HomeMy WebLinkAboutR-84-1041s
4
J-84-832
9/18/84
RESOLUTION NO. 64-1 41"
A RESOLUTION AUTHORIZING THE CITY MANAGER TO
ENTER INTO FAC£I OF TWO NFj 0t?ANDA OF AGREE-
MENT IN SUPSTANTTAT,I,Y THE POP ATTACHED
HERETO, t' TTH T), F T, 7\ TF 1) TiOtl ;T;tr/COiISORT,
LTD./THACKF,T; CO1'T°OT 7vTT0T4,
THE PROJIF,CT. ;;i?(�ri (ii? T:tl T1A(-tl
AGT?i:T;iTT�t1f7', FOR
THE PURPOSE OF Ttii't,T;ttt?idTTt c=
THE :CFI"OI-DABLE
RENTAL, HOUSTNG T)T7VFT,()E'M NT
PPOGPAtt; AND
FURTHER, DT l'TN T NG TTit, ROT,F,S
AND Itt S1.)0 I-
BILITI t S OF THE CTTv AND THE
PItOJT C`7' "'PONSOR
IN CARRYING OUT A RAN ('"11_;
OF ACTTVT T TES
REQUIRED 'I'0 1> VF, ,OP THE HOUSING
PROJECTS
PLANNED UNDF,T; ` HRI AFFORDAi3£,F;
RENTAL HOUSING
DEVELOPt-TI NT PROGRAM ON THE
MELROSE NURSERY
AND CIVIC CI rdT'FR STTF; S.
WHEREAS, the City Commission through Resolution No. 81-848
approved the implementation of the Affordable Rental Housing
Development Program ("Program") in an effort to assist and
promote the production of rental housing units in the City of
Miami affordable to low and moderate income families and persons,
including the elderly; and
WHEREAS, pursuant to Resolution No. 83-371, the City
Commission authorized the issuance of a Request for Proposals
from developers for multi -family housing development under the
Program; and
WHEREAS, the City Commission through Resolution No. 83-1165
approved the herein designated Project Sponsor for the Civic
Center and the il,elrC)S NL1r..c. ry Affordable Rental Hou jinq Develop-
inent Presgram si_t_es; and
td£IEt:Eh�1, ii) -:zn effort to move the hrograii; forward and
commence construction on the Civic Center and Nursery
sites, the roles and responsibilities of the City and T=rojeet
Sponsor have be: -can set fortis in the two Memoranda of Agreement
attached Hereto;
NOW, THEREFORE, FORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY
OF MIAMI, FLORIDA:
Section 1. The City Manager is hereby authorized to
enter into each Memorandum of Agreement, in substantially the
form attached hereto, between the City and Related
4-.fi
}}i
Housing/Consort, Ltd./Thacker Construction/Emnine Corporation,
the Project Sponsor for each site, for the purpose of developing
housing projects in accordance with the Affordable Rental_ Housing
Development Program on the Civic Center and Molr_ose Nursery
development, sites.
PASSED AND ADOPTED this day of
ATTEST: &1 iyi ce A. _ Fe_ rre
MAURICE A. FERRE, MAYOR
RA-,' U , (LNG I E
City Cl.e k
PRI PAF?F J) AND APPROVED BY:
G. MI1Z7 1 41 t]t'eF{ -
Assistant City Attorney
APPROVED,- `s M�AND CORRECTNESS:
LU C =A 05'U' H E
City Attorney
GMM/wpc/pb/310
40
CITY OF MIAMI. FLORIDA
INTER -OFFICE MEMORANOUM
TO: Howard V . Gary
City Manager
FROM: Dena Spillman, Director
Department of Community
DATE: August 27, 1984 FILE:
SUBJECT: Memorandum of Agreement
REFERENCES:
Development
ENCLOSURES:
It is recommended that the City
Commission approve a Resolution
authorizing the City Manager to
enter in a Mcmor<nndum of
Agreement City and
Related ic.,r 'W
Thacker
Corpo rr< i e i �i c c :� c c t.: a o�1 with
the Afford6bl<: iiora ing
Development:
On October 7, 1981, throj.agl7 Itr.!sol.t.iti.on No. 81�-848, the City
Commission approved .li del. i nI y for implementation of the
gt
Affordable Rental llousine; Program. Approximately,
«k
1000 units of Pr-Witel�� rigid r;r,d r, nr :r<::d �-cntal housing units
affordableto lr.;, at�ri rig cit ;t.c i nc lies and individuals
are planned for develapt;.c_nt
On Mayi', 1 dud u,a.r�t. Lo I c�=olution No. 83-371 the City
Manager ciir< r..tC.CA to r>olici.t development aroposals from
multifamily housing lc-vc�lc>i1c�r5.
On Deccmi.,(_L i 5, i.` 83) th(a City Commission through Resolution
No. o ilE, Iel.t.ed Housing/Consort, I.,td. j"ihacker
Construc:ti� �� �ril-�c Curporc;tion as the I'roiE�ct Sponsor
{devclopi:>/ctis.--r"` z'oz~ t:lt Civic Center ar�d f"lelro.>cy NilrsL`ry
sites.
mence
,i� �,- 1� _„ fe�rG,�a �I 41�u1 r_c:��r,�.
In an 1 e.. U to [Ilo°�e t ;re i z c�� _ n
ti
construcr l oil oil ;i: Civic cent er iti fc 7,1`C (' :tta 'scary Sites, the
Iicusin�;/
attachcTd Aj r dement bccwe n Cifc: Ci ty a��d ReIatc d
Consort, Ltd./Thacker Constructic�Iz/L,iinine Corporatiot1 are being
provided for City Commission approval.
84-1-041
The attached Agreement defines the roles and responsibilities
of the City and Project Sponsor in carrying out a range of
activities rc<l��.ircd to dovel-cep the housing developments planned.
Cons tr,ic�:ti-()n anti cif) t.� c1 to commence on both housing
r
development oil orbef ore 19' ca 5.
Commission approval is recommended.
JH/ww
MEMORANDUM OF AGREEMENT
.. This Agreement entered into this - day of 1
1984, by and between the City of Miami, a municipal corporation
of Dade Cou-nt-,'-, Florido. referred, to ns "City"), and
C --) r p 0 r,-I t i. 0 3 1 11 Jo i, -nf- Venture
Housing (hr-rci-nnfter ur-,ficrred to as "U'roject Spnnf-or") .
the City. in conperal--i-on with tie tropol i Can Dade
County, Flori.da (lic-rein,-ifter referred to as the "County") is
implemcl-Iting, -I to increase the supply of pri->uacely owned
rental liousing �,?ffordnhlc to families and indi-%7iduals of low and
moderate income known as Clio Affordable Rent.-fl- Housing Development
1'rogr7m (hcreinot tee- referred to as the and
01 [1)' -J
WHEREAS, on December 15, 1933, pursuant to Resolution No.
83-1165, the City Commission designated the Project Sponsor to
serve as owner/developer of a rental housing project to be
constructed on a site acquired by the County in cooperation with
the City, said site to be subsequently conveyed by the County to
the Project Sponsor subject to the below described terms and
conditions, and,
WHEREAS, the City intends to provide construction and
permanent financing for the rental housing project proposed by
the Project Sponsor subject to the below described terms and
conditions.
NOW, THEREFORE, in consideration of the covenants and mutual
promises herein contained, and subject to terms and conditions to
be performed by the City, the parties understand and agree as
follows:
SECTION 1. DEFINITIONS
The words and terms not elsewhere defined in this Agreement,
shall have the following meaning:
84-1041
1.1. "LOW INCOME FAMILIES/ INDIVIDUALS" - shall mean families
and persons, including the elderly, whose gross income
does not exceed 80% of the median income fot the
Metropolitan Dade Cot -in q Standard 'Me'l-ropol 1 tan
Statistical Area (111 e- -F !'' J T-),' r c d t o i !-- "SMSA!,
nor fall below, )n% til-
in i-iicoi-w- fnr the S MS '-A.
1.2. "MODERATE WOME, S —(TAT," sh,11.1 mean
families and per:szons, iTicludi-n- the elderly, whose
gross income does not c�,c(,-,cd 1507. of the income
for the SMSA ind 1A.7110Sc �7�70ss income does not fall
below (Aic mcd.i.an incoimc for the SMSA.
1.3. "AFFORDA PL F-- [-�T" - sh-al-1- mean base rent, including
Basic UtJlicz, Co.,ts, not exceeding 30% of adjusted
gross income by fomily size.
