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ORAL OR WRITTEN) OR ACTIONS OF ANY PARTY RELATING TO THIS NOTE. <br />MAKER AND PAYEE EACH ACKNOWLEDGE THAT THE PROVISIONS OF THIS <br />PARAGRAPH ARE A MATERIAL INDUCEMENT TO PAYEE'S ACCEPTANCE OF THIS <br />NOTE AND MAKER AGREEING TO TERMS OF THIS NOTE. <br />No amendment, modification, waiver or discharge of this Note, or any provision of this <br />Note, shall be valid or effective unless in writing and signed by Payee and Maker. <br />This Note shall be construed in accordance with the laws of the State of Florida, exclusive <br />of its choice of law principles, and any suit, action or proceeding arising out of or relating to <br />this Note must be commenced and maintained in a court of competent subject matter jurisdiction <br />in Miami -Dade County, Florida and Maker consents to such jurisdiction and venue and waives <br />all objections (including, without limitation, forum non conveniens) thereto. Maker agrees to <br />pay the City's reasonable attorney's fees and costs if the City has to file any legal action to <br />enforce the Note. <br />MAKER: <br />La Playa Beach Associates, LLC <br />By: <br />Signature <br />Print Name/Title <br />STATE OF FLORIDA ) <br />)SS: <br />COUNTY OF MIAMI-DADE) <br />The foregoing instrument was acknowledged before me by means of ❑ physical <br />presence or ❑ online notarization, this day of 2026 by <br />of La Playa Beach Associates, LLC , a <br />Delaware limited liability company, on behalf of the company, who is ❑ personally known to <br />me or who has ❑ produced as identification. <br />[SEAL] <br />Notary Public, State of Florida, at Large <br />Print Name: <br />My Commission Expires: <br />(Serial number, if any) <br />Documentary stamps in the amount of $2,450 due on this Note are being paid directly to the <br />Florida Department of Revenue. <br />Promissory Note — La Playa Associates, LLC (South Tower TDR Payment) <br />97 <br />