HomeMy WebLinkAboutR-03-0465J-03-387
05/01/03
RESOLUTION NO. 03- 465
A RESOLUTION OF THE MIAMI CITY COMMISSION,
WITH ATTACHMENT(S), AUTHORIZING THE CITY
MANAGER TO EXECUTE AN AGREEMENT, IN
SUBSTANTIALLY THE ATTACHED FORM, BETWEEN THE
CITY OF MIAMI ("CITY") AND CITY NATIONAL BANK
OF FLORIDA, AS TRUSTEE FOR THE ONE MIAMI
PROJECT ON THE MIAMI RIVER IN DOWNTOWN, TO
PROVIDE FUNDS, IN THE AMOUNT OF $4,160,000,
TO CONSTRUCT A PUBLIC GREENWAY OR RIVER WALK
AS A GATEWAY TO THE CITY AT THE MOUTH OF THE
MIAMI RIVER; ALLOCATING FUNDS FROM DOWNTOWN
INFRASTRUCTURE IMPROVEMENTS PROJECT UNDER THE
HOMELAND DEFENSE - NEIGHBORHOOD IMPROVEMENT
BOND PROGRAM, CAPITAL IMPROVEMENT PROJECT
NO. 341210.
WHEREAS, the City of Miami has established a goal to
"achieve a livable City center with a variety of urban housing
for people of all levels," initially stated in 1989 Downtown
Miami Master Plan, adopted by Resolution No. 89-990; and
WHEREAS, under the City Charter, Section 3(mm)(ii), City
Ordinance No. 11000 and the City's Downtown Miami Master Plan,
the City Commission has determined that waterfront areas in the
downtown area should be accessible to the general public; and
WHEREAS, after many years with little residential
construction Downtown, the Related Group of Florida, Inc.
("Related") is now building "One Miami," a 900 -unit, mixed-use
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residential project at the mouth of the Miami River, the first
development project in more than 30 years to fulfill the City's
goal to create market -rate, middle-income residential housing in
this area; and
WHEREAS, an essential component of this project is a
signature greenway or river walk, a public promenade
approximately 23 feet wide running approximately 1,000 linear
feet along the Miami River ("Improvements"), that will serve as
permanent public access to the waterfront, as an amenity for the
general public of Miami, and as a gateway to the City; and
WHEREAS, the area of said Improvements is the subject of an
existing public easement, in perpetuity, pursuant to an Agreement
dated January 21, 1983; and
WHEREAS, the City Commission finds and determines that the
construction of the Improvements will promote the safety and
welfare of the citizens of the City by providing, among other
things, walkways, lighting and seating within the public easement
area and serves a valid public purpose; and
WHEREAS, the City Commission finds and determines that
construction of the Improvements within the public easement will
primarily benefit the general public as a park and recreational
area; and
WHEREAS, Resolution No. 02-1303 adopted December 12, 2002,
authorized the allocation of funds in the amount of $4,160,000
for Related to construct the public river walk on the easement,
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and directed the City Manager to prepare an Agreement for this
purpose; and
WHEREAS, the attached Agreement sets forth the duties and
responsibilities of the City and the developer, represented by
City National Bank of Florida, as Trustee under Land Trust
No. 2401-1149-00 for the One Miami project; and
WHEREAS, among other things, the Agreement provides for One
Miami and its successors to maintain public access, and the
Improvements in a first class condition, in perpetuity; and
WHEREAS, funds for this purpose are available from Capital
Improvement Project No. 341210, Downtown Infrastructure
Improvements, under the Homeland Defense - Neighborhood
Improvement Bond Program; and
WHEREAS, the City's Bond Oversight Board, at its meeting of
December 11, 2002, additionally reviewed and approved the
proposed use of such funds; and
WHEREAS, bond funds may be replenished from City tax
receipts generated from said development; and
WHEREAS, the City may additionally seek grant funds to
replace City bond funds from various sources, including the
Metropolitan Planning Organization, the Florida Departments of
Transportation and Environmental Protection and the Florida
Inland Navigation District; and
WHEREAS, said Easement Agreement will be modified at a later
date to reflect the final dimensions of the river walk once
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completed, and will be presented to the City Commission's for
review and approval;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY
OF MIAMI, FLORIDA:
Section 1. The recitals and findings found in the
preamble of 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
an Agreement, in substantially the attached form, between the
City of Miami ("City") and City National Bank of Florida, as
Trustee under Land Trust No. 2401-1149-00 for the One Miami
project on the Miami River in Downtown, to provide funds, in the
amount of $4,160,000, to construct a public greenway or river
walk as a gateway to the City at the mouth of the Miami River,
with funds allocated from Downtown Infrastructure Improvements
Project under the Homeland Defense - Neighborhood Improvement
Bond Program, Capital Improvement Project No. 341210.
1� 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.
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Section 3. This Resolution shall become effective
immediately upon its adoption and signature of the Mayoral
PASSED AND ADOPTED this 8th day of May , 2003.