1.4. "BASIC UTILITY COSTS" - are defined as the costs
associated with the operation of food preparation
equipment, lighting, and personal hygiene equipment.
1.5. "G.O.. HOUSING BONDS" - shall mean the City of Miami
general obligation housing bonds authorized pursuant
to City of Miami Ordinance No. 8514 and City of
Miami Resolution No. 76-1104.
1.6. "MORTGAGE REVENUE BONDS" - shall mean the revenue
bonds to be issued by the City pursuant to the
Constitution and statutes of the State of Florida and
the Charter of Lilic City subject_ to the requirements of
Section 1-03(b)(4)(A) of the Internal Revenue Code of
1954, I'll I, a nd the regulaCions promulgated
thereunder.
1.7. "INVITATIOI� FOR PRW POI IS A LS shall iiiiezin the Invitation
for Proposals aiid thy. Lhei-uco published by
the City of Miami. or, 41,ugust 16, 1983 pursualit:, to the
City of Miami Resolution No. 83-371 and attached hereto
as Exhibit A.
84-JL041
r-27
"PROPOSAL" - shall mean the Proposal submitted to the
City of Miami by Related Housing Corporation of.
Florida, Consort, Ltd., Thacker Constri3cuion, and
Marbilt , Inc. , on October 23, 1983 and attached hereto
as Exhlbir B.
1.9. "PROGRAW' - shall mean a program to increase the
supply of privately owned rental housing affordable
to fami-IJes and individuals of low and moderate income
known as the Affordable Rental Housing Development
Program.
1.10. "PROJECT DEVELOPMENT SITE" - shall mean the site
referred to as Melrose Nursery site generally located
at 2741 NJI. 27 Avenue, Miami, Florida, and legally
described as follows:
FRITZ HOMESITES, Plat Book 30, at Page 46, an
un-numbered Tract lying west of N.W. 25 Avenue,
less than the street
AND
Lot 1, the North 40 feet of Lot 2, and the South
45 feet of Lot 3, in Block 2, GROVELAND,
according to the Plat thereof, recorded in Plat
Book 1.1., at Page 54, of the Public Records of
Dade County, Florida.
1.11.
"PROJECT SPONSOR" - -hall, mean a developer of multi-
family housing e I c c t- e d by the City who will
construct, own �,nd be responsible for the long-term
managemcnt of specific housing projects developed
through che prog ,ram.
1.12.
"D.C. - lit -ID" - shall mean the Metropolitan Dade County
DcparcmenL of Housing and Urban Development.
1.13
"DEPART1-flENV' - shall. moan the City of Miami Department
of Communicy
SECT1011' 2. IT-RH OF AGREEMENT
The term
of this Agreemk,vit- be from 19
through
S ECTI OR 3. 1`110''GRAM DESCRIPTION
3.1.
PROGRAM OBJECAl IVE - the objJective of the Program is to
increase Che inventory of privacely owned and
operated rental hOU�illg LlrliCS located in the City of
Miami Ifford;qKle for low and moderato income families
and persons, including the elderly.
84-1041,
�3
3.2. PROGRAM PRODUCTION GOAL - the program production goal
is approximately, 426 rental housing units to be.
constructed within the Prq ject T1evel opmQnx_ Site.
3.3. PROGRAM FTNANCTNG - the Program l. lie financed
through a combination of public and private funds,
including:
(a) G.O. Housing Bonds for site acquisition,
(b) Mortgage Revenue }fonds for project financing,
(c) Private Capital. (equity investment) - Project
Sponsor cqui.ty.
The specific roles and responsibilities of the City and
Project Sponsor in implemonting and developing the housing project
under the ProFr-am are defined in Sections 4 and 5 of this
Agreement:
SECTION 4. PROJECT SPONSOR SCOPE OF SERVICES
The Project Sponsor will have the following roles and
responsibilities in implementing the Program:
4.1. THE PROJECT - the project to be constructed by the
Project Sponsor shall be substantially in accord with
that contained in the Proposal submitted to the City
in response to the Invitation for Proposals and with
the requirements set forth therein. The project shall
consist of 426 rental dwelling units constructed as
follows:
(a) Building Type - the project shall consist of three
(3) mi.drise structures situated on the Project
Development_ Site in accordance with the site plan
attached hi:retCa ;.is Exhibit C.
(b) Dwel l i n,,, Y Un awe �.;4ii.=� - Cho, project shall contain
substzsnt.i' lly L:he following unit (nix.
108 unics cUzI .i. st: of ] cropr,� - i bath
264 units shall consist of 2 bL'-dre:)c:s,ns - 1 bath
54 units shall consist of 3 bedrooms - 2 baths
49*
(c) Dwelling Unit Size the dwelling units to be
constructed shall contain the! followitig.'roinitnum
net square footages:
One bedroom 62sqijire feet
Two bedronm 70,11 square feet
Three 11-rd-,'onm - 950 �-,kju:irc feet
(d) Dweliing, Uni-t Floor 11---ins -- the dwelling units to
be construct.rd shr,]J lw cons tri.icted substantially
in accol-d t-7,1 C: 11 1 U -he iminary f loor plans
contained in the P--oj(-c,,-. Sponsor's Proposal
(e) DwellinF Unit-, Amenities -- the dwelling units to be
constructed S11,111 each contain the following
amenities:
Stove
Refrigerator
Central Air Conditioner
Individual Balconies (Terraces at Ground Floor)
=j
Entry Foyer
Pass thru windows at kitchen
Garbage Disposal
Wall to wall Carpet (Except Kitchen & Baths)
Washer & Dryer Connection
Project Amenities - the project shall contain the
following recreational amenities and facilities:
Community Room
Swimming Pool and Deck
Laundry I4cto t at Every Floor
Trash Ci;ucc- at Every Floor
P I a Y�'r 0 U 1-1 d
(g) Pro ect Parl
Lr�ldn� - the project shall contain four
L
hundred nine (469) parking spaces or will
comply wiuh City code.
4.2. REPAYMIENT 1,0i; ?ROJECIr' DEVELON1 ,"T'l' S31TE - The payment
method and terms of conipeiisz-,tion to the City for the
o
purchase of the Project Development Site is provided
84-1041
-5-
hereunder:
(a) The purchase price of the Project Development Site
as contained in the Proposal submitted t(--) the City
in response tr- t, - -1 sj,te
Shall ()
br ,,o.()on 7,,cjirpd In - �I om rthe
C i ng
Project: e
The City to sell_r t:hProject: Devc1opment
projcct- sponf;or ino
Site to L Ii ciI,ihr)rdLnncc the
City 'LJoi,.-tgag_e I:o n first mart gagc const--ruction and
loan anal -loci
permanent 1( shall cxecute such -iments
and instruments 1-0 CVi.(1(7TICC sitch subordination as
are reasonably requested by H-ic holder of such
construction and/or permminci !(Inn. The City
further agrees that the City 1101-tgagc sill be at a
rate of six percent (6%) annual interest. Interest
will accrue during the first five (5) years and
will be paid, without interest thereon, at the
maturity of the Mortgage Revenue Bonds. Beginning
in the sixth (6th) year, interest at six percent
(6%) per annum will be paid to the City, annually,
in arrears, and will continue Co be paid each year
until the maturity of the Mortgage Revenue Bonds.
The principal is due at the maturity, of the
Mortgage Revenue Bonds. A mortgagee title insurance
policy sh-111 be provided to tl',L' Cit-Y at Project
Sponsor's e,-pensie at time: of convcYarice of the
-p--
Project De,?-Iopmlent Site Co Cl-Le 1'r ,(-) jec ci c
The entJ i bzilancc- of' clit, out 'Ll-I 1) r i 11 a. of
the CiL7 lo r L EEL, and all accrut-,(31 ul-ipaid Inc'erest
thereon5 )"Iyable
J
either U 0 1 Ole 0 r
liquidacioil 1'11-0j,CU or upon the
sale, partial. sale, refinancing (for a principal
sum greater than the initial financing),
84-1041
resyndication, exchange, transfer, sale under
foreclosure, or other disposition of -the Project
Site, improvements 'Ind/or C .1 p 1- (-,q. I equipment
situated thereon. Upon the crlirincr� of any of the
above even(--, t I I, P (7 1. t: i 11,
51-1,11-0 i n the
d i s t r i bu L i o ri of p r o i r f, -I thn same rate as
fl described --,i Section A-5. of this Are�Qi(---nt-7 .
