, perntit or surfer nary act In be performed which tttight cause (ill to be removed or other drim3 a to the Properly (other than vandalism by third parties unrelated to Buyer and uny damage eansed or created, directly or indirectly, by Seiler or Seller's agents, contractor or employees). C. Cuntn ►lancc \Pith Law: Neither lhcextsuli oil and dch very of [Ili s Contract nor litec +mmtutnt!list of the lransacliou provided fur herein will violate any agreement to which Buyer is a party or by which Ifuycr is hound all any law or statute, order or decree of any court or goveruticn iul agency. U. Unrecorded Attl'eelnents:.Tire Buyer has not entered Into any ag'tectuetlts pCitatll+tig to the Real Property which arc not of public riwurd: (i) wills any state, county, or lucat governmental outhothy ur agenty; a+ (ii) which nre not otherwise described in this Cm ilmet. Nn cominiunenls have been made by the ltuyer Its any governmental agency, utility Company. or others which lvuuld impose an obligation upon the Seller, or its successors and assigns of arty nature which are not otherwise described in this COmni C , 1.1. LIENS: Ott tile Closing Date, Seller shnil rumish to Buyer art afridavit allesting to Zile absence. unless otherwise provided for herein, of any f+naiicing statements, ctai +iis of lien nr poicutial lienu+s known In Seller and further uucsting that there have been nu improvements or repairs to tilt: Itcal Property fur nicely (90) days immediately preceding; the Closing Date. if tie Rcnl l'(opelty tins been improved, or repairs Blade within that lime. by Seiler, Seiler shall deliver releases or waivers of all applicable construction liens executed by all general contractors, suhcrnntractors, suppliers and rnateriahmva in addition to Seflei s tier affidavit setting rottit the names of all such general contractors, subcontractors, suppliers and materinimen and further ufl rming that all charges for improvemcnis or repairs which could serve as a basis tirr a construction lien or a claim ror damages havr liver) paid or will be paid at Closing. 15. LEASES: ht Iltis Contract. the Weill ").eases" shall mean and refer to nit !cases, suhlcascs, licenses. franchises, concessions and other occupancy agreements. Written or oral, whetlier or not a matter of public record, for lire use or occupancy orally portion of the heal 11rupeity described or referenced in Exhibit "B" allached hereto and by this reference expressly made a part hcrcuf. Within Ilse later or five (3) business days frtm the later of the Frfcctive Date of this Contract or , 2001, Seller shall make ovuihible fill Iliryur's review and inspcctiut at Seller's office all Lcases in favor or eat crenant occupying, or having a right to occupy. tiny portion of the Item Property l(gcdlcr with Seller's Affidavit slncifying: ()) the nature and duration of occupancy of the Tenants; (ii) rental rates; advanced rent and security deposits paint by the Tcnatils; and (iii) staling lllat the Wl itica lease aglecaucnl and ally written addenda tberclo eomslintes the entire agreement between Scllcr and each Tenant uilh uu nmdificalions, rcvucudons or other agrcernaus miler llian as set forth in any wriucn Leaves and any wril►rn addenda thereto. Af, for any reason, Seller fails or neglects ul fatly comply with the piovisiutls of this lmragraph within lilt tittle period allowed therefor, [lower shall Ielelim a cuurlesy, nukes Ill Seller and Seller shall cure such troll- compliance uo later than five (5) husiticss days true, iltu date at receipt +ir nuyre., courfcsp notice to Ibe eslcnl Sella is reasonably able to du m. No later than five (5) days print to the Closing Date. FeUer shall provide fluyer with estoppel letters from the Tenants confiruting the saute infulmation as In the Lcases. In !tar event Seller is unahle to olsinin such letters Churn all Tcaanls aver snaking it good faith effurt to do so. Seller may piuvide Ute .s;lme inturmation required to be in the said estoppel letter being put in the form of an updated Seller's Affidavit and delivered by Seller to Buyer no later than lhrce (3) days priur to the Closing Date. Seller warrants and mpresets ifim: (il ail work presently required to he peribnned for the Tenants under !heir respective Wmes have been perfurrned or will be performed by the tittle of fhe Closing Date; (ii) there is net action pending (+clsvccn tits Seller. as Lnndlutd, slid any Tenant to reduce the nrnounf of any rettlals due Wider the Ictim of file Leases ViescitiL•d to Buycr for its tevicvv; (iii) there is no option to renew any Lcases or to purchase the prcrnisce by ally tcnatl except as expressly noted in Exhibit "B1/ attached herco: and (iv) that uo brokerage commission or compensation of any kind is or sill be duc front Uuycr or Ilse rents thcrerrum for leasing space, either past, present or future, except as specifically toted in £shillit "R" attached hrrcto. Seller shall deliver and nasign all original Lcases to Buyer o+a the Closing Dane, which 11tim shall expressly assume fruits find allcr the Closing Dow as miccessor Landlord W Sella. Seller shall not nullify or exercise any option to extend the Irml of uny existing I.mc,.t without Huyer's prior written consent ill each instance, which conscat shag nut be unreasonably witiheld. Scllcr 51+u11 indelmliry and hold Buyer harmless from Seller's nonperformance under all Leases lit cftect prior to the Closing Date. Any Nukelage cur inimiuns incurred as a result or any Leases of the Real Properly in effect prior to the Clusing Dole shall be paid for in fill by Selfcr, with Buyer assuming all such 1:utmnission payments accruing front and allcr the Closing i)ale. On the Closing Date, Seiler shall transfer and assign or otherwise credit to Buyer all security deposits or the Ttliunts (with accrued interest, if any). Buyer may. but ill nn event shall be obligated tit, assnmr nny eristiog rental agency Yr. ct Z of ,smiiT ;7; " "'�"_- — T:am Clll:lon'liiti`WWre dey, cu :.r is .1ellT r . C ontrurt Far Sulu And Purehuse agiecalcnis of Seller.as to the Real Property. Any such rental agcucy ngreerncnls not expressly assunscd fly lluycr• in writing shall not be binding upon Buyer, and Seller shall filly indemnify and hold Buyer hatinfess Front all claims, actions, suits, damages and liability whatsoever as a result of any such nan,assomption by Iluyer. All rent under the Leases shall ire prorated as of life Closing Date, with lluycr receiving a credit Cann Seller equal to all advance rent paid For any period(s) of occupancy by the Tenants on and after ilia Closing Date. Uurinp; the tnsprcliou period. Iluycr shall receive a copy of the Shirk Avenue Lcnse and review and evuluale the Santa as part of file dote diligence period provided in Paragraph V above. Na1tv11hs1nnding anything to the conlrury In this Contract, it Royer dues not cancel this Contract, during the luspecliun Period, ttuyer mist receive un assignment of the Stork Avennc Lease from Seller, and assume tiro ubtigatiutts of flee Ltisurunder the Stork Avenue Lease, as part of the closing of this sale and purchase, II1.1YEM ACKNOWLEDUES AND AGREE NTHATTI11:1'URCIIASF. PR1Cr INTIUS CON•ritAcl- SIIAIA. NOT DE REDUCED iF ANY TENANT VACATES Ti:IF REAL PROPERTY UFMEEN'rllr EFmmvfi DATE. OF TIIiS CONTRACT AND'PIiR CLOSING DATE. 16, PLACE OF CLOSING: The closing rur lite tnursaction contemplated by this Contract ( "Cluslog") shall be held at file uffice fir lite Title Cump:my, or of such other closing silo located in Miauti -Uadc County, Holida mutually acceptable to Seller and Utiver. 