HomeMy WebLinkAboutSEOPW-CRA-R-01-0079ITEM 9A
SEOPW/CRA
RESOLUTION NO. SEOPWCRA—GJ-- 79
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE
SOUTHEAST OVERTOWN/PARK WEST COMMUNITY
REDEVELOPMENT AGENCY AUTHORIZING THE
EXECUTIVE DIRECTOR TO CLOSE THE FANNIE MAE
LOAN IN ACCORDANCE WITH THE TERM SHEET
PROVIDED BY FANNIE MAE, UNDER THE TERMS AND
CONDITIONS ACCEPTABLE TO THE CITY ATTORNEY.
WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency (the
"CRA") is responsible for carrying out community redevelopment activities and projects in the
Southeast Overtown/Park West Community. Redevelopment Area established pursuant to the CRA
Redevelopment Plan, and
WHEREAS, the CRA desires to authorize the Executive Director to close the Fannie Mae
Loan in accordance with the term sheet provided by Fannie Mae, under the terms and conditions
acceptable by the City Attorney.
WHEREAS, the CRA Board of Director's have authorized the Community
Redevelopment Agency to borrow $1,200,000 from Fannie Mae (the "Fannie Mae Loan") on
such terms and conditions as are set forth in the term sheet provided by Fannie Mae under cover
letter dated May 11, 2001, a copy of which is attached as Exhibit A, and further authorizes the
Executive Director to enter into a loan agreement and execute such documents as may be
necessary or requested in connection with the closing of the Fannie Mae Loan.
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 the Resolution are
incorporated herein as if fully set forth in this Section.
Section 2. The CRA Board of Directors authorizes the Executive Director to enter
into a loan agreement and execute such documents as may be necessary or requested in
connection with the closing of the Fannie Mae Loan, under terms and conditions acceptable by
the City Attorney.
Section 3. The CRA Board of Directors hereby directs the Executive Director to
include in each annual budget of the CRA for the next four years, starting with the budget for
fiscal year ending 2002, three line items allocating tax increment revenues received by the CRA in
connection with the Southeast Overtown Park West redevelopment areas as follows:
a. A line item which establishes a reserve for annual principal payments of
ATTACHMENT Ml
CONTAINED
$300,000;
b. A line which establishes a reserve for accrued but unpaid interest; and
c. A line item which establishes a reserve in an amount equal to 20% of
the foregoing first and second line items (the "Additional Reserve")
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ITEM 9A
SEOPW/CRA
The Board of Directors further acknowledge that the foregoing three line items shall have priority
overall other CRA budget uses for tax increment revenue except for debt service related to the
1990 Community Redevelopment Bonds for so long as any amounts are outstanding under the
Fannie Mae Loan.
Section 4. The Board of Directors authorizes the Executive Director to reallocate the
annual amount budgeted for the Additional Reserve after the required annual payment of principal
and interest pursuant to the terms of the Fannie Mae Loan.
Section 5. This resolution shall be effective upon its adoption.
PASSED AND ADOPTED this 25th day of June, 2001.
Teele, Jr., Chairman
Walter J. F
City Clerk
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EXHIBIT A
I'IHT 14 CYJkJ1 1CJ•CJ( rf\ ���--v � r'uvii� ��rn._. -•-•. •- ---- - ----
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FannieMae
May 11., 2001
Via Facsimile and U.S. Mail
Mr. Dipak Parekh
Executive Director
City of Miami Community Redevelopment Agency
300 Biscayne Way Blvd.
Suite 430
Miami, Florida 33131
Soutk"Swm Regional Officc
950 Easr Pacts Ferry Road
Suirc 1900
AflanO, GA 30326-1161
404 39s boon
Re: $1,200,000 Term Loan -- City of Miami Southeast Overtown Park West
Redevelopment Agency
Dear Mr. Parekh:
We have had the opportunity to review the preliminary information you have provided to us in
connection with your request for a $1,200,000 term loan (the "Proposed Loan") to be provided by the
Fannie Mae American Communities Fund ("ACF") to the City of Miami Southeast Overtown Park
West Redevelopment Agency ("Borrower"). After review of the preliminary information we are
pleased to inform you that, subject to the following, ACF is interested in further pursuing the Proposed
Loan.
The attached term _-yet sets forth a preliminary summary of the terms and conditions we would like to
discuss in connection with the Proposed Loan. The term sheet does not contain all of the terms
essential to closing the Proposed Loan but rather will serve as the basis for future discussions. This
letter and the term sheet constitute a letter of interest only. Either party is free to discontinue
discussions or negotiations at any time. Please note that the term sheet is subject to review and
approval by the ACF Investment Committee, which may modify the terms set forth in the term sheet or
impose additional terms and conditions.
If you would Iike to continue discussions based on the terms contained in the term sheet, please sign the
enclosed copy of this letter where indicated below. In addition, please also sign the third page of this
letter indicating your agreement to the confidentiality provisions set forth therein. Please return the
M:IFOMR DoevM a1Ts\eraletterOfMtent_doc
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Page 2 of 3
fully signed letter to me on or before May 18, 2001. Only the confidentiality provisions impose any
legally binding obligation on any party to this letter.
If you have any questions, or if you would like to discuss any item set forth in this letter, please call me
at 404-398-6145 as soon as possible. We look forward to working with you on this transaction.
Sincerely,
Fannie Mae
American Communities Fund
By: X.�Zv/
Name: Russell G. Foster
Title: Community Development Director
READ AND AGREED TO:
City of Miami Southeast Overtown Park West Redevelopment Agency
By:
Name:
Title:
**This letter of intent and the attached term sheet is provided solely as a basis for discussion and is subject to change. It
should not be construed as a binding commitment, but merely presented for your review and consideration"
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Page 3 of 3
Confidentiality
As a condition to and in consideration of Fannie Mae American Communities Fund's continuing
discussions relating to the Proposed Loan, the parties hereby agree that any information provided
(whether oral or written) by Fannie Mae to Borrower shall be treated as confidential by
Borrower, its affiliates and their respective employees and agents and shall not be disclosed by
Borrower, its affiliates and their respective employees and agents in any manner other than to
lenders, partners, attorneys, consultants, and employees whose work, advice, consent or
approvals are necessary to carry out the Proposed Loan or whose financial interests may be
affected by the Proposed Loan; provided that all such persons shall be bound by the terms of this
paragraph as if they had signed a copy of this letter of interest, and Borrower shall be directly
responsible for any breach of such confidentiality provisions by any such persons. It is further
understood and agreed that the Proposed Loan (and all of the terms of this letter of interest, as
well as the negotiations related hereto and thereto) shall not be disclosed to the general public,
and that no publicity or information relating to the same of any nature whatsoever be issued or
provided in any manner to the press or any other parties until Fannie Mae shall agree to the
content thereof and the timing of such disclosure(s).
READ AND AGREED AS TO THE
CONFIDENTIALITY PROVISIONS:
City of Miami Southeast Overtown Park West Redevelopment Agency
By: _
Name:
Title:
WFOSTER D0C1JMENTSkcca1e=0fintcnt.doc
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MAY 14 2001 19:13 FR F"IE MAE 4043986285 TO 913053724646 P.02104
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TERM SHEET
1. Borrower: City of Miami Southeast Overtown/Park West
Community Redevelopment Agency (the " CRA")
300 Biscayne Way Blvd.
Suite 430
Miami, Florida 33131
Borrower is a quasi -governmental agency formed
under the laws of the State of Florida
2. Project/Development: New Arena Square Apartments
3. Loan Amount: $1,200,000
4. Loan Type: Term Loan
5. Recourse: Full Recourse
6. Terms:
a) Maturity Date/Term: Four year term
b) ]interest Rate: Fixed; Rate not to exceed Prime + 1%
c) Standby Fee: N/A
d) Loan Origination Fee: 1/2% or $6,000
e) Payments/Principal Repayment: The Loan shall amortize over four years with annual
payments of interest and principal which payments
shall be mad upon the earlier to occur of (1) forty-
five (45) days after the receipt of TiF revenue by
the CRA or (2) three (3) days after each anniversary
date of the closing of the Loan.
1) Prepayment: The Loan may be prepaid at any time without
penalty.
°* This term sheet is provided solely as a basis for discussion and is subject to change, it should not be construed as
a binding commitment, but merely presented for review and consideration." 0 1 -
SEOPW1
MHY 14 Z001 1 y; 16 FK F HNN I t M4_- I U y1Sk�J� lL4b4b F'. f� 1/t�4
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7. Collateral: $300,000, to be deposited in an account for the
benefit of Fannie Mae and in which Fannie Mae
will have a security interest.
8. Primary Repayment Source: Tax increment revenue received by the CRA from
the City of Miami and Miami -Dade County for the
Southeast Overtown/Park West ("SLO/PW")
Redevelopment Area.
9. Additional Conditions: 1) The CRA shall provide Fannie Mae with detailed
written reports (tbe "Reports") regarding the
financial condition of the tax base of the SEO/PW
Redevelopment Area on a semi-annual basis. The
Reports shall include, but not be limited to the
following:
a) The total tax increment generated by the
SEO/PW Redevelopment Area;
b) The names of the top 20 payers of real
estate taxes within the SEO/PW
redevelopment area and the amount of
the taxable value of their property.
Changes in the real estate ownership
from the prior reporting period should be
noted; and
c) Any pending real estate tax appeals from
the top 20 owners of real estate property
within the SEO/PW redevelopment area,
including the number of appeals and the
projected impact on tax increment
receipts.
2) The CRA will covenant that it will not issue any
bonds, notes or other obligations with a lien on
tax increment revenue superior or on parity with
the CRA's obligations under this Loan.
3) The CRA shall include in its annual budget for
the next four years three line items allocating
tax increment revenue received by the Fannie
Mae, in order to repay the Loan as follows:
** This term sheet is provided solely as a basis for discussion and is subject to change; it should not be construed as
a binding commitment, but merely presented for review and consideration." tmy
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a) The first line item shall establish a
reserve for annual principal payments of
$300,000;
b) The second line item shall be a reserve
for accrued but unpaid interest, and
c) The third line item shall establish a
reserve in an amount equal to 20% of the
foregoing first and second line items.