- 4.3. PROJECT RENTAL RE.GULATOT-1,Y AGRE1_,,MT_-,,NT ANT) PZEPUTING
4.4.
Project- Sponsor shall entor into specil'ic regulatory
agreements with the City pert lining '(--o rental schedules
and maiia,cJmcn L procedurc, s. Project S 1) (-) n s 0 1.., shall
reserve 207, of th (-- unit rz f o, r Lol,-7 Income
Families/Indivi-duals. Project: Sponsor shn]-l- enter into
a regulatory agreement Liao Cit:y containing such
requiremenCs as may be deemed neccs!;,ary in the opinion
of City's bond counsel. Co mmintyin the tax exempt
status of the interest on the bonds,
Project Sponsor may charge a higher rent for 80% of
the units that will be available to Moderate Income
Families/Individuals and use that as a form of "rent
subsidy" for the remaining 20% of Che units provided
that such tenants income shall not exceed 150% of the
area median gross income.
Project Sponsor will report annually to the City, to
the extent required by Federal law, on conditions of
the development:, the mix of income groups , vacancy
rates and rental structures and tic itr,irrcis.l condition
of the developr,,-ieii(: in order to determine if the ciry's
objecciv(.- of pr(:)vidino affordllble rental housing in
the Cit..y i-., bu-ing I _ fully
PROJECT 1)L_'V1:L011,-1L'NT 00S'11)3 C:Inscruction costs means
an ar,,iounL ("n- bl, e. detail. to the Ci Ly
by the 11rcj`i,,-cL S-ii:,wiz�ure , vuu- ! co the aggregate: of all
costs and t:.xpense-, actu.-1 I I y incurred by the Project
Sponsor for the purpose of and properly allocated to
the initial development and
construction of the housing
project as designated in accord with development costs
contained in the Proposal
submitted to the City in
response to the Tnvi tnti(
F () r I" OP-) 1-nclioding
all on -site i mpro"lomfincs,
to
Project Spmv-,(ir F,11,111 pl-OcOed rcsPc! certain
multi -family rent-,il lini..i.si r ' -ner dcvelopm nt I uthortzed
by the City Commission
pursuant to Resolution No.
84-205 (Induccmcnt Resolution).
The estimated costs of
development are:
DEVELOPS IENT COSTS
Construction $10,162,078
Architecture
234,300
Interest, 11.5 months
603,601
Taxes
20,000
Insurance
34,560
Financing Fees
503,876
Legal and Organization
85,000
Title and Recording
899500
Rent Up and Marketing
42,600
Land
9501000
Builder and Sponsors Profit
1,272,419
Total Development Cost
$13,996,612
4.5. CONDOMINIUH CONVERSION AND PROFIT DISTRIBUTION
Project Sp,onsor be allot�,,ed to convert the project
toennCiC)ttlic)1-11y 3fter the later of the
redemption ct- of Lh.11- lu--- Bonds
or t h e e z L i -1 U, h Q Q u'i- I o j Q C t: I r i c
(as describ�tl il'j tj'le '141Ct City
will, at Lllt-t time of t 1-t i n the
guidelines 6 e t forth by I n r- u- r i t a I LRE V e 11 Uk- Service
Regulations, participate in the profits as set forth
4"1
r -e
in the Proposal. Project Sponsor agrees that the
- distribution of profits shall be twenty five percent
(25%) for. the City, and seventy five percent (757.) for
the Project Sponsor..
S-1.CTT.ON CITY SCOPE OF SERVICES
The City a; J 1. 1-sm— the fol loi,7 .nc roles and responsibilities
in implementing, t: iio Frn r 1M
5.1. PROJECT r1'i%VI,;I_•OM1 N:t SITE ACQFJISITTON City will
be r`pc)nc�i.?1.�- Os sSistin; r?1e CE�1ty�t y in
c�Ui.ring,
I
wit11 the rrrccE ('s of its G.O. llo15in B c) n d s Lice
Project DcV(21-oJ)1rnr1-t- Si t_c z.zitable for tel;e de-rcl.opmcnt
of appro:liT nt-cly 426 houi;inf; units on tla. i4elrose
Nursery site.
5.2. RELOCATION_ the City will be responsible for all
i
residential and commercial relocation activities
necessary for the preparation of the Froject
Development Site.
5.3. SITE CLEARANCE - the City will be responsible for. any
site clearance activities necessary for the preparation
of Project Development Site. Demolition and site
clearance shall be undertaken and completed in
accordance with specifications for site preparation
for new development as provided by the Project. Sponsor.
5.4. INTERIM PROPERTY11ANAGEMEA�'1 - the City jai I l be
responsible for the interim, rr,,anagernent of the; Project
Development Site p,: ic.,r tt5 ttl-: cor:veyi.nF; of said site
to Project Spor;' eol' by tl e Coz. n y.
S.S. ZONINC; /REl-'LATI'il: - the Cite slr<al.I_ UL(? it:. bt2s!L efforts
to secure i tc: k11 vc.,�:_ , roiling chartge:s or zoning
j
vary arse.,.-y e 11�1 is eQui 1.0d l"C' .aC c irrl; necessary f or
developr.:u rx ill acc01c 1 ric�<< 14 t:l1 t IQ Proposal.
5.6. SOIL 1, )1t t�C / !'Ul'UC �l.l'l I '. >U VI Y'S the City shall
provide 'sai l borirrl S send enl irzeer I s report, site
surveys and topographic surveys for Project Development
Site to Project Sponsor within 60 days from date of
-,
execution of this Agreement. Said soil. borings and
surveys will be prepared at the Citys expenrp_ Project
Sponsor the cif_-y's i_n 1) i, 1, i- 1-_ z ^hnI I be
limited Co Uir ri'ghf-.. of Pi7nJr--_C1': to recourse
on the belhilf against 1--h- pr.rson(,.;) preparing
such soil borings, ent-inrcrls report:, sitc,
topogr� -1 ph iC stir -Vey, 5.7. OFF -SITE IMPROVEME'NTS all. uLiJi-ties (-)f �,i.ifficient
capacit:y r c q u.i. c d fir ProjecL drevclopment w i 1, 1 be
brought to the p-t7operty line- ley the Cir.y. All oil -site
improveinents shall lic the responsibilit-y of the Project
- Sponsor
5.8. SITE PREI'ARATION the City will inst;:ill, cause to be
instal.lcd niid 1-_)ny for site improvements to include
grading of the site.
excavation, compacted filling and gr.
The City i4i.11 pay for additional preparation, such as
any fill required to bring the first floor elevation
to flood criteria, that may be necessary as a result
of unusual site conditions.
With respect to any contracts entered into by the City
regarding Site Preparation, the City will include the
Project Sponsor as a beneficiary.
5.9. PROPERTY DISPOSITION - the County Commission will
convey good and marketable,' fee simple absolute title
to the Project Development Site
to the Project
Sponsor, It or prior to lon closing, provided the
provisions of Section 125.'--'5 Fl.orlldzi Statutes (1981)
have been ccwupli(d tjith by o1c, city.
5.10. PROJECT FINIANCING - the f1r().jecu � ill. be financed with
the p i: o c e t�� d s c, f c ','x uq, L. J-11 c, t i e Revenue Bonds
issued by the ("iL%C t i ol.' 3.3).
5.11. ADM1N1_")T'J,'.AT1NC ACt-'_'N'T: Cl,'rY - The Deparritient: will act
on behal 1: of the City in the monitoring and
coordinating of the Program, except as otherwise
84-1041
provided by this Agreement.
SECTION 6. PROJECT IMPLEMENTATION SCHEDULE
6.1.
Project Spc»1sor shall submit plans, to the City which
shall -V of f inal wnrki ng drnt7i.ngs and
speci- f i_ca1'-_;_rn5 inc I tid ino- 0,JtAinut 1 im i- t P J, onq the
U3
f 0 11 ow i 11g, i 111-7 1 - -nq n L 1 c) 11 a (1C f i n, i- t i.architectural
drawings; (b) definttive- o1;.T-)(1,q, t i on T10 f; t- i-tic tura 1
r- t- a
drawings: (c) clri vf tid m-ch, nical
drawings and final specific, -ons tlithi.n sj.,cty ((0)
days after the later of the of GOil Dorings
and the issua-ncc to tl.,(, pl-oj(-ct sponsor of firm loan
commitment to finai -ice the project or F'NVA approval.