ATTEST:
P ISCILLA A. THOMPSON
CITY CLERK
i
APPROVED LITO FO<M AND CORRECTNESS: L'11�
WANDRO VILARELLO
TY ATTORNEY
W7185:tr:AS
2/ 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.
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AGREEMENT
Between the City of Miami and One Miami
for Construction and Maintenance of a Riverwalk
THIS AGREEMENT (the "Agreement") is made and entered into as of this day
of , 2003, by and between CITY NATIONAL BANK OF FLORIDA, a
national corporation, as Trustee under Land Trust No. 2401-1149-00 ("One Miami") a (specify
type of entity, d/b/a), with its principal office at 205 S. Biscayne Blvd, Miami, Florida, and the
CITY OF MIAMI, a municipal corporation of the State of Florida ("City"), whose address is
444 S.W. 2nd Avenue, Miami, Florida 33130-1910.
RECITALS:
A. One Miami is the fee simple owner of that certain parcel of land located in
Miami -Dade County, Florida, more particularly described in Exhibit A attached hereto (the
"Property"). City National Bank is Trustee under the above referenced Land Trust with full
authority to act for, and bind, One Miami in all respects set forth herein.
B. One Miami will be constructing a mixed-use residential/office project containing
approximately 896 residential units on the Property (the "Project"), which Project is, among
other things, in furtherance of the City's goal of creating market -rate residential housing in the
downtown area.
C. As part of the Project, One Miami will construct a signature Greenway and
Riverwalk, approximately 22 feet wide and running approximately 1,000 linear feet (the
"Improvements"), along a portion of the Property (the "Riverwalk"), as shown on the attached
Exhibit B, which is subject to an easement given by One Miami's predecessors to the City.
D. Because the Improvements will be open and accessible to the public, One Miami
requests that the City assist in funding construction Improvements. One Miami, its successors
and assigns, including, without limitation, the Governing Association referenced in Section 7,
hereby confirm, represent and acknowledge by virtue of this Agreement, in modifications to the
Easement Agreement, in the concept plan, and in any other related documents pertaining thereto
that the Completed Riverwalk will perpetually remain accessible to the general public, who will
enjoy full ingress and egress along the Completed Riverwalk. These representations will touch
and bind the land described on "Exhibit A". The Completed Riverwalk will be gratuitously
enjoyed by the public, whom will benefit from a graceful view of Biscayne Bay, the Miami
River, and surrounding areas, unencumbered and unfettered by any physical barriers or
commercial requirements, such as admission fees or any similar fee, charge or assessment.
E. In response to this request, the City adopted Resolution No. 02-1303 (the
"Resolution"), a copy of which is attached hereto as Exhibit C, which granted funding for the
construction of the Improvements in the amount of Four Million One -Hundred Sixty Thousand
and No/100 Dollars ($4,160,000.00) (the "Funding Amount"), provided that One Miami agreed
to be responsible for: (i) the construction and maintenance of the Improvements, and (ii) any cost
over -runs that occur in the completion of such Improvements. The maximum amount of the City
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liability to assist in the funding of these Improvements, pursuant to the terms of the Resolution
and this Agreement, shall not exceed the Funding Amount set forth herein.
NOW, THEREFORE, in consideration of Ten and No/100 Dollars ($10.00) and for
other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, One Miami and the City hereby agree that the foregoing recitals are true and
correct and further agree as follows:
(1) Incorporation by Reference. The recitals set forth in the preamble to this
Agreement are incorporated by reference as though set forth in full herein and made a part
hereof.
(2) Condition Precedent of Bond Counsel Opinion. It is a condition precedent to the
City's ability to lawfully enter into this Agreement that the City receive a favorable opinion from
it's bond counsel stating that this Agreement and the Completed Riverwalk serve a "public
purpose" in terms of the applicable municipal bond issue.
(3) Construction PIans. One Miami and the City have previously agreed to the
development of the Improvements substantially in accordance with that certain Concept Plan
submitted by One Miami, a copy of which is attached hereto as Exhibit B (the "Concept Plan").
The Concept Plan and construction documents shall comply with the City's Urban Design
Standards and Guidelines applicable to the Completed Riverwalk.
Any material or substantial modification of the Concept Plan shall require the prior, written
approval of the City. One Miami hereby agrees to prepare final detailed construction plans (the
"Construction Documents") in a manner consistent with the Concept Plan. The final plans
shall include all design, engineering and consultants' plans needed for completion of the
Improvements (including, but not limited to, plans for the landscaping, lighting, walkways,
fountains, plaza areas and sculpture garden). The Construction Documents shall be forwarded to
the City for review and approval as to consistency with the Concept Plan, and said approval shall
not be unreasonably withheld or delayed.
(4) Easement. Promptly upon submission of the Construction Documents for
permitting approval, One Miami shall modify the existing grant of Easement Agreement dated
January 21, 1983 ("Easement Agreement"), and submit same to the City for its review,
comment and approval, to expand the Riverwalk to include the Greenway and Riverwalk as
reflected on the Construction Documents. The Improvements, once completed, and the modified
easement shall in combination be considered the "Completed Riverwalk" for purposes of this
Agreement and the Easement Agreement.