17. JIM: Time is of the essence in this Contract. 'Time periods herein or less than six (G) Jays -,lull is the computation exclude Saturdays, Sundays and state or national holidays, and any tittle period purvidcd hetein lvhich shall end on Saturday, Sunday nr legal WHIM)* tttt ,1ll extend to 5:00 P.ut, of lite next bu.siucss dn). I8. DOCUMENTS FOit CLO41N( ;: Feller shall convey a marketable title to the (teal f'rupcity by Special Warranty Deed. Seller also shall provide all Ahsolule Bill of Sale as to any applicable Personal Pntpctty onvrted by Seiler and situate o► the Real Property, Construction Lien Possession and Closing Affidavit (with PiRPTA and OAP assurances), General Assignment evidencing the transfer and assignment of all life Leases, logether with %cllcr *s pennils, contracts, licenses. agreeunenls or tither ducunuhls pertaining hr ilia Itcal Propeity which nre in eirrct ns of the Closing Date tvilhoat recuursc, estoppel inftmnalitm fin Imyulrorlite Exislisig hiorigage: and corrective title iustrunrcnls (if any). Buyer shall furnish lite Closing Statement and all other documents requited by this Corrtraet or ilia Title Company to be delivered by Du)cr. The parties mulurtily agree to excl►ang,e cupies of tilt aforesaid closing documents for rcvlcw by little respective legal counsel not less than (face (3) days prior to the Closing Data. 19, CLOSING YXi'F.NSES: Seiler shall pay Far; (i) recording any curative title documents; (ii) life cost of issuance or ihc'I ilia Commitment for lite Real Property and dte'l isle Policy issued pursuant literati) to lee seemed by Seller's counsel through the Titic Company insuring lice grantec(s) oanred in the instruments of conveyance tit the Real Properly; (iii) Florida Documentary Stamp Tax on the Deed(s); and (iv) any other expensm and charges specilically allocated to the Seller in Ibis Contract, fluyer -,hull Pay for; Q) lite cost of Ilia Survey of lire Real Property: (ii) Miami•Dadc County Discretionary Surtax on the Dmi(s) Suitt cost of rccolaing tits Uccd(s); and (iii) any other expenses and charges allocated to Buyer in this Contract (including, without linritution, the cost of all dnc ,diligence inspections, environmental studies, cic.). Lads patty shall pay the cures and expenses of ilia party's own attorneys. 21x, RROKERAG COMMISSION: Seiler and Buyer mutually represent and ssnrram to cacti Other that Miele are no real estate brokers or agents with Seller or Buyer fins had negotiations as to the sale and purchase of (tic (tea( 1'ropnty to Royer In whurn any hrokccage ice fir crnumiscion or any kind is dues Buyer nndctstauds and agrees that Setter has taken into account the absence of any claims fi+r hrokerage commissions in agreeing to the Purchase Ill ice in this Commut. Its the event any real estate brokers) or agetil(s) contacted by Buyer mikes any legitimate claim for a conimission for the subject transuciiun, lute breaching party shall fully indemmnify and hold the nnn•hrcnching pally harmless from ail Actions, claims or demands of any nature whatsoever by any such htukcrs or agent. 21. PRORATION: CREDITS: 'faxes (real and personal), assessments. rent, interest, insurance and other expenses and revenue of the Real Properly shall be prorated through midnight of lite day befoic closing.' Bilmr shall Inve ilia option of taking over any existing policies of insunacc, if assumable, in which event prcmitnns shall be prtimicd. Casli tit Closing shall he increased or decreased as utay be required by proration-,. proratiuns will Ire made through day of occupancy if occupancy occurs berate closing. Taxes shall be prorated bused oil the current year's tax with due allmvance made Ibr maximum alitnvahte discount and other exemptiuns, If the Closingt occurs t a date when tine current year's ntillagc is mat fixed, and current year's assessment is available, taxes will he prorated based upon such assessmcnt std the prior year's milinge. If current year's assessment is nut available. than taxes will he prorated on ilia prior year's tax. If there nre completed improvements on Real Property by january 1st of year or Closing which impruveuttaits acre not in existence fill January Ist of the prior yen then taxes stall be prorated based upon the prior year's millage and at an equitable assessment to he agreed upon between the pnrtics, foiling which, request tvill be made to the Miami -Dade County ptupaty Appraiser fur an informal assessment taking; into consideration available exemptions. Any tax proration based fin an estimate may, fit request nfcither buyer fir Scltet. be subsequently readjusted upon receipt orthe applicable lax hill provided that any such irinoralifin request is uutde witlriu %ix (h) mouths front (tic dote of first issuancu Oran accurate tax bill by line Miami -Didc Tax Collector. 22. SPE JAL ASSESSMENT LIENS: t'crtiiied, confirmed and ralifird special asscasment liens as of the mIective Date or this Cuntrucl are to be paid by Seller, Pending liens as oiribe Gfrective Uatc of mis Contract Shoff be assumed by ttuyer. If the improvement has been substantially completed as of Effective pate ul•this ('rodroct. Stich pending lien $11,111 be cuusidcred us eertif icd, confirmed or i ntilied and Seiler shall, at closing, be charged an > n r'i'm tau pixel — �'� "—" `� ""� �Ln�ilauwn .ir:llidnr., er, r ra.rs 19, It i f.'nrrtrutrt Por Sure Anil Purchmvie amount equal to the last estimate of assessment for 'lie innprnvemntt by the public hidy. As if Ilia Elleclive Pate or this Contract. Seller represents that it has received no notice of any silch pending air thrridened liras. 23. &; HOW: 'Ilia [ scruw Altenl shall receive the bcpusit funds and is aulhurited. and agrees by acceptance of the sume, to deposit lire funds promptly and hold the same in escrow pursuant 10 [hill Contract and. subject its clearance, disburse them in accordance with the terms and conditions ti this Curdract. Faiiure of ciearance or ftatds shall not excuse fluyer's perrarlmancc. The pintas agate ((lilt the roll -ving tennis and cmidillvlls shall govern the F-serow, Agent's responsibilities under this Contract; A. ht the event the Escrow Agent is in dimbt is Its its duties or liabilities under the pmvilia(ts herein; it ntay, in its sole discretiun, continue iii hold the Deposit until the parties hereto n1o11na11y agree to the disbursement thereof, or unlit 6 judgn(cnt of a court of competcm jurisdicliirl stlatf delCrinille the fight- if Cite pallics iheretu, it the Escrow Agent may deposit all or the armies then held pursuant tin This Contract with Ilia Clctk of tic C:ilruit Court of Miami -bade County, Florida nnd, upon notifying all parties concerned of such action, nil liahiloy on lire punt or the !scruw Agent .shalt (idly cease and terminate, except to the extent of accounting far all ",allies