You are on page 1of 6

Prepared by

:
William R. Bloom
Holland & Knight LLP
701 Brickell Avenue
Miami, Florida 33131

FIRST AMENDMENT TO COVENANT

THIS FIRST AMENDMENT TO COVENANT (“Amendment”) is made as of April 1,

2017 by and between SAWYER’S WALK, LTD., a Florida limited partnership (“Sawyer’s

Walk”), POINCIANA VILLAGE OF MIAMI, LTD., a Florida limited partnership (“Poinciana”;

together with Sawyer’s Walk, collectively, that “Developer”) and the Southeast Overtown/Park

West Community Redevelopment Agency, a public agency and body corporate created pursuant

to Section 163.356, Florida Statutes (the “CRA”).

RECITALS:

A. The Developer and the CRA entered into that certain Covenant dated as of April 8,

2014 by and between Sawyer’s Walk, Poinciana and the CRA which was recorded April 9, 2014

in Official Records Book 29102, at Page 4177 of the Public Records of Miami-Dade County,

Florida (the “Covenant”).

B. The Developer and the CRA desire to modify and amend the Covenant as

hereinafter set forth.

NOW, THEREFORE, for and in consideration of Ten Dollars ($10.00) and other good and

valuable consideration, the sufficiency of which is hereby acknowledged, the parties agree as

follows:

1. RECITALS. The Recitals to this Amendment are true and correct and are hereby

incorporated by reference and part hereof.
2. DEVELOPMENT TIMEFRAME. Section 3.1 of the Covenant is hereby amended

and restated in its entirety to read as follows:

“3.1 Commencement of Construction. Developer must commence Vertical
Construction of the Project on or before June 1, 2018, times being of the essence
(the “Commencement of Construction Deadline”). The term “Vertical
Construction” shall mean that Developer has (i) obtained a building permit for the
construction of the Project substantially in accordance with the Conceptual
Documents, (ii) obtained or caused its general contractor to obtain a payment and
performance bond for the Project; and (iii) commenced vertical construction. The
Project must be substantially completed within thirty (30) months after
commencement of Vertical Construction of the Project (the “Completion Date”),
as evidenced by one or more temporary or permanent certificates of occupancy (or
their equivalent) for all components of the improvements comprising the Project
(“Completion”). The Completion Date shall automatically be extended one day for
each day of Unavoidable Delays provided the Executive Director concurs with the
Developer that an Unavoidable Delay has occurred. The term “Unavoidable
Delay” means delays due to area wide strikes, areas wide unavailability of
materials, acts of God, floods, hurricanes, casualties, fire, acts of the public enemy
and governmental moratoriums. The term Unavoidable Delay shall not include any
delays caused by any other source, including but not limited to, any governmental
entity acting in its proprietary or regulatory capacity or delay caused by lack of
funds.”

3. PRE-DEVELOPMENT EXPENSES. Section 5 of the Covenant is hereby deleted

in its entirety.

4. TAX INCREMENT REVENUES. Section 6 of the Covenant is hereby deleted in

its entirety.

5. BLOCK 45 DEVELOPMENT. Section 9 of the Covenant is hereby deleted in its

entirety. Developer acknowledges that title to Block 45, as defined in the Covenant, has reverted

to Miami-Dade County.

6. BLOCK 56 DEVELOPMENT. Section 10 is hereby deleted in its entirety.

Developer acknowledges receipt of the payment contemplated by Section 10 of the Covenant.

7. NOTICES. Section 11 of the Covenant is hereby amended and restated in its

entirety to read as follows.

2
#51865954_v3
“11. Notices. Any notices required or permitted to be given under this
Covenant shall be in writing and shall be deemed to have been given if delivered
by hand, sent by recognized overnight courier (such as Federal Express), sent by
fax and another method provided herein or mailed by certified or registered mail,
return receipt requested, in a postage prepaid envelope, and addressed as follows:

If to Developer:

201 NW 7th Street, Suite 401
Miami, FL 33136
Attention: Ted H. Weitzel
Fax: 786-472-8795

With a copy to:

White & Case
200 South Biscayne Blvd., Suite 4900
Miami, FL 33131
Attention: Charles Kline, Esq.
Fax: 305-358-5744

If to CRA:

SOUTHEAST OVERTOWN / PARK WEST
COMMUNITY REDEVELOPMENT AGENCY
Attention: Clarence E. Woods, III., Executive Director
819 NW 2nd Avenue, 3rd Floor
Miami, FL 33136
Fax: 305-679-6836

With a copy to:

William R. Bloom, Esq.
Holland & Knight LLP
Suite 3300
701 Brickell Avenue
Miami, FL 33131
Fax: 305-789-7799

Notices personally delivered or sent by fax shall be deemed given on the date of
delivery and notices mailed in accordance with the foregoing shall be deemed given
upon receipt or the date delivery is refused.”