(5) Funding. The City shall provide funds for the construction of the Improvements
in accordance with the Resolution, provided the City shall have no obligation to fund any
amounts in excess of the Funding Amount. In return, One Miami hereby agrees that it shall be
I esponsible for all costs of completing construction of the Improvements that exceed the Funding
Amount. Further, if the cost of completion of the Improvements is less than the Funding
Amount, one hundred percent of the savings shall accrue to the City. For purposes of this
Agreement, costs relating to the construction of the Improvements shall include labor, materials,
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supplies; professional and consultant fees for architecture, design, engineering, surveying and
mapping, materials, labor, permit fees, supervisory personnel, or required insurance and bonding
as set forth in this Agreement. For purposes of this Agreement, costs relating to the construction
of the Improvements shall not include fees for lobbyists, legal or tax, environmental or
regulatory counsel, auditors, accountants, brokers and salespersons or consultants (except as
expressly allowed for funding in this section). There shall be no mark up on Construction or
related Costs, that is, only the actual, direct cost incurred by One Miami may be billed to the City
pursuant to this Agreement.
(6) Construction and Draw Requests. One Miami shall be responsible for the
construction of the Improvements substantially in accordance with the Construction Documents.
One Miami shall submit a detailed monthly invoice, which complies with Florida's
Prompt Payment Act, §218.70, Fla. Stat. (2002) to the City for all costs relating to the
construction of the Improvements performed during the preceding month, along with reasonable
substantiating documentation as requested by the City. Provided the work has been performed,
the City shall make payment within thirty (30) days after the date the City receives such detailed
invoice.
(7) Maintenance of the Completed Riverwalk. The Completed Riverwalk shall be
perpetually maintained by the Maintaining Party (as hereinafter defined) in good, clean
condition, which shall at minimum, require that the Completed Riverwalk be maintained in first-
class condition. "First Class Condition" shall require, at a minimum, that materials and or
replacement materials used on the Completed Riverwalk be of better or equal quality used in its
construction. The Completed Riverwalk's appearance shall perpetually mirror requirements of
the Concept Plan, as approved by the City. Promptly upon submission of the Construction
Documents for permitting approval, One Miami agrees to execute and record a covenant to run
with the Property, which provides that the Maintaining Party maintain the Completed Riverwalk
in the manner required by this paragraph. The Maintaining Party shall maintain, in perpetuity,
only the Completed Riverwalk located within the property described in Exhibit A.
For purposes of this Agreement, the Maintaining Party shall be deemed to be the owner,
from time to time, of the Completed Riverwalk until such time as the Completed Riverwalk is
declared to be either common areas or common properties to be maintained by a condominium,
master or homeowner's association organized, existing, and recognized to be in good -standing
under applicable State of Florida laws (the "Governing Association"). From and after the time
that the Completed Riverwalk is so lawfully declared to be either common areas or common
properties as aforesaid: (i) the Maintaining Party shall automatically be deemed the Governing
Association, and shall be bound as the Maintaining Party under this Agreement; and the
condominium or homeownership documents shall expressly provide for this maintenance
obligation; or the City shall receive an executed Assignment and Assumption Agreement from
the Governing Association in a form reasonably acceptable to the City. At such time that (i) the
Governing Association legally owns and holds title to the Completed Riverwalk; and (ii) once all
of the foregoing conditions precedent have been met, then, at such time, One Miami shall
automatically be deemed released from maintenance obligations with respect to the Completed
Riverwalk. Furthermore, prior to being released, One Miami shall furnish to the City documents
evidencing the foregoing in a form reasonably acceptable to the City.
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The City shall be promptly notified in writing of any change in the Maintaining Party's
composition and/or identity.
(8) Insurance and Bonding,• Indemnity and Hold Harmless.
(a) Insurance and Bonding: Prior to commencing the construction of the
Improvements, One Miami shall provide the City's Risk Management
Administrator with evidence, consisting of certificates or policies of insurance
and bonds issued by Florida insurers and/or sureties rated B:V or better per A.M.
Best's Key Rating Guide, latest edition, of. (a) builder's risk insurance for the
full replacement cost of the Improvements; (b) general liability insurance in such
form and amounts as may be reasonably required by the City's Risk Management
Administrator; and (c) a Payment and Performance Bond in substantially the form
prescribed for a public construction bond by Section 255.05, Fla. Stat. (2002);
guaranteeing performance of this Agreement and payment of all subcontractors,
material persons, suppliers and the like in the Funding Amount as set forth herein
or in an amount equivalent to the construction cost of the Completed Riverwalk,
whichever amount is greater. The amount of insurance coverage required will not
be less than the amounts set forth on "Exhibit D". Said insurance policies shall
name the City as an additional insured and said bond shall name the City as an
additional Obligee upon such bond. The foregoing insurance coverage and
bonding shall be maintained in effect by One Miami until final completion and
acceptance of the Improvements by City. One Miami shall furnish to the City's
Risk Management Administrator, certificates of insurance and/or insurance
policies for the coverage required hereunder and the required payment/
performance bond for City review, comment and approval at least thirty (30) days
prior to commencement of construction of Improvements funded by the City. The
City shall be given at least 30 days prior written notice of any cancellation, lapse,
or material modification of said insurance coverage and/or bond.