thereto delivered out of eseww. U. Tfic parties hereto du hcrchy filially and severally agree that rile L'serow Agent shall iucnii uu liability whatsoever in connection with its good faith perrunnauec under this Coolfact, and ilia parties Ihcictu do hereby jointly and severally release and waive ally'clailsls Ihcy may have against the Escrow Agent which limy result from its performance ill good faith grits runctiuns under this Contract. file F.schow Agcut shall he liable only tiir loss nr danioge caused directly by its acts of negligence while performing is escrow agent under this Cowl act. C. in the event of any disagreement hctwcen lite parties hereto resulting in coo I]irting insirtirliuns it), or adverse claims or demands upon, the Escrow Agent (vith respect to lite release of tine Deposit nmdMr any other escrow funds or the escruw documents, lite Escrow Agcnt shall refuse to comply with any such inllruclinns, claims or demands, its Inn(; as such disagreculcia shall cantrllte, amt in so refusing shall not leleaic file c1crnw ]imds (including the Deposit) or the escrow documents. Ilia Fscrow Agent shalt lint be or hecunlc liable ill may w•ay for its fuilurc or refusal hs comply with any such wi licling instructitmts or adverse claim( or demands, and it shall be entitled to contitulc to refrain rattan acling until such conllicling inxtrucGuns or Jctrsallds: (i) 511,111 have hcrri adjusted by npreentcut and it shill have been codified in writing by late patties hclel11; or (ii) Mull have linnily Itccn dcicaniicd in a cuurl of competent juriusiction. lit addition, the [:scruw Agent may intcrplcad the lints it dncunients into a court if competent Jurisdiction. 1). The Escrow Agent shalt have no liahility lur any loss, damage, costs or attorneys rocs resulting from a defav in [fie electronic wire transfer of funds, unless said loss is the direct resell of file Escrow Agent's negligence, C.. The Escrow Agent shall not be fable lu atty paity o1 persurts whwnsuever fur misdefivery to nloyeh or Seticr ormtwc., (including, without limitation, the Deposit) subject to this Contract, unless such nlistielivety 561111 be due to willful breach or this Contract, or gross ,negligence an the part or ilia L•scrow Agent. I.. Ilse Escrow Agent may, in its sole discretiun, resign by giving thirty (30) days prior w•ritcn notice thereorto Ilia parties hereto. Ilse patties shall furnish to the F..seruw Agent written instructions for the release andlor disbursement oftie escrow funds (inclatiiag, withoul lintitation, the Deposit) and escrow documents. irthe L'scruw Agent shall still have receNtri -(tell wrillen instroctiml4 within the laid thirty (30) day perivil, the I:Scru(v Agent ilia)' petition any court of competent jurisdiction for tine appointment of a successor escrow arelit, t11141 111/1111 Sllch appointment. deliver (tie cutuw kinds (including, without limitation, the Deposit) and escrow docnrmews. lu lucll successor, G. Pursuant to instructions of the panics ill this Contract, the Deposit shalt be deposited in lit interest hearing account backed by lute United Slates Guverolieit. Interest accruing thereunder shall Ire to the hesiefit of the party receiving the Deposit pursuant to Iris Contract. hr the event taw aggtegnte annount of tilt ❑antics held in escrow by the [:scruw Agent pursuant to this Contract exceeds 5100,000.00, Ilse Escrow Agent sli:dl liul be liable due Ili lite fact Illnt said monies exceed the ma"timum amount insured by true Federal Deposit Invunnce Corporation. it. Any suit between the Buyer and Seller where ilia Escrow Agent is trade it party because of acting its factory Agent heretuufer, air in any suit wherein C%crow Agent interpleads the subject owlier of the escrow, the Escrow Agent shall recover reasonable atlorncy's facts and costs incurred with lire lees and costs to be charged and it►sessed its court costs in fiwor of the prevailing patty. Tile parties ogrec that Escroiv Agent shall ool be liable Ili any pally it person for nrisdelivery to Uuycr or Seller of items subject u5 this escrow, unless snch nrisdelivery is title to willful breach of tills Contract it negligence air t1to rscrow Agent. 1. PROVIDFV' r1 IF. RV15NODEFAUI: rUNUF1 t THIS CONTRACT, SF.I.l.fatANUIitiVER AGREE TO SPLIT TIM FEES AND UUT -OF- POCKET EXPENSES OF TIIF. F.SCRONA, AGENT, IN TIIF.' F.VF.NTOFANY DEFAtti:r UNUCR TI11SCONTRACr, IIOIVFVFIt,THF DEFAULTING PA10MIALL PAY FOR ALL SUCH FEES AND COSTS. 24, All'10ftNEY FEES: COSTS: in any litigation arising out ul'this Cwttract, the prevailing pary shall he entitled to recover from the non prevailing party rcasuuable nttonicy's (,laid pardcgnll fees and costs tits all phases of litigation including, but not limited to, nppelfale proceedings. Curtivac•t bur ,Sule firs! J'ut'chnse 25. FAILURE OF PERFURMANCF: if Ilse Buyer fails to perforin Huyer's obligations under this Contract (including payment of the Ucpusiq, the Uepnsit paid ("fill It, be paid by Buyer), inclusive ul'all interest eanted thereon, if any, may be retained (or sued rut) by nr fnr the accmunt of Seller ns agreed upon liquidated dntuages, in consideration fur the execution of this C'ooltrrct, taking the Rcal Properly tsrf nr%he umrket for the period of this Contract, and in rull scltlentent of any claims arising as to tiuyer's failure. neglect or reln-cal to purchase the Real Property (hut without jeopardizing any independent indemnity claims in ravur of Seller its set fouls in this Contract) whercmpon,' ltuycr and Seller shall be relieved orall Obligations under Curtraci (with Ilse exccpliun of tiny pending indemnity claims in favor nrScllcr which may be specifically enforced by Sellcr)• lf, rirr any reason other than failure ul' Seller to make Seller's title marketable I"esumn to i magraph 5 above ill this Contract, Seller Wis. neglects or rchises to perfarnt this Contract and Buyer is not also in default under tills Contract, Hoye may seek specific petfnrntance of this Contract or elect to receive tine return of the Deposit (inclusive of till interest earned thereon, if any) without thereby waiving any action fur damages resulting from Seller's breach, which damages shall be expressly limited to reimbursement by Seller of ltuyer's actual, out- of-pocket expenses incurred putsunnl In i'atugrdpbs 9 and IU above in IhR Contract only (and not including any legal fees or costs urlluycr) and supported by paid rcceipls and invoices sttbmitled by iluyer to Seiler ht on anmmuht not to exceed the Iggrcgatc sum of $11,5Un. 26. CUN'I'ItA( -'T NjXr RECOODABLE: 1'I ;RSON ' HOU lib: Neither this Cuntract nor nay notice df it shall be recorded in any public records. 