Upon receipt by Fannie Mae of the required annual
payment of principal and interest, the CRA shall be
permitted to reallocate the amount in the third line
item for other uses. The foregoing three line items
shall have priority over all other CRA budget uses
for tax increment revenue except for debt service
related to the 1990 Community Redevelopment
Bonds. This requirement shall be incorporated into
the Loan documents and shall remain in place so
long as any amounts are outstanding under the
Loan. In addition the CRA shall include the
foregoing as part of the resolution adopted by the
Board of ComTnissioners authorizing this
transaction.
10. CIosing Date: This loan must close on or before Friday, June 8,
2001, unless mutually agreed to by Fannie Mae and
the CRA.
01- 79
This term sheet is provided solely as a basis for discussion and is subject to change; it should not be construed as
a binding commitment, but merely presented for review and consideration."
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EXHIBIT A
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Hon. Vice -Chairman Winton and Members of the CRA Board
Carlos Gimenez, City Manager
Dipak Parekh. Executive Director. CRA
Alex Vilarello. City Attorney
William Bloom. CRA Special Counsel
Arthur E. Teele, Jr.
Chairman. CRA
May 3, 2001
Arena Square Apartments Project: 1023 NW
3r'j Avenue. Owned by New Arena Square
Apartments North and South. Ltd. Principal
owner/owners rep: Solomon Yuken.
Memorandum dated May 3, 2001
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This memorandum will memoralize numerous previous discussion and board actions and
further to express my concern about the lack of formality, structure, and the absence of
documentation on the part of the CRA in the CRA's dealings with the subject property.
BACKGROUND
As you are aware, through personal relationship in Washington and with local Fannie Mae
representative (Shallie Jones), in 1999 Fannie Mae made an informal commitment to me as
Chairman of the CRA to provide $5MM410MM to support CRA development activities in
Miami. At the CRA's request, Fannie Mae has formalized and implemented a $750,000
equity participation in the Poinciana Village Phase III project (24 units). As a result of this
funding. the project was immediately restarted and ribbon cutting was held on November 15,
1999.
At the CRA Board of Director's meeting held on December 18. 2000 via resolution
SEOPW/CRA R-00-136, Fannie Mae publicly confirmed a $1.17 MM loan commitment to
the CRA Board of Directors for the fundine of certain aspect of the redevelopment of the
subject project (Total project cost approximately $6MM).
Further the resolution authorizes the Executive Director to provide Encore Builder (the
"Developer") up to $1.17 MM conditioned, among other things, to formalize an agreement
with the Developer. Specifically. the $1.17 MM loan to the CRA, in turn is a grunt to the
Developer, is to be used to totally redesign the facade, entrance ivays, enhance h2htin
and security and to build out a street level commercial ace abutting 3r`' Avenue (D.A.
Dorsev Wav)
Implicit in this resolution is for the CRA Executive Director and CRA Special Counsel to
carry out the Board's intent by approving the plans and drawings from the Developer to
protect the CRA investment, and ensure compliance- of the CRA's goal and objectives
regarding affordable commercial space for tenants. In addition, upon the completion of the
project, the existing commercial tenants, or their assignees, are to be afforded the right to a
long term lease (10 year lease) at the cun-ent term and conditions. However, a number of the
affected tenants have complained wind provided sufficient evidence and public statements that
their rights have not been adequately documented nor protected. (CRA staff corroborates
these concerns)
SEOPW/CRA
Of particular note, the Developer has indicated their willingness to submit plans for approval
• to the CRA provided the CRA can review, comment and return same within a very quick time
to avoid and prevent "governmental" delays. In an open meeting of the CRA, I assured the
Developer that the CRA review will be in the normal turn around time, and the CRA would
not delay the project. I further stated in the record that such delays may in fact waive the
CRA's right to review if not done in a timely manner.
REQUESTED ACTION
Citv of Miami
By copy of this memorandum, I am specifically and respectfully requesting the following
from the City of Miami Manager:
1. To facilitate the CRA's formal review in the plans and building review processes.
2. That a joint City/CRA project team be established for the project, through
Certificate of Occupancy, under the leadership of an appropriate City official.
3. That an appropriate City staff person provide a status report at each CRA Board
meeting commencing Monday, May 21, 2001 at 5:30 pm at the Miami Arena (VIP
room)
4. To coordinate directly with the CRA Executive Director, CRA Consulting
Engineer (designated in writing) and City Attomey'and with reference to #2 above,
to include in the coordination loop, my designee as Chelsa Arscott whom can be
reached at (305) 250-5390 or via email at carscotL0 c1.miami.H.Lis and to also
include any such person designated by Board member Joe Sanchez, should he
choose to designate any such person.
5. Accept my appreciation for your consideration and action of 1-4 above.
CRA Executive Director, and Citv Attornev
1.
To immediately appoint, upon receipt of this memorandum, an owners
representative/consulting engineer for this project, from the eligible City of Miami
Bid List, to represent the CRA in all phases of this project and to interface both
with the City, the Developer, joint City/CRA project team and the CRA Board.
The following firms are eligible (1) Kunde, Sprecher & Associates, Inc., (2) Corzo
Castella Carballo Thompson Salman, P.A., (3) CarlanKillam consulting Group,
Inc. (4) Metric Engineering, Inc. (5) H.J. Ross Associates, Inc. and (6) Milian,
Swain & Associates, Inc.
2.
In the past, I have specifically requested that we not utilize the current CRA
Consulting Engineer because of the workload and time sensitive nature of this
project: we must have.a single focus on this project.
3.
That the principal or your written designee attend all meetings with the City and
the joint City/CRA project team and work closely with theDeveloperwith the
view of avoiding any delays attributable to the CRA or the City while at the same
time maintaining a constant vigil to ensure that the CRA policies are respected and
that the funding is protected.
4.
That your offices cause that the joint City/CRA project team leader appear before
the CRA Board to provide a status report until the project is completed
5.
To cause the written documentation between the CRA and the Developer to be
approved by the Board on May 21, 2001 and to be executed by the CRA Executive
Director no later May 31. 2001.
SEOPW/CRA ,
• CRA Board
1. Requesting that CRA Board take note of this memorandum and am requesting that
Board Member Sanchez accept on designation as subcommittee Chairperson of the
subject project. In this role, if accepted, Commissioner Sanchez, or his designee,
will be kept informed by both City and CRA staff with regards to this project, and
further will have informal coordination with Fannie Mae.
4--.1 a/J/
Cc: City Man r
Attn: Assista t ity Manager
John Jackson, Director of Public Works
Ana Gelabert, Director, Planning and Zoning
Hector Lima. Director, Building Department
Walter Foeman, City Clerk
Solomon Yuken, New Arena Square Apartments North and South, Ltd.
Katrina Wright, Fannie Mae
CRA Consulting Eneineer
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Commissioner Joe Sanchez
• C:T, 01= 1i �J'Z.Jr1 •
1.NTCR-0FFICE NIEN10RANDUM
May 3, 2001
Arthur E. Teele, Jr:
Chairman, CRA Is' Memorandum
Reference: Arena Square Apartments Project: 1023 NW 3"' Avenue. Owned by New Arena Square
Apartments North and South. Ltd. Principal owner/owners rep: Solomon Yuken
Please find attached a memorandum detailing the background information and requested tasks on
the referenced project. I am respectfully requesting that you accept a designation.as Chairperson of
a committee. to be established, to monitor the referenced project represented by Mr. Solomon
Yuken. This appointment represents an opportunity for you to begin to interface with our Fannie
Mae partner. In light of the recent City Commission action designating the next homeownership
zone to be in your district. I think you will find this opportunity quite beneficial.
Warmest regards.
Cc: Hon. Vice -Chairman Winton
Hon. Members of the CRA Board
Dipak Parckh, Executive Director, CRA
Alejandro Vilarello, City Attorney
William Bloom. Special Counsel, CRA
Walter Foeman, City Clerk
SEOPW/GZA
01- "9
art Puilbrrs, ;4Jr#.
2921 N.W. 6th Ave.
Miami, FL 33127
iTel. (305) 571-8353
Fax (305) 571-8357
Dear Gloria:
Re: New Arena Suare
2191 N.W. 3` Avenue
255 N.W. 21 S` St.
268 N.W. 11`h St.
Here are copies of the plans as requested, I'm sorry about the delay we were not able to
get all the copies due to a failure in the printing office. You are nevertheless getting a
copy of each permitted 'set. Your expeditious review will be greatly appreciated.
Thank you,
r
Braulio Gutierrez, Pres.
SE®PW/CR9 a
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City ofMiami Community Redevelopment Agency
To:
Salomon Yuken
Cc:
Arthur E. Teele, Jr., Chairman
From:
Dipak M. Parekh, Executive Directo
Date:
May 14, 2001
Re:
New Arena Square Apartment North and South LTD.
Thank you very much for the plans delivered on Friday, May 11, 2001. 1 forwarded these plans to
Cesar Calas at H. J. Ross Associate's, Inc.
Please be aware that the CRA has to approve the plans prior to their being submitted to the City
of Miami.
If you have any additional questions, please feel free to contact me at (305) 579-3324.
Thank again.
SEOPW/CRC
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• RESOLUTION NO. SEOPW/CRA R-00-98
A RESOLUTION OF INTENT OF THE BOARD OF
DIRECTORS OF THE COMMUNITY REDEVELOPMENT
AGENCY ("CRA"). TO AUTHORIZE THE OWNER OF
THE ARENA SQUARE APARTMENTS, JOINTLY WITH
THE CRA, TO DEVELOP A PLAN FOR A $900,000.00
GRANT TO THE ARENA SQUARE APARTMENTS
BASED ON A FIVE TO ONE LEVERAGE RATIO TO PAY
FOR IMPROVEMENTS TO THE ARENA SQUARE
APARTMENTS IN A MANNER CONSISTENT WITH THE
THIRD AVENUE BUSINESS CORRIDOR AND THE
OVERTOWN CHARRETTE SUBJECT TO THE
IMPLEMENTATION OF AFFORDABLE HOUSING
DEED RESTRICTIONS WITH RESPECT TO THE
ARENA SQUARE APARTMENTS.
