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HomeMy WebLinkAboutM-95-0033CITY OF MIAM1, FLORIDA INTER -OFFICE MEMORANDUM 1 TO: Hon. Stephen P. Clark DATE : December 14, 1994 FILE Mayor sUEUECT : Agenda Item for January 12,1994 FROM : •11 J. Dawkll]S REFERENCES: Commissioner ENCLOSURES On November 14, 1994 I forwarded a memorandum to the Mayor and Commissioners; the subject of the memorandum was "Interlocal Agreement" This memorandum outlined the Options I and II, on how the City and County could set up an "Independent Agency" for the Overtown/Park West Redeelopment Authority. Please schedule an item on the January 12, 1995 commission meeting agenda for me to discuss the Interlocal Agreement, so that we can go on record by stating our position openly on the issue, without violating the Sunshine Law. By copy of this memorandum I am also requesting that Mayor Clark call a Special Town Hall meeting; specifying date, time and place of the meeting, in order that the residents of Overtown area be given the opportunity to express themselves on the issue. cc: Hon. J.L. Plummer Vice Mayor Hon. Wifredo Gort, Commissioner Hon. Victor De Yurre, Commissioner Cesar Odio, City Manager Matty Hirai, City Clerk ,Elba Gallastegui, Agenda Coordinator 9�- 33 TO : Cesar H. Odio City Manager Herbert J. Bailey FROM : Assistant City M G CITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM DATE : November 29, 1994 FILE : SUBJECT : Response to Memorandum Regarding Interlocal Agreement REFERENCES: ENCLOSURES: In response to y#ur request regarding the attached memorandum from Vice Mayor Dawkins regarding the Interlocal Agreement, it is my recommendation that we consider Option H. The conditions in Option A in my opinion, represent the intent of the City Commission at the hearing in which Chairman Teele made a presentation and it also represents our understanding of Chairman Teele's proposal. The one exception being that the City and the County will simultaneously transfer to the Authority all of the powers and considerations permitted by law. Those powers not permitted by statute will be jointly managed by the County and the City. In support of Option II, I am attaching the final document which would have to be executed to facilitate the necessary transference. The Interlocal Agreement attached to Vice Mayor Dawkins' memorandum is necessary to validate the consent by the County and the City to set up an agency. The tripartite Interlocal Agreement which is attached to this memorandum would be the document that has to be executed by the County, the City and the Authority. HJB/ju Attachments 95- 33 3 CITY OF MIAMI, FLORIDA IN ER FFI E MEMORANDUMT'� .3i: TO : Honorable May r and DATE November 14, 1994 FILE Members of the City Commission SUEUECT : Interlocal Agreement FROM : REFERENCES Miller J. Dawkins Vice Mayor ENCLOSURES: Pursuant to the City Commission meeting of October 27, 1994 in which the City Commission directed the administration to begin negotiations on a new Interlocal Agreement between the City and the County relative to .the Southeast Overtown Park West Redevelopment Program, and whereas, the City Commission at that same meeting appointed, me to lead the negotiations for such an agency, I am presenting the following two (2) options for discussion: Option I The City set up its own INDEPENDENT AGENCY. ti n II The City and the County jointly set up an INDEPENDENT AGENCY: Contrary to what was told to you about the City's contributions to the Overtown Project, I would like to inform you of the City's contribution to the redevelopment program over the past twelve (12) years which will give you a better perspective as to whether or not an additional investment with the County is required. To date, the City of Miami has invested $54.5 million from its own resources into the project, as compared to $1.3 million which can be identified as County resources (this does not include other funds that have been leveraged with other State and Federal agencies). This fact is mentioned because the City Commission is told that it must invest another 95- 33 S ` $10 million over a period of time as requested by Chairman Teele to facilitate a partnership between the City and County in the new Independent Agency. There is a conflict of equity in the relationship based ori* the economics. - Because of this inequity, and the costs we have already appropriated and the desire to have more private participation in the project, i.e., an independent redevelopment agency; it is appropriate for us to consider setting up our own independent agency. However, if the Commission finds it appropriate to joint -venture with the County, then it would be appropriate to implement Option II. However, we are not recommending that the City rescind any of the authority granted to it under the current Interlocal Agreement, but instead, the County and City should simultaneously transfer its respective powers wherever possible and permitted under State Law to the newly created Independent Authority, which will immediately set up a Board of Directors, open an office, hire a staff and continue with the redevelopment program. Please be aware that this involves transferring all the assets acquired by the City with its own resources and others on a "fee simple basis" which will give the Authority absolute control over land disposition and development rights. Management of the trust fund should be handled by the Authority and the Authority should have its own independent accountant(s) and attorney(s). A new Interlocal Agreement should be developed with the Authority on a tripartite basis -- the Authority, the County and the City -- which will encompass all of the provisions of the City's Interlocal Agreement with the County and all of the powers that are permitted by the County to be transferred will be incorporated in the New Interlocal Agreement with the Agency. cc: Cesar H. Odio City Manager 95- 33 MIAMI - OVERTOWN/PARK WEST REDEVELOPMENT AUTHORITY OPTION 1 CITY CREATES A DEVELOPMENT CORPORATION AND TRANSFERS TO IT ITS REDEVELOPMENT POWERS Outline Background A review of the present redevelopment structure used by the City of Miami (the "City") indicates the following: the City has, through its City Commission, found certain