71ti< Contract shalt bind and itnurc to cite bcoulit urthc parties avu) their successors in interest. Whenever lite context penmits, singular shall include plural and use gender shall iuchtde all. Z7. Nrl'f(C FS: Aft notices permitted or required pursuant to this Contract shall be in writing and 111.411 be deemed to have been propvrfy given: (1) if served in persun; (2) upon receipt or first rcf'usul by lite addressee, if mailed by certified or registered tutu, return receipt requested, hostage prepaid; (3) upon receipt or first refusal by the addressee, if delivered by any overnight delivery service, or (4) facsimile transmission (backed up by proper and cunrplcle Uartsuhissiun confirmation showing III pages Irtntsnritled to lire proper telephone tmtmher), provided that, in nil events, such notice is addressed to (hc party to whcun such notice ls'istradcd as set forlh below: To lite Sellcr: Maple A. Mobley C/O Alan Dale l ►lubicy,'fruslee 11.0. Aox 13.1458 South Miami. Florida 33243.1458 Attentlao: Alan Unle Mobley, Trustee '1ckpliauc: (305) 668.8805 Telerax: (305) 669.8807 tVilh copy to: Juseph Warren Kni.skcrn, Esquire 171,40 Arvid" Parkwny, Suite 2 Weston, Flotilla 33326 Teleohune:• (954) 217.1196 Tolcfax: (954) 217.1197. TV file tluvcr. The South Miam) Community Itedevelupmeut Agcucy City of South Miami 6130 Sunset Drive South Miami, Florida 33113 (AUcntion: Mr. Gag Orvec) lelephone: (305) 663.6318 felef.2x: (305) ft63.6345 With �M cu: John C. Vellagluria, Usquirc 776 N.li, 125th Strw North Miami, Florida 33161 Telcohuttc: (305) 893.6511 'fcicra.x: (305) 895.7029 Any failure or neglect of either party to deliver copies ur any nutices to the attorneys noted nbuve shall nut alley the validity or timing orsuch notice. Nance Riven by or In lire attorney for any party shat) he as effective as if given by (it to thmt party. 28. CONDEMNATiON. if, utter the Effective Vale of this Contract and priur to lite (losing Date, any portion of the Real Property is taken by cntiueid dutuain or is the subiect of a pending taking which has nut lieu" cunsuutmated (hereinafter collectively referred to as a - rakbno and Seller receives written nnticc or the scone front the cundemning authority. Seiler shall notify Buyer (if such fact, and Buyer :hail have lite Opiinmor either: It) terminating this Contract upon notice to Seller given not later than (iitcen (15) days after receipt of Se11et's uulice; or (ii) proceeding with the Closing in accordance with this Contract. Buyer shall have the right, but not lice tell obligation: to contest anti tscgotinte the :unriunt of rntntcy oftered for such 'Faking. as well as any of lite Icons ref, thereto. if this Contract is terminated as aforesaid, neither party shall have any further rights or obligations to the otbet hereunder (except for any matters which specifically sorvivr termination or this Contract). If Buyer has rtut elected to terminate this Contract as aforesaid. Seller agrees to assign Io Buyer at chasing all sumrs which arc tai he awarded for the Taking. Buyer shall thereafter be cntiticd.ftr receive and keep any aaarls for sucls faking by eminent domain. -'" 1tnFr T 1-1 �� � - t:iri'7E'srTuwi irsti :�5 e�enJ.v, s rnerr !A; I1t3T f.'onureret For Sole And 11ttrehaw 2t-). f ERMITS AND APPROVALS: Buyer has Ole express rigid, at !layer's sr le cxpcuse, to tnnke any applications, or seek any preliminary apptovals (including, without limitation, zoning approval) as are ,casuaubly required fir Buyer's anticipated ownership, development, use, operation, utanageu►rnl and leasing: of the Rcai Noperty (subject to prior tvriticu approval by Seller, which shall 11111 lie unrrasa11ably wilhlictd of delayed) In effectuate any of the laregoing, but the consummation of this sale and purchase shall 11,11 he cunditinocd upon Ilu)•cr securing tiny such appioval(s), nor shall tie lospection.l .'eriod or Closing Date he exlcudc+i for any reason related to such approval(-). It is understood and agreed that all permits, approvals, consents or ductsommtasion of any kind which is obtained or received by Buyer during the pendency of till,- transaction shall for all purposes be lire toopcay ofSeller if Buyer dues not close the fransaclion cortle►nplaled by Iluis Cuntracl,11nlcss such failure to cluse is directly caused by a default of the Seller. [layer agrees to deliver to Seller copies of till.appruvitls, Permits, or ctmsc1111< which it has obtained or received relative to the Real Praperty, and [layer shall, at Seller's oplina, assign all approvals to Seller if this transaction does not chose lirr tiny remon. ht all other duUumces, Buyer shall have no ubligaliun to release or traister any of such approvals or documents to Seller (or any other party through Seller). Seller ngrees to execule any applications for sack Permits and approvals provided that lluycr submits cnngticte da:untenlatiun to Seller in pcuper (rani without any expense to Seller and Seller shall not be required to attend any hearings or adu,inisirative proceedings fn connection therewith unless reasonably neersstry to complete file applicable hcaring(s) or administrative prucceding(s). 30. ASSIGNMENT: 'I he fluver limned !,calm may assign this Contract in whole, but lint in start. at any lime oil or before the Closing Date with Seller's prior written approval, which approval shall lint be ummnsonnbly withheld. Any such assignoirnt shall be contingent upon: (i) n(tyer providing Seller wilt, a lnrc copy of (tic iosimmen► of at%ignrnent shall be delivered hr Seller no lator than Ica (10) days prior to the Closing i ic; and (if) file assignee expressly assuming in writing the obligations of buyer in the contract, to the full cmem of such assignment. In no event shall tilt- original {pryer he released (loin this Contract uplift arty assignment. 31. , imli tUr LUSS: If the Rcat 11rnpeny is d;mraUed by fire or other casualty tluroagh no fault of ll,o llu)cr or fiuycr's agents and carpluyces ( including, wilruut limitation, As imilcetinn personnel) on or belirre the Closing Dale, and further provided that buyer is not in default under this Contract, (toyer shat{ have lire option oft (i) continuing with the purchase of the Real Property pursuant to this Contract and taking lire Itmil i'milerty its its their existing enndilinn, together with any iasuraace proceeds as may be payable for such loss or damage, or (ii) eancrhinst this Canlract and receiving a return of lire Deposit paid by Buyer. 32. OTHER AGREEMENTS: 'this ctitilracf, including lire Exhibits attached hereto, conslilulc dic entire agreement anlun- lib parties pertaining u► the subject matter hereof and supersedes all prior and cumemporaticous agreements and understandings of the parties in connection therewiti. No representation, wurrutly, comlanu, agreement or condition not expressed in this Contract shall be binding upon (lie panics hereto or shall affect or be effective to interpret, change or reeltict the pruvisions of this Contract. No prior or present agreements shall be binding, upon Buyer or Seller unless included in this Contract. No modification or change in this Contract shall be valid or binding upon rte parties ((tile+, lit writing and executrd by the party or parties intended to be bound by it. the parties may waive wt;• of the conditions cmilaincd herein or any of the obligations of tilt otter party hereunder, but any such waiver shall he cf(ective only if in. writing and signed by the party waiving such conditions ur obligations. 