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Home My WebLink AboutSEOPW-CRA-R-01-0075111:1r1 1DI1 a RESOLUTION NO. SEOPW/CIZA R-01- _? A RESOLUTION OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY (THE "CRA") AUTHORIZING THE EXECUTIVE DIRECTOR OF THE CRA TO NEGOTIATE, IN CONNECTION WITH THE REFINANCING OF THE PARK PLACE BY THE BAY / A.K.A BISCAYNE VIEW APARTMENTS PROJECT (THE "PROJECT"), AN AMENDMENT TO THE GROUND LEASE, DATED JUNE 14, 1988, BETWEEN CRUZ DEVELOPMENT AND ASSOCIATES, LTD. ("CRUZ") AND THE CITY OF MIAMI (THE "CITY"), AS ASSIGNED TO THE CRA (THE "GROUND LEASE"), WHICH AMENDMENT SHALL INCORPORATE INTO THE GROUND LEASE THE BUSINESS POINTS MORE PARTICULARLY DESCRIBED ON EXHIBIT "A" ATTACHED HERETO AND MADE A PART HEREOF AND WHICH SHALL BE SUBJECT TO THE APPROVAL OF THE CITY ATTORNEY. WHEREAS, the City of Miami approved and adopted the Southeast j Overtown/Park West Community Redevelopment Plan pursuant to Resolution Nos. 82- 755 and 85-1247 (the "Redevelopment Plan"); and WHEREAS, the CRA is responsible for carrying out community redevelopment activities and projects in the Southeast Overtown/Park West Redevelopment Area (the "Redevelopment Area") established pursuant to the Redevelopment Plan; and WHEREAS, the CRA desires to negotiate, in connection with the refinancing of the Project, an amendment to the Ground Lease, which amendment shall incorporate into the Ground Lease the business points more particularly described on Exhibit A and which shall be subject to the approval of the city attorney. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings "contained in the Preamble to this Resolution are incorporated herein as if fully set forth in this Section. Section 2. The CRA is hereby authorized to negotiate, in connection with the refinancing of the Project, an amendment to the Ground Lease, which amendment shall incorporate into the Ground Lease the business points more particularly described on Exhibit A and which shall be subject to the approval of the City Attorney. 1 SEOPW/CR-A ITEM 1 AM RESOLUTION NO. SEOPW/CRA A RESOLUTION OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY (THE "CRA") AUTHORIZING THE CRA TO NEGOTIATE WITH THE LANDLORD OF THE DUPONT PLAZA BUILDING FOR THE LEASE OF ADDITIONAL OFFICFSPACE BY THE CRA IN CONNECTION WITH THE PROVISION OF TECHNICAL ASSISTANCE TO ORGANIZATIONS WITHIN THE REDEVELOPMENT AREA. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The CRA is hereby authorized to negotiate with the landlord of the Dupont Plaza building for the lease of additional office space by the CRA in connection with the provision of technical assistance to organizations within the Redevelopment Area, and is hereby directed to present the negotiated agreement, in a form acceptable to the City Attorney, to this Board of Directors for consideration as soon as practicable. Section 2." This resolution shall be effective upon its adoption PASSED AND ADOPTED on this 251h day of June, 2001. S TO �rejan-dro Vilarello, Esq. City Attorney Artr E. Teele, Jr., Chairman p�fCM . �i- '73 w SE®PW/ + 01 d 73 ® ITEM 111ii RESOLUTION NO. SEOPW/CRA R-01--rz,6' A RESOLUTION OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY (THE "CRA") AUTHORIZING THE EXECUTIVE DIRECTOR OF THE CRA TO NEGOTIATE, IN CONNECTION WITH THE REFINANCING OF THE PARK PLACE BY THE BAY / A.K.A BISCAYNE VIEW APARTMENTS PROJECT (THE "PROJECT"), AN AMENDMENT TO THE GROUND LEASE, DATED JUNE 14, 1988, BETWEEN CRUZ DEVELOPMENT AND ASSOCIATES, LTD. ("CRUZ") AND THE CITY OF MIAMI (THE "CITY"), AS ASSIGNED TO THE CRA (THE "GROUND LEASE"), WHICH AMENDMENT SHALL INCORPORATE INTO THE GROUND LEASE THE BUSINESS POINTS MORE PARTICULARLY DESCRIBED ON EXHIBIT "A" ATTACHED HERETO AND MADE A PART HEREOF AND WHICH SHALL BE SUBJECT TO THE APPROVAL OF THE CITY ATTORNEY. WHEREAS, the City of Miami approved and adopted the Southeast Overtown/Park West Community Redevelopment Plan pursuant to Resolution Nos. 82- 755 and 85-1247 (the "Redevelopment Plan"); and WHEREAS, the CRA is responsible for carrying out community redevelopment activities and projects in the Southeast Overtown/Park West Redevelopment. Area (the "Redevelopment Area") established pursuant to the Redevelopment Plan; and WHEREAS, the CRA desires to negotiate, in connection with the refinancing of the Project, an amendment to the Ground Lease, which amendment shall incorporate into the Ground Lease the business points more particularly described on Exhibit A and which shall be subject to the approval of the city attorney. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are incorporated herein as if fully set forth in this Section. Section 2. The CRA is hereby authorized to negotiate, in connection with the refinancing of the Project, an amendment to the Ground Lease, which amendment shall incorporate into the Ground Lease the business points more particularly described on Exhibit A and which shall be subject to the approval of the City Attorney. SEOPW/CRA. r• A .. C ® ITEM 1Bii Section 3. The resolution shall be effective upon its adoption. • PASSED AND ADOPTED on this 25`h day of June, 2001 ATTEST: Walter J. Foeman, City Clerk APPROVED AS TO FORM AND CORRECTNESS: Alejandro Vilarello, Esq. City Attorney �J Arthur E. Teele, Jr., Chairman E SEOPW/CRA � I6,1 ,R� • June 22, 2001 VIA FAX (305) 674-7305 Michael D. Friedman, Esq. 930 Washington Avenue 4th Floor Miami Beach, Florida 33139-5084 WILLIAM R. BLOOM 305-789-7712 Internet Address: wbloom@hklaw.com Re: Southeast Overtown/Park West Lease and Development Agreement for Block 24 (Phase I) (the "Lease") dated June 14, 1988 between Cruz Development and Associates, Ltd. (the "Developer") and the City of Miami (the "City") as amended as subsequently assigned by the City to the South East Overtown/Park West Community Redevelopment Agency (the "CRA") Dear Michael: We have reviewed the April 11, 2001 letter from Manuel A. Fernandez of Strook, Strook & Lavan, LLP requesting certain modifications to the Lease and the terms and provisions of the Lease and would propose the following: 1. With respect to the definition of the "Institutional Investor," we would recommend that this definition be expanded to include a securitization trust and any mortgage loans servicer servicing a loan for a securitization trust but not the successor and/or assign of any Institutional Investor. 2. The requested change regarding the rights of the "Developer" under the terms of the Lease would not appear to be necessary since the definition of the "Developer" would include the Tenant under the Lease therefore no change would seem required. SBOPW/CRA N 01' 7J Michael D. Friedman q. June 22, 2001 Page 2 3. The Minority Participation and Ownership restriction contained in Section 5.8 of the Lease must remain. 4. We would recommend that Section 6.1(c)(1) be amended to add the following: (i) "and any such modification, amendment, termination or acceptance of any surrender of the Lease (except upon the expiration of the full term of this Lease) or any material amendment, or modification of the Lease or waiver by Developer of any rights or consents they may be entitled to pursuant to the terms of the Lease without the prior written consent of the Lender shall be null and void." 5. We would recommend'that Section 6.1(c)(ix) of the Lease be amended to provide that a Leasehold Mortgagee shall be entitled to a new lease in the event of a termination of the Lease regardless of the reason therefore, including, but not limited to, termination as a result of a rejection of the Lease by a Developer in any bankruptcy or similar proceeding. We would further recommend that the timeframe for the delivery of the request for a new lease would not expire until 30 days after the Leasehold Mortgagee has received notice of termination of the Lease. Since the Landlord does not want to be responsible for reviewing the Leasehold Mortgage to determine whether there is a prohibition regarding secondary financing we would not recommend including a provision in the amendment requiring the Landlord only to deliver a new lease to the holder of a future first mortgage. 6. I would recommend that my client approve the requested change to Section 6.1(c)(ix) changing the fourth grammatical sentence of Section 6.1(c)(ix) to read as follows: "The City's obligation to enter into such new lease of the Leased Property with the Lender shall be conditioned upon Lender having remedied and cured all monetary defaults hereunder and having remedied and cured or having commenced and be diligently prosecuting the cure of all non -monetary defaults of Developer susceptible to cure by Lender (excluding defaults personal to Developer such as those described in Section 7.1(c) hereon." SE®PW / CRA 0 75 Michael D. Friedman*q. • June 22, 2001 Page 3 7. With respect to insurance proceeds, I would not recommend that Section 9.8(a)(i) of the Lease be amended to provide that any insurance payable to the Developer should be paid to the Leasehold Mortgagee. This matter is more appropriately dealt with in the provisions of the Leasehold Mortgage. 8. With respect to arbitration we would not recommend that the requested changes be made. It is more appropriate that the contractual relationship between the Leasehold Mortgagee can deal with the rights of the Leasehold Mortgagee to participate in the arbitration proceeding. 