HomeMy WebLinkAboutM-97-040819
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.".farldme Park Agreeme►.
Summary of Terms and Conditions
LEASE TERMS:
• A forty-five (45) year initial lease term.
• Rental rate for years 1-10 shall be $4,000,000 per year.
• Rental rate for years 1 i -15 shall be $4,000,000 per year Increasing by 1.5% per year
until and including year I S.
• Rental rate for year 16 shall be $4,500,000.
• Rental rate for years 17-45 shall be $4,500,000 per year increasing by 3% per year.
• At the Commencement of the initial lease year, the County shall make a payment to the
City of $29,000,000 consisting of the sum of the following: (1 $4,000,000 for first
year rent plus (11) advance rent payments for years 44 and 45.
TOTAL OF ALL CASH RENT PAYMENTS - $279,107,355 at Net Present Value of
$97,424,170. (note: see summary of lease payment schedule at end of document)
IN ADDITION TO RENTAL PAYMENTS:
• County to defease outstanding Parks Bonds valued at $3,950,000
• County contributes cost of new Fire Station In Park up to total of $2,000,000
• County to remove the reverter clause restricting the sale of two parcels on Municipal
Justice Tract - 1155 NW 11 th Street.
• County to convey title without restrictions to Stadium Warehouse - 850 to 864 NW
23rd Street.
• County to provide City G.I.S. building level data base for geographic area of City and 1
mile perimeter.
• County to assume full costs of maintaining enhancements to regional arterial roadways
on US 1 /Dixie Highway, U.S. 1 /Biscayne Boulevard from the Miami River to City limits
and SW 8th Street from Brickeil Avenue to City Limits.
• County to assume full maintenance costs for canals, Biscayne Bay shorelines, Miami
River shoreline and Biscayne Bay Spoil Islands. County to convey title to southerly two-
thirds of parking lot adjacent to WASA pump station at 3rd Street and NW North
River Drive.
• County to remove lease conveyance approval provision from Virginia Key Beach deed.
97- 408
LEASE CONDITIO'
• No Subrogation or Assignment of Leasehold Rights
• City Not Liable for Payment of Future Ad Valorem Taxes (if assessed against private
Improvements/leases) .
• If, for any reason, commercial development on the property, except the arena, is
exempted from ad valorem. taxes, the County shall make an annual payment In- lieu -of -
taxes to the City
• All Site Development 8E Use Subject to City Master Plan, Zoning and DRI Development
Order as well as oversight by the DDA and a to be formed Maritime Board.
• Mandated City Police and Fire Services.
• County will save and hold harmless the City from any damages arising from lawsuits by
Leisure Management International by virtue of County's sole decision and efforts to
construct a new arena.
• County shall, at its sole expense, mitigate any requirements imposed as a result of
amendments to the Downtown DRI Development Order necessitated by the County's
development program for the property.
• County agrees to construct pedestrian bridge to Bayside per 12/7/95 lease terms.
• Programming for outdoor events on the Project site shall be subject to approval by the
City's Bayfront Park Management Trust.
• The Arena shall Include "Miami" within its name.
• The County shall not contest the docking of any vessels, regardless of size, at Watson
Island.
ENVIRONMENTAL REMEDIATION:
The City and County acknowledge that as of the date of this Letter of Intent, the City has made no
Investigation of environmental matters with respect to the Property. Accordingly, prior to entering
Into a Lease Agreement, the City shall undertake an environmental audit of the Property to assess
the existence of contamination, Identify the types and amounts of hazardous substances In the soil
and water, designate which areas are affected by the contamination or can be potentially affected;
and evaluate the extent and cost of remedial action which may be required under the applicable laws
and regulations, taking into consideration the site layout and description of the Improvements, and
land use activities which are being proposed for development of the Property.
The County agrees to cooperate with the City and Its Consultant by identifying and furnishing copies
of all reports, data, or other information in the possession of the County, or any of its agencies,
pertaining to the environmental condition of the Property.
If the environmental audit discovers that contamination exist at the Property, the City will agree to
pay 50% of the costs of remediation up to, but not to exceed, $ 10,000,000 as the City's share.