(b) Hold Harmless and Indemnity. One Miami, its successors and assigns hereby
covenant not to sue, hold harmless, indemnify, and defend the City, the
Downtown Development Authority, the Community Redevelopment Agencies,
and their respective officers or employees in any and all actions, claims, demands,
costs, expenses, liabilities or damages arising or accruing by virtue of acts or
omissions of One Miami, its agents, servants, representatives, successors and
assigns. This hold harmless, indemnity and covenant not to sue includes, without
limitation, any and all claims for personal injury, wrongful death, damage to or
loss of property, violation of applicable laws, codes, rules, construction,
architectural, or design decisions, actions or omissions. The duty to defend may
be complied with, at the option of the City Attorney, by either paying reasonable
attorney's fees for the cost incurred by the City in its defense, or by selecting
defense counsel, the cost of which shall be borne by One Miami. The obligations
under this section shall survive the expiration or cancellation of this Agreement.
(9) Compliance With Laws. One Miami and the City shall at all times comply with
all applicable municipal, state and federal laws, ordinances, codes, statutes, rules and regulations,
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approved development orders, and City of Miami Guidelines governing the design and
construction of the Improvements and the granting of Funds for use thereof.
(10) Miscellaneous.
(a) Enforcement. The provisions of this Agreement may be enforced by all
appropriate actions in law and in equity by any party to this Agreement, or fee
simple owners of the Property. In order to expedite the conclusion of the actions
brought pursuant to this Agreement, the parties, their successors and assigns will
not demand jury trial nor file permissive counterclaims outside the bounds of this
Agreement in such actions.
(b) Counterparts. This Agreement may be executed in any number of counterparts
and by the separate parties hereto in separate counterparts, each of which when
taken together shall be deemed to be one and the same instrument.
(c) City Officials. The "City" is a municipal corporation, and the City Manager as its
Chief Administrative Officer, is empowered to make all decisions with regard to
this Agreement on behalf of the City, unless otherwise provided by law or by
resolution of the City Commission.
(d) Successors and Assigns. This Agreement shall inure to the benefit of and be
binding upon the fee owner of the Property and its successors and assigns. This
Agreement may not be assigned, sold, pledged, hypothecated or encumbered, in
whole or in part, except to the Maintaining Party, as defined in §7, or an
institutional lender providing construction funding for development of the Project,
without the prior approval of the Miami City Commission.
(e) Construction. The section headings contained in this Agreement are for reference
purposes only and shall not affect the meaning or interpretation hereof. All of the
parties to this Agreement have participated fully in the negotiation of this
Agreement, and accordingly, this Agreement shall not be more strictly construed
against any one of the parties hereto. In construing this Agreement, the singular
shall be held to include the plural, the plural shall be held to include the singular,
and reference to any particular gender shall be held to include every other and all
genders.
(f) Notices. Any and all notices required or desired to be given hereunder shall be in
writing and shall be deemed to have been duly given when delivered by hand
(including recognized overnight courier services, such as Federal Express) or
three (3) business days after deposit in the United States mail, by registered or
certified mail, return receipt requested, postage prepaid, and addressed to the
recipient at the address for such party set forth in the introductory paragraph to
this Agreement (or to such other address as any party hereunder shall hereafter
specify to the other in writing).
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AS TO THE City of Miami:
Jorge Cano, Director
Capital Improvement Programs
444 S.W. 2nd Avenue, 8th Floor
Miami, FL 33130
AS TO One Miami:
Related Group of Florida, Inc.
Attention: Jorge Perez, President
2828 Coral Way
Miami, FL 33145
With a copy to:
Alejandro Vilarello, City Attorney
444 S.W. 2nd Ave, Suite 945
Miami, FL 33130
With a copy to:
Matthew B. Gorson, Esq.
Greenberg Traurig
1221 Brickell Avenue
Miami, Fl. 33131
(g) Severability. In the event any term or provision of this Agreement is determined
by appropriate judicial authority to be illegal or otherwise invalid, such provision
shall be given its nearest legal meaning or be construed as deleted as such
authority determines, and the remainder of this Agreement shall be construed in
full force and effect.
(h) Exhibits. All of the Exhibits attached to this Agreement are incorporated in, and
made a part of, this Agreement.
