HomeMy WebLinkAboutR-91-0526J-91-594 -
7/25/91
526
RESOLUTION NO.
A RESOLUTION, WITH ATTACHMENT(S),
AUTHORIZING, WITH CONDITIONS, THE CITY
MANAGER TO: EXECUTE AGREEMENTS, IN
SUBSTANTIALLY THE ATTACHED FORMS AND AS
APPROVED BY THE CITY ATTORNEY, WHEREBY THE
CITY SHALL CONSENT TO ASSIGNMENTS OF LEASES,
PURCHASE MONEY MORTGAGES, AND RELATED
AGREEMENTS BY AND AMONG C.P. TOWER, LTD.,
MIAMI TOWER ASSOCIATES LIMITED PARTNERSHIP,
C.P. RETAIL, LTD., AND MIAMI RETAIL
ASSOCIATES LIMITED PARTNERSHIP AND/OR
RESOLUTION TRUST CORPORATION EITHER IN ITS
INDIVIDUAL CAPACITY OR AS RECEIVER FOR
CENTRUST FEDERAL SAVINGS BANK; AND WHEREBY
THE SPACES ENCUMBERED BY SUCH LEASES SHALL BE
CLASSIFIED; FURTHER SIMILARLY AUTHORIZING THE
CITY MANAGER TO FURNISH ESTOPPEL LETTERS AND
NONDISTURBANCE AGREEMENTS AND RELATED
DOCUMENTATION.
BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI,
FLORIDA:
Section 1. The City Manager is hereby authorized/ to
execute agreements, in substantially the forms attached and as
approved by the City Attorney, whereby the City shall consent to
(a) the assignment of air rights Lease Agreement dated as of
July 1, 1980 and of Tower Parking Agreement related thereto dated
July 21, 1986, from C.P. Tower, Ltd., a Florida limited
partnership, to Miami Tower Associates Limited Partnership, a
Florida limited partnership, together with related documents,
tenements, hereditaments and appurtenances, and (b) the
assignment of retail Lease Agreement dated as of July 30, 1985
and of Retail Space Parking Agreement related thereto dated
July 21, 1986, from C.P. Retail, Ltd., a Florida limited
partnership, to Miami Retail Associates Limited Partnership, a
Florida limited partnership, together with related documents,
I/
'ATTACH 'A ENTS
CONTAIINIED
CT!'Y' COMMSION
NMTWG OF
JUL 11 1991
91.- 526
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.
tenements, hereditaments and appurtenances, and (c) purchase
money mortgages being made from the assignees to the assignors
and/or Resolution Trust Corporation either in its individual
capacity or as receiver for CenTrust Federal Savings Bank; and
the City Manager is similarly authorized to execute, in forms as
approved by the City Attorney, riders to such leases, or license
or use agreements, clarifying the spaces actually utilized by the
landlord and tenants under such leases as of the then -current
date, as then designated by the tenants and the City Manager.
Section 2. The City Manager is also authorized to furnish,
in a form acceptable to the City Attorney, all necessary
documents including among others estoppel letters and
nondisturbance agreements, to C.P. Tower, Ltd., Miami Tower
Associates Limited Partnership, C.P. Retail, Ltd., Miami Retail
Associates Limited Partnership, their respective partners and
agents and title insurers.
Section 3. The City Manager and the City Attorney shall
request all documents and assurances from said parties necessary
to protect the City's interest in the above transactions and
receipt of such documents and assurances shall be a condition
precedent to the exercise of the authority granted in Sections i
and 2 hereof.
PASSED AND ADOPTED this llth day of ul , 1991.
ATTXAUVIER L. UAREZ, YOR
ES
L611. �-
MATTT HIRAI
City Clerk
PREPARED AND APPROVED BY: APPROVED AS TO FORM AND
CORRECTNESS:
AEL O'.--E IAZ JORGE L. F
C ief Assi ant City Attorney City Attor
ROD/pb/M2410
-2-
91-- 526
WHEREAS, on July 30, 1985, the CITY OF MIAMI, a municipal corporation of
the State of Florida (the "LESSOR'), and CENTRUST REALTY AND CONSTRUCTION
COMPANY, a Florida corporation, as Lessee ("CRCC'), entered into a Lease
Agreement ("Agreement'); and
WHEREAS, CRCC has previously assigned its interest as Lessee to C.P.