6.2.
-311 -:orking drawings, and
The City sh, reviet the Final
specifications and shall promptly gi-ve rroji'ct Sponsor.
notice of its approval or disapprnva I end ;hull ,
further, in the event of disapproval, set forth in
detail its reasons for any disapproval. within (30)
days after such receipt.
6.3.
The City shall use its best efforts to market an
amount not greater than $24,000,000 in multifamily
Mortgage Revenue Bonds within 120 days upon execution
of this Agreement for the pur p a s c of pro
construction and permanent financing to the Project
Sponsor for the development of Project Development
Site.
6.4.
The City shall commence and complete all residential
and commercial relocation acti.,,,i.ties as required for
the preparation of the 11):oject De%relop,,iient Site to be
hundred L�-enty (120)
ready for devel( n t, 1. 1 .1. 1
days a f t (-- il- c 11 i o -11 off U 11 i A i - e, e ii, -t tz- i The City
T,
further a 9 U clearance
y aactivitiesn( c hin 'tundre.d twenty (120)
days after exocuuicni of Lhis
6.5.
The City shall. usv it bc-::,c efforts to secure, within
ninety (90) days after execution of this Agreement,
8 -1041 4
6.6.
6.7.
6.8.
all site surveys, zoning changes, zoning variances
and/or required replatting necessary for development.
in accordance with the Proposal.. If they hai7e not been
obtained T"Ithill such 90 day period, other time
require-mnnts of this Agreement may be adjusted
accordinf-,Jy -,-J[-,)on agrecmr�nt-- by the
In accordance with Section 21. olf f:hi-rz AF-,r,-(nmcn-it, the
Project Spon:';or r,711-111 dill upon e,-,,^cvitjon
of this Aorccmcnt 1:0 finqncinl- cn-mamtanent s
from parLicip.?th-1g, lendcr(s) tt.o finance tho cost of
construct i on and acqiifsit-Jon oi= Pro-Jcc'r. Dcuclopment
Site.
The Project Spon=or sha I I ex c C u t e a, 11, pertinent
documents, including but not: li;�dtcd to, the Deed
Restriction Agreement, Management Agreement an6 Rent
Regulatory Agreement with the City to assure that: the
said project will be economically accessible to Low
and Moderate Income Families /Individuals for the period
designated in accord with that contained in the
Proposal.
The City shall, through the County upon satisfaction
of County property disposition requirements, pursuant
to State Law, deliver and convey the Project
Development Site to the 11rojcct Sponsor prior to or at
construction loan closin- nd aftcr Clhe f0110VJiT1" shall
have occurred:
(a) The City s1a,--11 have sq..,proved the final working
drawings 1- P (2 C i f. i cai L i (--� ivl- for the project to be
constructed 011 t. h e Pi-o j e c t 1) ev e 1 o p iti e n t Site, as
provided in Suct-ioii 6.1 and,
(b) ThtCi(-'y I h..ve received and apprc-.ved the
c omm i t mr, c� 11 t or C i. C flil'e n Us for the contstruction and
pecirtanent financing of the project or such evidence as
may be reasonably satisfactory to the City cleat such
fin4ncing has been committed or is available.
"12—
6.9. The Project Sponsor shall complete the project and
obtain a Certificate of Occupancy no later than 18
months from the date of conveyance of the Project
Development- Sitn by Ithe CotTits,;,. T'fi,- shall.
be in nccord,,incc i to be
provided by the P-o.1-cc. 'Irnn!-�or nmd P"T-111-n-urd by tAic- City.
6.10 For the e ptirpo-sf- of n.ny of (Aie of t hi s
Agreement, neitller of the partIA-c-s. nor My r;occosso-r in
interest, shall be cons idn-rcd in b-rench of or i-11 (JQfault:
in any of ii-s ob1Jg.it:-)'-on5 In the Arent of 1,;-,Invoidable
delay in t:hc pc-rform-nnco of 5tich obljj-,;It.-ionrfi-ur to
delays due to st:rikcs, lockoi-its, acts of God, 5-11)billty
to obtain labor or ma t e r ta 1 s due to governmental
restrictions, en( --.my action, fire, ionavoid,-hlc cnsualty
or other similiar causes beyond the rea,,,7zonabIc control
of a party (not including Project Sponsor's insolvency
or financial condition). In the event of the occurance
of any such unavoidable delays, the time or times for
performance of the provisions of this Agreement shall
be extended for the period of unavoidable delay;
provided, however, that the party seek-ing the benefit
of this provision shall, With4n 15 days after such
party shall have become aware of such unavoidable delay,
give notice to the other p,-,.rty in wri.ting of the cause
or causes thereof and Che tulle delayed.
SECTION 7. C01HPLIANCE IVJITH FEDERAL, STATE' AN) LOCAL LAWS
Both parties Shall Comply %., i t 1-1 e 11. 4 .pplicable laws,
ordinances and codes of Federal, st,-.te and local -,�ovcrnments.
SECTION S. GE?NERAL CONID-YTIONS
8.1. All notices or oChei,- c oi-,!nIUI 1.11- C, 4.1 C it r;! t�hich shall or may
be given pu-r-,tar C co thi-,, sluill be in writing
and shall. b- d e 1 i %),? r e r ,, o i i I service, or by
registered mail caddrc-6.sc-d to the other party at the
address indicated herein or as the same may be changed
from time to time. Such notice shall be deemed given on
the day on which personally served; or, if by mail, on
the fifth clay after being posted or the date of actual
receipt, 11 i- C 110 '17C I- i - enrlier.
OT7 tlT. tN'�J T
CITY PROJECT SPONSOR
Dena S p i 1 1 mn n Director Related/Consort/Thacker/
DepartmCTIC of Cam-muni. ty Emnine Corporit:ion
Development !,i�una Street
--c Florida 33144
1145 N.W. 11t1 h S t Cor. G,
"r-,et
Miami. Vlol.-ida 33136
8.2.
-1 F
Title a n d PR 17, , 1. -1 11 hcadinc_s ,ire f o r convenient
reference and are not a part of this Agrcemcnt.
8.3.
In t' I-) c ever -11, of any conflict bwe eten the terms of this
Agreement and any terms or conditions contained in any
attached documents, the t,ei. s in this Agreement shall
rule.
8.4.
No waiver of a breach of any provision of this
Agreement shall constitute a waiver of any subsequent
-iy breach of the same or ai othc r provision hereof, and
de in Nvriting'� no waiver shall be effect..jm, "ve.
8.5.
Should any prove st<..)ns', par;iri, hn, se.,ntences, �ords
or phrases containcri in (Jil-ri Agreement be determined
by a court of coi-npet:eT -L jurisdiction to be invalid,
illegal, or othervise unenforceable under the laws of
the State of Florida or the City of Miami, such
provisions, paragraphs, sentences, or phrases shall
be deemed modified to the extent necessary in order
to conform with such lat-.,s or if not modifiable to
conform with such Iat-,7s, then same shall be dicemed
severable, and in either event, the remaining terms
and provi s ions of th I S A- r e e it-i e n t: shall remain
unmodified and ii-i "L'u11 force and effect.
SECTION 9. NON -DE
The
-i d e ri -ro jc C)
obligations ui rtakc by P �ct Spun, r pursuant t
this Agreement
shall nou bcl. &Aegace'd Or to any Other
person or
firm unlkzs� City �,Ah�,11 fi.r_su consC"nu in, uriclngv' Cu the�
performianctf or assignment.
-it of such se". -vice or any pzil:°U L'
another person or firm, Tht City h(:.'eby consent to uk
by 0— "i-,�jc,:L
Sponsor of its rights and obligations
Ns'
-14- 84-1041
9-
a
this Agreement to a Florida limited partnership to be formed, the
general partners of which shall be only the Project Sponsor and
one or more of the following: Consort, Ltd., Related Housing
Corporation of Florida, Thacker Construction Co., or Emnine
Corporation.
SECTION 10. AUDIT RIGHTS
City reserves the right to audit- the records of Project
Sponsor at any time ciuri.ng Clio performarce of 11-iis Agreement and
for a perind of tch-cc (3) ycnrs Project Sponsor
agrees Chat all. (Jocumcntr- and genorat-cd pursuant to
this cont-ract-Ji-ral -rel-1L i 0 1) Ship 1-)(2 t:WC(n City and Project Sponsor
shall be subject t.-o all. provisions of the Public Records Law,
Chapter 119, Florida StaLut:c.
