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HomeMy WebLinkAboutCity of Tamarac Resolution R-2013-077Temp Reso. #12364 June 18, 2013 Page 1 of 4 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-2013-7 7 A RESOLUTION OF THE CITY OF TAMARAC, FLORIDA TO AUTHORIZE THE ESTABLISHMENT OF A LAND TRUST PURSUANT TO SECTION 689,071, FLORIDA STATUTES, AND TO AUTHORIZE THE TRANSFER OF PROPERTY GENERALLY KNOWN AS THE TAMARAC VILLAGE PROPERTY INTO THE CITY OF TAMARAC LAND TRUST; AUTHORIZING THE CITY MANAGER, FINANCE DIRECTOR, AND OTHER CITY OFFICIALS TO TAKE ALL STEPS NECESSARY AND TO EXECUTE THE NECESSARY DOCUMENTS TO EFFECTUATE THIS RESOLUTION; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Tamarac ("City") currently owns property known as the Tamarac Village Property (the "Property") located generally on the north side of Commercial Boulevard east of Pine Island Road; and WHEREAS, the legal description and survey of the property is attached hereto as Exhibit "A", and incorporated herein by reference; and WHEREAS, in anticipation of the development of the Tamarac Village Property, the City Commission desires to place the Property into a Florida Land Trust pursuant to Section 689.071, Florida Statutes; and, WHEREAS, pursuant to Section 166.021(9)(c), Florida Statutes, the City is authorized, and it is a recognized public purpose, for the City to expend public funds for economic development activities; and WHEREAS, the City Commission finds that the development, and management of the Property is being done pursuant to such statutory authorization; and, Temp Reso. #12364 June 18, 2013 Page 2of4 WHEREAS, it is the City Commission's desire to authorize the City Manager, to transfer the Property to a Land Trust in order to effectuate the development of the Property through the establishment of a Community Development District, pursuant to the Chapter 190, Florida Statutes; and, WHEREAS, in order to establish the Land Trust, the City will be required to enter into a Trust Agreement with an entity which will act as the Trustee for the Land Trust, of which the City will be the beneficiary; and, WHEREAS, the City Commission finds that a Trust Agreement in the form attached hereto as Exhibit "B", or in substantially similar form, will meet the purposes of establishing the Land Trust; and, WHEREAS, the City Commission hereby determines that the establishment of the Land Trust and the selection of a Trustee to act on the City's behalf would be in the best interests of the health, safety and welfare of the citizens and residents of the City of Tamarac. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, THAT: Section 1. The foregoing "WHEREAS" clauses are true and correct and hereby ratified and confirmed by the City Commission. All Exhibits referenced herein and attached hereto are hereby incorporated herein. Section 2. The City Commission of the City of Tamarac, does hereby authorize the City Manager to transfer the Tamarac Village Property to a Land Trust of which the City is the sole beneficiary, for the purposes set forth herein. The Land Trust shall be in a Temp Reso. #12364 June 18, 2013 Page 3 of 4 form substantially similar to the form of the Land Trust document attached hereto as Exhibit "B", and incorporated herein by reference. Section 3. The City Commission of the City of Tamarac, does hereby authorize the appropriate City officials to execute the necessary documents, including any Trust Agreements, and to take all steps necessary as may reasonably be required to effectuate the intent of this resolution. The City Commission's authorization includes the appointment of a Trustee for the Land Trust, and the payment of any fees associated with the appointment of such a Trustee. Section 4. All resolutions or parts of resolutions in conflict herewith are hereby repealed to the extent of such conflict. Section 5. If any clause, section or other part or application of this Resolution is held by a Court of competent jurisdiction to be unconstitutional or invalid, in part or application, it shall not affect the validity of the remaining portions or applications of this Resolution. Section 6. adoption. This Resolution shall take effect immediately upon its passage and Temp Reso. # 12364 June 18, 2013 Page 4 of 4 PASSED AND ADOPTED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA THIS _Al. , DAY OF JUNE, 2013. CITY F TAMARAC FLORIDA • MAYOR ATTEST: s *-- PATRICIA TEUFEL,DfV1C CITY CLERK RECORD OF COMMISSION VOTE: MAYOR TALABISCO �Z� DIST 1: COMM. BUSHNE L DIST 2: COMM. ATKINS-GRA :Wei DIST 3: COMM. GLASSER DIST 4: V/M. DRESSLER � I HEREBY CERTIFY THAT I HAVE APPROVED THIS RESOLUTION AS TO�FORM R SAMUEL S. GOREN (rCITY ATTORNEY FLORIDA LAND TRUST AGREEMENT THIS TRUST AGREEMENT, dated as of the day of 2013, entered into by and between ALAN J. POLIN, P.A., as Trustee, or its d signee, hereafter called the "Trustee" which designation shall include all successor trustees, and the City of Tamarac, a Florida municipal