(i) Amendments: Termination. This Agreement may not be amended, modified or
terminated except by written agreement of the parties hereto; provided, however,
after the time the Completed Riverwalk is declared to be either common areas or
common properties to be maintained by the Governing Association, the
instrument of amendment or termination shall be executed solely by the
Governing Association and recorded in the Public Records of Miami -Dade
County, Florida in lieu of the individual condominium owners and their
mortgagees. Further, no modification or amendment, excepting a termination for
cause by the City under Section 11 herein, shall be effective unless in writing and
executed by the parties, employing the same formalities as were used in the
execution of this Agreement.
(11) Default.
(a) Termination for Cause. In the event of a default, which is not cured within ninety
(90) days following the date of a written notice mailed as provided in Section 10
herein, the parties shall have all rights and remedies provided by law or equity.
The City Manager shall grant one extension of not more than ninety (90)
additional days in total if such failure to cure is due to Force Majeure as that term
is interpreted under Florida law.
(b) This Agreement and/or the City's funding obligations under the Agreement may
be terminated, for cause, at the option of and by the City Manager, if any default
is not cured by One Miami or One Miami does not comply with any material
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terms, covenants or condition provided herein within ninety (90) days of a written
notice from the City Manager; or when, in the opinion of the City Commission,
termination is necessary to protect the interests of public health, safety or general
welfare. This subsection shall not apply during any period of Force Majeure
extension under § 10(a).
(c) One Miami fails to obtain the insurance or bonding herein required.
(d) A mechanics, laborers or similar lien is placed upon the Completed Riverwalk or
other City owned property due to actions of One Miami, and is not contested,
bonded, or discharged by One Miami within thirty (30) days of its recordation.
(e) One Miami fails to comply, in a substantial or material sense, with any of its
duties under this Agreement or any Agreement it has with the City arising by
virtue of this Agreement, including, without limitation, the Easement Agreement.
(f) One Miami shall have no recourse from a termination made by the City in
accordance to this Section except to retain the funds already disbursed in full and
final settlement of any claim, action, demand, cost, charge or entitlement it may
have, or will, have against the City, its officials or employees.
(12) Covenants Running with the Land. It is intended that the terms, conditions,
covenants, rights, obligations and burdens set forth in this Agreement, and the Easement
Agreement, shall run with the title to the Property.
(13) Entire Agreement. This Agreement constitutes the entire agreement between the
parties with respect to the subject matter hereof and supercedes all prior agreements,
understandings and arrangements, both oral and written, between the parties with respect thereto.
(14) Governing Law. This Agreement shall be construed in accordance with, and
governed by, the laws of the State of Florida. Venue for all actions under this Agreement shall
be in Miami -Dade County, Florida.
(15) No Joint Venture Or Third -Party Beneficiaries. One Miami is an independent
contractor and is not an agent, joint venture, partner or affiliate of the City, nor can the City be
bound to honor any obligation or duty of One Miami, except as expressly provided herein.
Neither the City nor One Miami intends to directly or substantially benefit a third -party
by this Agreement. Therefore, the parties agree there are no third party beneficiaries to this
Agreement and that no third -party shall be entitled to assert a claim against either of them based
upon this Agreement.
(16) No Discrimination. One Miami represents and warrants that there shall be no
unlawful discrimination as provided by federal, state or local law, in connection with its
performance under this Agreement.
(17) Authority of One Miami Siggiatories. The undersigned Trustee executing this
Agreement on behalf of One Miami has authority of record pursuant to Land Trust No. 2401-
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1149-00, and all applicable laws of the State of Florida to act on behalf of and bind One Miami
to every condition, covenant and duty set forth herein.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and
year first above written.
WITNESSES:
Name:
Name:
STATE OF FLORIDA)
) SS:
COUNTY OF MIAMI-DADE)
"One Miami"
City National Bank of Florida, a national
banking corporation, as Trustee under Land
Trust No. 2401-1149-00
By:
Print Name:
Title:
Date:
The foregoing instrument was acknowledged before me this day of ,
2003 by , as of City National Bank of Florida, a national
banking corporation, as Trustee under Land Trust No. 2401-1149-00. He/she personally
appeared before me, is personally known to me or produced
as identification.
Notary:
[NOTARIAL SEAL] Print Name:
Notary Public, State of Florida
My commission expires:
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ATTEST:
Priscilla Thompson, City Clerk
APPROVED AS TO INSURANCE
REQUIREMENTS:
Diane Ericson, Risk Management
Administrator
CITY OF MIAMI, a municipal corporation of the
State of Florida
By:
Name: Joe Arriola
Title: City Manager
APPROVED AS TO FORM AND
CORRECTNESS:
Alejandro Vilarello, City Attorney
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EXHIBIT "A"
Legal Description of Property
All of Tract A, ONE MIAMI PARCEL A, recorded in Plat Book 155
at Page 80, of the Public Records of Miami -Dade County, Florida.
