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INDEMNIFICATION AGREEMENT <br />This Indemnification Agreement dated this 16th day of April, 2012, by Sunny Isles <br />Property Holdings, LLC, a Florida limited liability company ( "SIPH "), and Sunny Isles Beach <br />Associates, LLC, a Florida limited liability company ( "SIBA ") in favor of the City of Sunny <br />Isles Beach, Florida (the "City "). <br />WITNESSETH: <br />WHEREAS, SIPH has assigned to SIBA the 127,737 sq. ft. of Transfer of Development <br />Rights ( "TDR's ") and 50 corresponding units held in an account designated and held for the <br />benefit of SIPH with the City; and <br />WHEREAS, SIPH and SIBA have agreed to indemnify and hold harmless the City as <br />hereinafter provided; <br />NOW, THEREFORE, in consideration of the mutual covenants contained herein, and for <br />other good and valuable consideration, the receipt of which is hereby acknowledged, the parties <br />do hereby agree as follows: <br />The above recitals are true and correct and are incorporated herein. <br />2. SIPH has assigned to SIBA the 127,737 sq. ft. of TDR's and 50 corresponding <br />units which are held in an account for the benefit of SIPH with the City. <br />3. SIPH waives any claims against the City arising as a result of the transfer of the <br />TDR's from SIPH to SIBA and SIBA agrees and does hereby indemnify and hold harmless the <br />City from any liability as to any claims that may arise between SIBA and SIPH or any private <br />parties as a result of the transfer of the TDR's from SIPH to SIBA. <br />IN WITNESS WHEREOF, the parties have hereunto set their hands and seals the day <br />and year first above written. <br />(See Separate Signature Pages) <br />MIAMI 3009755.1 7490537004 <br />MIA 182,479,619x2 4 -12 -12 <br />