corporation, hereinafter called the "Beneficiary", whether one or more, which designation shall include all successors in interest to any beneficiary or beneficiaries: WITNESSETH: WHEREAS, Beneficiary, is about to convey or cause to be conveyed to the Trustee, as Trustee under this Agreement, title to property in Broward County, Florida described on Exhibit "A" which is attached hereto, (the "Property"); and, WHEREAS, when the Trustee has taken title to that Property, conveyed to it as Trustee under this Agreement, Trustee will hold the title, in trust for the uses and purposes, and subject to the terms and conditions as hereinafter set forth; and, WHEREAS, it is further the intent of Trustee to take title to the Property in accordance with the provisions of Section 689.071, Florida Statutes; and, WHEREAS, the Trust created by this instrument shall be known for all purposes as the Tamarac Land Trust. NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained, the parties hereto ages as follows: 1. Property. Title to the Property, as more fully described in Exhibit "A", which is attached hereto and incorporated herein by reference, shall be conveyed to the Trustee in accordance with, and the rights of the parties shall be governed to the extent applicable, by the provisions of Section 689.071, Florida Statutes. The Trustee agrees to accept the deed to the Property and to cause said deed to be recorded in the Public Records of Broward County, Florida, and to hold title to the Property for the uses and purposes herein stated. The Beneficiary shall advance to the Trustee all monies required by the Trustee to record said deed including, but not limited to, all appropriate documentary stamp taxes. The Beneficiary may not dedicate or cause any other property to be conveyed to the Trustee under this Trust Agreement unless the Trustee consents thereto in writing. Should other property subsequently be conveyed to and held by the Trustee pursuant to this Trust Agreement, the term "Property" as used herein shall mean and refer to all property conveyed to and held by the Trustee, the title to which is held by the Trustee pursuant to this Trust Agreement. This Trust Agreement is identified as the Tamarac Land Trust Agreement dated the day of52013. r 2. Names, Addresses and Interests of Beneficiary: (a) The following is the Beneficiary of this Trust, and as such shall be entitled to all of the earnings, avails, and proceeds of the trust property according to the percentage interest set forth opposite its name: NAME OF BENEFICIARY INTEREST IN TRUST City of Tamarac, Florida, 100% a Florida municipal corporation (b) The interest of the Beneficiary shall consist solely of the following rights respecting the trust property: (1) Power to direct the Trustee to deal with title to the Property, which power shall include, but is not limited to, directions to the Trustee to execute deeds, leases, mortgages, promissory notes and all other instruments relating to the Property, provided however, as set forth in this Trust Agreement, the Trustee shall have no individual liability whatsoever nor shall the Trustee be required to furnish any warranties that would result in any individual liability in regard to the execution of any such instruments, so long as Trustee acts in accordance with Trustee's authority and responsibility under this Agreement, e.g., any action which is fraudulent, criminal or ultra vices. (2) Power to manage, possess, use, and control the Property. (3) Right to receive the earnings, avails, and proceeds from leases and other uses and from mortgages, sales, and other dispositions of the Property. (4) Enjoyment of all rights and privileges regarding the Property as if the Beneficiary was the legal and equitable owner of the Property. Such rights and powers, as well as the interest of the Beneficiary under this Trust Agreement, shall be personal property. The Beneficiary shall not have any right, title or interest in or to any portion of the legal or equitable title to the Property. 3. Obligation of Trustee with Respect to Property. The Trustee shall have no obligation to file any income, profit or other tax reports or returns or. pay such or any other taxes relating to the Property; however, the Trustee shall have the right, but not the obligation, to file any tax return or pay taxes and assessments relating to the Property which the Trustee, in its absolute discretion, deems should be filed by the Trustee. In such event, the Beneficiary will cooperate with the Trustee in providing such information as is necessary to insure the proper and correct preparation of such return, and the Beneficiary shall promptly pay to the Trustee the amount of N 9 said taxes or assessments as set forth herein. The Beneficiary shall make all returns and reports and pay all real estate and all other taxes, assessments, or charges payable with respect to the Property and to the earnings, avails and proceeds of the Property or based on the Trustee's interest under this Trust Agreement. 