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EXHIBIT "B"
Concept Plan
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EXHIBIT "C"
Resolution No. 02-1303
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CITY OF MIAMI, FLORIDA
INTER -OFFICE MEMORANDUM
TO: Honorable Mayor and Members o e
sty Commissi '
0
FROM:
Joe Arriola
Administrator
36
DATE: App L ! 2W3 FILE:
SUBJECT
Resolution — Funding Agreement
For River Walk at One Miami
REFERENCES:
ENCLOSURES:
RECOMMENDATION
It is respectfully recommended that the City Commission adopt the attached resolution
authorizing the City Manager to execute the attached agreement with City National Bank of
Florida, as Trustee for One Miami, to provide funds in the amount of $4,160,000 to construct a
public greenway or river walk as a gateway to the City at the mouth of the Miami River, with
funds allocated from Capital Improvement Project No. 341210.
BACKGROUND
Dating back to the 1989 Downtown Miami Master Plan, the City of Miami set a goal to "achieve
a livable city center with a variety of urban housing for persons of all income levels." After
many years of little residential construction, the Related Group of Florida, Inc. is now building
"One Miami," a 900 -unit, mixed -used residential project located in downtown Miami at the
mouth of the Miami River. It is the first development project in more than 30 years to fulfill the
City's goal to create market -rate, middle income residential housing in this area.
Included in this project, as an essential component, is a signature greenway or river walk, a
public promenade that is approximately 23 feet wide running approximately 1,000 linear feet
along the River. This feature is intended to serve as public access to the waterfront, as an
amenity for the general public of Miami, and as a gateway to the City. Given its prominence in
the local geography, the Related Group has elevated the design and quality of the river walk and
greenway so that it will showcase Miami as a world class city by incorporating works of art, high
tech specialty lighting, and unique water features. The river walk will be constructed on property
that is already the subject of an existing public easement, in perpetuity, pursuant to an agreement
dated January 21 st, 1983.
On December 12, 2002; the City Commission adopted Resolution No. 02-1303 authorizing the
allocation of $4,160,000 in City funds for Related to construct the public river walk on the
easement, and directing the City Manager to prepare an agreement for this purpose. The attached
agreement lays forth the duties and responsibilities of the City and the developer, represented by
City National Bank of Florida as Trustee under Land Trust No. 2401-1149-00 for the One Miami
project. Among other things, the agreement provides for One Miami and its successors to
maintain public access, and the improvements in a first class condition, in perpetuity.
03- 465
Funds for this purpose are available from Capital Improvement Project No. 341210, Downtown
Infrastructure Improvements, under the Homeland Defense — Neighborhood Improvement Bond
Program. The City's Bond Oversight Board reviewed and approved of the proposed use of such
funds at its meeting of December 11, 2002. The agreement was subsequently reviewed by the
City's bond counsel, the firm of Squire, Sanders and Dempsey, L.L.P., that has opined that the
agreement is consistent with the intent of the bond program as approved by the voters.
FISCAL IMPACT
The grant of $4,160,000 will lessen by that amount the funds available for capital improvements
in downtown. However, the One Miami project is to bring in more than $1.8 million in annual
tax revenue to the City for the residential portion alone, and this property tax revenue increase
may be allocated to replenish the bond funds, if the City chooses.
03- 405
Budgetary Impact Analysis
Department Capital Improvements Division
Commission Meeting Date: April 24, 2003
Title and brief description of legislation or attached ordinance/resolution:
Authorize Execution of Agreement for One Miami River Walk - a grant of $4.160.000
from Downtown Infrastructure Improvement funds to construct a public promenade on an
easement at the mouth of the Miami River
1. Is this item related to revenue? NO ❑ Yes X (If yes, skip to item #4)
2. Are there sufficient funds in Line Item? YES
CIP Project #: 341210 (If applicable)
Yes: X Index Code: 999307 Minor: 860
No: Complete the following information:
3. Source of funds: Amount budgeted in the line item:
Balance in line item:
Amount needed in line item:
Sufficient funds will be transferred from the following- line items
Amount: $4,160,000
ACTION ACCOUNT NUMBER
TOTAL
Project No./Index/Minor Object
From
$
From
$
To
$
To
$
4. Comments:
The One Miami project is expected to bring in more than $1.8 million in annual
property tax revenue to the City from its residential portion alone, and this
revenue increase may be used to replenish the bond funds
Approved by:
V
Director/Designee
;, Budgetin 4&
Date: 4/-),1
APPROVALS
Date
Verified by CIP applic ble)
• � V rQ�
D' ect esignee
Date:
Homeland Defense/Neighborhood Improvement Bonds
PROJECT NAME
TOTAL BOND
IST SERIES
DOLLARS
SPENT TO
BALANCE
ALLOCATION
APPROPRIATION
DATE
CIP No. 341210
$10,000,000
$10,000,000
0
$10,000,000
Downtown
Infrastructure
Improvements
03- 4s5
J-02-1034
12/12/02
RESOLUTION N0. 02-1303
A RESOLUTION OF THE MIAMI CITY COMMISSION
AUTHORIZING A GRANT TO THE RELATED GROUP OF
FLORIDA, INC., IN THE AMOUNT OF $4,160,000,
FOR CONSTRUCTION OP A GREENWAY AND RIVERWALK
LOCATED AT THE MOUTH OF THE MIAMI RIVER AS
PARI' OF THE ONE MIAMI PROJECT TO SERVE AS A
GATEWAY TO THE CITY OF MIAMI; ALLOCATING
FUNDS FROM THE HOMELAND DEFENSE NEIGHBORHOOD
IMPROVEMENT BOND PROGRAM, DOWNTOWN
INFRASTRVCTURE IMPROVEMENTS; DIRECTING THE
CITY MANAGER TO PRESENT AN AGREEMENT AND ALL
OTHER NECESSARY DOCUMENTS, IN A FORM
ACCEPTABLE TO TH3 CITY ATTORNEY, TO THE CITY
COMMISSION FOR ITS CONSIDERATION AS SOON AS
PRACTICABLE, WITH TERMS AND CONDITIONS SET
FORTH IN THE AGREEMENT, INCLUDING, BUT NOT
LIMITED TO THOSE REQUIREMENTS CONTAINED
HEREIN.