areas located within the corporate limits of the City to have conditions of "slum" or "blight" (as those terms are defined in S. 163.340, Florida Statutes) and it is necessary that such areas be redeveloped in accordance with the Community Redevelopment Act of 1969, as amended, codified as Part III, Chapter 163, Florida Statutes (hereinafter referred to as the "Redevelopment Act"). One of the areas of the City found to be in need of redevelopment pursuant to s. 163.355, Florida Statutes, is Overtown. Because the City is located within a home rule charter county, the Redevelopment Act requires the County to "delegate" redevelopment powers to the City before it can exercise redevelopment powers under the Redevelopment Act. Through interlocal agreements ("Agreements") entered into between the County and the City, the County has granted the City the right to exercise limited redevelopment powers. The agreements set forth the extent of the delegation of powers to the City, including additional approvals by the County required before certain actions can be taken, expiration of the delegation, termination of the delegation if certain actions are not initiated or completed by certain dates, and a description of the area included within the delegation of powers. Proposal for Redevelopment Corporation The City proposes to consolidate its redevelopment efforts into a single, non-profit corporation (the "Corporation") in Overtown. The purpose of the Corporation will be to operate as the entity responsible for implementing the redevelopment plans within the Overtown area ("Project"). The City Commission will continue to function as the City's Community Redevelopment Agency (the "CRA"), but will contract with the Corporation to administer and implement the City's redevelopment program. Through 95- 33 � 1 the CRA's contract with the Corporation, funding and necessary support to the Corporation will be provided by the CRA in consideration of the Corporation's nervices to carry out redevelopment activities within the City. Additiona:y, all real property acquired by the CRA since its inception will be transferred to the. Corporation, as well as the remaining balance in the Redevelopment Trust Fund. To accomplish the City's desire to consolidate its redevelopment effort in the Corporation the following must occur: 1. The Corporation must be created and organized. This involves preparation of articles of incorporation and by-laws, and approval and filing with the appropriate officials, and selection of a board of directors. The Corporation should also be qualified as a non-profit organization described in Section 501(c) (3) of the Internal Revenue Code of 1986, as amended, which requires the filing of an application with the Internal Revenue Service. (Qualification as a 501(c) (3) organization may allow more flexibility in issuing bonds for projects). 2. The City Commission acting as the governing body of the CRA must, as the CRA, contract with the Corporation to carry out the redevelopment activities. The contract will specify the Corporation's areas of responsibility and the extent of the Corporation's discretion in carrying out its functions. 3. The City will delegate its powers as a Community Redevelopment Agency to the Corporation, Responsibilities currently held by the City that will be transferred to the Corporation are: Land Disposition: The Corporation shall prepare land disposition guidelines and procedures which shall be reviewed and approved by the Board of Directors of the Corporation prior to implementation; evaluate proposals and recommend a developer to the City Commission and the Board of County Commissioners; convey land to the developer for fair market value for use in accordance with the redevelopment plan and shall deposit the proceeds from the sale in the redevelopment trust fund to be utilized in accordance with the budget. Relocation, except residential relocation: The Corporation shall be responsible for all relocation except residential relocation: 2 95- 33 Project Financing: The Corporation shall keep and maintain records and adopt procedures whereby the Corporation shall utilize funds in the redevelopment trust fund; and prepare and submit plans for the financing strategy and the annual budget to the City Commission and the Board of County Commissioners when tax increment monies are utilized or if tax increment monies are used as a refunding mechanism to retire instruments of indebtedness guaranteed from non ad valorem Corporation or City of Miami resources. Project Management, Administration and Coordination: The Corporation shall: design and construct public improvements necessary to support the redevelopment of the PROJECT; develop implementation schedules and timetables for all PROJECT activities; Monitor the implementation schedules and timetables; and submit annual progress reports to the City, County and the community. 4. The Corporation will be the entity primarily responsible for implementation of the Redevelopment Plan for the area within the City previously determined to be in need of redevelopment. The financing of redevelopment may be done by the Corporation, pursuant to City and County approval in matters that require said approval, as in the case of bond issuance. Additionally, the Corporation can handle the logistics for implementing the financing, including the oversight of the projects being financed. The Board of Directors ("Board") of the Corporation shall consist of seven members, with terms as specified in s. 163.356(2). Five members of the Board will be appointed by the City Commission. The additional two members of the Board shall be appointed by the Overtown Advisory Board and the Park West Civic Association, thereby satisfying Interlocal Agreement requirement for Citizen Participation in the redevelopment efforts in the area. Members of the Board will have diverse and solid backgrounds in the areas of finance, law, land use, planning/architecture and real estate development. 3 95- 33 9 Jurisdiction The Corporation will be responsible for the redevelopment and revitalization of the Southeast Overtown Park West Redevelopment District (see attached map - Addendum A). - The Executive Director of the Corporation, as the chief administrative officer, will have the powers to hire and release staff independently, without interference by the Board, City, or County. The Corporation may employ or retain its own counsel and legal staff for such legal services as it requires. 