SECTION 11. AWARD OF AGREEMENT
Project Sponsor warrants that it has not employed or retained
any person employed by the City to solicit or secure this
Agreement and that 1-t has not offered to pay, paid, or agreed to
pay any person employed by the City any fee, commission
percentage, brokerage fee, or gift of any kind contingent upon or
resulting from the award of this Agreement.
SECTION 12. CONSTRUCTION OF AGREEMENT
This Agreement shall be construed and enforced according to
the laws of the State of Florida.
SECTIOIN 13. SUCCESSORS AND ASSIGNS
This Agreement shall be binding upon the parties, herein,
their heirs, executors, legal representatives, successors, and
assigns.
SECTION 14. 114DEMNIFICATION
Project
Sponsor shall. indemnify
and save City harmless from
and against
any and all
li�,ibilli'ties,
losses, and causes
of action which
iy,,':..V k i t
o I
V,:ojecu Sponsor's activities
under this
A,, r e me, i t -J ci c I t.16 J z i,
all
other acts ar omissions to
act on the
part of Project Spo-misor,
including any person acting
for or on
its behalf, and,
from
and ap a. i n 6 t any order; ,
judgements,
or decrees which may
be
enttred irurn and a,yairkst, all
costs, attorney's fees expenses
and
liabilities incurred in the
dt-fonse of anv
such claims, or in
the
investigation thereof.
84-1041
SECTION 15. CONFLICT OF INTEREST
Project Sponsor is aware of the conflict of interest laws, of the
City of Miami (City of M0rint Cocle Chnpter 2, Article V), Dade
County, Floorfda, (Dnrle Cotlnty Code Sqc,,_JC.,T1 2-1.1.1) and the State
of Florida, and nlgr-cr; ft 7ill fi-illy comply in all. respects
with the te-cm.r--, of snld
S F NDEYET'TDENT cnNTRACTOR
CTION 1-6. U
Project Spnnsor itsz rmployces, and agents shall be deemed
to be independent -Ind nrfl- Iccnts or employees of
City, and sh,31-1 not: ntltiili vic-hur, or benofits under. the Civil
Service or Fcnsion Ovdininccs of City, or any righ'A':rz r(.ncrall_y
afforded c las s 1 f i c (1 0 1" unc I las s i- f i cd employees; further its
employees shall no(., be dccmcd entitled. to the Florida Workers'
Compensation benefits as an employcc of City.
SECTION 17. NONDISCRIMINATION
Project Sponsor shall not discriminate as to race, sex,
color, creed, or national origin in connection with its
performance under this Agreement.
SECTION 18. MINORITY PROCUREMENT COMPLIANCE
Project Sponsor acknowledges that it has been furnished a
copy of Ordinance No. 9775, the- 11inority Procurement Ordinance of
the City of Miami, and agrees to comply with zall applicable
substantive and procedural provisions therein, including any
amendments thereto.
SECTION 19. SPECIAL CONDITIONS
As a condition for obtaining project financing from the City
through the City's issuance of Mortgage 1,(_-venue Bonds, the Project
Sponsor agrees to submit cl-vi-dencu of ;i fii-ni loan conuti-iLment for
construct- i (,n arto Zi :_cc,..pk,J_Ae to
the Cit,V 110 laueClLl",11 'Nove-m1cr l, -108L
applica-L.iun co uhL National Mcfi-L-ae A_-sucliation (FNKA)
ti t-
for the purpose, of receiving a FNIMA conit.-titmenL for issuance of
mortgage -backed securities by November 1, 1984.
SECTION 20. DEFAULT PROVISION
In the event that Project_ Sponsor, shall fail to comply with
each and every term and condi_t.i nn of th.i.s t1.gr,-ement , fails to
perform anV of: rhC t.e1J1' !% nr)cl co`St-3 i . i d�T�r e-{.��at:: i :�racl herein after
notice and <i rc;t-,ojin1)1r� r- 1=ra7 "fie �,�:31 t;� {?r fat iIS to
comply 4.fth c 1ch -ITl(l a7 1_ n ' t=hn provi. k)-n1^ of. Che Ci.t:y Mortgage,
City, at its sol_p option, tzporT tt'i i_t t_nii notJ.ce to k roir'ct: Sp;,nSf)r
may cartcei, and ter.mi-n'ate Lhi5 Agr( �,ment�. '111d all_ rayrracntn `,
advances , or other comps nsa.ti.oal paid to Project: SpoE r01- TOY City
while Project Sponsor T�73 s In dcf aTil.t of the provi.si_nns herein
f
contained, shall. be fort;hwit:h rcLurncd to Ci_t:y. A defaTilt, under
-it: shall- constitute def,-.ul.t: under LI-ie City tiortgage.
this Agreeme
-= SECTION Zl.. AN NI?i° ENTS
No amendmcnt:s Lo this Aorccmcnt: shall bP binding on either
party unless in writing rand signed by both pnrt:ies.
IN WITNESS V.1HE-RE01', the ptfrties hcuc_t o h,:,ve caused this
instrument to be executed by the respect-Avcv officials thereunto
duly authorized, this the day and year first; abci,,,-c, written.
ATTEST: City of Miami, a municipal
Corporation of the State of
Florida
By
Ralph ng a Howard V. Gary
City Manager
Related/Consort/Thacker/
Emnine Corporation
By
Witness General Partner
Witness
APPROVED AS TO FORM AND
CORRECTNESS:
Lucla A. DougHerty
City Attorney
-1 0 1
MEMORANDUM OF AGREEMENT
This Agreement entered into this
day of
.1984, by and between the City of Miami, a municipal corporation
of Dade Countv, Florl-da, (her,-J.naft-er referred to as "City"). and
Related/Consoi-c/Th n c IFr7u) r- n t Venture
Housinp:, pnrtnership to n5_ P r n js c f S, p (" n r, 0, r
W14EREAS, the Cl.*Ly. in conpornt-i-on !,:r1J--h Metropolitan Dade
County, F I n r i da (flerefnafft:cr referred !_0 1> thc. "Col.int-y") is
imp 10 me nt:[ng .i proF,-rim t:o incrr-.,1sc Che supply of- privnt-,cly owned
rental hoiriino- afford;)hle Lo familicr, and of low and
moderate income 1lnclqil a,i the Affordablc Rental Housing Development
(_0 n5 the "Progrnm") and,
WHERFAS, on Dcccmbcr 15, 1,111()3, pursulanc co Rc�;oLut:ion No.
83-1.1651 -the City Com-ii'llssion dcsign,:)Lcd the Pro jcct Sponsor to
serve as owner/developer of a rental housing project to be
constructed on i site acquired by the County in cooperation with
the City, said site to be subsequently Conveyed by the County t.()
the Pr().1ccL Sponsor -,iubjcct to the below described terms and
canditions, arid,
WHEREAS, the City intends to provide construction and
permanent fi.nancing for the rental housing, project proposed by
the Project Sponsor subject to the below described terms and
conditions.
=,J, '111EREFORE, in con,;ideration of Lhc covenants and mutual
promises hercin contained, and subjecr- to cerais and conditions to
be performed by the City, the parties understand and agree as
follows:
SECTION 1. DEFINITIONS
The words and terms not elsewhere defined in this Agreement,
shall have the following meaning:
84-1-04-t
,PJW
"LOW INCOME FAMILIES/ INDIVIDUALS" shall mean families
and persons, including the elderly, whose o grss income
does not M, for the
Metropolitan i I �- colt-ni--7 Si -I (I'l (,I Met-1 opol i tan
Statistical_ Ar,�n t0 n s ",-,MSA")
f -m,SNSnor .-ineinTicn- A.
1.2.
"MODERATE, I N C 0 IF, FAMILT.FIS/ h --i I T mean
families and leer r;ow; nc I i,id i jig tlir n i, d C 1: 3, �r Whose
gross 111cow- doc.�-, not, cn--Cee�d 1.�,O`A of Lhr Tw-di-11-1 income
for the SMSA -,nd i-.7hw-,e o s Lincome doc-s not fall
-)w 3 bel( of t-he i-iic(li-in incomc for tho S SA.
1.3.
"AFFORDABLE- R-ENT" - shall -mean base rent, including
7
Bas i c U t- i I i Co �; vs 1 not exceeding 30% of adjusted
1
gross incoi-iiie by famikly size.
1.4.