WHEREAS, the City of Miami established a goal to "achieve a
livable City center with a variety of urban housing for people
of all levels,- pursuant to the 1989 Downtown Miami Master Plan,
adopted by Resolution No, 89-990; and
WHEREAS, the marketplace, on its own, has yet to lure
sizeable residential developments geared to the middle income
segment of the housing market within the Downtown Central
Business Core; and
czrY Ca�a$stost
MF.ErING OP
DEC 1 2 2002
R"Oh t9om Na
03- 465
WHEREAS, the Related Group of Florida, Inc. ("Related") is
poised to build "One Miami," a 900 -unit, mixed -used residential
project in downtown Miami, the first development project in more
than 30 years to fulfill the City's goal to create market -rate,
middle income residential housing; and
WHEREAS, included in this project as an essential component
will be a signature Greenway and Riverwalk, approximately
22 feet wide running approximately 1,000 linear feet along the
Miami River,
to
serve as
a public amenity for all of Miami and
as a gateway
to
the City;
and
WHEREAS, Related has elevated the design and quality of the
Greenway and Riverwalk so that it will showcase Miami as a world
class city by displaying and incorporating works of art,
high-tech specialty lighting, and unique water features; and
WHEREAS, given the substantial risks undertaken by Related
in creating this residential development and in raising the
quality of design of its public amenities, it is appropriLze
that the City assist the One Miami Project in becoming a
reality; and
Page 2 of 6
or
03- 465-
Mrr-I-ejJ-c.L1u.) 11 • U4 L _ ' r L.LGrUI= Ver t'...0
J✓JJ OJO 1010 r . U4
WHEREAS, Related has requested the City of Mianli,s
assistance, in the amount of $4,160,000, to build a signature
gateway; and
WHEREAS, the City Manager recommends that certain terms,
including but not limited to the following be incorporated in
the agreement:
1. the City shall designate and keep available
funding, in the amount of $4,160,000, as a
contribution for the Riverwalk/Gateway portion of
the One Miami Project;
2. Related shall complete the improvements,
including specified items located outside the
public easement, in substantial accordance with
the Concept Plan provided to the City;
3. Related shall cover any cost overrun that occurs
in the completion of the improvements, and
conversely, will return any savings realized
overall on the construction of the improvements
to the City;
4. Related shall modify the public easement as
provided in the Grant of Easement Agreement,
dated January 21, 1983, to be consistent with the
Concept Plan and grant adequate access to the
public;
5. Related and its successors shall be responsible
for the maintenance of the improvements in
perpetuity; and
S. Related shall apply for the release of grant
funds monthly and will provide all necessary
documentation to satisfy the City as to the
Propriety of amounts requested as disbursements;
and
Page 3 of 6 03-
4
WHEREAS, funds are available from approved allocations to
specific projects under the Homeland Defense Neighborhood
Improvement Bond Program ("HDN1BP'1); and
WHEREAS, HDNIBP Downtown Infrastructure Improvement Funds
will be replenished by fifty percent (50%-) of the ad valorem
:increment generated by the Project; and
WHEREAS, the City's Bond Oversight Board reviewed and
approved the proposed use of such funds at its meeting of
December 11, 2002; and
WHEREAS, the Administration has pledged to seek grant funds
from various sources, including the Metropolitan Planning
Organization, the Florida Departments of Transportation and
Environmental Protection and the Florida Inland Navigation
District to replace the City bond funds;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE
CITY OF MIAMI, FLORIDA:
Section 1., The recitals and findings found in the
Preamble of this Resolution are adopted by reference and
incorporated as if fully set forth in this section.
Page 4 of 6
03- 465
Secticn 2. A grant, in the amount of $4,160,000, to the
Related Group of Florida, Inc. is authorized, for construction
of a Greenway and Riverwalk to serve as a gateway, located at
the mouth of the Miami River as part of the One Miami Project to
serve as a gateway to the City of Miami, with funds allocated
from the Homeland Defense Neighborhood Improvement Bond Program,
Downtown Infrastructure Improvements.