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 that the owner of the Arena Square
Apartments, jointly with the CRA, develop a plan for a $900,000.00 grant to
the Arena Square Apartments based on a five to one leverage ratio to pay for
improvements to the Arena Square Apartments in a manner consistent with
the Third Avenue Business Corridor and the Overtown Charrette subject to
the implementation of affordable housing deed restrictions with respect to
the Arena Square Apartments.
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.
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Section 2. The Board of Directors of CRA hereby authorizes the
• owner of the Arena Square Apartments, jointly with the CRA, to develop a
plan for a $900,000.00 grant to the Arena Square Apartments based on a five
to one leverage ratio to pay for, improvements to the Arena Square
Apartments in a manner consistent with the Third Avenue Business Corridor
and the Overtown Charrette subject to the implementation of affordable
housing deed restrictions with respect to the Arena Square Apartments.
Section 3. The resolution shall be effective upon its adoption.
PASSED AND ADOPTED on this 25th day of September, 2000.
Arthur E. Teele, Jr., Chairman
Z
G man, City Clerk
APPROVED AS TO FORM
AND CORRECTNESS:
Holland & Knight LLP
CRA Legal Counsel
IAMI #972505 vl
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SEpPY0 _ SPOPW/CRA
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® ITEM 1113
SEOPW/CRA
RESOLUTION NO. SEOPW/CRA 0 0 D
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE COMMUNITY
REDEVELOPMENT AGENCY ("CRA") (1) APPROVING THE CONSTRUCTION
OF EIGHTEEN TOWN HOUSES A ON THE PROPERTY KNOWN AS P-I AND
(2) FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO ADVERTISE
THE BID AND CHOOSE THE MOST RESPONSIVE BIDDER FOR THE
CONSTRUCTION 'OH PHASE I ATTACHED HEREIN AS EXHIBIT A WITH
THE FUNDING SOURCE OF $800K FROM CDBG HOME FUNDS, AND (3)
CHOOSING THE SAME RESPONSIVE BIDDER FOR THE CONSTRUCTION
OF PHASE 24 SUBJECT TO LOAN APPROVAL IN THE AMOUNT OF $1.1 MM
FROM FANNIE MAE.
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 approve the construction of eighteen
Town Houses on the property known as P-1 and
WHEREAS, the CRA desires to authorize the Executive Director to
advertise the bid and choose the most responsive bidder for the construction
of Phase I attached herein as Exhibit A with the funding source of $800k
from CDBG HOME Funds, and
WHEREAS, the CRA desires to choose the same responsive bidder for
Phase I to do the construction of Phase 2-4 subject to loan approval in the
amount of $1.1MM from Fannie Mae.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF
DIRECTORS OF THE COMMUNITY REDEVELOPMENT AGENCY OF
THE CITY OF MIAMI, FLORIDA
SEOPW1C.JLP
00- 1.37
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SEOPW/CRA
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 Board of Directors of CRA hereby approves the
construction of eighteen Town Houses on the property known as P-1.
Section 3. The Board of Directors of CRA hereby authorizes .the
Executive Director to advertise the bid and choose the most responsive bidder
for the construction of Phase I attached herein as Exhibit A with the funding
source of $800k from CDBG HOME Funds.
Section 4. The Board of Directors of CRA hereby approves the same
responsive bidder for Phase I to do the construction of Phase 2-4 subject to
loan approval in the amount of $1.1MM from Fannie Mae.
Section 5. The resolution shall be effective upon its adoption.
PASSED AND ADOPTED on this 181b day of December, 2000.
Arthur E. Teele, Jr., Chairman
SP.OPW/CRh 0 0 - 137
SEOPW/CRA
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APR-30-2001 12:39 CITY CLERKS OFFICE
305 BS8 1610 P.02i27
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J-01-212
3/20/01
RESOLUTION NO.
A RESOLUTION OF THE MIAMI CITY COMMISSION,
WITH ATTACHMENT(S), AUTHORIZING THE CITY
MANAGER TO EXECUTE A REVOCABLE LICENSE
AGREEMENT. ("AGREEMENT"), INSUBSTANTIALLY THE
ATTACHED FORM, WITH NEW ARENA SQUARE NORTH &
SOUTH, LTD. ("LICENSEE") FOR THE' USE OF
APPROXIMATELY 1,167 SQUARE FEET OF SPACE IN
THE OVERTOWN SHOPPING CENTER LOCATED AT 1490
NORTHWEST 3RD AVENUE, SPACE 210, MIAMI,
FLORIDA FOR ADMINISTRATIVE OFFICES ON A
MONTH -TO -MONTH BASIS, WITH LICENSEE PAYING
56.50 PER SQUARE FOOT TO THE CITY OF MIAMI,
EQUALING $632.13 MONTHLY PLUS STATE USE TAX,
IF APPLICABLE, WITH TERMS AND CONDITIONS SET
FORTH IN THE AGREEMENT.
WHEREAS, the City of Miami ("City") is owner of real
property located at 1490 Northwest 3rd Avenue, Space 110, Miami,
Florida, also known as the Overtown Shopping Center; and
WHEREAS, the City Commission is committed to economic
development within the target areas of the City of Miami, and
particularly the continued development of the City -owned Overtown
Shopping Center; and
WHEREAS, Neck Arena Square North & South Ltd. wishes to enter
into a Revocable License Agreement with the City for use of space
SIE®PW/CRA
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CPD
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Crry COMMSMON
SING OF
MAR 2 9, 2001
APR-30-2001 12:39 CITY CLERKS OFFICE 3e5_6-3o loio
in the overtown Shopping Center to relocate 'its administrative
offices in support of its development practices in the Overtown
community, subject to the terms and conditions set forth in the
Revocable License Agreement;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY
OF MIAMI, FLORIDA:
Section 1. The recitals and findings contained in the
Preamble to this Resolution are adopted by reference and
incorporated as if fully set forth in this Section.
Section 2. The City Manager is authorized!' to execute a
Revocable License Agreement, in substantially the attached form,
with New Arena Square North & South, Ltd. ("Licensee") for the
use of approximately 1,167 square feet of space in the Overtown
Shopping Center located at 1490 Northwest 3Id Avenue, Space 110,
Miami, Florida for administrative offices on a month -to -month
basis, with Licensee paying $6.50 per square foot to the City of
Miami, equaling 5632.13 monthly plus state use tax, if
applicable, with terms and conditions set forth in the Agreement.
Section 3. This Resolution shall become effective
immediately upon its adoption and -signature of the Mayor.?!
The herein authorization is further subject to compliance with all
requirements that may be imposed by the City Attorney, including but not
limited to those prescribed by applicable City Charter and Code
provisions.
8� If the Mayor does not sign this Resolution, it shall become effective at
the end of ten calendar days ,from the date it was passed and adopted.
If the Mayor vetoes this Resolution, it shall become effective
immediately upon override of the veto by the City Commission.
SE®F'W/CRA 2 S
Page 2 of 3
APR-30-2001 12: 39 CITY Ci_ Ekk: ur r
• e
• PASSED AND ADOPTED this 29th day of March 2001.
i
0
i
II JOE CAROLLO, MAYOR
sires, h Mayor not lndicaSe a pmwal of
In sOCo�d3nce with i:�l,a.�n� Coda Sec. 2-3s, .. the yo (~,
this In%lation by it In the designa►ed p! provided, said lenislaaon
be?co r, 4il i\: Y-e;-N v'e -Nzpr.9 of ten ( n df m the to O CCttlmissIG n
regardin sa a, %r.:Ilvul why May a {Si ► Y 40.
ATTE,$T :
Waxer J. Foe�r�ily Clbrk
WALTER FOEMAN -
CITY CLERK �►
APPROVED A 0`4RM AND ORRECTNESS :Z/
,J
TT'A DR VILARELLO
ATTORNEY
v75132:LB:BSS
Page 3 of 3 SEOPW/CRA
01- 4 .- 269
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REVOCABLE LICENSE AGREEMENT
ISSUED BY THE
CITY OF MIAMI
TO
NEW ARENA SQUARE NORTH & SOUTH LTD.
FOR THE OCCUPANCY WITHIN THE PROPERTY LOCATED AT
1490 NORTH WEST THIRD AVENUE, SPACE 110
MIAMI, FLORIDA
SEOPW/CRA
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01- 269
CONTENTS
1. PURPOSE
1
2. OCCUPANCY AND USE PERIOD
1
3. CONTINUOUS DUTY TO OPERATE
2
4. INTEREST CONFERRED BY THIS AGREEMENT
2
5. MONTHLY FEE
2
6. LATE FEE
3
7. RETURNED CHECK FEE
3
8. SECURITY DEPOSIT
4
9. INCREASE OF SECURITY DEPOSIT
4
10. ADJUSTMENT TO MONTHLY FEE AND SECURITY DEPOSIT
5
11. CONDITION OF THE PROPERTY AND MAINTENANCE
5
12. SERVICES AND UTILITIES
6
13. ALTERATIONS, ADDITIONS OR REPLACEMENTS
7
14. VIOLATIONS, LIENS AND SECURITY INTERESTS
7
15. CITY ACCESS TO FACILITY
8
16. INDEMNIFICATION AND HOLD HARMLESS
9
17_ INSURANCE
9
18. NO LIABILITY
11
19. TAXES AND FEES
12
20. CANCELLATION BY REQUEST OF EITHER OF THE PARTIES
WITHOUT CAUSE
12
21. TERMINATION BY CITY MANAGER FOR CAUSE
12
22. NOTICES
12
23. ADVERTISING
13
24. COMMON AREAS
14
25. OWNERSHIP OF IMPROVEMENTS
14
26. SURRENDER OF AREA
14
27. SEVERABILITY
15
28. NO ASSIGNMENT OR TRANSFER
15
29. NONDISCRIMINATION
15
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30. AFFIRMATIVE ACTI%
31, MINORIT'YIWOMEN BUSINESS UTILIZATION
32. WAIVER OF JURY TRIAL
33. WAMR
34. AMENDMENTS AND MODIFICATIONS
35. COURT COSTS AND ATTORNEY(S)' FEES
36. COMPLIANCE WITH ALL LAWS APPLICABLE
37. ENTIRE AGREEMENT
38. RADON GAS
39. APPROVAL BY THE OVERSIGHT BOARD
3
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16
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16
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17
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REVOCABLE LICENSE AGREEMENT
This Revocable License Agreement ("Agreement") is made this day of
2001, between the City of Miami (the "City") a municipal corporation of the
State of Florida and New Arena Square North & South Ltd., a for profit limited
partnership organized under the laws of the State of Florida (the "Licensee").