4. Objects and Purposes of Trust. The objects and purposes of this Trust shall be to hold title to the Property until its sale, foreclosure, or other disposition or liquidation, or until the expiration of this Trust Agreement as provided herein. The Trustee shall not manage or operate the Property nor undertake any other activity not strictly necessary to the attainment of the foregoing objects and purposes; nor shall the Trustee transact business of any kind with respect to the Property within the meaning of Chapter 609 of the Florida Statutes, or any other law, except with respect to Chapters 170, 190, 197, Florida Statutes, nor shall this Agreement be deemed to be, or create or evidence the existence of a corporation, de facto or de jure, or a Massachusetts Trust, or any other type of business trust or an association in the nature of a corporation, or a co -partnership or joint venture by or between the Trustee and the Beneficiary, or by or between the Beneficiaries, if there be more than one. 5. Beneficiary Manages and Operates Trust Pro ert . The Beneficiary shall have the sole possession, management and control of the selling, encumbering, renting, repairing, maintaining and handling of the Property and the Trustee shall have no right or duty in respect to such matters. 6. Indemnification. To the extent permitted by law, and subject to the provisions of Section 768.28, Florida Statutes, the Beneficiary shall and does hereby indemnify and hold the Trustee harmless from and against all expenses, third party claims, or other liabilities, including attorney's fees, obligations and liabilities which the Trustee may incur or become liable for by virtue of the Beneficiary performing the matters set forth herein or by virtue of the fact that the trustee holds legal title to the Property. The Beneficiary shall have the right to execute leases and collect rents in its own name or through its agents. The Beneficiary is not the agent of the Trustee for any purpose whatsoever and does not have any authority whatsoever to contract or to execute leases or to do any other act or in the name of the Trustee or to obligate the Trustee personally or as Trustee. 7. Protection of Third Parties Dealing with Trustee. No party dealing with the Trustee in relation to the Property in any manner whatsoever, and (without limiting the foregoing) no party to whom the Property or any part of it or any interest in it shall be conveyed, contracted or sold, leased or mortgaged by the Trustee, shall be obliged (a) to see to the application of any purchase money, rent or money borrowed or otherwise advanced on the Property, (b) to see that the terms of this Trust Agreement have been complied with, (c) to inquire into the authority, necessity or expediency of any act of the Trustee or (d) be privileged to inquire into any of the terms of this Trust Agreement. Every deed, mortgage, lease or other instrument executed by the Trustee in relation to the Property shall be conclusive evidence in favor of every person claiming any right, title or interest under the Trust (a) that, at the time of its delivery, the Trust created under this Trust Agreement was in full force and effect; (b) that the instrument was executed in accordance with the terms and conditions of this Trust Agreement 3 N and all its amendments, if any, and is binding upon all Beneficiaries under it; (c) that the Trustee was duly authorized and empowered to execute and deliver each such instrument; and, (d) that if a conveyance has been made to a successor or successors in trust, that the successor or successors have been appointed properly and are vested fully with all the title, estate, rights, powers, duties and obligations of its, his or their predecessor in trust. 8. Trust Agreement Not to be Recorded. This Trust Agreement shall not be placed on record in the county in which the trust property is situated, or elsewhere, but if it is so recorded that recording shall not be considered as notice of the rights of any person under this Trust Agreement derogatory to the title or powers of the Trustee. 9. Beneficiary Cannot Bind Trustee or Other Beneficiary. No Beneficiary shall have the authority to contract for or in the name of the Trustee or any other Beneficiary or to bind the Trustee or any other Beneficiary personally. 10. Forbidding Use of Name of Trustee for Publicity. The name of the Trustee shall not be used by the Beneficiary in connection with any advertising or other publicity whatsoever without the written consent of the Trustee. 