RETAIL, LTD., a Florida, limited partnership ("CPR'); and
+ WHEREAS, CPR has advised the Lessor that it has assigned or is going to
+ assign said Agreement to MIAMI RETAIL ASSOCIATES LIMITED PARTNERSHIP, a
Florida limited partnership ('MRALP'), pursuant to Exhibit 'A" attached hereto
and incorporated herein and that it and C.P. TOWER, LTD., a Florida limited
* partnership ("CPT') or Resolution Trust Corporation has have taken or will
+ take back a purchase money mortgage from MRALP and MIAMI TOWER ASSOCIATES
LIMITED PARTNERSHIP, a Florida limited partnership ("MTALP'); and
WHEREAS, pursuant to Article IX of the Agreement, the written consent of
the City Manager is required as a condition of such assignment and mortgaging;
NOW, THEREFORE, it is agreed and understood as follows:
1. RECITALS:
All of the above recitals are true and correct in all respects.
2. CONSENT TO ASSIGNMENT:
The CITY OF MIAMI, as Lessor, hereby consents and grants its
authorization for (a) the assignment of the July 30, 1985 Lease Agreement from
CPR to MRALP and acknowledges that a copy of the instrument attached as
Exhibit 'A' has been delivered to the Lessor pursuant to the requirements of
Article IX of the Lease Agreement, and (b) the granting of a purchase money
+ mortgage from MRALP and MTALP to either (i) CPR and CPT or (ii) Resolution
+ Trust Corporation either in its individual capacity or as receiver for
�1- 526
* CenTrust Federal Savings Bank and reaffirms the rights of the —either such
+ mortgagee as a Leasehold Mortgagee under Section 1105 of the Lease.
IN WITNESS WHEREOF, the undersigned executed this Consent of Assignment
on the day of , 1991.
Witness:
Name:
Name:
APPROVED AS TO FORM AND
CORRECTNESS:
CITY OF MIAMI, a municipal
corporation of the State of Florida
By
CESAR H. ODIO
City Manager
ATTEST:
MATTY HIRAI
City Clerk
3500 Pan American Dr.
Miami, FL 33133
ATTN: City Manager
JORGE L. FERNANDEZ
City Attorney
STATE OF FLORIDA )
COUNTY OF DADE )
The foregoing instrument was acknowledged before me this day
of , 1991, by Cesar Odio and , as city manager
and city clerk of the CITY OF MIAMI, a municipal corporation of
the State of Florida on behalf of the municipal corporation.
IN WITNESS WHEREOF, I have hereunto set my hand and seal in the
County and State aforesaid.
My commission expires:
085RL0829F
071191/gf
Notary Public, State of Florida
Name:
91.- 52s
WHEREAS, on July 1, 1980, the CITY OF MIAMI, a municipal corporation of
the State of Florida (the "LESSOR"), and DADE SAVINGS AND LOAN ASSOCIATION, as
Lessee ("DADE"), entered into a Lease Agreement ("Agreement"); and
WHEREAS, DADE has previously assigned its interest as Lessee to CENTRUST
REALTY AND CONSTRUCTION COMPANY, a Florida corporation ("CRCC"); and
WHEREAS, CRCC has previously assigned its interest as Lessee to C.P.
TOWER, LTD., a Florida limited partnership ("CPT"); and
+ WHEREAS, CPT has advised the Lessor that it has assigned or is going, to
+ assign said Agreement to MIAMI TOWER ASSOCIATES LIMITED PARTNERSHIP, a Florida
limited partnership ("MTALP"), pursuant to Exhibit "A" attached hereto and
incorporated herein and that it and C.P. RETAIL, LTD., a Florida limited
+ partnership ("CPR") or Resolution Trust Corporation have taken or will take
+ back a purchase money mortgage from MTALP and MIAMI RETAIL ASSOCIATES LIMITED
PARTNERSHIP, a Florida limited partnership ("MRALP"); and
WHEREAS, pursuant to Article X of the Agreement, the written consent of
the Lessor is required as a condition of such assignment and mortgaging;
NOW, THEREFORE, it is agreed and understood as follows:
1. RECITALS:
All of the above recitals are true and correct in all respects.