1. Amendments to the Redevelopment Plan shall be proposed by the Corporation, but will not be effective until approved by the CRA and the Board of County Commissioners. 2. When the Corporation takes over the implementation of the Redevelopment Plan, the City Commission will be free from the day -today redevelopment operations. However, the ultimate authority remains with the CRA for issues that require City Commission approval, such as bond issuance. The Corporation should report periodically to the City Commission on the status of its activities, plan implementation, and what it anticipates doing in the near future. 3. The use of non-profit corporations to carry out redevelopment efforts is not a unique concept. Several jurisdictions throughout the country have successfully used such corporations to handle the implementation of the redevelopment plan. In Florida, this has been. done in some jurisdictions where the local government wanted to give greater flexibility to the group handling the day -today operation. Until the corporation is able to generate revenues from its operations, the local government must provide operating funds during at least the 5 initial years. 95- 33 M Legislation/Contractual Relationship. To effectuate the transfer of its redevelopment powers and property interests to the Corporation, the City Commission, in its capacity as the CRA, must adopt a Resolution authorizing such transfer. - The City, as the CRA, shall enter into a contractual relationship nth the Corporation, setting forth the specific redevelopment powers and property interests to be transferred. s 95- 33 �� "N, MIAMI - OVERTOWN/PARK WEST `-1" REDEVELOPMENT AUTHORITY OPTION II _.. COUNTY AND CITY JOINTLY CREATE AN INDEPENDENT CRA, Outline Background A review of the present redevelopment structure used by the City of Miami (the "City") indicates the following: the City has, through its City Commission, found certain areas located within the corporate limits of the City to have conditions of "slum" or "blight" (as those terms are defined in S. 163.340, Florida Statutes) and it is necessary that such areas be redeveloped in accordance with the Community Redevelopment Act of 1969, as amended, codified as Part III, Chapter 163, Florida Statutes (hereinafter referred to as the "Redevelopment Act"). One of the areas of the City found to be in need of redevelopment pursuant to s. 163.355, Florida Statutes, is Overtown. Because the City is located within a home rule charter county, the Redevelopment Act requires the County to "delegate" redevelopment powers to the City before it can exercise redevelopment powers under the Redevelopment Act. Through interlocal agreements ("Agreements") entered into between the County and the City, the County has granted the City the right to exercise limited redevelopment powers. The agreements set forth the extent of the delegation of powers to the City, including additional approvals by the County required before certain actions can be taken, expiration of the delegation, termination of the delegation if certain actions are not initiated or completed by certain dates, and a description of the area included within the delegation of powers. - - . 3 i - . - • • 1 - l . . . To create an independent tax-exempt, not -for -profit Redevelopment Corporation ("Corporation") to initiate a concerted effort by private and public sectors to undertake a comprehensive redevelopment and revitalization program for the Southeast Overtown/Park West Redevelopment District. The sole purpose of the Corporation will be to act as the community redevelopment agency with exclusive responsibility for implementing the redevelopment plans within the areas previously 95- 33 /� designated as* being in need. -of redevelopment within the City. In carrying out redevelopment activities, the Corporation will act autonomously from the City and the County. By agreement, the City and the County will transfer their respective redevelopment powers to the maximum extent allowed by law to the Corporation and the City Commission will no longer function as the City's community redevelopment agency. The Corporation will be established by the City of Miami ("City") with the endorsements of the Metropolitan Dade County ("County") and State of Florida ("State") in accordance with the Community Redevelopment Act of 1969. M. i.M _1__, .t • ... Once Corporation is established, the County shall delegate all redevelopment powers, except for those prohibited by Statute, -- as described in the Community Redevelopment Act of 1969, as amended, codified as Part III, Chapter 163, Florida Statutes -- not previously delegated to the City of Miami Commission to the Corporation. Simultaneous, the City will agree to transfer all redevelopment powers delegated to it by Dade County pursuant to Dade County Ordinance No. 82- 116 and Interlocal Agreement between Dade County and the City of Miami dated March 31, 1983, in favor of the Corporation. Additionally, the City of Miami will surrender to the Corporation all real property acquired by the CRA in connection with the City's redevelopment efforts in the Southeast Overtown/Park West area, as listed in Addendum B, and any balance currently available in the CRA's Redevelopment Trust Fund. Implement the Southeast Overtown/Park West Redevelopment Plan. Manage SEOPW Trust Fund. • Adopt and implement redevelopment strategies for Overtown. • Create Housing Revitalization strategies for Overtown. • Secure private and public funds for redevelopment projects. Coordinate activities with other public agencies in Overtown. 2 95- 33 '• - • .