NOW, THEREFORE, in order to carry out the intent as expressed herein and in
consideration of the mutual agreements subsequently contained, the City and Licensee
agree as follows:
1. PURPOSE.
The City is the owner of real property and improvements thereon at 1490 NW 3rd
Avenue, Miami, Florida, also known as the Overtown Shopping Center (the "Property").
The City has determined that approximately 1,167 square feet of space within the Property
(the "Area") commonly known as Space 110, which is depicted in Exhibit "A" attached
hereto and made a part hereof, is not needed at this time by any of the City's offices or
departments. The. City has expressed its desire to assist the Licensee in accomplishing its
purpose and in furtherance thereof authorizes the Licensee to occupy and use the Area
under the conditions hereinafter set forth. The use of the Area is strictly limited for its
administrative offices to provide support for its development practices, and is not to be
used for any other purpose whatsoever (the "Permitted Use"). Any use of the Area not
authorized under the Permitted Use must receive the prior written consent of the City
Manager. This consent can be withheld for any or no reason, including, but not limited to
additional financial consideration.
2. OCCUPANCY AND USE PERIOD.
This Agreement shall commence on the date upon which the City Manager executes
this Agreement (the "Effective Date") and shall continue until the first to occur of the
following:
a) cancellation or termination by the express written agreement of the parties
• hereto; or
SEOPWf 01- 269
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• 0
b) cancellation or termination by request of any of the parties hereto, subject to
• the notice provisions of "Cancellation By R.eauest of Either of Th Parties Without
Cause". and "Termination By City Manager For Cause".
3. CONTINUOUS DUTY TO OPERATE
Licensee, at all times during Licensee's use of the Area shall: 0 occupy the
Area upon the Effective Date and shall thereafter continuously conduct operations in the
Area in accordance with the terms of this Agreement; (ii) maintain an active status as a
general and limited partnership: and (iii) from time to time, furnish the City with current
disclosure information with respect to the identity of the general and limited partners of
Licensee's partnership.
4. INTEREST CONFERRED BY THIS AGREEMENT.
Licensee agrees that this Agreement has been issued by the City to authorize
Licensee to occupy the Area solely for the limited purpose of operating its office operations
therein and no other purpose. The parties hereby agree that the provisions of this
is
Agreement do not constitute a lease and the rights of Licensee hereunder are not those of a
tenant but are a mere personal privilege to do certain acts of a temporary character and to
otherwise use the Area subject to the terms of this Agreement. No leasehold interest in the
Area is conferred upon Licensee under the provisions hereof and Licensee does not and
shall not claim at any time any leasehold estate or ownership interest in the Area by virtue
of this Agreement or its use of the Area hereunder. Additionally, Licensee does not and
shall not claim at any time any interest or estate of any kind or extent whatsoever- in the
Area by virtue of any, expenditure of funds by the Licensee for improvements, construction,
repairs, partitions or alterations to the Area which may be authorized by the City.
5. MONTHLY FEE.
In consideration for this Agreement, Licensee agrees to pay to the City for the use of
the Area the rate of $6.50 per square foot for a Monthly Fee in the amount of Six Hundred
Thirty Two and 131100 Dollars ($632.13) plus State Use Tax, 'if applicable, which shall be
paid in advance and in full on the first day of each' month, without notice or demand (the
• "Monthly Fee"). Payments shall be made payable to "City of Miami" and sball be mailed to
2 SEOPW/cCRA O
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269
•
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•
nd hF Finance tment Miami Florida 33130, or such other
444 S.W. 2 Avenue, 6 Floor, Fina Depaz ,
address as may be designated from time to time.
6. LATE FEE.
In the event any installment of the Monthly Fee is not received by the City within
five (5) days after it becomes due, Licensee shall pay to City a late charge of ten percent
(10%) of the amount due. Such late fee shall constitute additional fees due and payable to
City by Licensee upon the date of payment of the delinquent payment referenced above.
Acceptance of such late charge by City shall not, constitute a waiver of Licensee's violations
with respect to such overdue amount nor prevent City from the pursuit of any remedy to
which City may otherwise be entitled.
7. RETURNED CHECK FEE.
In the event any check is returned to the City as uncollectible, the Licensee shall
pay to City a returned check fee (the "Returned Check Fee") based on the following
schedule:
Returned Amount Returned Check Fee
$00.01 - 50.00
$20.00
$50.01 - 300.00
$30.00
$300.01 • 800.00
$40.00
OVER $800
5% of the returned amount.
Such returned check fee shall constitute additional fees due and payable, to City by
Licensee, upon the date of payment of the delinquent payment referenced above.
Acceptance of such returned check fee by City shall, in no event, constitute a waiver of
Licensee's violations with respect to such overdue amount nor prevent City from the
pursuit of any remedy to which City may otherwise be entitled.
8. SECURITY DEPOSIT.
Licensee shall deposit with City the sum of One Thousand Eight Hundred Ninety
Six and 39/100 dollars ($1,896.39) (the "Security") as guarantee for the full and faithful
performance by Licensee of all obligations of Licensee under this Agreement or in
3
SEOPWiR
0 'A "�
connection with this Agreement. Licensee shaIl pay the Seely Deposit commencing on
the Effective Date of this Agreement along with the Monthly Use Fee payment due on the
Sfirst of the month. If Licensee is in violation (as provided in "Termination by City Manae`er
For Cause") beyond any applicable notice or cure period, the City may use, apply or retain
all or any part of the Security for the payment of W any fee or other sum of money which
Licensee was obligated to pay but did not pay, (ii) any sum expended by City on Licensee's
behalf in accordance with the provisions of this Agreement, or Gii) any sum which City may
expend or be required to expend as a result of Licensee's violation. Should the City use,
apply or retain all or any part of the Security, the Licensee shall reimburse the amounts
used, applied or retained within thirty (30) days of written notice by City. The use,
application or retention of the Security or any portion thereof by City shall not prevent City
from exercising any other right or remedy provided for under this Agreement or at law and
shall not limit any recovery to which City may be entitled otherwise.
Provided Licensee is not in violation of this Agreement, the Security or balance
thereof, as the case may be, shall be returned to Licensee upon the termination of this
Agreement or upon any later date after which Licensee has vacated the Area in the same
• condition or better as existed on the Effective Date, ordinary wear and tear excepted.
Upon the return of the Security (or balance thereof) to the Licensee, City shall be
completely relieved of liability with respect to the Security. Licensee shall not be entitled
to receive any interest on the Security.
9. INCREASE OF SECURITY DEPOSIT
If Licensee is in default under this Agreement more than two (2) times within any
twelve (W month period, irrespective of whether or not such default is cured, then,
without limiting City's other rights and remedies provided for in this Agreement or at law
or equity, the Security shall automatically be increased by three (3) times the Security then
in place. This increase shall be paid by Licensee to City forthwith on demand.
10. ADJUSTMENT TO MONTHLY FEE, LATE FEE, AND SECURITY DEPOSIT
Commencing twelve months from the Effective Date, or on the first day of the
following month if the Effective Date is not on the first of the month, and every twelve
months thereafter (the "Anniversary Date(s)"), Licensee agrees that the Monthly Fee and
•
4
SE®PW/ G _ 01- 269
• i
Security shall be increased by five percent (5%) of the Monthly Fee and Security
• respectively, in effect for the immediately preceding Agreement Year. For purposes of this
Agreement, Agreement Year shall mean any period of time consisting of twelve (12)
consecutive calendar months commencing on the Effective Jute and each anniversary
thereafter. On each Anniversary Date the Licensee shall remit payment to the City for the
increased amount in Security. Nothing in this paragraph shall be construed to grant
Licensee the right to use or occupy the Area for a term greater than on a month"to-month
basis.
11. CONDITION OF THE PROPERTY AND MAINTENANCE.
A. Licensee accepts the Area "as is", in its present condition and state of repair
and without any representation by or on behalf of City, and agrees that City shall, under
no circumstances, be liable for any latent, patent or other defects in the Area. Licensee, at
its sole cost, shall maintain the Area in good order and repair at all times and in an
attractive, clean, safe and sanitary condition and shall suffer no waste or injury thereto.
B. Licensee shall be responsible for all repairs to the Area required or caused by
Licensee's use of any part thereof without limiting the generality of the foregoing, Licensee
is specifically required to replace all light bulbs and ballasts as needed, and make repairs
W to the portion of any pipes, lines, ducts, wires or conduits contained within or serving
the Area; (ii) to windows, plate glass, doors and any fixtures or appurtenances composed of
glass; (iii) to Licensee's sign, if applicable; (iv) to the Area or the Property when repairs to
same are necessitated by any act or omission of Licensee or the failure of Licensee to
perform its obligations under this Agreement.
C. Licensee agrees to make all changes necessary to the Area at Licensee's sole
cost and expense in order to comply with all City, County and ' State building code
requirements for Licensee's occupancy thereof.
D. If Licensee installs any electrical equipment that overloads the lines in the
Area or the Property, City may require Licensee to make whatever changes to the lines as
may be necessary to render same in good order and repair, and in compliance with all
applicable legal requirements.
E. If, in an emergency, it shall become necessary to make promptly any repairs
• or replacements required to be made by Licensee, City may reenter the Area and proceed
S SEOPWiCRA"
forthwith to have the repairs or replacements made and pay the cost thereof. Within thirty
(30) days after City renders a ball therefore, Licensee shall reimburse City for the cost of
making the repairs.