2. CONSENT TO ASSIGNMENT:
The CITY OF MIAMI, as Lessor, hereby consents and grants its
authorization for (a) the assignment of the July 1, 1980 Lease Agreement from
CPT to MTALP and acknowledges that a copy of the instrument attached as
Exhibit "A" has been delivered to the Lessor pursuant to the requirements of
Article X of the Lease Agreement, and (b) the granting of a purchase money
+
mortgage
from
MTALP
and MRALP
to
either W CPT
and CPR or
(ii) Resolution
1 +
Trust Corporation
either in
its
individual capacity
or
as receiver for
91- 526
* CenTrust Federal Savings Bank and reaffirms the rights of the —either such
+ mortgagee as a Leasehold Mortgagee -under Section 1205 of the Lease.
IN WITNESS WHEREOF, the undersigned executed this Consent of Assignment
on the day of 1991.
Witness:
Name:
Name:
APPROVED AS TO FORM AND
CORRECTNESS:
CITY OF MIAMI, a municipal
corporation of the State of Florida
By
CESAR H. ODIO
City Manager
ATTEST:
MATTY HIRAI
City Clerk
3500 Pan American Dr.
Miami, FL 33133
JORGE L. FERNANDEZ
City Attorney
STATE OF FLORIDA )
COUNTY OF DADE )
The foregoing instrument was acknowledged before me this day
of , 1991, by Cesar Odio and as city manager
and _ city clerk of the CITY OF MIAMI, a municipal corporation of
the State of Florida on behalf of the municipal corporation.
IN WITNESS WHEREOF, I have hereunto set my hand and seal in the
County and State aforesaid.
Notary Public, State of Florida
Name:
My commission expires:
085RL0831F
071191/gf
91- �2s
r
CONSENT TO ASSIGNMENT
WHEREAS, on July 21, 1986, the CITY OF MIAMI, a municipal corporation of
i
the State of Florida (the "CITY'), and C,P. TOWER, LTD., a Florida limited
partnership ("CPT") and The Department of Off -Street Parking of the City of
Miami ("DOSP") entered into a Tower Parking Agreement ('Agreement'); and
+ WHEREAS, CPT has advised the CITY that it has assigned -or is point to
+ assign said Agreement to MIAMI TOWER ASSOCIATES LIMITED PARTNERSHIP, a Florida
limited partnership ("MTALP') pursuant to Exhibit 'A' attached hereto and
incorporated herein and that it and C.P. RETAIL, LTD., a Florida limited
+ partnership ("CPR')_ or Resolution Trust Corporation have taken or Will take
back a purchase money mortgage from MTALP and MIAMI RETAIL ASSOCIATES LIMITED
PARTNERSHIP, a Florida limited partnership ('MRALP'); and
WHEREAS, pursuant to Paragraph 14 of the Agreement, the written consent
of the CITY is required as a condition of such assignment; and
WHEREAS, Paragraph 14 of the Agreement provides for DOSP to receive
notice of the assignment;
NOW, THEREFORE, it is agreed and understood as follows:
1. RECITALS:
s.
n
All of the above recitals are true and correct in all respects.
2. CONSENT TO ASSIGNMENT:
The CITY hereby consents and grants its authorization for (a) the
assignment of the July 21, 1986 Agreement from CPT to MTALP and acknowledges
that a copy of the instrument attached as Exhibit 'A' has been delivered to
the CITY pursuant to the requirements of Paragraph 14 of the Agreement, and
+ (b) the granting of a purchase money mortgage from MTALP and MRALP to either
+ ja CPT and CPR or (ii) Resolution Trust Corporation either in its individual,
+ capacity or as receiver for Centrust Federal Savings Bank.