• .l • Acquire and accept ownership of property from' the City, County, and State deemed necessary for community redevelopment in accordance with, the redevelopment plan. • Hold, improve, clear or prepare any acquired property for redevelopment. • Dispose of property acquired within the community redevelopment area for uses in accordance with the approved plan. • Manage, demolish, repair, maintain, lease, rent property it owns. • Construct infrastructure improvements necessary to carry out community redevelopment objectives. • Carry out programs of repair and rehabilitation. • Plan for and assist in the relocation of persons and businesses displaced by redevelopment activities. • Seek public and private funds, utilize tax increment financing, obtain grants, and conduct itself as a private developer in the public interest. • Appropriate such funds and make such expenditures as are necessary to carry out the purposes of the Community Redevelopment Act of 1969. • Carry out all redevelopment programs as adopted by the plan. The Board of Directors ("Board") of the Corporation shall consist of seven members, with terms as specified in s. 163.356(2). The initial distribution of appointments shall be four appointments by the City Commission, one appointment by the County, and two appointments by the community. Additional representation on Board of Directors will be commensurate with contributions made to the Project area by each body politic. However, the Miami City Commission will reserve the right to appoint a minimum of three members to the Board. 3 95- 33 �S Members of the Board will have diverse and -)lid backgrounds in the areas of finance, law, land use, planning/architecture at !-eal estate development. Jurisdiction The Corporation will be responsible for the redevelopment and revitalization of the Southeast Overtown Park West Redevelopment District (see attached map - Addendum A). Executive Director The Executive Director of the Authority, as the chief administrative officer, will have the powers to hi :) and release staff independently, without interference by the Board, City, County, or State. Legal Counsel The Corporation may employ or retain its own counsel and legal staff for such legal services as it requires. The City has spent to -date $54.5 million of its own resources in the Southeast Overtown/Park West Redevelopment District, in addition to Federal and State allocations and grants that the City redirected to the PROJECT area. Further operation of the Agency shall be jointly funded by the County, whose minimum contribution shall be in the order of $7.5 million and $2.5 in in -kind services, as outlined in Dade County Resolution No. 1125-94, and the State, for a minimum of ten (10) years, or until the contributions made by these bodies politic matches that of the City, whichever comes first, after which time the City will once again commit portions of its resources to the PROJECT area. In order to implement the proposal to shift the power of redevelopment from the County and City to the Corporation, the following must occur: 1. The Corporation must be created and organized. This involves preparation of articles of incorporation and by-laws and approval and filing with the appropriate officials, and selection of a board of directors. The Corporation 4 /6 95- 33 should also- be qualified as .a non-profit organization described in Section 501 (c) (3) of the Internal Revenue Code of 1986, as amended, which requires the filing of an application with the Internal Revenue Service. Qualification as a 501(c)(3) organization may allow greater flexibility in issuing bonds for projects. 2. A new Interlocal Agreement should be developed with the Corporation on a tri-partite basis - the Corporation, the County and the City -- which will encompass all of the provisions of the City's Interlocal Agreement with the County and all of the powers that are permitted by the State to be transferred will be incorporated in the new Interlocal Agreement with the Agency. 3. Because the corporation will be the community redevelopment agency, the tax increment trust funds previously established by the City will be transferred to the Corporation. The corporation will be responsible for the maintenance and accounting for these funds. The Corporation may use the amounts already in the trust funds, and amounts subsequently collected, to finance- its redevelopment activities. 4. The Corporation will need to report periodically to the County and the City on the status of its activities, plan implementation, and what it anticipates doing in the near future. The County and the City should establish reporting procedures for the Corporation to follow on the Intedocal Agreement. 5. A redemption or refunding of the City's outstanding redevelopment bonds would be necessary because the source of repayment for such bonds would no longer be available to the City. New bonds may be issued by the County or the Corporation as the community redevelopment agency. Based upon current tax collections, it will be necessary for the County to provide support for new redevelopment bonds. There is an issue whether refunding bonds issued by the County or the Corporation may be issued on a tax-exempt basis. •- :_ •I 1• 1 •= • 1- • •• •M 1. The Corporation does not have the power to determine an area to be a slum or blighted area, or combination thereof; to designate such areas as appropriate for community redevelopment; and to hold any public hearings required with respect thereto. Under the Redevelopment Act, only the County Commission can find additional areas of the City to be blighted and in need of redevelopment. However, the County may only amend the plan upon the recommendation of the Corporation, and after holding a public hearing. This is a matter on which cooperation between the Corporation, the City and the County would be important. 2. The Corporation does not have the power to authorize the issuance of revenue bonds as set forth in S. 163.385. 