11. Insurance. The Beneficiary maintains insurance, which provides for liability coverage. The Beneficiary agrees to keep such insurance in full force and effect continuously during the term of the Agreement. Beneficiary will provide Trustee with evidence of the existence of its insurance upon written request. Nothing in this section is intended to alter or waive the Beneficiary's entitlement to statutory or common law sovereign immunity, or to extend Beneficiary's liability beyond the limits established in section 768.28, Florida Statutes, as amended. In all events, thirty (30) days' notice shall be given to the Trustee by the Beneficiary prior to cancellation or termination of said policies of insurance. The Trustee shall provide the Beneficiary with evidence that the Trustee carries professional liability insurance. In the event the Beneficiary requires coverage above $250,000 per occurrence and $500,000 in the aggregate, the Beneficiary shall reimburse the Trustee for those additional premium costs. 12. Multiple Beneficiaries. In the event that the term "Beneficiary" as used in this Trust Agreement includes more than one beneficiary, then, in that event, all persons included in the term "Beneficiary" shall be jointly and severally liable for obligations of the Beneficiary under this Trust Agreement. 13. No Trustee Responsibility to Make Advances or Incur or Pay Expenses. Trustee shall have the right, but not the duty, to make any advances or incur or pay any expenses on account of this Trust Agreement or the Property. The Beneficiary shall pay the Trustee an annual fee of Four Thousand and 00/ 100 Dollars ($4,000. 00) on October 1" of each year that the Trust Agreement is in effect for general Trustee services provided pursuant to this Trust Agreement. If the Trustee shall make any such advances or incur or pay any such expenses on account of this Trust Agreement of the Property, or shall incur any expenses by reason of being a party to any litigation in connection with this Trust Agreement or the Property, or if the Trustee shall be compelled to pay money on account of this Trust Agreement or the Property, whether 0 for breach of contract, injury to person or property, taxes of any kind, fines or penalties under any law, or otherwise, in any manner under this Trust Agreement (provided, however, the Trustee shall not be individually liable in any manner under this Trust Agreement as set forth herein). The Beneficiary, on demand by the Trustee, shall pay to the Trustee, with interest at the highest rate permitted by law, the amount of all such expenses, advances or payments made by the Trustee, plus all its expenses, including attorney' fees, incurred by the Trustee in said matters, including attorney's fees for appeals. For any legal services or duties above and beyond the usual and customary services as provided in this Trust Agreement the Beneficiary will be charged on an hourly basis. The hourly fee for legal services above and beyond the usual and customary services shall be billed at the rate of Four Hundred and 00/100 Dollars ($400.00) per hour. The Trustee shall have the right, but not the duty, to employ and consult with attorneys regarding this Trust Agreement and the Property, and any and all costs and expenses incurred by the Trustee by virtue of said employment and consultation shall be deemed to be an advance or expense made or incurred by the Trustee under this paragraph to be paid by the Beneficiary on demand. Any, other monies expended by the Trustee under any other provision of this Trust Agreement shall also be deemed to be an advance made by the Trustee under this paragraph. To the extent permitted by law, the Beneficiary further agrees to indemnify and hold the Trustee harmless of and from any and all, including but not limited to, all costs and attorneys' fees, advances, payments or liabilities incurred by it for any reason whatsoever as a result of this Trust Agreement or the Trustee holding legal title to the Property under this Trust Agreement. The Trustee shall not be obliged to convey, transfer or otherwise deal with the Property or any part of it or to follow any instructions of the Beneficiary unless and until all of the payments, advances made or incurred or paid by the Trustee on account of this Trust Agreement or the Property shall have been paid with interest at the rate set forth herein. Further, after making written demand on the Beneficiary, to pay to the Trustee all payments, advances and expenses made or incurred by the Trustee on account of this Trust Agreement or the Property, the Trustee shall be entitled to and shall have a lien on the Property to secure all such payments, advances and expenses, together with interest thereon at the rate set forth herein and all costs and expenses, including attorney's fees, which the Trustee may incur or become liable for in collecting said amounts from the Beneficiary. 14. Trustee Responsibility with Respect to Legal Proceedings. The Trustee shall be under no duty to take any action, to pay any money, or to incur any expenses in regard to any legal proceeding involving this Trust Agreement, or the Property, unless the Trustee shall elect, in the Trustee's absolute discretion, to do so, and be furnished with sufficient funds or be indemnified to the Trustee's satisfaction by the Beneficiary. If the Trustee is served with process or notice of legal proceedings or of any other matters concerning this Trust Agreement or the Property, the sole duty of the Trustee shall be to forward the process or notice to the Beneficiary, as provided herein. In such case, the Beneficiary may defend said action in the name of the Trustee with counsel reasonably acceptable to the Trustee provided however, the Trustee may at any time resign as such under this Trust Agreement or personally appear in said proceeding. 