91-- 526
t
i
3. ACKNOWLEDGMENT OF NOTICE:
DOSP hereby acknowledges that it has received notice of the assignment
as described in Paragraph 14 of the Agreement.
i
I IN WITNESS WHEREOF, the undersigned executed this Consent of Assignment
on the day of 1991.
i
Witness: CITY OF MIAMI, a municipal
corporation of the State of Florida
Name:
Name:
APPROVED AS TO FORM AND
CORRECTNESS:
By
CESAR H. ODIO
City Manager
ATTEST:
v
JORGE L. FERNANDEZ MATTY HIRAI
City Attorney City Clerk _
3500 Pan American Dr.
Miami, FL 33133
Witness: DEPARTMENT OF OFF-STREET PARKING
OF THE CITY OF MIAMI
Name:
By _
Name: JOHN MULVENA
Executive Director
190 NE 3rd St.
Miami, FL 33132
ATTN: Executive Director
STATE OF FLORIDA ) _
COUNTY OF DADE )
The foregoing instrument was acknowledged before me this day
of , 1991, by Cesar Odio and , as city manager
and city clerk of the CITY OF MIAMI, a municipal corporation of
the State of Florida on behalf of the municipal corporation.
IN WITNESS WHEREOF, I have hereunto set my hand,and seal in the
County and State aforesaid.
My commission expires:
085RL0756F (4)
Notary Public, State of Florida
Name:
9�-� 526
CONSENT TO ASSIGNMENT
WHEREAS, on July 21, 1986, the CITY OF MIAMI, a municipal corporation of
the State of Florida (the "CITY"), and C.P. RETAIL, LTD., a Florida limited
partnership ("CPR"), and The Department of Off -Street Parking of the City of
Miami ("DOSP") entered into a Retail Space Parking Agreement ("Agreement");
and
+ WHEREAS, CPR has advised the CITY that it has assigned or is going to
+ assign said Agreement to MIAMI RETAIL ASSOCIATES LIMITED PARTNERSHIP, a
Florida limited partnership ("MRALP"), pursuant to Exhibit "A" attached hereto
and incorporated herein and that it and C.P. TOWER, LTD., a Florida limited
+ partnership ("CPT") or Resolution Trust Corporation have taken or Will take
back a purchase money mortgage from MRALP and MIAMI TOWER ASSOCIATES LIMITED
PARTNERSHIP, a Florida limited partnership ("MTALP"); and
WHEREAS, pursuant to Paragraph 13 of the Agreement, the written consent
of the City Manager is required as a condition of such assignment; and
WHEREAS, Paragraph 13 of the Agreement provides for DOSP to receive
notice of the assignment;
NOW, THEREFORE, it is agreed and understood as follows:
1. RECITALS:
All of the above recitals are true and correct in all respects.
2. CONSENT TO ASSIGNMENT:
The CITY hereby consents and grants its authorization for (a) the
assignment of the July 21, 1986 Agreement from CPR to MRALP and acknowledges
that a copy of the instrument attached as Exhibit "A" has been delivered to
the CITY pursuant to the requirements of Paragraph 13 of the Agreement, and
10
+ (b) the granting of a purchase money mortgage from MRALP and MTALP to either
+ M CPR and CPT or (ii) Resolution Trust Corporation either in its individual
+ gapncitp or as receiver for Centrusp Federal Savings Bank.
9f -- 526
_,.
--------------
1 -
3. ACKNOWLEDGMENT OF NOTICE:
DOSP 'hereby acknowledges
that it has received notice of the assignment
-
as described in Paragraph 13 of
the Agreement.
IN WITNESS WHEREOF, the undersigned executed
this Consent of Assignment _
i
on the day of
1991.
Witness:
CITY OF MIAMI,
a municipal
corporation of
the State of Florida
_j
Name:
By
Name
CESAR H.
ODIO
City Manager
1
APPROVED AS TO FORM AND
k
E
CORRECTNESS:
ATTEST:
JORGE L. FERNANDEZ
City Attorney
Witness:
MATTY HIRAI
City Clerk
3500 Pan American Dr.
Miami, FL 33133
DEPARTMENT OF OFF-STREET PARKING
OF THE CITY OF MIAMI
Name:
By
Name:
STATE OF FLORIDA )
COUNTY OF DADE )
JOHN MULVENA
Executive Director
190 NE 3rd St.
Miami, FL 33132
The foregoing instrument was acknowledged before me this day
of 1991, by Cesar Odio and , as city manager
and city clerk of the CITY OF MIAMI, a municipal corporation of
the State of Florida on behalf of the municipal corporation.
IN WITNESS WHEREOF, I have hereunto set my hand and seal in the
County and State aforesaid.
Notary Public, State of Florida
My commission expires: Name:
085RL0756F (3)
91-- 526