9. With respect to the HUD/FHA Lease Addendum, as you are aware this Addendum is required for HUD/FHA transactions so it is not required that the Lender review the Lease. I do not feel it is appropriate to give a private Institutional Investor the rights contained in Paragraphs 2, 3, 4, 5 and 6 of the HUD/FHA Lease Addendum. Please contact me at your earliest convenience to discuss any questions or comments you may have. Very truly yours, HOLLAND & KNIGHT LLP William R. Bloom WRB\akl MIA1 #1037255 v1 SEOp h% / CRA 01- 1 In addition to the changes requested by the Lender, the CRA would like to incorporate the following revisions into the Lease: 1. The Lease should be amended to reflect that the City has assigned all of its right, title and interest in the Lease to the CRA and to reflect that all references in the Lease to the City Manager should be deemed references to. the Executive Director of the CRA. 2. Section 2.8 of the Lease should be amended to delete the obligations of the City with respect to security, police and fire protection so that Section 2.8 is limited to the Developer being responsible for providing security protection for the Leased Property. 3. Section 3.7 of the Lease should be amended to delete obligations with respect to the "City Improvements", including without limitation the provisions with respect to the Ninth Street Mall and should acknowledge that Developer has no right to approve the plans and specifications with respect to the Ninth Street Mall. In addition the Developer should waive its right to construct off -site improvements. 4. As to Section 2.5 of the Lease should be amended to address the following: MIAI #1051796 v1 (a) the interest rate under the UDAG grant loan should be specified; (b) a definition should be added for when the Project is refinanced; (c) there should be a cap on the debt service payable in the aggregate under the Leasehold Mortgage(s); (d) the right of the Developer to offset against the cost for landscaping, and maintenance to the landscaping with respect to Blocks 25 and 36 should be deleted. ,(()PW/CRA J 12 ia•Lr •rr>: Wa ITER's Ditmr•I. 1.INI--. (305)536-6420 Z-MAIL: SDL®TEWLAW.COM June 7, 2001 VIA FACK—NME (305) 372-4646 Mr. Dipak Parekh, Executive Director Community RedeveIopme'nt Agency City of Miami 300 Biscayne Boulevard, Suite 430 Miami, Florida 33131 Tz ENAS REHAK KELLOC'TG LEHMAN J DEMARIA TAGUE R.AYmoND & LEyr%m, L.L.P. A T T O R N E Y S A T L. A W Re: Ground Lease for Park Place by the Bay dated June 14, 1988 Our Client No. 20663.002 Dear Mr. Parekh: On behalf of our client, Park Place Associates, LLC, vvc are requesting that the following items to be placed on the CRA Agenda for the last meeting in June: (1) the ground lease estoppel letter that we have requested from the CRA's special counsel, Bill Bloom; (2) the proposed modifications to the ground lease, which we have forwarded and have been discussing with Bill Bloom; and (3) discussion and/or action regarding the proposed acquisition of the CRA's interest in the ground lease. 1n this regard, we would request that the appraisal that has been commissioned by the CRA be circulated to the board members. Thanks in advance for your anticipated cooperation. We look forward to hearing from you. Yo y, Santiago D. Eehemendia, P.A. For the Firm SDE:eb cc: Mr. Bill Bloom Mr. Eric Fedcr Mr. Michael Friedman Mr. James R. Mitchell Commissioner Wifredo Gort, Vice Chairman, District I Commissioner Johnny L. Winton, District 2 Commissioner Joe M. Sanchez, District 3 Commissioner Tomas P. Regalado, District 4 Commissioner Arthur Teele, Jr. Chair, District 5 MIAMI 011:10: 0L\A I \\tI C.I'NTI.X 2t3lli FI.00tt, 2111 51NJ"P!I &SCAYNIt Pitiuu. mAo. M1AM[. E Lc)Ittl),\.j31t1 A.".ah. TI.Lh1'II+�Nl3 311.,+$.lb 11L'. FAC`.IM1u—lo515.16 IIU, • TAI.I.AIIA1b'rr.01:i-Ica{ Mlt7\RI )I, PARK Tovl.1t. m N. MI)NI(01; STRI•a:T. SUIT: 72C• TA1.IAIIAN:�I:I:. i'I,f Iki!)A .i_Sol. t I:1! I+IIONi: vGo/ti•�1 77"lo- Fi I i.mij Ii H51Iiy4t 777.4 VE9-d Z00/ZOO'd 686-1 91119E990E+ NV83N SVN30dVO M31- Ui SEOPW/(BRA N00:Z0 100Z-10-Nnr 01- 75 E l� 0 "EXHIBIT N' 5E®PW/CEW 01- 75 CITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM Chairman Teele and Members of the CRA Board FROM Dipak M. Parekh Executive Director RECOMMENDATION ITEM 1Bii DATE : June 25, 2001 FILE : SUBJECT: Amendment to Ground Lease (Park Place by the Bay/ a.k.a Biscayne View Apartment) REFERENCES: ENCLOSURES: It is recommended that the CRA Board approve the attached resolution to negotiate, in connection with the refinancing of the Park Place by the Bay / a.k.a Biscayne View Apartments Project, an amendment to the Ground Lease (the "Ground Lease"), dated June 14, 1988, between Cruz Development and Associates, Ltd. and the City of Miami, as assigned to the CRA, which amendment shall incorporate into the Ground Lease the business points .more particularly described on Exhibit A of the attached resolution and which shall be subject to the approval of the City Attorney. • BACKGROUND In connection with the developer's refinancing of the Park Place by the Bay / a.k.a Biscayne View Apartments Project, a 463-rental unit housing development project, containing 443 parking spaces and recreational amenities, the developer has requested that the CRA agree to amend the Ground Lease to incorporate certain business points. Funding Source: N/A Account Number: N/A Ll SEOPW/ 7y