15. Resignation of Trustee. The Trustee may resign at any time by giving written notice of such intention to resign to the Beneficiary. The resignation shall become effective after the Trustee shall have executed any and all documents furnished to the Trustee by the 5 Beneficiary, and satisfactory to the Trustee for execution, which documents shall be for the purpose of conveying to any successor trustee all existing rights of Trustee under this Trust Agreement and title to the Property; provided, however, that in all events said resignation shall become effective no later than thirty (30) days after notice of resignation has been delivered to the Beneficiary. If the Trustee is advised in writing by the Beneficiary as to who the successor trustee is to be, the Trustee has the right, but not the duty, to prepare, execute, deliver and/or record any and all documents which are necessary in the absolute discretion of the Trustee to convey or transfer title to the Property to such successor trustee. If notice of the successor trustee is not given to the Trustee in writing within twenty (20) days after notice of resignation has been delivered to the Beneficiary, or if the Beneficiary fails to furnish documents satisfactory to the Trustee for execution within twenty (20) days after notice of resignation has been delivered to the Beneficiary, the Trustee may convey title to the Property to the Beneficiary (and if more than one then in accordance with the respective interests of the Beneficiary as set forth in this Trust Agreement), and the deed of conveyance may be recorded by the Trustee. Notwithstanding the resignation by the Trustee as provided herein, the Beneficiary shall, upon such resignation, immediately pay to the Trustee all payments, advances or expenses made or incurred by the Trustee in regard to this Trust Agreement or the Property and the Trustee shall continue to have a lien on the Property to secure the payment of such sums as set forth in this Agreement, which lien the Trustee may evidence by causing to be recorded in the Public Records of Broward County, Florida, a notice of lien specifying the amount of monies owed to it by the Beneficiary. The Trustee may, thereafter, enforce its lien against the Property by appropriate judicial proceeding, and in said proceeding, the Trustee shall be entitled to recover from the Beneficiary, and the same shall be a lien on the Property, all its costs and expenses, including attorneys' fees, in such proceeding. 16. Amendment of Trust Agreement. This Trust Agreement contains the entire understanding between the parties, and may be amended, revoked or terminated only by a written agreement signed by the Trustee and the Beneficiary. 17. Governing Law; Venues. This Trust Agreement shall be construed in accordance with the Laws of the State of Florida. Venue for any action brought to enforce the provisions of this Agreement shall be in the State Circuit Court located in Broward County, Florida. 18. Notices. Any notice required to be given by the terms of this Trust Agreement or by any applicable law by either party shall be in writing and shall be either hand delivered or sent by certified or registered mail, return receipt requested. Each written notice shall be addressed as follows: If to Trustee: Alan J. Polin, P.A. 1900 Glades Road, Suite 355 Boca Raton, FL 33433 If to Beneficiary: Michael Cernech, City Manager City of Tamarac 7525 NW 88th Avenue on With copy to: Tamarac, FL 33321 Samuel S . Goren, City Attorney 3 099 E. Commercial Boulevard, Suite 200 Fort Lauderdale, FL 33308 Either party may, by subsequent written notice, designate a different address for receiving notice. 19. Certified Copies Satisfactory Evidence. Copies of this Trust Agreement or any amendment to it, certified by the Trustee to be true and correct, shall be satisfactory evidence of such Trust Agreement for all purposes. 20. Successors Bound by this Trust Agreement. The terms and conditions of this Trust Agreement shall inure to the benefit of and be binding upon any successor trustee under it, as well as upon the personal representatives, administrators, heirs, assigns and all other successors in interest of the Beneficiaries. Every successor trustee shall become fully vested with all the title, estate, rights, powers, trusts and shall be subject to the duties and obligations of its predecessor under this Trust Agreement. The term Trustee shall thereafter mean and refer to said successor trustee. 