95- 3317 k: 3. The use of non-profit corporations to carry out redevelopment efforts is not a unique concept. Several jurisdiction throughout the country have successfully used such corporations to handle the implementation of the redevelopment plan. In Florida, this has been done in some jurisdictions where the local government wanted to give greater flexibility to the group handling the day-to- day operation. Until the corporation is able to generate revenues from its operations, the local government must provide operating funds during at least the 5 initial years. Legislation/Qontractual Relationships a. The County must adopt legislation: (1) amending or rescinding Resolution No. 1125-94 to provide for the delegation of redevelopment powers and authority to the Corporation to the maximum extent allowed by law, thereby rescinding its delegation of powers to the City, subject to the creation and establishment of the Corporation; (2) authorizing the execution of a memorandum of understanding with the City, in its capacity as the CRA, stipulating that upon the establishment and creation of the Corporation, their respective redevelopment powers, authority and property interests will be simultaneously transferred to the Corporation; and (3) authorizing the execution of a tri-partite interlocal cooperation agreement between the County, the City and the Corporation, t setting forth the respective powers, authority, and interests of the parties, thereby terminating the interlocal agreement between the County and the City. b. The City, in its capacity as the CRA, must adopt legislation: (1) rescinding any and all legislation pertaining to its redevelopment powers and authority, subject to the creation and establishment of the Corporation; (2) authorizing the execution of a memorandum of understanding with the County, stipulating that upon the creation and establishment of the corporation, their respective redevelopment powers, authority, and property interests, will be simultaneously transferred to the Corporation; and (3) authorizing the execution of a tri-partite agreement between the County, the City and the Corporation, setting forth the respective powers, authority, and interests of the parties, thereby terminating the interlocal agreement between the County and the City. /0 55- 33 TERLGCAL AGREEKENT U�pQff4 This Interlocal Agreement (the "Agreement", it; made as of this day of , 1994, by and between Metropolitan Dade County, Florida, a political subdivision of the State of Florida (the "County"), The City of Miami, Florida, a Florida municipal corporation (the "City") , and the Community Redevelopment Agency of the City of Miami, Florida, a body politic and corporate created and existing pursuant to Pant 111, Chapter 163, Florida Statutes (the "CRA"). W I T N 9 S S E T H: WHEREAS, it is the purpose and intent of this Agreement, the parties hereto, and Section 163.01, Florida Statutes, known and referred to as the Florida Interlocal Cooperation Act of 1969 (the ^Cooperation Act") to permit and authorize the County, the CRA and the City to make the most efficient use of their respective powers, resources, authority and capabilities by enabling them to cooperate on -the basis of mutual advantage and thereby achieve the redevelopment results within the City as desired by the parties; and WHEREAS, it is the purpose of the Cooperation Act to provide a means by which the CRA, the County and the. City may exercise their respective powers, privileges and authority which they may have separately, but which pursuant to this Agreement and the Cooperation Act they may exercise cooperatively and collectively; and WHEREAS, the County, the CRA and the City wish by this Agreement to more fully establish the joint and several obligations, duties and responsibilities of the County, the City and the CRA, to provide a means and method for a cooperative undertaking by the parties, and to provide for the undertaking of redevelopment within the corporate limits of the City by the CRA through the use of a reconstituted governing body of the CRA and a non -;profit corporation created for the purpose of carrying out redevelopment within the City. NOW, THEREFORE, in consideration of the mutual covenants and agreements of the parties, the CRA and the City agree as follows. SECTION 1. Authority. This Agreement is entered into pursuant to the provisions of Section 163.01 and Part 111, Chapter. 163, Florida Statutes] Chapter 166, Florida Statutes; the Metropolitan Dade County Charter, the Charter of the City; and other applicable provisions of law. 95- 33 �� SECTION 2. Definitions. A. Are used herein, the following words and phrases shall love tha following meaningsc (1) "Ar.aa" mesons the area within the City found by Resolution No. R-39-61, adopted by the Board of County Commissioners of the County on January 29, 1981, to be a slum or blighted area in need of redevelopment as provided in the Redevelopment Act, and any such other area located within the City which is found by the City and the County from time to time to be an area in need of redevelopment and satisfying the conditions set forth in the Redevelopment Act, and which is made part of the area described in said Resolution No. R-39-S1. (2) "City" means the City of Miami, Florida, a municipal corporation organized and existing under the laws of the State of Florida, and any successors or assigns thereof. (3) "Corporation" means the Florida not -for -profit corporation, to be formed as contemplated by this Agreement. (4) "County" means Metropolitan Dade County, Florida, a political subdivision of the State of Florida. . (5) "CRA" means the Community Redevelopment Agency of the City of Miami, a body politic and corporate of the State of Florida, under Part III, Chapter 163, Florida Statutes, and any successors or assigns thereof. (6) "Plan" means the community redevelopment plan for the Area as approved by the. Board of County Commissioners by its adoption of Resolution No. R-1677-62, on December 7, 1982, and any amendments, supplements, revisions or replacements of such plan adopted pursuant to the Redevelopment Act. (7) "Redevelopment Act" means Part 111, Chapter 163, Florida Statutes. (8) "Redevelopment Trust Fund" means the trust fund created by ordinance No. 82-115, enacted by the Board of County Commissioners on December 21, 1982, as provided in Section 163.387, Florida Statutes. B. words importing singular numbers shall include the plural number in each case and vice versa, and words importing persons skull inc,"Ude firms, corporations and other entities, including governments or governmental bodies. 