33. TYPEWRITTEN Olt tIANDW1tITLN 1'RUYISiUNS: Typcwtitten.ur handwrillcn provisions shall ccrntroi all printed provisions of 55, Contract in conllict %vith the sane. 34. RADON (:A$: Pursuant to Section #104.056 (6). Florida Statutes (2000). file fallowing disclusure is made: Radon is a naturally occulting radioactive gas that, vi-licit it has accumulated in a building in sufficient quantities, may present health risks to persons will) are exposed to it over time. I..evcle of radon that exceed Federal acid tittle guidelines have been found in buildings in hlodda. Additional inforrnntion regardiog -dun and radon testing ntay tie obtained fiont your County public lealiln unit. .15. ARMISLENGTIITRANSA(."fION' Nothing cuntoI tied iit (his Contract if rt tic acti Allen cople fit latrd hereby shall he construed to create lire relationship or principal and agent, partnership, Joint venture, tr11sL term is In eommnn fir tiny alher telalionshlp belween the parties hereto other Ihau separate and disiinct persons and entitles dcaliug at firm's length as Seller and Buyer respectively for their own %cparnte interests and bemetlts. 36. WkIll-1:1) SkfltVJVAL OF ItEPRF.SENTATIONS: All representations. eovc11ants, obligation- and agrccmcnt+ of the parties as set forth in this Contract shall survive the execulian and delivery of this Contract and of any and all documents or instruments delivered in connection herewith, and they shall survive the Closing and cottveyactce of title lu the Real Prnpcity fora prriud of only six (b) months from the Closing Date unless specifically designated to file contrary in Iliis Contract. All such representations shrill be deemed repeated on the ('losing Date. 37. PAYOFF OF EXISTING MOftTCAGE: Seller discloses that life Property is presently cncombocd by that certain Mortgage dated October 1, 1'11!5 in favor of Cocanut Grove flunk, a Florida corporation, as MndgI t 1. originally given by Walter A. Mobley and Arable A. Mublcy, his wife, as Multgtguts, fccoided Oclober 3. 1981 under C'lerk's File No. 95R- 306076 in Oflicial Records Iluuk 12657, cuninrencing tit 1'agc 2220 and lidlowhir. in the Public Recunls of Miami•psJe County, Florida, together Nvith all filed or retarded UCC• 1 Financing Slatcmcuts relating thereto (if any there be), and a- all of the same may be amended and supplemented lium time•lo-tinic (cullectively, the "Existing Mar(gage "), but Seiler represents to Buyer,that all the. Existing Moclgage will he paid in full by Seiler on or simultaneously with the closing of this ►ale and purchase. •�' • •x. i " ii r— it-, :at-.--- ...i �. , +u..��: tl�a.�.,rc�:ii;;�,��: �,rf Conrrue•1 1--or tittle! Anil lrur•elirire 39. FUKTIIER ASSURANCES: Ilia parties hereto will plomptly execute and deliver fill inunn +n,itx and documents and lake all funher action, at each party's sole expense, as each party may rcasuunbly regttcst front time to time from ilia fitter in order to perfect and protect the varirnrs Agrcements and undersiiridings; Oc lite respeciivc parties hereto as set forth in this Contract, oiUd to further i1 ble.cach party to exercise and enforce their respective rights and remedies as may lie available at law Or in equity to cornea the provisions or this Cnultact rural c:ury nut the intent mid purposes of ilhe parties,herelo. 39. CONFIDENTIALITY: JIN- rENTIONALLY DELETED.] 40. M1SULLANEQUS: A. I Effective Date of Contract: For purposes of detemtining ti+e lime fur performance of various obligations under this Contract the Effective Date of this Contrnct shall be the slate when lire last Otte of the Buyer and lilt- Selter Iran signed this Contract. D. Auolieable l•aw/Grhlder: 11Uis Contract Shull Iw cunstrued oud intcrprcled in uccoidance Willi the laws of the Stale of Finrida. Where required for proper imerprctailon, words in the singuinr shall include the plural; Use masculine gender shall include the neuter and lite feminine, and vice versa. C. Modificotiun of Contnnct: 'ibis Contract may out be itiOdilted or amended, except by an agreetnuu in writing signed by all of tits panics hereto. 'ilia parties may waive oily of the cunditiuns contained Iherein of any of the obligations of the other rally hereunder; but any such waiver shall be effcclivc only if in +writing and signed by Ilia party waiving such conditions or obligations. U. CLxe & ns: The descriptive headings contained in this Cunttact are insetted for conmdence only and shall not control or aired tiro meaning( or construction of nny or the provisions hereof. I... Waivers: 'lite failure of any party at any tittle to insist upon strict per rill namcc of soy ctimtition, promise, agrecrucnt ur understanding set forth herein shall not be cunstrued as a tvniwer or relingni.chuicnr of the right at insist upon strict performance of the some condition, promise, agrermcnt or understanding fit a futmc time. Either party hereto Wray, at its sole option, waive any performance by lire other party tctloircd under Ilic provisiom ill' this Contract by an instrument in writing and delivered to the uthcr party. No consent Or waiver, express or implied, by any party herein as to any breach of any representation or obligation of the: nun-breaching party (or patties) shall be construed as a consent fir waiver art' any ullter breach at' the representation or nhligatinn. F. Scverability: 'Iltc invalidity tic unwromeability of any pah+visioa or any pntvision(sl ill ibis Contract at determined by a cunt ul' cumpelcnl jurisdiction over the parties and the subject tinnier of this Cuollacl shall in nu way affccl the validity of ally other provision hereof. G. Neutral Cunslrucliun: Ilte portics crpressly Understand and agree That, allhough title + piny may have more responsibility in preparing this Contract than the other, all parties hereto equally negotiated all of the provisions herein such that tiro construction and interpretation of this Contract shall, in all events sad chcumstances, he neutral and not construed store advantageously in finvor of the party who was nut lite actual scrivener of this Contrnct. IL. Jutisdicllon and Venue: 'Ilia pnllies acknowicdge that the tu:gutialittrrs, rosicipalcd perfunnance and execution of this Contract occurred in Miami•Dadc County, Fkaida. Without limiting the jurisdiction or venue of any other federal or state courts, each el'the patties irrevocably and uncunditiunally: (a) agrees that any suit, action or legal proceeding arising nut of or relating in this Contract will he brought in tite cowls or record fir clue state or norida in bliarui.Dade County: (b) consents to the jurisdiction of each such coon in any suit, actiun or proceeding: and (c) waives ally objection which it any have to (he laying of venue of any such stilt, action fir ptucceding in the courts of record of the Stoic of riorida its Mimni•Uadc coomy. 1. Cot nler ►arM this Contract may he executed in two (2) fir more couuterports, cat it Of which shall lie beamed art original, 6ul till of which together shalt consliiuie one and the sane Cnntracl. Paged U(IMISIp grS "�"�"""���"M"'�••� � �1.�ii Ifrvliinn rstri'ilidiii +daj, FrTiruniy f1: !ilitf Contract 1,6e Sole Arne! 1'm•cllase 4 r r IN WITNESS WHEREOF. the patties ltnve enectuctl this Cordmct as of the day or Witnesles: 'hS : XIA; MABLE A. MOULLY BUYER; SOUTH MIAMI COMMUNITY RI's I)FVELOI'1%11,:NT AGENCY,a Uy: CHARLES SCURR, Executive Director AFFIX SEAI.1 ACC. (:I "TANI'F. itV L'SCROW AGENT Ilia foregning provisions of this Contract relating solely to the Escrow Agent's responsibilities ate agreed in and receipt of the full Cunlract Ucpusit pursuant to this Cunirnt:t are heteby acknowledged as of the _ day of .2001. LAWYERS TITLE INSURANCE: CORPORATION fly: t•twrsntvrnn.ttritvrr +nrxtmnutt t y.A.e.t ^ �.................