Additionally, the Lease Agreement shall contain contractual provisions limiting the City's subsequent
liability in connection with environmental matters which shall Include:
1. The County shall be designated as the "generator" of the wastes produced by any
Investigation, remedial action, or construction activities undertaken at the Property;
2. the City shall have releases or contribution protection with respect to all work
(construction and remedlation) performed at the Property; 9 7 - 408
(2)
11 SNP i i
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3. the City will, re erve approval rights with respect to the desl^-.,and construction of the
improveme; t the Property, in the event that any specil ement of the design or
construction would require extraordinary remediation action and result In an unexpected
and substantial increase in costs;
4. the County will assume all liability for any contamination at the Property which is
discovered during the Lease Term which is not identified as existing at the Property at the
Commencement of the Lease Term.
S. Any remediation costs due to changes in the configuration of the property's existing
shoreline or relocation of the existing slip shall be borne completely by the County.
USE AND DEVELOPMENT PARAMETERS:
Use and Development Parameters for Proposed 60 acre Maritime Park Project:
• Primary Uses
Public Park and Baywalk - Not less than 60% of the total upland area
(previously 80% w/o arena)
Cruise Terminals - 2-S berthing slips for Cruise Vessels
Sports and Entertainment Arena
• Ancillary Uses
Public Cultural Facilities, Museums and Visitor Attractions - no limit
Specialty Entertainment - Dining, Theaters, Specialty Cinema, Clubs - no limit
Specialty cruise, charter boat, and tour boat marina - not to exceed 25 slips
• Restricted Uses
Retail - Shoppers goods, general merchandise - Not to exceed 100,000 gross
leaseable square feet
Office - Administrative support space serving primary and ancillary uses -
No primary use business office space permitted.
Residential - No residential condominium or apartment uses.
Hotel - No hotel or transient overnight accommodations (excluding cruise vessels).
Gaming - No class I, class II or class III gaming shall be permitted.
Cargo and Ferry Services - No Cargo ship, container ship or auto ferry vessel
berthing.
(a? 97- 408
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SUMMARY OF LEASE PAYMENT SCHEDULE
Lease term In years 45
Initial Lease Payment $ 4,000,000
Annual Increase 1.5%
Commencing In year 1 i
Increase to $4,500,000
In Year 16
Annual Increase 3.0%
Commencing In Year 17
Initial Cash Payment (inclusive of first annual lease payment) $ 29,000,000
YEAR Cash Payments
Initial + 1 $29,000,000
2 4,000,000
3 4,000,000
4 4,000,000
5 4,000,000
6 4,000,000
7 4,000,000
8 4,000,000
9 4,000,000
10 4,000,000
11 4,060,000
12 4,120,900
13 4.182,714
14 4,245,455
15 4,309,137
16 4,500,000
17 4,635,000
18 4,774,050
19 4,917,272
20 5,064, 790
21 5,216, 734
22 5,373,236
23 5,534,433
24 5,700,466
25 5,871,480
26 6,047,624
27, 6,229,053
28 6,415,925
29 6,608,403
30 6,806,655
31 7,010,855
32 7,221,181
33 7,437,816
34 7,660,950
35 7,690,779
36 8,127,502
37 8,371,327
38 8,622,467
39 8,881,141
40 9,147,575
41 9,422,002
42 9,704,662
43 9,995,801
44
45
$279,107,355
64) 97-- 408
MAYOR
METROPOLITAN DADE COUNTY
June 9, 1997
The Honorable Joe Carollo
Mayor, City of Miami
3500 Pan American Drive
Miami, Florida 33133
Re: Independent Appraisal of Bicentennial Park/ FEC Property
Dear Mayor G Wee @.
In my letter to you dated May 6, 1997, I offered proposed terms for a ground lease between the
City of Miami (City) and Metro -Dade County (County) for the above captioned properties. I
also indicated in the offer letter that I would accept an agreement between the City and the
County to undertake an appraisal process to determine the Fair Market Value of the above
captioned properties, if the City found the payment terms of our offer unacceptable. As you
know, it is customary business practice to base the present value of ground lease payments on the
Fair Market Value of the property to be leased.
Accordingly, you will find attached a cover letter from Mr. J. Mark Quinlivan, MAI, of
Quinlivan Appraisal, P.A., setting forth his conclusions of an Appraisal Report undertaken by
him on behalf of the County to determine the Market Value of the above captioned properties.
Mr. Quinlivan is a State -Certified General Appraiser with substantial experience in appraising
downtown Miami properties. The conclusion of his Appraisal Report is that the combined
Market Value of the FEC Tract and the Bicentennial Park Tract is $80 million dollars. His
Appraisal Report, which I will forward to you, sets forth the identification of the property, the
assumptions and limiting conditions, pertinent facts about the area and subject property
(including the assessed value of the properties), comparable data, the results of the investigations
and analyses, and the reasoning leading to the conclusions set forth.
Mayor Carollo, in consideration of the Appraisal Report from Mr. Quinlivan, the lease offer
made by the County on May 6, 1997 is more than fair and reasonable for the City of Miami. I
would again propose that the May 6, 1997 offer be the basis for a ground lease agreement
STEPHEN P. CLARK CENTER, 111 N. W. FIRST STREET, SUITE 2910, MIAMI, FLORIDA 33128-1994 • (305) 375.5071 • FAX (305) 375-3618
408
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Mayor Joe Carollo
June 9, 1997
Page 2
between the City and the County. Should the City continue to find the offer unacceptable, I
would propose that the City retain a local MAI appraiser to conduct a Market Value appraisal of
the above captioned properties. Should there be a difference between Mr. Quinlivan's Market
Value Appraisal and one provided by the City's appraiser, I would propose that they select a third
MAI appraiser by mutual agreement. Working jointly, the three appraisers would then determine
a Fair Market Value for the above captioned properties, which would be acceptable to the County
as the underlying valuation for any ground lease transaction.
As we have discussed, our ability to reach an agreement on this matter is critical to fulfilling the
mandate given to us last November by the people of both the City of Miami and Dade County.
Further, it represents a unique opportunity for our respective governments to work in partnership
towards the revitalization of the Downtown waterfront. It is my hope that we can soon reach an
agreement that we both find suitable to bring before our respective Commissions.
I look forward to your prompt response and to our continued working relationship.
Sincerely,
067
Alex Penelas
Mayor
cc: The Honorable Chairperson and Members of the Dade County Commission
The Honorable Members, City of Miami Commission
Armando Vidal, P.E., County Manager
Edward Marquez, City of Miami Manager
97- 408
MAKN OunrsaTAR, MAI
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June 2, 1997
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TaL�erso�rs (0016) 6634SU
PAZ (306) 6654991
Jerry S. Hall, Assistant Director
Facilities Planning & Development Division
General Services Administration
Metropolitan Dade County
111 N.W. 1st Street, Suite 2460
Miami, Florida 33128-1907
Dear Mr. Hall:
Gazoomi A. Gow*=, MA1
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Twou" r. X"amenxma. MAI
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In accordance with your request and authorization, I have prepared this Complete,
Self -Contained Appraisal Report covering. the following described property:
Two land parcels containing 50.2276 acres on the
east side of Biscayne Boulevard between N.B. 6th
Street and' N.E. 13th Street, Miami, Florida.
The purpose of this Appraisal is to estimate the Market Value of the described
property as of June 1, 1997, being one of the dates of personal inspection.
It has been reported to the appraiser that a portion of the property contains
environtnental contamination. Apparently the extent of the contamination nor the
cost to clean-up and monitor the site is known at this time. The final value
estimate would have to be reduced by these costs, when they become available.
'no narrative Appraisal Report that follows sets forth the identification of the
property, the assumptions and limiting conditions, pertinent facts about the area and
the subject property, comparable data, the results of the investigations and
analyses, and the reasoning leading to the conclusions set forth.
07- 408
Li
Jess-y S. Hall, Aw'stani Dizvetar
GewsW Sww AdndnUtmflon
June 20 IM
Pap 2
Based on the inspection of the property and the investigabon and analyses
undetuken, I have formed the opinion that, as of June 1. 1997, the subject
property has a Market Value of:
FEC M
hEAWW VA=
BICESMNUL I!ARK TUCr
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Respectfully submitted,
PJA& Quwvani M"
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97- 408