12. SERVICES AND UTILITIES.
Licensee shall pay for all utilities, including but not limited to, electricity, water,
stormwater fees, gas, telephone, garbage and sewage disposal used by Licensee during its
occupancy of the Area, as well as all costs for installation of any lines and equipment
necessary. Licensee, at its sole cost, shall install all utilities required for its use and install
separate utility_ meters required thereby and shall be billed directly by the applicable
utility company for such services.
Until such time that Licensee's actual water and sewer consumption may be
calculated, Licensee agrees to pay to the City, in addition to its Monthly Fee, an amount of
$_50 per square foot or Forty Eight Dollars and 63/100 ($48.631 per month plus State Use
Tax, if applicable ("Water Fee"). This amount shall be paid in advance and in full on the
first day of each month, without notice or demand. Licensee shall pay to the City the first
installment of the Water Fee on the first (1=t ) day of the month following the Effective Date
of this Agreement and thereafter on the first (lit) day of each and every month that
Licensee continues to occupy and use the Area.
The City reserves the right to interrupt, curtail or suspend the provision of any
utility service, including but not limited to, heating, ventilating and air conditioning
systems and equipment serving the Area, to which Licensee may be entitled hereunder,
when necessary by reason of accident or emergency, or for repairs, alterations or
improvements in the judgment of the City desirable or necessary to be made, or due to
difficulty in obtaining supplies or labor, or for any other cause beyond the reasonable
control of the City. The work of such repairs, alterations or improvements shall be
Prosecuted with reasonable diligence. The City shall in no respect be liable for any failure
of the utility companies or governmental authorities to supply utility service to Licensee or
for any limitation of supply resulting from governmental orders or directives. Licensee
• shall not claim any damages by reason of the City's or other individual's interruption,
a
6
SEOPW/CRAi
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01- 79
curtailment or suspension of a utility service, nor shafthe Revocable License or any of
Licensee's obligations hereunder be affected or reduced thereby.
Licensee, at its sole cost, shall provide cleaning services for the Area. Licensee, at
its sole cost and expense, shall hire a pest control company, as needed, to insure that the
Area will at all times be in a clean and sanitary condition and free from vermin.
Licensee agrees to provide any and all security it deems necessary to protect its
operations and equipment. Licensee shall insure that all appropriate equipment and lights
have been turned off and appropriate doors locked at the close of operations within the
Area each day.
13. ALTERATIONS, ADDITIONS OR REPLACEMENTS.
Except in the event of an emergency, Licensee shall not make any repair or
alteration required or permitted to be performed by Licensee without first receiving the
written approval of the City Manager, which- approval may be conditioned or withheld for
any or no reason whatsoever, including a condition to pay additional fees if .such alteration
will affect the cost of services being provided by the City. If City approves such request, no
repair or alteration shall be commenced until plans and specifications therefore shall have
been submitted to and approved by the City Manager.
In the event of an emergency, Licensee shall reasonably proceed to perform such
repair work and shall immediately notify the City of such work,
14. VIOLATIONS, LIENS AND SECURITY INTERESTS.
Licensee, at its expense and with due diligence and dispatch, shall secure the
cancellation or discharge of or bond off same in the manner permitted by law, all notices of
violations arising from or otherwise in connection with Licensee's improvements or
operations in the Area which shall be issued by any public authority having or asserting
jurisdiction. Licensee shall promptly pay its contractors and materials men for all work
and labor done at Licensee's request. Should any such lien be asserted or filed, regardless
of the validity of said liens or claims, Licensee shall bond against or discharge the same
within fifteen (15) calendar days of Licensee's receipt of notice of the filing of said
encumbrance. In the event Licensee fails to remove or bond against said lien by paying the
full amount claimed, Licensee shall pay the City upon demand any amount paid out by
i • r
SEOPwiC.A. 9 -- 269
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City, including A y Is costs, expenses and reasonable®ttorneys' fees. Licensee further
agrees to hold City harmless from and to indemnify the City against any and all claims,
demands and expenses, including reasonable attorney's fees, by reason of any claims of any
contractor, subcontractor, material man, laborer or any other third person with whom
Licensee has contracted or otherwise is found liable for, in respect to the Area. Nothing
contained in this Agreement shall be deemed, construed or interpreted to imply any
consent or agreement on the part of City to subject the City's interest or estate to any
liability under any mechanic's or other lien asserted by any contractor, subcontractor,
material man or supplier thereof against any part of the Area or any of the improvements
thereon and each such contract shall provide that the contractor must insert a statement
in any subcontract or purchase order that the contractor's contract so provides for waiver of
lien and that the subcontractor, material man and supplier. agree to be bound by such
provision.
15. CITY ACCESS TO FACILITY.
City and its authorized representative(s) shall have at all times access to the Area.
City will maintain a complete set of keys to the Area. Licensee, at its sole cost and
expense, may duplicate or change key locks but not until first receiving written approval
_ from the Director of Asset Management (hereinafter referred to as "Director") for such
work. In the event Licensee changes key locks as approved by the Director, Licensee, at its
sole cost and expense, must also provide a copy of said keys to the City.
The City shall have access to and entry into the Area at any time to (a) inspect the
Area, (b) to perform any obligations of Licensee hereunder which Licensee has failed to
perform after written notice thereof to Licensee, Licensee not having cured such matter
within ten (10) days of such notice, W to assure Licensee's compliance with the terms and
provisions of this Agreement and all applicable laws, ordinances, rules and regulations and
(d) for other purposes as may be deemed necessary by the City Manager in the furtherance
of the City's corporate purpose: provided, however, that City shall make a diligent effort to
provide at least 24-hours advance notice and Ucensee shall have the right to have one or
more of its representatives or employees present during the time of any such entry. The
City shall not be liable for any loss, cost or damage to the Licensee by reason of the exercise
by the City of the right of entry described herein for the purposes listed above. The making
g 0 � 269
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• of periodic inspection or the failure to do so shall not to impose upon City any
liability of any kind whatsoever nor relieve the Licensee of any responsibility, obligations
soor liability assumed under this Agreement.
16. INDEMNIFICATION AND HOLD HARMLESS.
The Licensee shall indemnify, hold harmless and defend the City from and against
any and all claims, suits, actions, damages or causes of action of whatever nature arising
during Licensee's use and occupancy of the Area, for any personal injury, loss of life or
damage to personal property and/or real property sustained in or on the Area, by reason of
or as a result of Licensee's use or operations thereon, and from and against any orders,
judgments or decrees which may be entered thereon, and from and against all costs,
attorney's fees, expenses and liabilities incurred in an about the defense of any such claims
and the investigation thereof; even if the claims, costs, liabilities, suits, actions, damages or
causes of action arise from the negligence or alleged negligence of the City, including any of
its employees, agents, or officials.
Licensee further acknowledges that, as lawful consideration for being granted the
right to utilize and occupy the Area, Licensee, on behalf of himself, his agents, invitees
and employees, does hereby release from any legal liability the City, its officers, agents
and employees, from any and -all claims for injury, death or property damage resulting
from Licensee's use of the Area.
17. INSURANCE.
Licensee, at its sole cost, shall obtain and maintain in full force and effect at all
times throughout the period of this Agreement, the following insurance coverage:
A. Commercial General liability insurance on a Comprehensive General liability
coverage form, or its equivalent, including premises, operations and contractual coverage's
against all claims, demands or actions for bodily injury, personal injury, death or property
damage occurring in .or about the Area with such limits as may be reasonably requested by
the City from time to time but not less than $1,000,000 per occurrence combined single
limit for bodily injury and property damage. The City shall be named as Additional
Insured on the policy or policies of insurance.
s
9SEOPW./CRA:, 1- 269
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305 858 1610 P.172
B. Automobile liability insurance covering all owned, non -owned and hired
vehicles used in conjunction with operations covered by this agreement. The policy or
policies of insurance shall contain a combined single limit of -at least $500,000 for bodily
injury and property damage. The requirements of this provision will be waived upon
submission of a written statement from Licensee that no automobiles are used to conduct
business.
C. "All Risk" property insurance against loss or damage by fire, windstorm,
with such endorsements for extended coverage, vandalism, malicious mischief, flood and
special coverage, insuring 100% of the replacement cost of Licensee's improvements,
fixtures, equipment, furniture and all other personal property -in and about the Area. This
requirement may be waived provided that Licensee executes a full release holding the City
harmless for any damages incurred by Licensee due to the above mentioned causes as
defined in a standard All Risk policy.
D. Worker's Compensation in the form and amounts required by State law.
E. The City's Department of Risk Management, reserves the right to
reasonably amend the insurance requirements by the issuance of a notice in writing to
Licensee. The Licensee shall provide any other insurance or security reasonably required
by the City.
F. The policy or policies of insurance required shall be so written that the policy
or policies may not be canceled or materially changed without thirty (30) days advance
written notice to the City. Said notice should be delivered to the City of Miami, Division of
Risk Management, 444 SW 2 Avenue, 91h Floor, Miami, Florida 33130, with copy to City of
Miami, Office of Asset Management, 444 SW 2 Avenue, 3rd Floor, Miami, Florida 33130, or
such other address that may be designated from time to time.
G. A current Evidence and Policy of Insurance evidencing the aforesaid required
insurance coverage shall be supplied to the Office of Asset Management of the City at the
commencement of the term of this Agreement and a new Evidence and Policy shall be
supplied at least twenty (20) days prior to the expiration of each such policy. Insurance
policies required above shall be issued by companies authorized to do business under the
laws of the State, with the following qualifications as to management and financial
strength: the company should be rated "A" as to management, and no less than class "X"
as to financial strength, in accordance with the latest edition of Best's Kev $atine Guide,
10 SEOPW / C'1RA:
or the company holds a valid Florida Certificate of Authority issued by the State of Florida,
Department of Insurance, and is a member of the Florida Guarantee Fund. Receipt of any
documentation of insurance by the City or by any of its representatives, which indicates
less coverage than required, does not constitute a waiver of the Licensee's obligation to
fulfill the insurance requirements herein.