2 95 33 SECTION 3. Findinae. A. The City and the County have previously found the existence of one or more slum and blighted areas within the corporate limits of the city, and to eradicate such conditions, and to provide for the redevelopment and rehabilitation of such area, the County has created the CRA, adopted a redevelopment plan for the Area, and created a redevelopment trust fund pursuant to Section 163.387, Florida Statutes. B. To redevelop the ,Area, the County, the CRA and the City desired to have constructed multi -family residential facilities, commercial developments, public improvements and various other improvements constituting a redevelopment project in the Area (the "Project"), and the CRA and the City-, with the cooperation and support of the County, undertook the Project which promoted the rehabilitation and redevelopment of the Area, benefited the local economy, and has been of substantial benefit to the entire City and the area of operation of the CRA. C. on November 16, 1990, the City issued its revenue bonds (the "Sonde") to finance a portion of the cost of the acquisition, construction, and equipping of the Project, including the payment of certain loans and advances from the U.S. Department of Housing and Urban Development (the "BUD Loan"). . D. The City pledged the rental revenue derived by the City under the Land Lease .'agreement dated October 10, 1986 between the City, the Miami Sports and Exhibition Authority and Decoma Miaml Associates, Ltd. and the City and the CRA pledged the tax incremen,,. revenues and certain other funds deposited in the Redevelopmer.- Trust Fund, in each case to secure the City's obligations witt-, respect to the Bonds and in the case of the CRA to pay the CRA's obligations to the City created by the, Interlocal Agreement (Overtown Project) between the City and the CRA, dated as of November 9, 1990, E. The parties hereto hereby find that each has the requisite power and authority to enter into and be bound by this Agreement and to effectuate and carry out its provisions to the fullest extent contemplated hereby. F. The parties find it to be in the bent interests of the public and the most effective and efficient means to redevelop the Area is to have the CRA and the County delegate their respective community redevelopment powers to an independent non-profit corporation which will have the authority and power to carry out the redevelopment activities and programs in the Area in accordance with the Plan. H. The parties do hereby acknowledge and agree that this Interlocal Agreement is supplemental to and does not explicitly or 3 95 _ 33 0'-?/ impliedly amend, revise, repeal., terminate or in any other way affect the znterlocal Cooperation Agreement, dated as of March 31., 196, between the City and the County, and the Interlocal Agreement (overtown Project) between the City .and the CRA, dated as of November 8, 1990. SECTION 4. 92al8i O _e=_JV e. The goal and objective of each of the parties to this Agreement is to provide the means to moat effectively and efficiently cause and carry out the redevelopment of the Area. It is further the goal and objective of the parties that this Interlocal Agreement provide the necessary authority, approval and direction to each of its respective parties to proceed to meet the goals of the parties by the creation of an independent non-profit corporation, the delegation by the CRA and the County of their respective community redevelopment powers to such corporation, and authorizing and empowering the corporation to carry out the redevelopment programs and activities within the Area all pursuant to and in furtherance of the Redevelopment Act and the Plan. The parties recognize and agree that the best means to carry out the purposes of the Plan and to achieve the goals and objectives of that plan is to authorize and empower a non-profit corporation to implement and administer the redevelopment program and activities in the Area. The parties agree to the creation of such a corporation (the "Corporation,') for these purposes. The Corporation shall be governed by a board of directors and shall have an executive director as its chief officer. The CRA and the..__. County shall be the members of the Corporation, and as such shall -"- mutually agree on the provisions of the Corporation's by-laws which shall include, among other things, the number, term and selection of directors, the powers of the executive director, and the oversight to be exercised by the CRA and the County with respect to the Corporation. The CRA and the County acknowledge and recognize the intent of the parties is to delegate such powers to the Corporation that can then be exercised by a community redevelopment agency created pursuant to the Redevelopment Act. Th- CRA does hereby agree to delegate to the Corporation all redevelopment powers previously granted to it by the County under the Interlocal Cooperation Agreement, dated as of March 31, 1903, subject only to the restrictions and conditioxw set forth in he Redevelopment Act, The County does hereby agree to delegate to the Corporation all redevelopment powers contemplated by the Redevelopment Act, �� 4 9 33 which were not previously delegated to the CRA, subject only to the restrictions and conditions set forth in the Redevelopment Act. SECTION 7. Rpd� envelopment . Ttat F14nd. It is the intent of the parties hereto that the Corporation shall, among its other duties, administer the Redevelopment Trust Fund on behalf of the CRA, including making of any payments required to be made from the Trust Fund under the Interlocal Agreement between the City and the CRA., dated as of November 9, 1990. SECTION 8. Cooeerstion• Exercise of P wars. The parties hereto agree to act in good faith to take the actions necessary under the Redevelopment Act and other applicable law to achieve the goals and objectives set forth in Section 4 hereof and the delegation of redevelopment powers described in section 6 hereof. A. The CRA does hereby represent and warrant to the County and the City that it has all requisite power, authority, and authorization to enter into this Agreement, has taken all necessary actions required to enter into this Agreement, make any payment contemplated hereby, and to fulfill any and all of its obligations, duties, and responsibilities provided for or required of it by this Agreement, whether exercised individually or collectively. B. The City does hereby represent and warrant to the County and the CRA that it has all requisite power, authority, and authorization to enter into