Reso 2005-754 - Laserfiche WebLink

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Section 2. Conditions for said Acceptance. Acceptance of said conveyance is further conditioned upon the following: (1) Applicant shall indemnify, protect and hold the City harmless from any actions or claims filed against the City as a result or arising from the approval ofthe property or the transfer of the development rights to the TDR Bank, including, without limitation, providing an executed environmental indemnity and hold harmless agreement in a form and substance reasonably acceptable to the City Attorney; (2) Applicant shall deliver to the City good, marketable and insurable title, free and clear of all liens and encumbrances, unless any of the items are waived in writing by the City Attorney and the City Manager, and an acceptable title policy; (3) Applicant shall deliver prior to the closing an executed easement agreement for the access easement over, under, through a portion of Tracts "A" and "D" to the water point; (4) The Special Warranty Deed conveying the property to the City shall be recorded in the Public Records of Miami-Dade County, Florida, prior to the transfer of development rights from the property to the TDR Bank which transfer shall occur immediately thereafter; and subject to compliance with the following closing procedures: (a) closing shall occur on or before 30 days from January 13, 2005, unless otherwise extended by the City Attorney; (b) prior to closing, Applicant shall submit an up to date survey of the property certified to the City dated subsequent to January 13, 2005, which shall be further updated, if necessary so that the City shall have a certified survey dated no later than 30 days prior to the recording ofthe Deed; encroachments, or easements on the property disclosed by the survey shall constitute title defects unless waived by the City Attorney; (c) Applicant shall provide: certification from City that no outstanding code violations or open permits exist in connection with the property; a Certificate of Resolutions and Agreements from Miami-Dade County on the property and immediately adjacent properties; applicable corporate documents as required by, and in a form satisfactory to, the City Attorney; a statement as to any unrecorded obligations or easements; an executed No Lien Affidavit and a Non-Foreign Affidavit; and any other documents reasonably necessary or advisable to comply with existing statutory and code provisions; evidence that taxes, assessments, water and sewer charges, waste fee and fire protection charges, if applicable, have been paid in full to the date of the closing, or provision for sufficient escrow to assure payment thereof when due; (d) Applicant shall prepare and provide all closing documents, in a form acceptable to the City Attorney; and (4) After closing, Applicant shall deliver to City the Title Insurance Policy insuring, at minimum, that amount of the value reflected by the Miami-Dade County Property Appraiser's Office for tax purposes; (5) Execution by Applicant and City of any other documents as deemed reasonably appropriate by the City Attorney or the Applicant in order to effectuate the transfer of the property to the City and for the City to evidence the transfer ofthe above-noted TDR's to the Applicant's account in the TDR Bank. Any disagreement between the parties regarding the reasonableness of the request for such documents shall be determined by the City Commission; (6) The Applicant, as owner of Tract "B" of RK Marina Apartments, according to Plat Book 157, Page 70, Public Records of Miami-Dade County, Florida, agrees to sever and extinguish all but 4.56 acres of density and intensity of Tract "B". Section 3. Mayor Authorized to Execute. The Mayor is hereby authorized to execute such other documents and agreements as may be determined by the City Attorney to be necessary to consummate the conveyance ofthe property to the City, sever the development rights from the property and deposit them to the credit of the Applicant in the City TDR Bank and subsequent withdrawal(s) of those development rights from the TDR Bank at the request of and for the benefit of the Applicant and during the five year term commencing with the date ofthe passage ofthis Resolution, in accordance with the provisions ofthe TDR Ordinance and in a form acceptable to the City Attorney; and further, the Mayor R200S-Porto Bellagio Conveyance Alternate.Doc Page 3 of 5