�....... TiiTuu. pager nu tiian ttteo �4t�ni+Tii;1'iL�u.�r 3R; !inbT L'unbrrct For V(dc .1rrd Purr:htrre h ANNEX 1 TO CONTRACr FOR SALE, AND MIRC'IIASI, PERMITTED Tinli. EXCEPTIONS I, ^. Ciinditions, restrictions..liutitations, cascrmcnts, development. agreements, dedications. lights -of way, .concurrency ngrecmcnts, reservations, and waivers of plat, and any amendments thereto, and all "present and future building code regulations and requirements, zoning codes " and regulations. restrictions. prohibitions, ordinances. resoluliuns and other requirements and orders ofgeneral or property specilic applicability issued or imposed by any governmental authority, rind concurrency matters pertaining to the property being conveyed by Seller; 2, faxes mid assessments fur the year in witich the Clusimg Dalu occurs (prorated or paid by Seller and Guyer as provided in the Contract), and all taxes and assessments levied or assessed subseclucnt to tine Closing Late. 3. Conditions, restrictiuns. casements and dedications as shown on Plat of RIsAUrY SECURITI „1 COR"MiA'1'ION'S'TO"W"T" OF LAIMNS. nccorcline, w Ott- flat thereof, us recorded in I'lat Book 2, i'age 105, of the Public Records oi' Miami -Dade County, Florida. 4. Ternrs: urdcondi(ionsofthat certain Easement dated January 10, 1961 (ion T.R. Crockett in favor of (lorida Power & Light Company, as recorded on January 13. 1961 under C'lerk's File No. hl R -7061 in the Public Records of Miaimi -Dade County, Florida. 5. 'Perms and conditions of restrictive covcnunts set firth in: (a) Deed dated November 21). 1924 from Realty Sccurilics Corporation to Sallie F. Savage, as rccordcd ill Decd Book 445, Page 271; and (b) Deed dated October 27, 1424 from Realty Securities Corporation to TI Savage, as recorded is Deed Book 455, Pagc 73, all in the Public Rccords of Miami -Dade County, Florida; 6. Encroachments, overlaps, boundary line disputes, and any other matters which %vould be disclosed by an accurate survey and inspection of the Rcal Property including, without limitation, casements or claims of casements not shown by the public records (sub .jcct to the Provisions of Paragraph to of the Contract). 7. All matters referenced in the Contract, including without limitation Paragraphs 5, 7, 10, Subparagraph 12.1 and Puragrnphs 15 and 23 therein,. ANNEX I last o �urR p�fits +- r� - - ~� .ail t, ; rM—C t,TiJ -"7*' ;PiGi��rj lR TiSDr Ilen itect Title Exceptions ` E.X111111T "A" TO CONTRACT FOR SALF. AND I'URCiiASE INVENTORY OF PERSONAL PROPEIYI'V 'f he description and inventory of the Per.%nud Priiperty also hcing sold will, the (teal Property tare those items spccilic:tlly itcanizcd hcloty as may be owned by d►c Seller and which are presently located in MIAMI -DARE County, Florida on the Itcal Property. 'I'hc (olluwing Personat Property'is belt +g sold in its cxistinK "WHERE IS, AS IS" cunditiui►: SUITE A: htessanine.office fort (approsimatcty'36% of gross area) Variety of inicrior.parliliuns and fiairbes Central air - conditioning system Roof mounted ven.61alur systcin Vnriuus security grills Fluorescent lighting f Single ilathroom: Sign, toilet, light and ventilation fan SUITE 11: Roof mounted ventihator system Various security grills Single Bathroom* Sign, toiict, tight and ventilation fan SUITE C: Rear storage loft (approximately 15% of gross area) Small partitioned office space at front dour Hour mounted ventilator ,.system Various security grills Single Ua(hroom: Sign, toilet, light and ventilation fan SUITE 11: Roof mounted ventilator system Various security grills Single 1lathroom: Sign, toilet, light and ventilation fan SELLER DISCLOSES '1't1E FOLLOWING INTERIOR 114111R0VL.MuN'l:8 NIAIW ilY T11E EXIS'T'ING 'TENANTS RF,FF,RFN(FI) IN Finiur jr TO TIf1S CONTRA(."[' - WIIICII MAY BE SUBJEc '1'O REMOVAL 5y '1'111. 'TENANTS INSTALLING _THE,, 'AAMLF. UPON ANY VACANCY OF T(IE APPLICABLE SUI'T'E SUITFS A AND D fT►vo Little Fishes, Inc.): Additional lighting fixtures One (1) interior wall- mounted air - conditioner Various Office and trade fixtures SUI'T'E C (Marearite Enterprises, inc.): NONE (To the best of Seller's knowledge). SUITE D (Stork Avenue. Inc.): Office /sturagelloft with partitions One (1) interior wall - mounted nir- conditioner, Varinus office and trade fixtures �Rp j o .ark er t on 11iicW Unndsj, t nary W,71Alii hiveninry of 1'ersonal Properly � r EXHtltrr "B" '1'u (anv'ruAC'1' rut: SAI,I' ANI)1'I1R(. 1Atir 15825 S.W: 68th Street, South Miami, Miami -Dade Comity, Florida.! SUITES A AND B: �Ccuant: TWO LITTLE FISIIES;'INC.., a Florida corporation Lem Term: Mnntli -to -month (Oral Lease) Monthly Rent: $1,667.16 (GrOMM) Rcnl Status: Paid through February 28, 2001 (None prepaid.) Security- Deposit: Si,i)0U.1111 BrokcrapeCommissions: Nonc. SUITE: C: Tenant: MARGARITE ENTERPRISES, INC., a Florida corporation Lease Term: Month -to -month (Oral Lease) 14ionthly Rent: 5905.25 (Gross) Rent Status: Paid through February 28, 2001 (None prepaid.) Security Deposit: $2,000.00 Broker ve Commissions: None. SUITE ): Tcnnn : STORK AVENUE, INC., a Florida corporation Lease Term: Threc (3) years commencing on July 1, 2000 (the "Lease Commencement Datc "), and ending on June 30, 2003 (the "Lease F.spiratiult Date ") Monthly ]tent: $850.00 (I'lus 25% of tax/insurance above 1999 !lase Year) Rent Status: I'aid through Fchruary 28, 2001 (None prepaid.) Security Deposit: 52,000.00 11rokerare Commissions: None. MATTERS SET FORT!! IN Tim, FORFCOING RENT ROLL, BEINC'I'1L1 ?. MOS'r ACCumkTE INFORMATION AS'{'O'flll, EXISTING TENANCIES, EXPRESSLY SUPFRCEDE AND .CONTROL ANY CONFIAC'I'ING PROVISIONS IN THE CONTRACI' TO THE FULL., EXTENT OF ANY SUCH CONFLICT, INCLU DING, WIT ouT LIMITATION,'I'IIF SELLER REPRESENTATIONS IN SUBPARAGRAPH 12,(1), AND PARAGRAPH 15 OF THE, CONTRACT. NOTWITIISTANDING THE FORI:(.:OING CAVEAT, ALL DISCLOSURES AND O'1'i1L•'It CONTRA(: i' PROVISIONS REGARDING THE STORK AVENUF. LEASE SHALL Ith,MAIN UN(:IIANGFD BY ANY CONFIACC IN "fills L XIIIBIT. EXIIlIlIT "B" 1 xr a it-to I r.