Section 3. The City Manager is directed!' to present an
agreement and all necessary documents, in a form acceptable to
the city Attorney, to the City Commission for its consideration
as soon as practicable, with terms and conditions set forth in
the agreement, including, but not limited to those contained
herein.
Section 4. This Resolution shall become effective
immediately upon its adoption and signature of the Mayor Y
The 'ierein author:zatior. is further subject to co=. fiance wit1. all
requirements that may be imposed by the City Attorney, including but
not limited to those prescribed by applicable City. Charter and Code
provisions.
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.
Page 5 of 6
03- 465
PASSED AND ADOPTED this 12th day Of December , 2002.
MAMML A. D-LAZ, R
ATTEST:
( It A'd P.
'- f141 A
n
A
PRISCILLA A. THOMPSO
CITY CLERK
CTNESS4t-
W6750:tr:AS:BSS
Page 6 of 6
TOTAL P.07
03- 465
-S)WPLE
INSURAN REQUIREMENTS FOR A CERT" It;ATE OF INSURANCE
Name of Contractor hereby agrees to maintain insurance and provide evidence by a Certificate
of Insurance Showing:
I. Commercial General Liability
A. Limits of Liability
Bodily Injury and Property Damage Liability
Combined Single Limit
Each Occurrence $ 1,000,000
General Aggregate Limit
Per Project $ 2,000,000
ProductsJCompleted Operations
Aggregate Limit
Per Project $ 2,000,000
Personal and Advertising Injury $ 1,000,000
B. Coverages and Endorsements Required
• City of Miami included as an Additional Insured
• Products/Completed Operations
This coverage shall be kept in fore for a period of not less than
three years toxin the date on which the work was perf"omied
• Employees induded.at: ihoute .
• Personal Injury
• ContactualLrabiity,
• Explosion, Colfaipse and Under#mUnd Hazard
• Mobile Equipment (Corfractom Equipment)
Whether owned, leased. borrowed or rented by the contractor or by
employees of the contractor
• Loading and Unloading
• Independent Contractors
• Care, Custody or Control Exclusion Removed
• Incidental Medical Malpractice
• Waiver of Subrogation .
• Premises/Operations
03- 465
SAMPLE
INSURANC REQUIREMENTS FOR A CERTI ;ATE OF INSURANCE
II. Business Automobile Liability
A. Limits of Liability
Bodily Injury and Property Damage Liability
Combined Single Limn
Any Auto
Including Hired, Borrowed or Non -Owned Autos
Any One Accident $1,000,000
Uninsured Motorists $1,000,000
Underinsured Motorists $1,000►000
B. Coverage and Endorsements Required
• City of Miami named as an Additional Insured
Loading and Unloading
• Employees as Insureds
• Waiver of Subrogation
III. • Workers' Compensation
Limits of Liability
Statutory — State of Florida
IV. Employers' Liability
A. Limits of Liability
$1,000,000 for Bodily Injury caused by an Accident, Each Accident.
$1,000,000 for Bodily Injury caused by a D_ isease, Each Employee.
$1,000,000 for Bodily Injury c;aused�b-P&iase,-Policy LiniP
B. Coverage required where work` is b®ing performed (Florida,
V. Umbrella Policy
A. Limits of Liability
Bodily Injury and Property Damage Liability
Combined Single Limit
Each Occurrence $�,000,000
Aggregate $2,900,000
Products/Completed Operations
Aggregate Limit $2,006.,000
B. Excess coverage over the policies as follows:
Commercial General Liability
Business Autoi'hobile Liability
Employers' Liability
03- 465
SAMPLE
INSURANCE- =QUIREMENTS FOR A CERTIFi TE - OF INSURANCE
VI. Builders' Risk
A. Limits of Liability
To be determined by according to the terms of the construction contract
B. Coverages and Endorsements Required
• "AII Risk' Form
• Non -Reporting Form - Completed Value
•
Specific Coverage - (Project Location and Description)
• Loss or damage to building material, and -property of every kind
and description, including Insured's property to be used in, or
incidental to construction and property -of others to be used in,
or incidental to, constructions
Business Interruption
• Boiler and Machinery
• Transit
• Foundation Coverage, Including Pilings
• Scaffolding and Forms Coverage
• Plans, Blueprints and Specifications Coverage
• Collapse
• Flood including inundation, rain, seepage and water damage
• Earthquake
• Subsidence
• Windstorm including Hurricane
• Freezing and Temperature Extremes or Changes Coverage
• Ordinance or Building Laws
• Theft or Burglary
• Coverage for Loss Arising out of Faulty Work or Faulty Materials
• Coverage for Loss Arising Out of Design Error or Omission
• Coverage for Particular Part Which Was Improperly Designed
• Testing
• Debris Removal
• Soft (Additional Financing) Costs Coverage
• Replacement Cost Valuation
• Coinsurance Requirements Waived
• Waiver of Subrogation
• Maintenance of Insurarfe Coverage through Warranty Period