this Agreement, has taken all necessary actions required to enter into this Agreement, make any payment contemplated hereby, and to fulfill any and all of its obligations, duties, and responsibilities provided for or required of it by this Agreement, whether exercised individually or collectively. C. The County does hereby represent and warrant to the City and the CRA that it has all requisite power, authority, and authorization to enter into this Agreement, has taken all necessary actions required to enter into this Agreement, make any payment contemplated hereby, and to fulfill any and all of its obligations, duties, and responsibilities provided for or required of it by this Agreement, whether exercised individually or collectively. SECTION 10. Amendments. This Agreement may be amended only by the mutual consent of the governing bodies of the parties hereto and shall be set forth in writing as an amendment to this Agreement and such amendment shall not be effective unless and until it has been filed with the Clerk of the Circuit Court of Dade County, Florida, as provided in Section 163.01, Florida Statutes. SECTION 11. Rem . The CRA, the City, and the County may seek to protect and enforce any and all rights, duties, and obligations of any party contained in this Agreement, and to enforce and compel the performance of all duties required by this Agreement or by any applicable laws to be performed by the County, the CRA or the City or by any official thereof. SECTION 12. Severabilit . If any one or more of the covenants, agreements or provisions of this Agreement shall be held contrary to any express provision of law or contrary to any policy of express law, although not expressly prohibited, contrary to any express provision of the Resolution, or against public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separate from the remaining covenants, agreements or provisions of this Agreement. SECTION 13. ContXgUina Law. All covenants, stipulations, obligations and agreements of the County, the City and the CRA contained in this Agreement shall be deemed to be covenants, stipulations, obligations and agreements of each of the County, the City and the CRA, respectively, to the full extent authorized by the .Act and provided by the Constitution and laws of the state of Florida. Any and all provisions of this Agreement and an proceeding seeking to enforce or challenge any provision of this Agreement shall be governed by the laws of the State of Florida. Venue for any proceeding pertaining to this Agreement shall be Dade County, Florida. SECTION 14. No Membfir Llability. No covenant, stipulation, obligation or agreement contained herein shall be deemed to be a covenant, stipulation, obligation or agreement of any present or future member of the governing body or agent or employee of the County, the City or the CRA in its, his or their individual capacity, and neither the members of the governing body of the County, the City or the CRA, nor any official executing this Agreement shall be liable personally or shall be subject to any accountability for reason of the execution by the County, the City or the CRA of this Agreement or any act pertaining thereto. SECTION 15. Recor_di a. The City Clerk of the City of Miami is hereby authorized and directed after approval of this Agreement by the respective governing bodies of the County, the City and the CRA and the execution thereof by the duly qualified and authorized officers of each of the parties hereto, to file this Agreement with the Clerk of the Circuit Court of Dade County, Florida, for recording in the public records of Dade County, Florida, as provided in Section 163.01, Florida Statutes. SECTION 16. Effective Date. This Agreement shall become effective immediately upon the execution by the appropriate officers of the County, the City and the CRA, and upon filing of 02L� 33 W this Agreement with the Clerk of the Circuit Court of Dade County, Florida, as required by section 163.01(11), Florida Statutes. IN WXTNESS WHEREOF, the parties hereto, by and through the undersigned, have entered into this Interlocal Agreement on the date and year first above written. (SEAL) ATTEST: ATTEST: MATTY HIRAI City Clerk Y �'l, ATTEST: Secretary METROPOLITAN DADE COUNTY, FLORIDA By CITY OF AfAMI, a municipal Corporation of the State of Florida By CESAR H. ODIO City Manager COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI By APPROVED AS TO FORM AND CORRECTNESS: A. QUINN JONES, III City Attorney 7 �Dapff i� This Interlocal Agreement (the "Agreement"), is 'made as of this day of , 1994, by and between Metropolitan Dade County, Florida, a political subdivision of the State of Florida (the "County"), the City of Miami, Florida, a Florida municipal corporation (the "City"), SEOPW Community Redevelopment Corporation, a non-profit Florida Corporation (the "Corporation"), and the Community Redevelopment Agency of the City of Miami, a body politic and corporate created and existing pursuant to part III, Chapter 163, Florida Statutes (the "CRA"). WITNESSETH: WHEREAS, pursuant to the Interlocal Cooperation Agreement dated as of March 31, 1983 (the "Interlocal Cooperation Agreement"), between the City -and the County, the County authorized the CRA to exercise certain redevelopment powers with respect to the Southeast Overtown/Park West Redevelopment Area (the "Area") and the CRA accepted such powers and agreed to carry out the redevelopment of the Area; WHEREAS, the County, the City and the Community Redevelopment Agency of the City of Miami, Florida (the "CRA") have entered into an Interlocal Agreement dated 1994 (the "Agreement"), pursuant to Section 163.01, Florida Statutes, to more fully establish the joint and several obligations, duties and responsibilities of the County, the City and the CRA with respect to the rehabilitation and redevelopment of the Area and to provide for the creation of a non-profit corporation for the purpose of carrying out redevelopment within the Area; WHEREAS, the Corporation was created and organized by the City in accordance with the provisions of the Agreement; and WHEREAS, the County, the City and the Corporation wish by this Agreement to evidence the delegation of redevelopment powers by the County to the