"BASIC UTILITY C 0 `;T S are defined as the costs
associated �%7 i C 11 Llic operation of food preparation
equipment. and personal hygiene equipment.
1.5.
A-0
"G.O. HOUSING 130N,DS" - shall mean the City of Miami
general obligation housing bonds authorized pursuant
to City of Miami. Ordinance No. 8514 and City of
Miami Resolution No, 76-1104.
1.6.
"MORTGAGE REVENUE BONDS" - shall mean the revenue
bonds to be issued by the City pursuant to the
Constit:utinn and stacut:cs, of the State of Florida and
the Cli,'Irte- of the City subicct to the requirements of
Section 103(b)(4)(A) of the Internal Revenue Code of
1954$ as alf1cndcd) and t lie regulations promulgated
thercunder.
1.7.
"INVITATIOIN PROPOSALS" - shall mean the Invitation
for Proposal—,,, thereto published by
the City of Au�,ust 16, 1983 pursuant to tKe
City of tyliarid RetoluLion No. 83-371 and attached hereto
as Exhibit A.
I.8. "PROPOSAL" - shall mean the Proposal submitted to the
City of Miami by Related Housing Corporation of
Florida, Consort_, Ltd., Thacker_ Construction, and
Marbilt, Tnc., on October 23, 1983 and attached hereto
as Exhibit R.
1.9. "PROGRAW --- shall mean a program to increase the
supply of privately owned rental housing affordable
Go families and individuals of low and moderate income
known as the Affordable Rental Housing Development
Program.
1.10. "PROJECT DE\7ELOPMENT SITE" - shall mean the site
referred to as Civic Center site generally located at
N.W. 18 Street- and N.W. 14 Avenue, Miami, Florida,
and legally descri.hed <7 f:ol.lo1as :
Tract B . c-n;,,,go . as r^corded in Plat hook 117 at
Page `O of 'Lho Puhlic Records of Dade County,
F1or', C',r._ .
1.11. "PROJECT SPONSOR" - shall mean a developer of multi-
family housing selected by the City who will
construct, own and be responsible for the long-term
management of specific housing projects developed
through the Program.
1.12. "D.C. HUD" - shall mean the Metropolitan Dade . County
Department: of Housing and Urban Development.
1.13 "DEPARTMENT" - shall mean the City of Miami Department
of Community D velopment.
SECTION 2. TERM OF AGREE.MLNT
The term of this Agrc:°ec-e nt.. shall be from , 19,
through _, 19
SECT1011�V . PROGRAM DESCRIPTION
3.1. PROGRAM O1iJI C`1'IVE -- the objective of the Program is to
increase the itivent.ory of 1)riva Ls<I owned and
operated rental htousii)P units located b-1-3 the City of
Miami affordable for low acid m,)dci rate income families
and persons, including the elderly.
3 2. PROGRAM PRODUCTION GOAL - the program production goal
is approximately 135 rental. housing units to be,
constructed within the Project Dev€lopme!nt Site,
3.3. PROGRAM F< .NANCTNG - the Program will be financed
through a combination of public and private funds,
including:
(a) G.O. Housing Bonds for site acquisition,
(b) Mortgage Revenue Bonds for project. financing,
(c) Private Capital (equity investment) - Project
Sponsor cquit_y.
The specific roles and responsibilities of the City and
Project Sponsor in imptemeni:ing and developing the housing project
tinder the Program are defined in Sections 4 and 5 of this
Agreement:
SECTION 4. PROJECT SPONSOR SCOPE OF SERVICES
The Project Sponsor will have the following roles and
responsibilities in implementing the Program:
4.1. THE PROJECT - the project to be constructed by the
Project Sponsor shall be substantially in accord with
that contained in the Proposal submitted to the City
in response to the Invitation for Proposals and with
the requirements set forth therein. The project shall
consist of 135 rental. dwelling units constructed as
follows:
(a) Building_Type - the project shall consist of one
(1) midrise structure situated on the Project
Development Site in accordance with the site plan
attached hereto z,:s Ix.hibir. C.
W Dwel l ijn'i;Y!-ni_t1,li. - the project shall contain
substari iall,7, I c> following, dwelling unit mix.
28 unic.�' slut] consist of 1. bcBroom -- 1 bath
87 units tiIiz:ll consist of 2 b�droows -- 1 bath
20 units shall consist of 3 bedrooms - 2 baths-
0
(t) Dwelling Unit Size - the dwelling units to be
constructed shall contain the following minimum
net square footages:
One bedroom 625 square feet
Two he<irnon, - 70,9 square- feet
Thrce bedroom -- 950 sgr.rare feet
(d) Dwelli.ng Un'1,-F.lont_ P nns -- the dwelling units to
be constructed :hall ho const-r u.cted substantially
in accord =ai_tah the rfli_r;.i_nar;- floor plans
contai_ncd in Project Sponsor's Proposal.
(e) Dwelling „Unit- Amenities - the dwelling units to be
constructed shall., each contain the following
amenities:
Stove
Refrigerator
Central Air Conditioner
Individual Balconies (Terraces at Ground Floor)
Entry Foyer
Pass thru windows at kitchen
Garbage Disposal
Wall to c,=all Carpet ( Except Kitchen & Baths)
Washer & Dryer Connection
(E) Project f=menities - the project shall contain the
following, recreational. amenities and facilities:
COMMUTl i... t,,= IZoo::1
Swimming Pool and Deck
Laundry ! oc_) ;.t Every Floor
Trash Chutc° at Every Floor
Play -round
(g) Project _P�rkinp, - the project shall contain one
hundred f:c.rt.,' nine (149) parking spaces or will
comply \.it;1 C 1.t:4' code.
4.2. REPAYMENT FOR P110.1',L'CT M-.,V[.'LO11VENT SITE - The payment
method and terms of compensation to the City for the
purchase of the Project Development Site is provided
'WSW
hereunder:
(a) The purchase price . of the Project Development Site
as contained in the Proposal submitted to the City
in response to the price for I.-h- dInvel-nprnent- site
shall be $270,000 scci,ircd In., r, morfr,cnr,n 'Frni-il the
Project Spoii,--or 1-c) U.hr- City (1-h- "C-O-y Mortgage").
The City intends tr) sell. Lh(' 1'ro—cf, Dr-vel.opment
Site to ',:h(.- Froject Spon4or end 5(ibordlnate the
City Mortgage 1--o a f i_ rs t. 4 oT t n construction and
permanent 1-0,4TI :=Ilnll C (2 C. 11 t: C SI-I.Ch doCuMent-,
and (--o ce-Ulcnlcc stich ,;ubordimatinn as
are re-asonably, re;quc�;tcd Lhe holder of �.uch
construction a n d / o l.- pc, r -mn n e n t I oan. The City
furthet- agr(-cthaL the City t,,Iortgage will be at a
rate of si-;, percent (6'/'0) annual interest. Interest
will accrue during the first five (5) years and
will be paid, without interest thereon, at the
maturity of the Mortgage Revenue Bonds. Beginning
in the sixth (6Lh) year, interest at six percent
(6%) per annum will be paid to the City, annually,
in arrears, and will continue to be paid each year
until the maturity of the Mortgage Revenue Bonds.
The principal is due at the maturity of the
Mortgage Revenue Bonds. Ax mortgagee title insurance
policy Shall bte Provided to t:he C-Ity at: Project
S polls or c-pense at tilde of ConveyarlcL.of the
Project 1)c-vc--1o[--,ti'ic;--z,.t Site to tl.-ic 12roj(..'ctv.- S'ponor.
W The entire b"Azsn�e of the Sri iicipal of
the city arld l I,Lcc'ruk"udi U,1-11""]id -int(.,rest
there -on, shall due 1-nd payable
either Upon uhe U ol Lit i or. or
liquidation of Lhc or upon the
sale part ia 1 (for a principal
sum greater than the initial financing),
resyndication, exchange, transfer, sale under
foreclosure, or other disposition of the Project
Site, improvements and/or capital Pqtli pment
situated thereon. Upoin the occl"It-'i"re of P.-.1Y of- the
• above even[_-!,z fl) Cl t t-. y will f-- Tin r(I 1.n the
)c ;gran rate as
distribuLi-on 0 P ro A" a t t-
A
described in Section /,.5. of this Agi-,-cement.
4.3. PROJECT RENTAL RrGUIATOWIF AGRFFMENT AND REPORTTNO,
llro.ccL Spoiisov -hnll (-n)LOV into spcciff.c rep ul aLory
agreements the Cft.y pert_-,,70.nftig to a:ren-al schedules
and managcmcnv procedures. Proic-cf: spon:;o shall
reserve of the un 1. (_- s for Low Income
Families/Individuals. Project Sponsor shall cnccr into
a regulatory agreement with the City containing such
requirements as may be deemed necessai ry n -lie opinion
of City's bond counsel. to maintain the tax exempt
status of the interest on the bonds.
Project Sponsor may charge a higher rent for 80% of
the units that will be available to Moderate Income
and use that as a form of "rent
subsidy" for Lhe remnaining 20% of the units provided
that such tcyiar,ts income shall not exceed 1-50% of the
area median gross income.
Project Sponsor will. report annually to the City, to
the extent required by Fvder",A law, on conditions of
the development, the mix of income groups, Vacancy
rates and rentail r.LrUCCUrCS Lrld tJ-1C_ ffn-ztIC4�1'
4. condition
Of the development in ordt2r Lo deter'mine if Lhe Citys
objeccivu cjf providinq:,, ailfford_ble rental housing in
111fully �_icliic;ved.
the Ci ty i be
4.4. PROJECT INT C(`)S.S Construction costs means
an amount, p-ovidcd in detail to the City
by the Proitflr S'pcAi_c v("lual to Clre �,fzrelce. of all
costs and expense-octually incut:rtA by Lhe 'Froject
Sponsor for the purpose of and properly allocated to
-7-
the initial development and
construction of the housing
project as designated in accord with development costs
contained in the Propo il.
submitted to the City in
response Lo Ti'- i 1_n1-.J on
For Proposals, including
all on- -, 4. t:(-
Project: Sponsor ,!). J proceed
with respect to certain
multi.-iarmliv rrn(,11. liousi.n8
development as authorized
by the City Cc m-mi sr;ion pursi.tant to Resolution No.
84-205 Resolution)
. The estimated costs of
developments aloe:
DEVELOPPENT COSTS
Construction $3,437,038
Architecture
81,300
Interest, 11.5 months
138,847
Taxes
5,600
Insurance
10,800
Financing Fees
166,616
Legal and Organization
55,000
Title and Recording
29,160
Rent Up and Marketing,
13$00
Land
270,000
Builder and Sponsors Profit 420,756
Total Development Cost $4,628,317
4,5. CONDOMINIUM CONVERSION AND
PROFIT DISTRIBUTION
Project Spon_ror will be allowed
to convert the project
to co11C1C=11l1.31iuii oh'--nershi p
only (if ter t'hc:' later of the
redemption or ITIacuri.t)' Of
t:E'13 1101:'tt' ,`-" 1vQVQ1AL,1e 1'011dS
or the expi r. it:icl,n of tIle
" u: 1 i #`ic-t py(-i z`iod�`
(as described iii the Lrlc llcc
rrc_rlt Rt ; c lc.t i_�1+) . ' 'he. ui tv
Will, at Ciw °. i1Sie CSC:
C ol-,Vt''csiol1 1-) d 1'] C 11n the,
guidelines see ford, by
Internal Revenue Service
Regulations, participate
in the profits as set forth
-pow
N
in the Proposal. Project Sponsor agrees that the
distribution of profits sh.311 be twenty five percent
(25%) for the Ci f_u, anti seventy five percent (75%) for
the Project:.
SECT WN 5. CITY SCOPE OF SERVICES
The City will hive the Following roles and responsibilities
in implementing t. hr- T',ro rr,r�:
5.1. PROJECTDFV1t,1J.01 HF.N "_ SITE ACOUICTTTON -- the City will.
be rc sponsiblc for assisting the Count-_y i_n acqud-ring,
with the procc eds of its G.O. 11oi.i: ink; 103 cycuis, the
Project Development Site suitable for the development
of approximntel y 1.35 housing units on the Civic Center
5.2.
5.3.
5.4.
5.5.
5.6.
site.
REI..00ATION - the City will be responsible for all
residential and commercial relocation activities
necessary for the preparation of the Project
Development Site.
SITE CLEAFJ�NCE - the City will be responsible for any
site clearance activities necessary for the preparation
of Project Development Site. Demolition and site
clearance shall be undertaken and completed in
accordance with specifications for site preparation
for new development as provided by the Project Sponsor.
INTER1114 PROPERTY 1'i', NAGEMl::N - ti.e Cit,v vii I I be
responsible for the in,Lcariml r;ianaf,c_>r5t r,t of the Project
Development Site, I:;r i.or to t.l,u cr1x,.%L:Y'l. 1, oi' said site
to Pro jec t Spon,--;or by the County.
ZONING/R1,1PING - t ho Ci' Ly .:nail ii e its best efforts
to Secure >iX.Q 5urvevs, z oiti.n g ch :nf es or zoning
variances, and required Y(1)1aUta ng necessary for
developrms i,C ii-i �icc:o-rdz? rice I CI.t(r 1,ropc),aI.
SOIL h01_;11�GIS h(-)P0( 1�AIj�EiIC SURVEYS -- the City shall
provide sni I bori rigs and engineer's report, site
surveys and topographic surveys for Project Development
Site to Project Sponsor within 60 days from date of
execution of this Agreement. Said soil. -borings and
surveys will be prepared at the Uty's expense, project -
Sponsor ngreef; t- lin t the C, tc V
limited to the -ri-ghtc of tl)', �-o rrcourse
on the --p -
stick !;ki I hor 1 111.; (211till. neer's report-, r'urvcy!; olld
topographic si.11-veys.
5.7. OFF -SITE all uLilL- 'A. t I - z of siifficionL
capactLy rcquired for Project deNTel.opmnIlL t-ji 1. 1 be
brOLIF,11L 1-0 L11C J1r0pC-11-.LV line by the City. All on-si-ce
improvemcill--s s-11,111. be the responsibility of the Project
Sponsor.
5.8. SITE PREPARATION - the City will inctziI.J.. causo to be
ins La I I C d and pay for site improvernents to include
excavation, compacted filling and grading of the site.
The City will pay for additional preparation, Such as
any fill required to bring the first floor elevation
to flood criteria, that may be necessary as a result
of unusual site conditions,
With respect Co any conracts entered into by the City
regarding Site Preparation, the City will include the
Project Sponsor as a beneficiary.
5.9. PROPERTY DISPOSITION - the County Commission will
convey good and marketable, fee simple absolute title
to the Project Developtnelit Site
to the Project
Sponsor, at or prior to loar, cloring provided the
p ro v is i c nt; cif S e c t i o r-, 1,25.35 F1, o i (I a, Statutes ( 1981
have bi�cn C,oimpliedl with by the City.
5.10. PROJEC'11' IFIINANCIIIt(_, - tile F-roject: k-,,ili be financed with
the p i - o c. o of tag'-- L: 1,l o i- Q, g c- Revenue Bonds
Q o (�f c i n 3 issued b',' 01c City
Th'u DL:F'Lrtlia; "t will act
-f f the City ire t 1, e, uzo ni L or 1" 11 and
on behaI
coordinating of the Program, except as otherwise
84-1041,
provided by this Agreement.
SECTION 6. PROJECT IMPLEMENTATION SCHEDULE
6.14
Project Sponsor. -,hall. submit plans to the City which
shall corns i- s I- of f inal working drawings and
specifications incli.tritng (wi thout I imi tnt i-ons) the
f 011 owi ng i n IF 0 r M'I t- i o n (a) de f in i t i ve n r c I i i t-. e c t- ti ra I
drawings; (b) d e f in i t [,,, e foundition ;,nol structural
drawings; (c) (I c f- i, n i L i NT e, e I e c- t r 1- cn I r, n () mn c 11,11-11 c a I
drawings and J'-Jqnl (00)
days after the lnt-nr of thr rcccj.pr of ,nil_ .)o,- I vji-igr
and the issimncc. to 'chr of firm
commitment to fj.iiance -he pi-n C) "
or NA, ,r3 i -)pI v- - -I..
6.2.
The City =-hall review, the finzrl. ,zorking drawings and
specifications and shall promptly give Project Sponsor
notice of its approval or disapproval, and shall
further, in the event of disapproval, set forth in
detail its reasons for any disapproval within (30)
days after such receipt.
6.3.
The City shall. use its best efforts to market an
amount not greater than $7,800,000 in multifamily
Mortgage Revenue Bonds within 120 days upon execution
of this Agreement for the purpose of providing
construction and permanent financing to the Project
Sponsor for the development of Project Development
Site.