`r, tt;,,10W >t-1tr. i�'t7nii�i�:�1•i nary { a(itf - Berm Roil of Tenants f •PRINT VERSION Page 1'of 1 FOLIO NUMBER: 09 -4025 -028 -0930 ADDRESS: 5825 SW 68 ST MAILING ADDRESS: WALTER MOBLEY &W MABLE, PO BOX 43 -1458, SOUTH MIAMI FL, , 33243 -1458 , CLUC: 0037 WAREHOUSE OR STORAGE PRIMARY ZONE: 6200 ARTERIAL BUSINESS BEDROOMS: 0 BATHS: 0 FLOORS: 1 LIVING UNITS: 0 ADJ SQUARE FOOTAGE: 6,720 LOT SIZE: 18,375 SQ FT YEAR BUILT: 1983 LEGAL DESCRIPTION: TOWNSITE OF LARKINS PS 2 -105 LOTS 18 THRU 22 INC BLK 8 LOT SIZE 125.000 X 147 OR 10937- 1413 1180 1 SALE OR 109371413 SALE MONTH: 11 SALE YEAR: 1980 SALE AMOUNT: $ 100,000 ASSESSMENT YEAR: 2000 ASSESSED VALUE: $ 296,922 LAND VALUE: S174,563 HOMESTEAD EXEMPTION: $ 0 BUILDING VALUE: S122,359 WIDOW EXEMPTION: so MARKET VALUE: $ 296,922 TOTAL EXEMPTIONS: $ 0 TAXABLE VALUE:' $ 296,922 ASSESSMENT YEAR: 1999 ASSESSED VALUE: $ 253,359 LAND VALUE: $ 131,000 HOMESTEAD EXEMPTION: $ 0 BUILDING VALUE: $122,359 WIDOW EXEMPTION: so MARKET VALUE: $ 253,359 TOTAL EXEMPTIONS: $ 0 TAXABLE VALUE: $ 253,359 http: / /gi ... /esrimap.dll? Name= PublicAccess &Cmd= CreatePrintVersion &FOlio= 09402 0 8093 1 / 14!01 1S11WM.REALTORS :.vi 1 August 29, 2000 ' ' Gregory J. Oravec Assistant to the City*Manager Interim CRA Director ' City of South Miami 6130 Sunset Drive South Miami, Florida 33143 RE: A ground level four bay industrial building Located at: 5825 SW 68 Street South Miami, Florida As of August 29, 2000 Dear Mr. Oravec: ary�SCtSC {^afY11JCR, COSW iJpon your authorization, I have conducted the investigations and analyses necessary to fonn an opinion of the value. of the fee simple interest in the ground level four bay industrial building located at 5825 SW 68 Street, South Miami, Florida. The subject is currently leased to three tenants but at the request of the client no consideration for the current leases is being made. The leases may be below, market and may have an effect on the value of the subject property depending on the length of the lease but the leases are not being analyzed in -this report. Therefore, this is a hypothetical reporCwhich is being completed as if the property were.vacaut and available for occupancy. It has a total of approximately 6,528 sq. ft. of building area according tb measurements completed by the undersigned. It is situated on a 18,375 sq. ft. site. A legal description of the subject property is contained in the identification section of this report. The opinions set forth in this report are stated as of August 29, 2000, the date of inspection. The term "market value" is defined as: the most probable price estimated in terms of money which the property is expected to bring, if exposed for sale in the Open Market by a willing seller to a willing buyer, neither being under duress and having full knowledge of the uses and purposes of• the property, and having the property exposed to the market a reasonable length of time. .:2 43�L J.V . 142, 11:1 Ic, da3312- s Ph*on1 -, (; 7i(:: 233-4.1453 • F,,Ix '3 1 1^- a ismINC. REALTORS A�arci3gi �ivL >!o� r. A more detailed definition of market value can be: found in the nature of the assignment section of this report. The analyses and opinions in this appraisal are subject to the following premises, assumptions, and limitations:.. This is a complete self contained appraisal report as defined by the Uniform Standards of Professional Appraisal Practice. This means that no departures from Standard 1 were invoked. The subject property was appraised on a fee simple basis. No . chattel property or trade fixtures are being valued in this appraisal report. The subject improvements are being used as an industrial storage and manufacturing facility. This type of operation probably does involve the use of hazardous materials. All prior uses of the site are unknown. The undersigned has no expertise in the determination of environmental threats, therefore, the user of this report is urged to obtain the applicable reports which would be satisfactory to DERM, (Department'of Environmental Resource Management). In the event that significant environmental problems are discovered on the site the value of the property will diminish (at least) in direct relation to the cost of the cleanup. This appraisal report was prepared for the internal needs of the City of South Miami, who ordered the report for the purpose of determining a market value to use in the exchange of the subject site for other property and may not be suitable for other uses.'-An appraisal provides an unbiased estimate of the value and should be considered in its entirety. The value contained .in the appraisal report is as of a certain date and this value may be affected by events subsequent to that date. Further, the appraisal is subject to the statement of limiting conditions and appraiser's certification. 3 14 52 C �1.�";t] •.._ ,..A^ a ! ii ' »I� f•,' i ?:!o 331 -•:) i'. ')(•�s�. �.,i�.�� � w. t.i ., a .i4 �:��, (�} ^-� f I fi t J i�. isnou. REALrORS ��i7b•: y :�i ��of iqi; �k H Based on an inspection of the property.and the'investigation and analyses undertaken, I have formed the'opinion that as of August 29, 2000; subject to the verification that the subject has been completed in accordance with all applicable government ordinances, subject to the verification that there are no encroachments and without consideration of any present occupancy or any existing leases and'subject to the assumptions and limiting conditions set forth on this page and at the end of the analysis section of this report, the market value of the subject is: FEE SIMPLE MARKET VALUE Four Hundred Thirty Thousand Dollars ($ 430,000) William John Eisnor;`Jr., SRA, SRPEI MAI State Certified General Real Estate Appraiser Number 0000163 The narrative appraisal report that follows sets forth. the identification of the property, the assumptions and limiting conditions, pertinent facts about the. area and the subject property, comparable data, the results of the investigations and analyses, and the reasoning leading to the conclusions. 4 1 � 'i •�. ^il. '1'. � . .L�.�i�.J ,'i'r�_ iL:' i ^i �..'rL; ... l,:( .::is .. �.. �a��C • - apPrai;at•Aivislcr,• INC. REALTORS 1 75:'y .5f n, SPA CERTIFICATION I hereby certify that, to the best of my knowledge and belief,... The statements of fact contained in this report are true and correct. The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and are my personal, unbiased professional analyses, opinions, and conclusions. I have no present or prospective interest in the properties that are the subject of this report, and I have no personal interest or bias with respect to the parties involved. My compensation is not contingent on an action or event resulting from the analyses, opinions, or conclusions in, or the use of, this report. The analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics and the Standards of Professional Practice of the Appraisal Institute. The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives. As of the Date of this report, William John Eisnor Jr. SRA, SRPA, MAI has completed the requirements of the continuing education program of the Appraisal Institute. No one provided significant professional assistance to the person signing this report. William John Eisnor Jr. SRA, MAI physically inspected the subject site. This appraisal assignment was not based on a requested minimum valuation, a specific valuation, or the approval of a loan, as required. 5 7 ,,7 :� � ;;` t•i� ��� /c: A Yr. .� �'��r;r•fa ^ c y E%` +; •,r;n i 9j ^,ti1 �iZ.. 1,�.•;.. • �.•�.. 'K} ^ti �-�•. r• � e 'r7 - r .