8. PAYMENTS TO THE CRA. The Covenant is hereby amended to add the

following additional provision:

3
#51865954_v3
“Section 17. Payments to CRA. Developer agrees to pay to the CRA
simultaneously with the execution of this Amendment Forty Thousand and No/100
Dollars ($40,000.00). In addition, commencing on July 1, 2017 and on the first day
of each and every month thereafter through May 1, 2018, Developer shall pay to
the CRA Ten Thousand and No/100 Dollars ($10,000.00) per month.

9. LIEN RIGHTS. Section 14 of the Covenant is hereby amended and restated in its

entirety to read as follows:

“If Developer fails to pay any amount due the CRA pursuant to Sections 3.4, 4.3.1,
4.3.2 or 17, such unpaid amounts shall bear interest at twelve percent (12%) per
annum from the date due until paid. At the request of the Developer upon payment
of all amounts due under Sections 3.4, 4.3.1, 4.3.2, 17 and this Section 14, the CRA
shall execute a recordable instrument reflecting the release of this Section 14.”

10. RATIFICATION. Except as hereby modified, Developer and the CRA ratify and

reaffirm all the terms and provisions of the Covenant.

11. CONFLICT. To the extent of any conflict between the terms and provisions of the

declaration and the terms and provisions of this Amendment, this Amendment shall control.

IN WITNESS hereof the parties have executed this Covenant as of the date first above

written.

DEVELOPER:

SAWYER’S WALK, LTD., a Florida limited partnership

By: Indian River Investment Communities, Inc.,
a Florida corporation, its general partner

By:
Name: Ted H. Weitzel
Title: President

POINCIANA VILLAGE OF MIAMI, LTD., a Florida
limited partnership

By: Indian River Investments of Miami, Inc.,
a Florida corporation, its general partner

4
#51865954_v3
By:
Name: Ted H. Weitzel
Title: President

CRA:

SOUTHEAST OVERTOWN / PARK WEST
COMMUNITY REDEVELOPMENT AGENCY

By:
Clarence E. Woods, III., Executive Director

Approved for legal sufficiency

By:
William R. Bloom, Esq.
Holland & Knight LLP,
Special Counsel to CRA

STATE OF FLORIDA )
) SS:
COUNTY OF MIAMI-DADE )

The foregoing instrument was acknowledged before me, this ____ day of ____________,
2017, by Ted H. Weitzel, President of Indian River Investments Communities, Inc., a Florida
corporation, general partner of Sawyer’s Walk, Ltd., a Florida limited partnership, on behalf of
the corporation and the general partnership. He is personally known to me or has produced
__________________________ as identification.

Notary Public

Print Name:

My commission expires:

5
#51865954_v3
STATE OF FLORIDA )
) SS:
COUNTY OF MIAMI-DADE )

The foregoing instrument was acknowledged before me, this ____ day of ____________,
2017, by Ted H. Weitzel, President of Indian River Investments of Miami, Inc., a Florida
corporation, general partner of Poinciana Village of Miami, Ltd., a Florida limited partnership, on
behalf of the corporation and the general partnership. He is personally known to me or has
produced __________________________ as identification.

Notary Public

Print Name:

My commission expires:

STATE OF FLORIDA )
) SS:
COUNTY OF MIAMI-DADE )

The foregoing instrument was acknowledged before me, this ____ day of ____________,
2017, by Clarence E. Woods, III, Executive Director of SOUTHEAST OVERTOWN/PARK
WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate
created pursuant to Section 163.356, Florida Statutes, on behalf of the agency. He is personally
known to me or has produced __________________________ as identification.

Notary Public

Print Name:

My commission expires:

6
#51865954_v3