21. Term. The term of this Trust Agreement shall be for a period of thirty (30) years from the date of this Trust Agreement, unless sooner terminated as otherwise provided in this Trust Agreement. Upon expiration of this Trust Agreement the Trustee shall convey the Property to the Beneficiary. 22. Trustee Acts Only on Written Authorization. It is agreed by he parties hereto that the Trustee will deal with the Property including cash or other assets of any kind which may become subject to this Trust Agreement only when authorized and directed to do so in writing by the Beneficiary. On the written direction of the Beneficiary, the Trustee shall execute deeds for, or mortgages or trust deeds (which may include a waiver of the right of redemption from sale under an order or decree of foreclosure), or execute leases all in regard to the Property or otherwise deal with the title to the Property including cash or other assets subject to this Trust Agreement; provided, however, that in regard to all documents to be executed by the Trustee, said documents shall be prepared by the Beneficiary and furnished to the Trustee with written direction by the Beneficiary to execute and redeliver to the Beneficiary or to any third person or persons. The Trustee shall not under any circumstances be obligated to execute any instrument which may, in the opinion of the Trustee, result in personal liability to the Trustee, and rather than executing any instruments under this paragraph, the Trustee may resign as Trustee under this Trust Agreement as provided herein, and, in the event the Trustee so resigns, the Trustee shall be under no duty to execute any instruments other than instruments provided herein regarding conveyance of title to the Property. The Trustee shall not be required to inquire into the propriety of any written direction by the Beneficiary or the authority of the person signing said direction. To the extent the Trustee follows any written direction received from the Beneficiary including, but not limited to, the execution, by the Trustee, in accordance with written direction of the Beneficiary of any deed or other instrument relating to the Property and 7 4 0 1 delivery of said deed or other instrument in accordance with said written instructions, the Trustee shall have no duty, liability or obligation whatsoever. To the extent permitted by law, the Beneficiary shall indemnify and hold the Trustee harmless from and against all claims, demands, costs and expenses, including attorney's fees, losses, liabilities and obligations which the Trustee may pay, incur or sustain by virtue of the Trustee following said written instructions. 23. Trustee Not Individually Liable. The Trustee shall have no individual liability or obligation whatsoever arising from its ownership of or holding legal title to the Property, or with respect to any act done or contract entered into or indebtedness incurred by it in dealing with the Property or in otherwise acting under this Trust Agreement upon the direction of the Beneficiary, except only so far as the Property and any vested funds in the actual possession of the Trustee shall be applicable to the payment and discharge of such liability or obligation. By way of illustration and not by way of limitation, the Trustee shall be under no duty whatsoever to execute or enter into any instrument or agreement which does not contain language acceptable to the Trustee, providing that the Trustee shall have no personal liability whatsoever, and that the liability of the Trustee shall be limited solely to any property that the Trustee holds under this Trust Agreement. 24. Disclosure of Interests. The Trustee shall not, without the prior written consent of the Beneficiary, disclose to any person this Trust Agreement or the Beneficiary for whom the Trustee holds title to the Property hereunder, unless compelled to do so by legal process. The Trustee shall not however be responsible under this paragraph for any inadvertent disclosures made by the Trustee. 25. Trustee Not Required to Give Warranty. The Trustee shall not be required to execute any instrument containing covenants of warranty. 26. No Third -Part; Beneficiary. This Trust Agreement is solely for the benefit of the parties hereto and no person or persons not apart to this Trust Agreement shall have any rights or g privileges under this Trust Agreement either as a third -party beneficiary or otherwise. 27. Revocation and Amendment. The Beneficiary may, at any time, by written instrument delivered to the Trustee revoke, or with the consent of the Trustee, amend this Trust Agreement. In the case of revocation, the Trustee shall convey title to the Property in accordance with the procedures set forth in this Trust Agreement and, in the case of amendment, the Beneficiary shall furnish to the Trustee the written form of said amendment as executed by the Beneficiary. Upon the execution of said amendment by the Trustee, said amendment shall be considered to be an amendment to this Trust Agreement: 28. Residency of Beneficiary. municipal corporation. The Beneficiary represents that it is a Florida 29. Assignment of Beneficial Interest. The Beneficiary may not assign any or all of its interest as Beneficiary under this Trust Agreement unless and until both of the following two (2) conditions have been met: 0 (a) The original or executed duplicate of an assignment subscribed in the presence of two witnesses is delivered to the Trustee, and the Trustee has accepted in writing g said assignment; provided, however, that the 'Trustee shall be under no duty or obligation whatsoever to so accept any assignment, and the Trustee may, in its absolute discretion, determine whether or not to accept said assignment and may in its discretion reject said assignment, and (b) The assignee of any beneficial interest agrees in writing to be bound by all the duties and obligations of the Beneficiary under this Trust Agreement including, but not limited to, the duty and obligation to pay to the Trustee all advances and expenses set forth herein. Upon the acceptance by the Trustee of an assignment as set forth in subparagraphs (a) and (b) hereof, the Beneficiary so assigning his interest under this Agreement shall have no further liability or obligation under this Trust Agreement, but only for any acts of the Trustee taken or performed after the acceptance by the Trustee of said assignment provided said assignment conveys the entire interest of said assigning Beneficiary under this Trust Agreement. The Beneficiary shall continue to be liable for matters occurring prior to the acceptance by the Trustee of said assignment. Every assignment of any beneficial interest, the original or duplicates of which shall not have been delivered to and accepted by the Trustee in writing, shall be wholly ineffective as to the Trustee and all subsequent assignees or purchasers without notice. Although the death of the Beneficiary (or any one of the persons contained in the term Beneficiary if more than one person signs this Trust Agreement as the Beneficiary) shall not be deemed an assignment of the interest of the Beneficiary under this paragraph as set forth herein; any assignment of said interest by the personal representative of the Beneficiary shall be deemed to be an assignment under this paragraph, subject to required acceptance by the Trustee. 30. Inquiries. Written inquiries, legal and other notices, tax statements and all other documents and writings received by the Trustee and relating to this Trust Agreed or the Property ro p Y shall be sent and forwarded within a reasonable time after receipt by the Trustee to the Beneficiary. 31. Miscellaneous. The captions for the paragraphs contained herein are solely for the convenience of the parties and do not, in themselves, have any legal significance. Time is of the essence of this Trust Agreement. In this Trust Agreement, the plural includes the singular and, v • gice versa, and masculine, feminine and neuter pronouns and the terms "Trustee" and "Beneficiary" shall include all genders. 32. Entire A reement. This Trust Agreement constitutes the complete agreement between the parties hereto and there are no representations, agreement or understandings other than as set forth herein. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 9 IN WITNESS WHEREOF, the Trustee and Beneficiary have executed this Agreement the day and year first written above. Witnesses: Signature ture ,,I �' - X0 t " 'j Printed name STATE OF FLORIDA . ss: COUNTY OF PA4M &-AM: Trust • Alan J. Polin, P.A., as Trustee Print Name: Alm J. Polin_ Title: Po%oEJ'1jAd!57A/ 7-* ON THIS 1 D dayof j v k , 2013, before me, the undersigned notary � g public, personally appeared A1.AA J. Pot-W (Name), ' ZI jD ,N7"' (Title), of Alan J. Polin, P.A., Rersonally known to me, or who has produced as identification, and is the person who subscribed to the foregoing instrument and who acknowledged that he executed the same on behalf of said Corporation and that he was duly authorized to do so. IN WITNESS WHEREOF, I hereunto set my hand and official seal. My Commission Expires: 10 NO I j uDy A 1 RSKNE4 Print or Type Name JURY KIRSHNER NOTARY PUBLIC STATE OF FLORIDA Comma EES45209 Expires I o 21/2016 n WITNESS —PRINT NAME WITNESS —PRINT NAME 0 ST: Pat Teufel Date: Beneficiary: It Beth Talabisco, Mayor Date: AMA,R► r,*40�0 041) Skpprov .0 A • ` • Rom wi 10113 as to form and legal sufficiency: lerk '•., 5 ,.•' 1 1 S. Goren, City Attorney cvsk /whi. //", . -&-A- \\\ I Date: !V1 13 SSG:DNT:dnt H:\—GOVCLIENTS\TAM 2704\1 10501 \Land Trust Agreement (Polin) (6 26 13).doc 11 e EXHIBIT "A" GENERAL LEGAL DESCRIPTION OF CITY OWNED PROPERTY WITHIN TAMARAC VILLAGE All real property owned by the City of Tamarac located generally West of Pine Island Road, East of NW 941h Avenue, North of Commercial Boulevard, South and North of NW 571h Street, all located within the City of Tamarac, Florida. 12 EXHIBIT "B" FEE SCHEDULE Hourly rates for attorneys $400.00/hour 13