In the event Licensee shall fail to procure and place such insurance, the City may,
but shall not be obligated to, procure and place same, in which event the amount of the
premium paid shall be paid by Licensee to the City as an additional fee upon demand and
shall in each instance be collectible on the first day of the month or any subsequent month
following the date of payment by the City. Licensee's failure to procure insurance shall in
no way release Licensee from its obligations and responsibilities as provided herein.
18. 1 NO LIABILITY.
In no event shall the City be liable or responsible for damage to the personal
property, improvements, fixtures and/or equipment belonging to or rented by Licensee, its
officers, agents, employees, invitees or patrons, including without limitation, damages
• resulting from fire, steam, electricity, gas, water, rain, vandalism or theft which may leak
or flow from or into any part of the Area, or from the breakage, leakage, obstruction or
other defects of the pipes, sprinklers, wires, appliances, plumbing, air conditioning or
lighting fixtures of the Area, or from hurricane or any act of God or any act of negligence
of Licensee, its officers, employees, agents, invitees, or patrons or any person whomsoever
whether such damage or injury results from conditions arising at or about the Area or
upon other portions of the Property or from other sources.
19. TAXES AND FEES.
Licensee shall pay before any fine, penalty, interest or costs is added for
nonpayment, any and all charges, fees, taxes or assessments levied against the Area and/or
against any occupancy interest or personal property of any kind, owned by or placed in,
upon or about the Area by Licensee, including, but not limited to, ad valorem taxes. In the
event Licensee appeals a tax or fee, Licensee shall immediately notify City of its intention
to appeal said tax or fee and shall furnish and keep in effect a surety bond of a responsible
and substantial surety company reasonably acceptable to City or other security reasonably
fDPW/ CRA
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satisfactory to City in an amount sufficient to pay one hundred percent of the contested tax
or fee with all interest on it and costs and expenses, including reasonable attorneys' fees, to
be incurred in connection with it.
20. CANCELLATION BY REQUEST OF EITHER OF THE PARTIES WITHOUT
CAUSE.
Either party may cancel this Agreement at any time by giving Written notice to the
non-cancehng party thirty (30) days prior to the effective date of the cancellation_
21. TERMINATION BY CITY MANAGER FOR CAUSE.. '
If Licensee in any manner violates the restrictions and conditions of this
Agreement, then, and in the event, after ten (10) days written notice given to Licensee by
the City Manager within which to cease such violation or correct such deficiencies, and
upon failure of Licensee to do so after such written notice within said ten (10) day period,
this Agreement shall be automatically canceled without the need for further action by the
City.
22. NOTICES.
All notices or other communications which may be given pursuant to this
Agreement shall be in writing and shall be deemed properly served if delivered by personal
service or by certified mail addressed to City and Licensee at the address indicated herein
or as the same may be changed from time to time or for purposes of canceling this
Agreement, the City may serve notice by posting it at the Area. Such notice shall be
deemed given on the day on which personally served, or if by certified mail, on the fifth day
after being posted or the date of actual receipt, whichever is earlier:
CITY OF MIAMI
City of Miami
City Manager
444 SW 2nd Avenue, 10th Floor
Miami, FL 33130
e
LICENSEE
New Area Square North & South Ltd.
Attention: Solomon Yuken
1023 NW 3rd Avenue
Miami, Florida 33136
12 SEOPW/CRA
0j_-"
. 91- 269
COPY TO
City of Miami City of Miami
Asset Management Division City Attorney
444 SW 2 Avenue, Suite 325 444 SW 2 Avenue, 9�h Floor
Miami, FL 33130 Miami, FL 33130
23. ADVER.TISING.
Licensee shall not permit any signs or advertising matter to be placed either in the
interior or upon the exterior of the Area without having first obtained the approval of the
Director, which approval may be withheld for any or no reason, at his/her sole discretion.
Licensee shall, at its sole cost and expense, install, provide, and maintain such sign,
decoration, advertising matter or other things as may be permitted hereunder in good
condition and repair at all times. Licensee must further obtain approval . from all
governmental authorities having jurisdiction, and must comply with all applicable
requirements set forth in the City of Miami Code and Zoning Ordinance. Upon the
cancellation of this Agreement, Licensee shall, at its sole cost and expense, remove any
sign, decoration, advertising matter or other thing permitted hereunder from the Area. If
any part of the Area is in any way damaged by the removal of such items, said damage
shall be repaired by Licensee at its sole cost and expense. Should Licensee fail to repair
any damage caused to the Area within ten (10) days after receipt of written notice from
City directing the required repairs, City shall cause the Area to be repaired at the sole cost
• and expense of Licensee. Licensee shall pay City the full cost of such repairs within ten
(10) days of receipt of an invoice indicating the cost of such repairs.
Licensee hereby understands and agrees that the City may, at its sole discretion,
erect or place upon the Area an appropriate sign indicating City's having issued this
Agreement.
.24. COMMON AREAS.
Licensee shall have the nonexclusive right (in common with other occupants of the
Property) to use the Common Areas of the Property identified as "Common Area" in
Exhibit "A" attached hereto and made a part hereof, for the purposes intended, subject to
such rules and regulations as City may establish from time to time_
13 SEOPW/CR.A 01— 269
21/2
25. OWNERSHIP OF IMPROVEMENTS.
As of the Effective Date and throughout the Use Period, all buildings and
improvements thereon shall be vested in City. Furthermore, title to all Alterations made
in or to the Property, whether or not by or at the expense of Licensee, shall, unless
otherwise provided by written agreement, immediately upon their completion become the
property of the City and shall remain and be surrendered with the Property.
26. SURRENDER OF AREA.
In either event of cancellation pursuant to "Cancellation By Request Of Either Of
The Parties Without Cause" or "Termination By City Manaeer For Cause", or at the
expiration of the time limited by the notice, Licensee shall peacefully surrender the Area
broom clean and in good condition and repair together with all alterations, fixtures,
installation, additions and improvements which may have been made in or attached on or
to the Area. Upon surrender, Licensee shall promptly remove all its personal property,
trade fixtures and equipment and Licensee shall repair any damage to the Area caused
thereby. Should Licensee fail to repair any damage caused to the Area within ten (10) days
• after receipt of written notice from City directing the required repairs. City shall cause the
Area to be repaired at the sole cost and expense of Licensee. Licensee shall pay City the
full cost of such repairs within ten (10) days of receipt of an invoice indicating the cost of
such required repairs. City may require Licensee to restore the Area so that the Area shall
be as it was on the Effective Date.
In the event Licensee fails to remove its personal property, equipment and fixtures
from the Area within the time limit set by the notice, said property shall be deemed
abandoned and thereupon shall become the sole personal property of the City. The City, at
its sole discretion and without liability, may remove and/or dispose of same as City sees fit,
all at Licensee's sole cost and expense.
27. SEVERABILITY.
Should any provisions, paragraphs, sentences, words or phrases contained in this
Agreement be determined by a court of competent jurisdiction to be invalid, illegal or
otherwise unlawful under the laws of the State of Florida or the City, such provisions,
paragraphs, sentences, words or phrases shall be deemed modified to the extent necessary
14 01- 269
0 79
in order to conform with such laws, and the same may be deemed severable by the City,
and in such, event, the remaining terms and conditions of this Agreement shall remain
unmodified and in full force and effect.
28. NO ASSIGNMENT OR TRANSFER.
Licensee cannot assign or transfer any privilege of occupancy or use granted to it by
this Agreement.
29. NONDISCRIMINATION.
Licensee shall not discriminate as to race, color, religion, sex, national origin, age,
disability or marital status in connection with its occupancy and use of the Area and
improvements thereon.
30. AFFIRMATIVE ACTION.
Licensee shall have in place an Affirmative Action/Equal Employment Opportunity
Policy and shall institute a plan for its achievement which will require that action be taken
to provide equal opportunity in hiring and promoting for women, minorities, the disabled
and veterans. Such plan will include a set of positive measures which will be taken to
insure nondiscrimination in the work place as it relates to hiring, firing, training and
promotion. In lieu of such a policy/plan, Licensee shall submit a Statement of Assurance
indicating that its operation is in compliance with all relevant Civil Rights laws and
regulations.
31. MINORITY/WOMEN BUSINESS UTILIZATION.
Licensee shall make every good faith effort to purchase/contract fifty-one percent
(51%) of its annual goods and services requirements from Hispanic, Black and Women
businesses/professionals registered/certified with the City Office of Minority/Women
Business Affairs. Such lists will be made available to the Licensee at the time of the
issuance of the Agreement by the City and updates will be routinely provided by the City's
Office of Minority/Women Business Affairs.
15 S]E0FW/CRA .
- ��; . al- 269
32. WAIVER OF JURY TRIAL.
The parties hereby knowingly, irrevocably, voluntarily and intentionally waive any
• right either may have to a trial by jury in respect of any action, proceeding or counterclaim
based on this Agreement, or arising out of, under or in connection with this Agreement or
any amendment or modification of this Agreement, or any other agreement executed by
and between the parties in connection with this Agreement, or any course of conduct,
course of dealing, statements (whether verbal or written) or actions of any party hereto.
This waiver of jury trial provision is a material inducement for the City and Licensee
entering into the subject transaction.
33. WAIVER.
No failure on the part of the City to enforce or insist upon performance of any of the
terms of this Agreement, nor any waiver of any right hereunder by the City, unless in
writing, shall be construed as a waiver of any other term or as a waiver of any future right
to enforce or insist upon the performance of the same term.
34. AMENDMENTS AND MODIFICATIONS.
No amendments or modifications to this Agreement shall be binding on either party
unless in writing, signed by both parties and approved by the City Manager. The City
Manager is authorized to amend or modify this Agreement as needed.
35. COURT COSTS AND ATTORNEY(S)' FEES.
In the event it becomes necessary for the City to institute legal proceedings to
enforce or interpret the provisions of this. Agreement, Licensee shall pay the City's court
costs and attorney's fees through all trial and appellate levels. Licensee acknowledges that
Florida law provides for mutuality of attorney's fees as a remedy in contract cases and
specifically and irrevocable waives its right to collect attorney's fees from the City under
applicable laws, including specifically, but not limited to Section 57.105, Florida Statutes.