• L Am AdIkk APPrnlsd B111I310n bY.J.Eisnor INC. REALTORS Cosey DZisn;,r, Based on an inspection of the property and 'the investigation and analyses undertaken, I have formed the opinion that as of August 29, 2000, subject to the verification that the subject has been completed in accordance with all applicable government ordinances, subject to the verification that there are no encroachments and without consideration of any present occupancy or any existing leases and subject to the assumptions and.limiting conditions set forth on this page and at the end of the analysis section of this report; the market value of the subject is: FEE SIMPLE MARKET VALUE Four Hundred Thirty Thousand Dollars ($ 430,000) Respectfully submitted, William John Eignor, Jr.; SRA,,,SRPA, MAI State Certified General Real Estate Appraiser Number 0000163 �43 ti S.b'l.lt+ c_„7Jeni1. iaj• -•'i, Ff,- ,r;J,z i:7 :•.,•;i•.4 ' FCi'. appraisal ' ��.t+C lMtpS SUMMARY OF SALIENT DATA AND CONCLUSION DATE OF VALUATION: August 29, 2000. LOCATION: w 5825 SW 68 Street, South Miami; Florida. DESCRIPTION: Approximately 6,528 sq. ft. building area. HIGHEST AND BEST USE: Industrial use as improved ZONING: LO Low Intensity. Office BUILDINGAREA: According to measurements completed by the undersigned on the date of this appraisal the subject improvements have a total. area of 6,528 sq. ft. LAND AREA According to the public records the subject site has approximately 125 feet of frontage along NW 68 Street and it is approximately 147 feet deep. According to the Dade County tax roll, the subject has a total land area of 18,375 sq. ft. F appraisal CC OWNER OF RECORD: I HISTORY: l MARKET VALUE It is currently owned by Mr. & Mrs.. Walter. Mobley According ' to the tax roll the subject site was purchased in November of 1980 for $100;000 and a new warehouse was constructed on the site in 1983. According to the current owner the subject is leased at $8.50 to $10.00 per sq. ft. but the subject was offered for lease at $7.15 per sq. ft. recently. The subject has not been offered for sale in the Miami or-National Multiple Listing System, in the last year. There has been no arm's- length sale of this property in the last five years. Based On Cost Approach: NIA Based On Direct Approach: $: 425,000 Based On Income Approach: $ 430,000 MARKET VALUE (FEE SIMPLE) $ 430,000 MARKETING TIME: Under 11 months 10 Monthly Payment Table ' Page-1 of 1 Monthly Payments Table for 5'Years For Interest Rates 7.000.10 9.000 Percent . ... /flap.cgi ?pmn= 400000 &pmx = 440000 &imn = 7.00 &imx = 9.00 &yrs =5 &out= HTML +3.0 +Table 1/14/01 SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY INTER- OFFICE MEMORANDUM To: Honorable Chairperson Date: June 1, 2001 and CRA Board From: Gregory J. Oravee1"41 �i Subject: Meeting 6/04!01 ---/)— Director /' Additional Deposit Payment V for Mobley Property r REQUEST A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY (SMCRA) AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE $17,200 FROM THE LAND ACQUISITION ACCOUNT TO LAWYERS TITLE INSURANCE CORPORATION FOR THE PURCHASE OF THE PROPERTY LOCATED AT 5825 SW 68TH STREET, SOUTH MIAMI, FLORIDA. BACKGROUND & ANALYSIS On March 5, 2001, the SMCRA Board adopted Resolution Number CRA- 7- 01 -56, approving the contract for sale' and purchase of 5825 SW 68th Street (the Mobley Property). Section 2 of the contract requires an "additional deposit" of $17,200. The attached resolution would allow the Executive Director to make the subject payment. The proposed payment would be made from the . Land Acquisition account. The account currently has a balance of $74,000 and would have a remaining balance of $56,800. RECOMMENDATION Your approval is recommended. RESOLUTION NO. A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY (SMCRA) AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE $17,200 FROM THE LAND ACQUISITION ACCOUNT TO LAWYERS TITLE INSURANCE CORPORATION FOR THE PURCHASE OF THE PROPERTY LOCATED ' AT 5825 SW 68T" STREET, SOUTH MIAMI, FLORIDA. WHEREAS, the South Miami Community Redevelopment Agency has approved a contract for sale and purchase of the property located at 5825 SW 681' Street; and WHEREAS, the contract requires a payment of $17,200 to Lawyers Title Insurance Corporation as additional deposit. NOW, THEREFORE, THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY RESOLVES AS FOLLOWS: Section 1. The Executive Director is hereby authorized to disburse $17,200 from the Land Acquisition Account to Lawyers Title Insurance Corporation per the contract approved by Resolution CRA 7- 01 -56. Section 2. This Resolution shall be effective upon passage. PASSED AND ADOPTED this day of , 2001. ATTEST: SECRETARY READ AND APPROVED AS TO FORM: GENERAL COUNSEL APPROVED: CHAIRPERSON Board Vote: Chairperson Robaina: Vice Chairperson Feliu: Board Member Bethel: Board Member Bowman Board Member Plummer: Board Member Russell: Board Member Wiscombe: i SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY INTER- OFFICE MEMORANDUM To: Honorable Chairperson Date: June 1, 2001 and CRA Board From: Gregory J. Oravec " Director i REQUEST Subject: Meeting 6/04/01 —�� Balance to Close for Mobley Property A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY (SMCRA) AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE $408,500 FROM THE LAND ACQUISITION ACCOUNT TO MABLE A. MOBLEY (OR CLOSING AGENT) FOR THE PURCHASE OF THE PROPERTY LOCATED AT 5825 SW 68TH STREET, SOUTH MIAMI, FLORIDA. BACKGROUND & ANALYSIS On March 5, 2001, the SMCRA Board adopted Resolution Number CRA- 7- 01 -56, approving the contract for sale and purchase of 5825 SW 68`h Street (the Mobley Property). Section 2.0f the contract provides for a balance to close of $408,500. The attached resolution would allow the Executive Director to make the subject payment. The proposed payment would be made from the Land Acquisition account after the deposit of proceeds from the $400,000 loan from the City of South Miami. After this deposit, the account will have a balance of $456,800. After the proposed payment, the balance would be $48,300. Approval of the proposed resolution would allow the SMCRA to complete the purchase of this important property and to work with the City to create an unparalleled community center. . RECOMMENDATION Your approval is recommended. i f RESOLUTION NO. A RESOLUTION OF THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY (SMCRA) AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE $408,500 FROM THE LAND ACQUISITION ACCOUNT TO MABLE A. MOBLEY (OR CLOSING AGENT) FOR THE PURCHASE, OF THE PROPERTY LOCATED AT 5825 SW 68TH STREET, SOUTH MIAMI, FLORIDA. WHEREAS, the South Miami Community Redevelopment Agency has approved a contract for sale and purchase of the property located at 5825 SW 68`h Street; and WHEREAS, the contract provides for a balance to close of $408,500. NOW, THEREFORE, THE SOUTH MIAMI COMMUNITY REDEVELOPMENT AGENCY RESOLVES AS FOLLOWS: Section 1. The Executive Director is hereby authorized to disburse $408,500 from the Land Acquisition Account to Mable A. Mobley (or authorized closing agent) per the contract approved by Resolution CRA 7- 01 -56. Section 2. That the Executive Director shall only disburse the check after the SMGRA deposits the proceeds from the $400,000 loan from the City of South Miami. Section 3. That this Resolution shall be effective upon passage. PASSED AND ADOPTED this day of , 2001. ATTEST: SECRETARY READ AND APPROVED AS TO FORM: GENERAL COUNSEL APPROVED: CHAIRPERSON Board Vote: Chairperson Robaina: Vice Chairperson Feliu: Board Member Bethel: Board Member Bowman Board Member Plummer: Board Member Russell: Board Member Wiscombe: