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HomeMy WebLinkAboutItem #36B - Discussion ItemCITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM To : Honorable City Commissioners DATE : March 22, 1996 FILE FROM : Stephen P. Clark Mayor SUBJECT : REFERENCES: ENCLOSURES: Please be advised that at the Regular Commission meeting scheduled for March 26, 1996, I plan to introduce as a discussion item, the approval of the Asset Purchase Agreement between the City of Miami and Decoma Miami Associates, Ltd. This item has been set as a time certain of 3:00 p.m. The Asset Purchase Agreement will be forwarded to you separately by the City Manager's Office. I have been informed by the City Attorney that this item may not be discussed at this weekend's City Commission meeting because of the subject matter of the noticed special meeting. Should you have any questions, please contact Maritza Pereira. Thank you. SPC:ekm cc: Cesar Odio, City Manager A. Quinn Jones, III, City Attorney Walter Foeinan, City Clerk Elvi Gallestegui, Agenda Coordinator ..11' ! :.. -IV 1 d ZZ k, H MEMORANDUM TO: J.L. Plummer, Commissioner Cesar H. Odio, City Manager Christina Cuervo, Chief of Staff FROM: Krongold and Todd, P.A. RE: City of Miami; Purchase from Decoma Miami Associates, Ltd. DATE: March 26, 1996 We have not had sufficient time to fully review the Amended Asset Purchase Agreement received after 12:00 noon today, but request that you note the following: 1. Exhibit F, Consent and Agreement, (and all the exhibits thereto) is still attached. 2. Exhibit G, Second Amendment to License Agreement, is still attached. 3. Section l.lb on page 3 has been modified by adding the _- words "other than Section D.8.1.1(iv) thereof" to this Section which concerns rendering the non -compete provisions ineffectual. This language requires clarification. Is Decoma making reference to the six month extension of the Management Agreement? 4. Decoma has added a new Section 6.1.7 on page 22 which makes it an additional condition to Seller's obligations that the City shall have executed and delivered the Amended and Restated Management Agreement attached as Exhibit B. If the City Commission approves this agreement, it shall have approved the Amended and Restated Management Agreement. According the Amended and Restated Management Agreement must be carefully reviewed and if necessary appropriate revisions made before the contract is submitted to the City Commission. In the �. alternative, 6.1.7 must be deleted. 5. One 30 day provision was changed to 60 days in Section 6.2.4 on page 23; but another 30 day provision was left unchanged. k, A, CITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM TO : Honorable City Commissioners DATE : March 22, 1996 FILE : SUBJECT : FROM : Stephen P. Clark REFERENCES: Mayor ENCLOSURES: Please be advised that at the Regular Commission meeting scheduled for March 26, 1996, I plan to introduce as a discussion item, the approval of the Asset Purchase Agreement between the City of Miami and Decoma Miami Associates, Ltd. This item has been set as a time certain of 3:00 p.m. The Asset Purchase Agreement will be forwarded to you separately by the City Manager's Office. I have been informed by the City Attorney that this item may not be discussed at this weekend's City Commission meeting because of the subject matter of the noticed special meeting. Should you have any questions, please contact Maritza Pereira. Thank you. SPC:ekni cc: Cesar Odio, City Manager A. Quinn Jones, III, City Attorney Walter Foeman, City Clerk Elvi Gallestegui, Agenda Coordinator 4