It is the express intent of the parties hereto that in no event will the City be required to
pay Licensee's attorney's fees and court costs for any action arising out of this Agreement.
In the event that Licensee's waiver under this section is found to be invalid then Licensee
agrees that the City's liability for Licensee's attorney's fees and court costs shall not exceed
• n _
16SEOPW/CRA 0 269
01- 79
the sum of $100.00. In the event that the waiver and limitations contained herein are
found to be invalid, or are otherwise not upheld, then the provisions of this Section shall
become null and void and each party shall be responsible for its own attorney's fees and
costs.
36, COMPLIANCE WrM ALL LAWS APPLICABLE.
Licensee accepts this Agreement and hereby acknowledges that Licensee's strict
compliance with all applicable federal, state and local laws, ordinances and regulations is a
condition of this Agreement, and Licensee shall comply therewith as the same presently
exist and as they may be amended hereafter. This Agreement shall be construed and
enforced according to the laws of the State of Florida.
37. ENTIRE AGREEMENT.
This instrument and its attachments constitute the sole and only agreement of the
parties hereto and correctly sets forth the rights, duties and obligations of each to the other
as of its date. Any prior agreements, promises, negotiations or representations not
expressly set forth in this Agreement are of no force or effect.
This Agreement is the result of negotiations between the parties and has been
typed/printed by one party for the convenience of both parties, and the parties covenant
that this Agreement shall not be construed in favor of or against either of the parties.
38. RADON GAS.
Radon is a naturally occurring radioactive gas that, when it has accumulated in a
building in sufficient quantities, may present health risks to persons who are exposed to it
over time. Levels of radon that exceed federal and state guidelines have been found in
buildings in Florida. Additional information regarding radon and radon testing may be
obtained from your county public health unit. User may, have an appropriately licensed
person test the Property for radon. If the radon level exceeds acceptable EPA standards,
the City may choose to reduce the radon level to an acceptable EPA level, failing which
either party may cancel this Agreement.
•
17
sEO�A� O 1— 269
01— �r
.� e
•
39. APPROVAL BY THE OVERSIGHT BOARD.
The State of Florida has appointed an Emergency Financial Oversight Board (the
"Oversight Board"), which is empowered to review and approve all pending City of Miami
contracts. As a result, contracts shall not be binding on the City until such time as they
have been approved by the Oversight Board. Attestation of this Agreement by the City
Clerk shall constitute evidence of approval by the Oversight Board.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement of the
day and year first above written.
ATTEST:
Walter Foeman
City Clerk
APPROVED AS TO INSURANCE
REQUIREMENTS:
Mario Soldevilla
Division of Risk Management
CITY OF MTAMT, a municipal corporation
of the State of Florida
By:
Carlos A. Gimenez
City Manager
APPROVED AS TO FORM AND
CORRECTNESS:
Alejandro Vilarello
City Attorney
Is
- 269
SEOI?W/r-
0- 79
WITNESS:
•
Signature
Print Name
Signature
Print Name
•
•
LICENSEE: 0
New Arena Square Corporation, as General
Partner of New Arena Square North & South
Ltd.
Signature
Print Name
Print Title
19
SE&W/C ,
01- 71,9
9j.- 269
U]
0
0
•
07UTOWN SUOPPING CENTER
1490 NW 3rd Avenue
hiaxi, Florida
,An K WC -
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1,167 sf
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4.412
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01- 79
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TOTAL P.2
Feb-2B-01 03:57P
P.02
• ENCORE BUILDERS INC.
2921 NW 61'Fi AVE.
MIAM1, FL. 33127
NEW ARENA SQUARE NORTH & SOUTH, Ul-D
275 N.W. 10"' ST. & 268 N.W I I"' ST.MIAMI, Ff. 33136
PROPOSED CONSTRUCTION SCHEDi1LE
COMMENCEMENT DATE 03-15-2001
PROJEC IED COMPLETION DATE 12-31-2001
3-15 TO 8-3� P14ASE ONE
BUILDING FRONTING 3' AVE_ FROM IOST. TO 11ST.
3-15 TO 3-25 PEDESTRIAN PROTEC711ON CORRIDOR ALONG 3RD. AVE. WITH
METAL SCAFFOLDS AND PLYWOOD ROOF DECK.
3-20 TO 4-20 INTERIOR DEMOLITION AND GUTTING OF COMMERCIAL AREA
AND TWO UPPER FLOORS OF APARTMENT'S AS PER PLANS
AND SPECS.
• 3-25 TO 4-25 EXCAVATION AND SITE IMPROVEMENT TO ACCOMMODATE
THE EXPANSION OF EXISTING COMMERCIAL SPACE.
4-25 TO 6-30 CONSTRUCTION OF NEW STORE FRONTS, NEW MAJESTIC
ENTRANCE ON 3v" AVE. NEW BUILDING FASADE ON 3RD AVE
AS PER DESIGN PLANS & SPECS.
6-110 8-31 COMPLETION OF BUILDDNG STORES & APARTMENT'S.
4-20 TO 12-31
PHASE TWO
BUILDING FRONTING I I ST & GENERAL. CONDITIONS
11-30-2001
SITE UTILITIES
4-20 TO 11-30
ARQUITECI' RAL
3-25 TO 6-30
STRUCTURAL
4-30 TO 10-30
PLUMBING
5-30 TO 10-30
ELECTRICAL
6-15 TO 10-30
MECHANICAL
6-30-2001
ROOFING
9-30 TO 9-15
FIRE ALARM
6-30 TO 10-30
ELEVATORS
11-30'TO 12-15
ROAD & WALKS
10-15 TO 1 1-30
SITE IMPROVEMENTS
11-30 TO 12-15
LANDSCAPE
I 1-30 TO 12-15
FINAL CLEAN UP
12-15 TO 12-30
i
COMPLETION & FINAL INSPECTIONS
SEOPW/CRA
0- 79
Feb-28-01 03:57P
P.03
•
U J
01-01 TO 6-30-2002 PHASE THREE
BUILDING FRONTING 10 ST-& GENERAL. CONDITIONS
01-01 TO 1-15
DEMOLITION
01-01 TO 1-30
STRUCTURAL
01-30 TO 4-30
PLUMBING
01-30 TO 4-30
ELECTRICAL
2-15 TO 5-15
MECHANICAL
3-31-2002
ROOFING
3-30 TO 4-15
FIRE ALARM
5-01 TO 5-30
SITE IMPROVEMENTS
5-30 TO 6-15
LANDSCAPE
5-30 TO 6-15
FINAL CLEAN UP
6-15 TO 6-30
COMPLETION & FINAL INSPECTIONS
SEOPW / C",
• CITY OF MIAMI, FLORIDA • ITEM 9A
INTER -OFFICE MEMORANDUM
DATE: June 2S
Chairman Teele and , 2001 FILE:
Members of the CRA Board
FROM : Dipak M. Parekh -9
Executive Director
RECOMMENDATION
SUBJECT: Arena Square Apartments / Fannie
Mae Loan
REFERENCES:
ENCLOSURES Resolution & Backup Documents
It is recommended that the Board of Directors of the Southeast Overtown/Park West Community
Redevelopment Agency (the "CRA") authorize the Executive Director to close the Fannie Mae
Loan in accordance with the term sheet provided by Fannie Mae, under the terms and conditions
acceptable to the City Attorney.
BACKGROUND
• The CRA Board of Director's have authorized the Community Redevelopment Agency to borrow
$1,200,000 from Fannie Mae (the "Fannie Mae Loan") on such terms and conditions as are set forth
in the term sheet provided by Fannie Mae under cover letter dated May 11, 2001, a copy of which is
attached as Exhibit A, and further authorizes the Executive Director to enter into a loan agreement
and execute such documents as may be necessary or requested in connection with the closing of the
Fannie Mae Loan.
Funding Source: Fannie Mae Loan
Account Number: N/A
SEOPw/CRA
.ini-t��-mow_ _�•.._ , l-.,. ...._�. .. ._. :�� ...� .ni-. __- i�iG r". Y.JG/aj
. ' . i • t ITEM 11A
SEOPW/CRA
Or6(nu)
RESOLUTION NO. SE.OPW/CRA C-10 � t` s
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE
COMMUNITY REDEVELOPMENT AGENCY (-CRA-) PROVIDING A
GRANT OF $1.17MM TO THE NEW ARENA SQUARE
APARTMENTS AND FURTHER AUTHORIZING THE EXECUTIVE
DIRECTOR TO ENTER INTO AN AGREEMENT WITH SALOMEN
YUKEN, OWNER OF NEW ARENA SQUARE APARTMENTS IN A
FORM ACCEPTABLE TO THE CITY ATTORNEY, SUBJECT TO THE
LOAN APPROVAL FROM FANNIE MAE.
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 provide a grant of $1.17 MM to the
New Arena Square Apartments and further authorizing the Executive
Director to enter into an agreement with Salomon Yuken, owner of New
Arena Square Apartments in a form acceptable to the City Attorney,
subject to the loan approval from Fannie Mae.
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 Board of Directors of CRA hereby authorizes the
CRA to provide a grant of $1.17 MM to the New Arena Square
Apartments and further authorizing the Executive Director to enter into
an agreement with Salomon Yuken, owner of New Arena Square
Apartments in a form acceptable to the City Attorney, subject to the loan
approval from Fannie Mae.
Section 3. The 70""
4cc upon its adoption.
,,,, SEOPW/CRAB
t 01- 79
ITE
IIA
SEOPW�CRA
PASSED AND ADOPTED on this 180' day of December, 2000.
