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HomeMy WebLinkAboutR-86-0615J-86-626 # # RESOLUTION No. st1=6lj1 A RESOLUTION AUTHORIZING T11Z CITY MANAGER TO EXECUTE tHE FIRST AMENDMENT TO SUPPLEMENTAL AGREEMENT, IN SUBSTANTIALLY THE FORM ATTACHED, BETWEEN THE CITY, MIAMI MOTORSPORTS, INC. AND BAYSIDE CENTER LIMITED PARTNERSHIP, TO REFLECT THE RELOCATION OF THE GRAND PRIX RACE COURSE OUTSIDE OF BAYFRONT PARK. NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE,CITY OF MIAMI, FLORIDA: Section 1. The City Manager is hereby authorized to execute the First Amendment to Supplemental Agreement, in substantially the form attached, between the City, Miami Motoraports, Inc. and Baysioe Center Limited Partnership, to reflect the relocation of the Grand Prix Race Course outside of Bayfront Park. PASSED AND ADOPTED this 24th ATTEST: .HATIFY HIRAI, I Y CLERK PREPARED AND APPROVED BY: G. MIRIAM MAER ASSISTANT CITY ATTORNEY day of `T tr.v , 1986. XAVIER L. AREZ MAYOR(./ APPROVED A 0 FORM AND CORRECTNESS: OR 1K A. POUGHERTY CITY ATTORNEY =G OF JUL 94 00 m No. 196- 615, VA4.1$ ma FIRST AMENDMENT TO SUPPLEMENTAL AGREEMENT THIS FIRST AMENDMENT TO SUPPLEMENTAL AGREEMENT ("this Amendment") dated , 1986, by and between the CITY OF MIAMI, a municipal corporation of the State of Florida having an address c/o City Manager's Office, City Ball, 3500 Pan American Drive, Miami, Florida 33133 ("City"), MIAMI MOTORSPORTS, INC., a corporation organized and existing under the laws of the State of Florida having an address att 7254 S.W. 48 Street. Miami, Florida 31 "Licensee"), and BAYSIDE CENTER LIMITED PARTNERSHIP, a limited partnership organized and existing under the laws of the State of Maryland, having an address at 10275 Little Patuxent Parkway, Columbia, Maryland 21044 ("Bayside"). W I T N E S S E T 8: WHEREAS, Licensee and City entered into an Agreement dated June 14, 1982 ("the Original License") under which City granted Licensee a license to use a portion of Bayfront Park and adjacent roadways and land owned by the City for the staging of grand prix racing events on certain terms and conditions; and waFREAS, Bayside and City entered into a Lease Agreement dated January 14, 1985 for the development of a waterfront specialty center (•Bayside Specialty Center")'on a portion of Bayfront Park (the Lease Agreement, as amended from time to time hereinafter called "Retail Lease"), and a Lease Agreement dated January 14, 1985 for the development of an approximate 1200 car parking garage and related surface parking (collectively, "Parking Garage") (the Lease Agreement, as amended 66-6151 r from time to time, hereinafter called "Parking Garage,Lease"). f The premises demised under the Retail Lease is shown and i designated on Exhibit A hereto as the "Retail Parcel", "Area A-4" and "Area A-5", and the premises demised under the Parking Garage Lease is shown as designated on Exhibit A hereto as the "Garage Parcel" and "Area-B", each as more particularly described in the Retail Lease and the Parking Garage Lease respectively (hereinafter collectively called "Leased Property"); and WHEREAS, the City and Licensee entered into an amendment to the Original License on December 31, 1984 ("1984 License Amendment") to modify the Original License as between themselves with respect to the development of the 8ayside Specialty Center and Parking Garage; and WHEREAS, City, 8ayside and Licensee entered into a Supplemental Agreement dated January 141 1965 ("Supplemental Agreement") to set forth their understanding, rights and obligations with respect to staging of the race, race -supported events and race -associated events on or near the Leased Property and the balance of Bayfront Park; and WHEREAS, the City and Licensee have agreed to relocate the race course outside of the circuit previously located in Sayfront Park and have entered into an Amended and Restated _. License Agreement ("Restated License") dated October 16, 1985 (the Original License and 1984 Liceriss Amendment: as amended and -Z- 8f --615 restated by the Restated License and as further amended from time to time with the consent of Bayside, if required, pursuant to Section 11 of the Supplemental Agreement hereinafter called "License"); and WHEREAS, the parties hereto desire to amend the Supplemental Agreement to reflect the relocation of the race course outside of Bayfront Park, NOW, THEREFORE for Ten Dollars ($10.00) and other good and valuable consideration, receipt and adequacy of which is hereby acknowledged, the parties agree as follows: follows: Section 1. The Supplemental Agreement is amended as 1.1. Delete the first, second and third sentences in Section 1.1. of the Supplemental Agreement in its entirety and insert the following in lieu thereof: "Prior to the modification of the License pursuant to the Restated License, the race events consisted of an annual two (2) day race (exclusive of set-up and take -down periods) for race cars which events occurred on a Saturday and Sunday ("Race Event"). The Restated License provides for, among other things, relocation of the Race Event outside of the Bayside Approval Area except for a portion of Area B shown on Exhibit A to the Restated License and to permit the Race Event to be conducted on two consecutive weekends. The parties agree that if the Licensee were to request that (i) the Race Event be located on a circuit/!ithin the Bayside Approval Area ether *han rho Mane nursrs fss sunh tprm or ( ) be Conducted more than once annually within the Bayside Approval Area, then the prior express written •==::a►pproval -of- the City -and-Bayside* is'required 3n each Instance and the City, Licensee and Bayside shall in good faith negotiate how the Race Event can be expanded without adversely affecting the ability of the Bayside Specialty Center to operate normally.` i I 1 ' -3- 86-6151 1.2. under Section 1.2. of the Supplemental. Agreement, delete the first sentence in its entirety and insert the following in lieu thereof: "Section 48 of the License provides for Race -Associated Events and Race -Support Events which have the same meaning as 'race associated events' and 'race supported events' in this Agreement." 1.3. Under Section 2.2. of the Supplemental Agreement, delete the first four sentences of the first paragraph and insert the following in lieu thereof: "The License provides that the Licensee has a right to conduct the Race Event on dates approved by the City. The City and Licensee acknowledge that if the Race Course were relocated into the Bayside Approval Area by the agreement of the parties made pursuant to Section 1.1. of this Agreement that no Race Event, race associated event or race supported event (as the terms are defined herein), nor any set-up or take -down periods shall be held in any year during the following peak retail sales periods at the Bayside Specialty Center without the express prior written consent of the City and Bayside in each instance: (i) the period commencing on the seventh day prior to the following holidays: Independence Day, Easter or Labor Day or (ii) the period commencing on the seventh day prior to Thanksgiving and ending on the following January 1. The parties agree that if the authority which sanctions international races were to require Licensee to conduct the Race Event or any race associated event or race supported event, or any set-up or take -down periods within the Bayside Approval Area, the Licensee shall in good faith negotiate with the sanctioning authority to have the date of such events changed to a date which is not prohibited pursuant to this Section 2.2." 1.4. Under Section 2.2. of the Supplemental Agreement (a) delete the phrase-Munder- Sections-It--4,.H.and. 12. at. any schedule approval provisions under Section 33" appearing in the first sentence of the second paragraph and insert in lieu thereof "under Section 5(a)e Section 5(b), or any schedule approval provisions of Section 38 of the License" and (b) in the first SOMMOOMM -4- 86- 615' sentence of the second paragraph of Section 2.2. of the Supplemental Agreement delete the words "(Bayside Approval Area)" in line seventeen of the paragraph and insert the following in lieu thereofs (iv) any portion of Biscayne Boulevard between N.E. Street and S.E. Third Street (collectively called "Bayside Approval Area")." I.S. Section 3.2. of the Supplemental Agreement is deleted in its entirety. 1.6. Section 3.3. of the Supplemental Agreement is deleted in its entirety. 1.7. Under Section 3.5 of the Supplemental Agreement, delete the phrase "Should the City elect to exercise its option under Section 8 of the License to have the race course for a particular Race Event located outside Bayfront Park" in its entirety and insert in lieu thereof "Should City and Bayside approve the relocation of the Race Event to a location within the Sayside Approval Area". 1.8 Under Section 4.2. of the Supplemental Agreement delete the introductory phrase "During the Race Event" and insert in lieu thereof "During the Race Event conducted in the Bayside Approval Area for which Sayside's prior written approval has been given in accordance with the terms of this Agreement". 1.9. Under Section 4.2(a) of the Supplemental Agreement; delete the phrase stAxcept as other -wise provided as to Areas A-4 and A-5 of subparagraph (a) of this Section 4.2," in its entirety. -5- 8C-6:151 0 11 1.10. Delete Section 4.3(e) of the Supplemental Agreement in its entirety. 3 A 1.11. Under Section 4.3. of the Supplemental Agreement i insert the following at the beginning of Section 4.3.: "If Licensee is conducting a Race Event, race associated event or race supported event or any set-up or take -down activities outside the Sayside Approval Area, the conduct of such activities shall not obstruct pedestrian or vehicular access to and from the Leased Property or adversely effect the use and enjoyment of the Leased Property. In the event the Race Event, race associated event or race supported event or any set-up or take -down activities are located within the Bayside Approval Area,". 1.12. Under Section 4.4. of the Supplemental Agreement, delete the introductory phrase beginning "The City agrees" and ending with "..Athe foilowi a" and insert in lieu thereof the following: "The City agrees that in addition to its other obligations under the License, in the event the Race Event, any race associated event or race supported events is conducted in the Bayside Approval Area or crosses the decorative title grand entrance or any service drives within the Bayside Approval Area, the City shall at its expense do the following:". 1.13. Under Section 5.1. of the Supplemental Agreement, (a) add the following phrase to the end of the fourth sentence "if the Licensee's obligations are to be performed in the Bayside Approval Area" and (b) delete the fifth sentence in its entirety. 1.14. Section 6.1. of the Supplemental Agreement is amended by inserting the following introductory phrase at the beginning of the first sentence: "Should Bayside approve the relocation of the Race Event into the Bayside Approval Area,". -6- 11 8C- 61511 • 1.15. tinder Section 6.). of the Supplemental Agreesentr insert the following phrase at the beginning of Section 6.1.1 "in the event the ttace Event, race associated event or race supported event or any set-up or take -down activities are located within the eayside Approval Area,". 1.16. Under Section 11 of the Supplemental Agreement, delete the reference to "twenty (20) days" in line 10 and insert "ten (10) days". Section 2. Except as otherwise modified by this Amendmentr this Supplemental Agreement shall remain in full force and effect. -7- 86_�6114 IN WITNESS WHERSOF, the parties hereto cause this Amendment to be executed by their duly authorized representatives the day and year first above written. WITNESS: MIAMI MOTORSPORTS, INC., a corporation organized and existing under the laws of Florida By: President ATTEST: CITY OF MIAMI, FLORIDA, a municipal corporation of the State of Florida ey- • ty Manager APPROVED AS TO FORM AND CORRECTNESS ty Attorney ATTEST: HAYSIDE CENTER LIMITED PARTNERSHIP By: Vice ent Rouse -Miami, Inc., General Partner -e- 861- 615t CITY OF MIAMI. FLORIDA INTEROFFICE MEMORANDUM To. Honorable Mayor and DATE: June 27, 1986 FILE: Members of the City Commission SUBJECT: First Amendment to Supplemental Agreement/ Bayside FROM: REFERENCES: Cesar H. Odio For City Commission Meeting City Manager ENCLOSURES: of July 24, 1986 Resolution It is recommended that the City Commission adopt the attached Resolution authorizing the City Manager to execute the First Amendment to Supplemental Agreement, in substantially the form attached, between the City Miami Motorsports, Inc. and Bayside Center Limited Partnership, to reflect the relocation of the Grand Prix Race Course outside of Bayfront Park. The City, Miami Motorsports, Inc. and Bayside entered into a Supplemental Agreement on January 14, 1985, setting further their understanding, rights and obligations with respect to the Grand Prix Race Events near Bayside's leased property in Bayfront Park. The City entered into an Agreement with Miami Motorsports, Inc. on October 16,. 1985, that relocated the race course outside of the circuit previously located in Bayfront Park. It is recommended that the attached Resolution be adopted to execute the First Amendment to Supplemental Agreement to reflect the relocation of the Miami Grand 'Prix Race Course outside of Bayfront .Park.