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INDEMNIFICATION AGREEMENT <br /> This Indemnification Agreement dated this 2.1 S"cday of September, 2017, by Regalia <br /> Beach Developers, LLC, a Florida limited liability company ('RBD"), and A3 Development, <br /> LLC, a Delaware limited liability company ("A3D") in favor of the City of Sunny Isles Beach, <br /> Florida(the "City"). <br /> WITNESSETH: <br /> WHEREAS, RBD has assigned to A3D the 15,538 sq. ft. of Transfer of Development <br /> Rights representing eight (8) corresponding dwelling units ("TDRs") held in an account <br /> designated and held for the benefit of RBD with the City; and <br /> WHEREAS, RBD and A3D 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 /> 1. The above recitals are true and correct and are incorporated herein. <br /> 2. RBD has assigned to A3D the TDRs which are held in an account for the benefit of RBD <br /> with the City. <br /> 3. RBD waives any claims against the City arising as a result of the transfer of the TDRs <br /> from RBD to A3D and RBD agrees and does hereby indemnify and hold harmless the <br /> City from any liability as to any claims that may arise between A3D and RBD or any <br /> private parties as a result of the transfer of the TDRs from RBD to A3D. <br /> 4. A3D waives any claims against the City arising as a result of the transfer of the TDRs <br /> from RBD to A3D and A3D agrees and does hereby indemnify and hold harmless the <br /> City from any liability as to any claims that may arise between A3D and RBD or any <br /> private parties as a result of the transfer of the TDRs from RBD to A3D. <br /> (See Separate Signature Pages) <br /> • <br /> MIAMI 5603620.1 73190/10719 <br />