Arthur E. Teele, Jr., Chairman
ATTEST:
Walter J. Foeman, City Clerk
APPROVED AS TO FORM
AND CORRECTNESS: ,
s
Alejaxk&o Vilarello
City Attomey
MOPWIMN-
ti
01— ��
FLA / cr3
• EXMITA
SBOPWIaLk 0 0 -- 136
SEOPW/CRA
79
Or ,
/i
* 1071 #
�c�oc "
� Q..1;
SEOPW AND OMNI/CRA
CITY CLERK' S REPORT
MEETING DATE: November 20, 2000 Page No. 11
ITEM 19 A MOTION OF THE BOARD OF DIRECTORS OF
SEOPW/CRA M-00-122
THE COMMUNITY REDEVELOPMENT AGENCY
MOVED: SANCHEZ
("CRA") AUTHORIZING THE EXECUTIVE
SECONDED: GORT
DIRECTOR TO APPLY FOR A LOAN FROM
UNANIMOUS
FANNIE MAE CORPORATION FOR THE ARENA
SQUARE APARTMENTS PROJECT AS WELL AS
OTHER ELIGIBLE PROJECTS PERMISSIBLE TO
THE CRA UNDER FANNIE MAE GUIDELINES;
FURTHER DIRECTING THE EXECUTIVE
DIRECTOR OF THE CRA TO BRING SAID ISSUE
BACK FOR CONSIDERATION, REVIEW AND
POSSIBLE APPROVAL BY THE CRA BOARD OF
DIRECTORS AT THE SPECIAL MEETING OF
DECEMBER 2000.
Direction to the CRA Executive Director: by Board
Member Sanchez that within two weeks from this date,
the loan application must be filed with Fannie Mae
Corporation.
Note for the Record: During deliberations of this
motion, the Board mentioned a Special Meeting to be
held on December 14, 2000. At the end of the CRA
meeting, the Board scheduled a Special Meeting for
December 18, 2000.
ITEM 22 A RESOLUTION OF THE BOARD OF DIRECTORS
SEOPW/CRA R-00-123
OF THE COMMUNITY REDEVELOPMENT
OMNFCRA R-00-62
AGENCY (" CRA") APPROVING THE CRA TO
MOVED: SANCHEZ
DISPLAY SIGNS ON ALL ONGOING CRA
SECONDED: REGALADO
PROJECTS IN THE REDEVELOPMENT AREA.
UNANIMOUS
•
o
SEOPW/C
01- 79
0
•
u
•
r� FannieMae
May 112 2001
Via Facsimile and U.S. Mail
Mr. Dipak Parekh
Executive Director
City of Miami Community Redevelopment Agency
300 Biscayne Way Blvd.
Suite 430
Miami, Florida 33131
Southeastern Regioaal Office
950 East Paecs Ferry Road
Suitc 1900
Arlanla, GA 30326-1161
404 398 6000
Re: $1,200,000 Term Loan — City of Miami Southeast Overtown Park West
Redevelopment Agency
Dear Mr. Parekh:
We have had the opportunity to review the preliminary information you have provided to us in
connection with your request for a S1,200,000 term loan (the "Proposed Loan") to be provided by the
Fannie Mae American Communities Fund ("ACF") to the City of Miami Southeast Overtown Park
West Redevelopment Agency ("Borrower'"). After review of the preliminary information we are
pleased to inform you that, subject to the following, ACF is interested in further pursuing the Proposed
Loan.
The attached term sheet sets forth a preliminary summary of the terms and conditions we would like to
discuss in connection with the Proposed Loan. The term sheet does not contain all of the terms
essential to closing the Proposed Loan but rather will serve as the basis for future discussions. This
letter and the term sheet constitute a letter of interest only. Either party is free to discontinue
discussions or negotiations at any time. Please note that the term sheet is subject to review and
approval by the ACF Investment Committee, which may modify the terms set forth in the term sheet or
impose additional terms and conditions.
If you would like to continue discussions based on the terms contained in the term sheet, please sign the
enclosed copy of this letter where indicated below. In addition, please also sign the third page of this
letter indicating your agreement to the confidentiality provisions set forth therein. Please return the
MAFOSTER DOCUMEMt =a1OW06-1 doc
LaA Rxvised: 3/n/01
SEOPW/cif
01— 79
•
• Page 2 of 3
•
fully signed letter to me on or before May 18, 2001. Only the confidentiality provisions impose any
legally binding obligation on any party to this letter.
If you have any questions, or if you would like to discuss any item set forth in this letter, please call me
at 404-398-6145 as soon as possible. We look forward to working with you on this transaction.
Sincerely,
Fannie Mae
American Communities Fund
By: If�7�1'w
Name: Russell G. Foster
Title: Community Development Director
READ AND AGREED TO:
City of Miami Southeast Overtown Park West Redevelopment Agency
By:
Name:
Title:
*•This letter of intent and the attached term sheet is provided solely as a basis for discussion and is subject to change. It
should not be construed as a binding commitment, but merely presented for your review and consideration.' *
SEOPW/CRA
01- 791
•
Page 3 of 3
•
•
•
Confidentiality
As a condition to and in consideration of Fannie Mae American Communities Fund's continuing
discussions relating to the Proposed Loan, the parties hereby agree that any information provided
(whether oral or written) by Fannie Mae to Borrower shall be treated as confidential by
Borrower, its affiliates and their respective employees and agents and shall not be disclosed by
Borrower, its affiliates and their respective employees and agents in any manner other than to
lenders, partners, attorneys, consultants, and employees whose work, advice, consent or
approvals are necessary to carry out the Proposed Loan or whose financial interests may be
affected by the Proposed Loan; provided that all such persons shall be bound by the terms of this
paragraph as if they had signed a copy of this letter of interest, and Borrower shall be directly
responsible for any breach of such confidentiality provisions by any such persons. It is further
understood and agreed that the Proposed Loan (and all of the terms of this letter of interest, as
well as the negotiations related hereto and thereto) shall not be disclosed to the general public,
and. that no publicity or information relating to the same of any nature whatsoever be issued or
provided in any manner to the press or any other parties until Fannie Mae shall agree to the
content thereof and the timing of such disclosure(s).
READ AND AGREED AS TO THE
CONFIDENTIALITY PROVISIONS:
City of Miami Southeast Overtown Park West Redevelopment Agency
By:
Name:
Title:
KTOSTM DOCUMRM\CraleU=rinanc.doc
Lau Revise: 3/28I01
SEOPW/CRA °.
rN)I 1-4 2601 15- 1.3 Fk r—kiI iE rjIr
•
1464.3966zas 1O0
�J'1JF77.J lC4p40
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•
i
1. Borrower: City of Miami Southeast Overtown/Park West
Community Redevelopment Agency (the "CRA")
300 Biscayne Way Blvd.
Suite 430
Miami, Florida 33131
Borrower is a quasi -governmental agency formed
under the laws of the State of Florida
2. Project/Development: New Arena Square Apartments
3. Loan Amount: $17200,000
4. Loan Type: Term Loan
S. Recourse: Full Recourse
6. Terms:
a) Maturity Date/Term: Four year term
b) Interest Rate:
Fixed; Rate not to exceed Prime + 1%
c) Standby Fee:
N/A
d) Loan Origination Fee:
1/2% or $6,000
e) Payments/Principal Repayment:
The Loan shall amortize over four years with annual
payments of interest and principal which payments
shall be mad upon the earlier to occur of. (1) forty-
five (45) days after the receipt of TIF revenue by
the CRA or (2) three (3) days after each anniversary
date of the closing of the Loan.
1) Prepayment:
The Loan may be prepaid at any time without
Penalty
•* This term sheet is provided solely as a basis for discussion and is subject to change; it should not be construed as
a binding commitment, but merely presented for review and consideration." 0 1 — 7 9
Sl1OP VC /CRA
I'" i j. 't G[J1:J1 15. 1.J ir% Vr-1c. I IJ 71.>tJJ-J 1 G•;0440 r . uJ/ 6-4
C
7. Collateral: $300,000, to be deposited in an account for the
benefit of Fannie Mae and in which Fannie Mae
will have a security interest.
8. Primary Repayment Source: Tax increment revenue received by the CRA from
the City of Miami and Miami -Dade County for the
Southeast Overtown/Park West ("SEO/PW")
Redevelopment Area.
9. Additional Conditions: 1) The CRA shall provide Fannie Mae with detailed
written reports (the "Reports") regarding the
financial condition of the tax base of the SEO/PW
Redevelopment Area on a semi-annual basis. The
Reports shall include, but not be limited to the
following:
a) The total tax increment generated by the
SEO/PW Redevelopment Area;
b) The names of the top 20 payers of real
estate taxes within the SEO/PW
redevelopment area and the amount of
. the taxable value of their property.
Changes in the real estate ownership
from the prior reporting period should be
noted; and
c) Any pending real estate tax appeals from
the top 20 owners of real estate property
within the SEO/PW redevelopment area,
including the number of appeals and the
projected impact on tax increment
receipts.
2) The CRA will covenant that it will not issue any
bonds, notes or other obligations with a lien on
tax increment revenue superior or on parity with
the CRA's obligations under this Loan.
3) The CRA shall include in its annual budget for
the next four years three line items allocating
tax increment revenue received by the Fannie
Mae, in order to repay the Loan as follows:
** This term sheet is provided solely as a basis for discussion and is subject to change; it should not be construed as
a binding commitment, but merely presented for review and consideration." cl
k—W/CRA
0
0
a) The first line item shall establish a
reserve for annual principal payments of
$300,000;
b) The second line item shall be a reserve
for accrued but unpaid interest; and
c) The third line item shall establish a
reserve in an amount equal to 20% of the
foregoing first and second line items.
Upon receipt by Fannie Mae of the required annual
payment of principal and interest, the CRA shall be
permitted to reallocate the amount in the third line
item for other uses. The foregoing three line items
shall have priority over all other CRA budget uses
for tax increment revenue except for debt service
related to the 1990 Community Redevelopment
Bonds. This requirement shall be incorporated into
the Loan documents and shall remain in place so
long as any amounts are outstanding under the
Loan. In addition the CRA shall include the
foregoing as part of the resolution adopted by the
Board of Commissioners authorizing this
transaction.
10. Closing Date: This loan must close on or before Friday, June 8,
2001, unless mutually agreed to by Fannie Mae and
the CRA.
This term sheet is provided solely as a basis for discussion and is subject to change; it should not be construed as
a binding comrnitment, but merely presented for review and consideration." _ ► -
o . i
SEOP / CRA
WW TOTAL PAGE.e4 �a