CRA to the Corporation and the Corporation's acceptance of such powers granted to it. NOW, THEREFORE, in consideration of the mutual covenants and agreements of the parties, the CRA and the City agree as follows: SECTION 1. Authority: This Agreement is entered into pursuant to the provisions of Section 163.01 and Part III, Chapter 163, Florida Statutes; Chapter 166, Florida Statutes; the Metropolitan Dade County Charter; the Charter of the City; and other applicable provisions of law. SECTION 2. Delegation of Powers to the Corporation. The County and the CRA, together and individually, hereby delegate to the Corporation the redevelopment powers previously granted to the CRA under the Interlocal Cooperation 95- 33 % Agreement in order that the Corporation shall be able to implement and administer the redevelopment programs and activities in the Area. SECTION 3. Acceptance of Delegation of Powers. The Corporation hereby accepts the delegation of redevelopment - powers granted in- this Agreement from the County and the CRA and agrees to exercise such powers to implement and administer the redevelopment programs and activities in the Area on behalf of the CRA. SECTION 4. Oversight by the CRA. The parties hereby agree that the governing body of the CRA shall maintain oversight responsibility for the programs and activities of the Corporation to ensure th: the goals of the Communit-► Redevelopment Plan for the Area continue to be met. tie CRA shall, as appropriate or required by law, set guidelines for the Corporation with respect to its activities. 1. SECTION S. Powers Retained by the County. The redevelopment powers which were retained by the County and that cannot be delegated to the CRA under the Interlocal Cooperation Agreement shall not be granted to or exercised by the Corporation and such powers shall be jointly reserved by the City and the County Commissions respectively. SECTION 6. Redevelopment Trust Fund. It is the intent of the parti.!:� hereto that the Corporation shall, among its other duties, administer the Redevelopment Trust Fund on behalf of the CRA, including making of any payments required to be made from the Trust Fund under the Interlocal Agreement between the City and the CRA, dated as of November 8, 1990. SECTION 7. Amendments. This Agreement may be amended only by the mutual consent of the governing bodies of the parties hereto and shall be set forth in writing as an amendment to this Agreement and such amendment shall not be effective unless and until it has been filed with the Clerk of the Circuit Court of Dade County, F � -rida, as provided in Section 163.01, Florida Statutes. SECTION 8. Remedies. The CRA, the City, the Corporation and the County may seek to protect and enforce any and all rights, duties, and obligations of any party contained in this Agreement, and to enforce and compel the performance of all duties required by this Agreement or by any applicable laws to be performed by the County, the CRA, the Corporation or the City or by any official thereof. SECTION 9. Severability. If any one or more of the covenants, agreements or provisions of this Agreement shall be held contrary to any express provision of law or contrary to any policy of express law, although not expressly prohibited, or against public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or provisions shall be null and void and shall be deemed separate from the remaining covenants, agreements or provisions of this Agreement. �9 95- 33 SECTION 10. Controlling -Law. All covenants, stipulations, obligations and agreements of the County, the City, the Corporation and the CRA contained in this Agreement shall be deemed to be covenants, stipulations, obligations and agreements of each of the County, the City, the Corporation and the CRA, respectively, to the full extent authorized by the Act and provided by the Constitution and laws of the State of Florida. Any and all provisions of this Agreement and any proceeding seeking to enforce or challenge any provision of this Agreement shall be governed by the laws of the State of Florida. Venue for any proceeding pertaining to this Agreement shall be Dade County, Florida. SECTION 11. No Member Liability. No covenant, stipulation, obligation or agreement contained herein shall be deemed to be a covenant, stipulation, obligation or agreement of any present or future member of the governing body or agent or employee of the County, the City, the Corporation or the CRA in its, his or their individual capacity, and neither the members of the governing body of the County, the City, the Corporation or the CRA, nor any official executing this Agreement shall be liable personally or shall be subject to any accountability for reason of the execution by the County, the City, the Corporation or the CRA of this Agreement or any act pertaining thereto. SECTION 12. . Recording. The City Clerk of the City of Miami is hereby authorized and directed after approval of this Agreement by the respective governing bodies of the County, the City, the Corporation and the CRA and the execution thereof by the duly qualified and authorized officers of each of the parties hereto, to file this Agreement with the Clerk of the Circuit Court of Dade County, Florida, for recording in the public records of Dade County, Florida, as provided in Section 163.01 Florida Statutes. SECTION 13. Effective Date. This Agreement shall become effective immediately upon the execution by the appropriate officers of the County, the City, the Corporation and the CRA, and upon filing of this Agreement with the Clerk of the Circuit Court of Dade County, Florida, as required by Section 163.01(11), Florida Statutes. ,2c 95- 33 IN WITNESS WHEREOF, the parties hereto, by and through the undersigned, have entered into this Interlocal Agreement on the date and year first above written. f (SEAL) Attest: (SEAL) Attest: METROPOLITAN DADE COUNTY, FLORIDA By: Joaquin Avino County Manager, CITY OF MIAW, FLORIDA By: Cesar H. Odio City Clerk City Manager COhev UNITY REDEVELOPMENT AGENCY Attest: OF THE CITY OF MIAMI By: Secretary Chairman Prepared and Approved by: Approved as to form and correctness Assistant City Attorney City Attorney SEOPW COMMUNITY REDEVELOPMENT Attest: CORPORATION By: President