6.4.
The City shall commence and complete all. resideT-Itial
and commercial relocation activities as required for
the preparation of the Project Dovelopi,',ent SiLe to be
ready for development within one hundred Li-enry (120)
days after execution of t 1 is', A i, rr>QI1iCII C The City
further agrees to C 0 ni 1) 1 e t e al I S i to clearance
activities necessary within one hundred twenty (120)
days after execution of this Agreement.
6.5.
The City shall use its best efforts to secure, within
ninety (90) days after execution of this Agreement,
84-1041
all site surveys, zoning changes, zoning variances
and/or required replatting necessary for development
in accordance with the Proposal. If they hnve not been
obtained I- t h i n such 00 cin y P. e 1- i nd othor, time
requiremint-s of t h 1-s may-
be "Id just ed
accordhl(��)-'! t1pon by thl- pnr�'_Jes he�rf--'to.
6.6. In accordaiice t,7ift-h Section 21, of Lhis Ag _,,rcemcnt, the
Project shall- proceed dfligcntly 1"pon e-xecution
of this L(:� scurc finil fl,nrqnctnl. commitments
from participating lender(s) to fj,nonce cor,L of
construction and acquisition of Pro jccL Development
Site.
6.7. The Project Sponsor shall C1ecuce all pertinent
documents, including but not limited to, the Deed
Restriction Agreement, Management Agreement and Rent
Regulatory Agreement with the City to assure that the
said project will be economically accessible to Low
and Moderate Income Families/ Individuals for the period
designated in accord with that contained in the
Proposal.
6.8. The City shall, through the County upon satisfaction
of County property disposition requirements, pursuant
to State Law, deliver a n d convey the Project
Development Site to the Project Sponsor prior to or at
construction loan closing and after the following shall
have occurred:
(a) The City shall have approved the final working
drawings L:nd specifications for the project to be
construc cc-U on the Project Development Site, as
provide(I iii Section 6.!; and,
(b) Vie City shill received and approved the
commi, rlli(nu o r cc A, t f U!!1c1-- I I t-,4 for the construction and
Lite project or such evidence as
may bc reat-otlably satisfaccory to the City that such
financing has been committed or is available.
r %1F
Ltz-
1012—
6.9. The Project Sponsor shall complete the project ard
obtain a Certificate of Occupancy no later than 1.8
months from the date of conveynnce of the 'Project
Development sitr byr t1i(c'c,r pit y. The const-ruct-Ion shall
be in ,ic r (In, ticc Tt? I i n c o n -v ti c t i o r) nchcclijl q to be
provldcd bm Lh,7, Pro ject Spolv-,O- City.
6.10 For the pkitpore of nny of tiv- of this,
Agreemcnr-, ncithc-r of thr f rr i es n nor ;-ny in
intere5t, shill, be considered in brench of- of ;-T1 default
in any of its obligattons in Che event: of unavoidable
delay in the per. form ancc of- such ohlignUr)ns due to
delays due to strikes, lockouts, acts of God, inability
to obtain la 1) o r or material d u c to governmental
restrictions, enemy action, fire, unavoiclablc c8si,talLy
or other similiar causer, bcyond the rear�-onnhlc control
of a party (not iviclkldfni: llroiccC Spon--or',-,
Y
or financial condition), in the cv,�,nu of t-hc eccur.ance
of any such unavoidable cielays, the, Limc or Limes for
performance of the provisions of this Agrecr-rent shall
be extended for the period of unavoidable delay;
provided, however, Chat the party seeking the benefit
of this provision shall, within 15 days after such
party shall have become aware of such unavoidable delay,
give notice to the other party in writing of the cause
or causes thereof and the time delayed.
SECTION COMPLIANCE. WITH FEDERAL, STATE AND LOCAL LAWS
Both parties S 11 a I I cor,11.ply with a I I applicable laws,
ordinances and codes of Federal , Statc- loc.-A. governments.
SECTION 8. CONDITIOItS
8.1. All
notices or other c ovnt,'IU Ili i 011,S
uhich shall
or may
be
given thi,,;
tAiall 13e in
writing
and
;shall de I iverc:d
by r,,� o na--
I service,
or by
regisr-ered
mail addressed
to th;a
ot:hc r party
at the
address
indicated herein or as the
same iflay be
changed
MMUM
from time to time. Such notice shall be deemed given on,
the day on which personally served;- or, if � by mail � on
the fifth day after being posted or the date of actual
• receipt, whichever is earlier.
CITY OF MIUANT PROJECT SPONSOR
D,nia Spillm.ln, Director Rela t ed /Consort/ Thicker
Dvpartme,nt of' Community F.mnine Cnrpor:itton
Deve I opm c nF. 4125 T-1guna Strect.
1145 tMJ� I It-li Street Coral, Gables, Florida 33144
Miami, Flortdn 33136
8.2. Title and pnrap-raph hoiling s .1 r C f or convenient
reference and arn not a part: of this Agrccnif_�nt.
8.3. In the event of any conflict: botween, t1io terms of this
Agrecmenr and nny terms or conditions contained in any
attachcd documents, the terms in this Agreement shall
• rule.
8.4. No waiver of a breach of any provision of this
Agreement shall constitute a waiver of any subsequent
breach of the same or any other provision hereof, and
no waiver shall be effective unless, imadc in writing.
8.5. Should any provfrioiic,, parooraphs, sentences, words
or phrases contnined in tliis 111greament be determined
by a court of co,4-,-!pC(:e.1i1: Jurisdiction to be invalid,
illegal, or of hl ri-.,isc unenforceable under the laws of
the State of Florida or the City of Miami, such
provisions, paragraphs, sentences, or phrases shall
be deemed modified to Lho oxtent necessary in order
to conform, vith sucli-i lawys or if not modifiablo to
conform wiLh s;u�ch laws, thcn same shall be deemied
severable, -trod in cither evetit,, the remaining terms
and provi S font; of 01is A g r e e ri% e 11 t Shall remain
unmodified zind in fail force. c4nd cf f cet.
SECTIOIN
The obligatiot by ['-rojcct: Sponsor pursuant to
this Agreemenr shkt 1 i-lut, bt2 Or at,,-igned to arty Other
person or firm. tJi:111 fi-r-,c cunsL-Ikt: t1i wriltinc, to €-_Fle
performance or assignitient: (.-)f such servlcu or ny pZ-i.-CL titcruol, by
-in,)Lher person or firm. The CiLy hereby La Lhu
its r 1 8h t -, and 01.) 1 i ga L I 0171'_ j)cx U It t:
IL
L
-14-
this Agreement to a Florida limited partnership to be formed, the
general partners of which shall, be only the Project Sponsor and
one or More o'F the following; Consort, Ltd., Related Housing
Corporation of Florida, Thacker Construction Co., or Emnine
Corporation.
SECTION 10. AUDIT RIGHTS
City reserves the right to audit the records of Project
Sponsor at any time d"rinp, 010 perfol-mr-ince of tht7- Agreement and
for a period of tllri,�c (3)- ycar7, Oicreniter,. Pro Jnr-t: Sponsor
agrees th.nt and j,,cnernted pur7,ti�lnt to
this rel--Itio-nshtp City and Project: Sponsor
shall he: .subject ro all provtsJons of the rublic Records Law,
Chapter 119, Florida Scatur-es.
SECTION 11. AWARD OF AGREEMENT
Project Sponsor warrants that it has not employed or retained
any person employed by the City to solicit or secure this
Agreement and that it has not offered to pay, paid, or agreed to
pay any person employed by the City any fee, commission
percentage, brokerage fee, or gift of any kind contingent upon or
resulting from the award of this Agreement.
SECTION 12. CONSTRUCTION OF AGREEMENT
This Agreement shall, be construed and enforced according to
the laws of the State of Florida.
SECTION 13. SUCCESSORS AND ASSIGNS
This Arreement -shall be kNinding upon the parties herein,
their heirs, executors, lo,-al represcri'LaCives, successors, and
assigns.
SECTION
Project Sponsor A,Tj di-!Iliii"NY Lind save City harmless from
and against any and al i
, losses, and causes
of action which i,I,,1y k)ul� e0r la c e c r poilsor,--, activities
under this Are-iiiunL
or oi-i2is6tons to
act on the :,arc of illcludi1q,!, ally person acting
for or on its be ha If and , f r o i-a a ri d LVaJI-Ist any orders,
judgements, or decree: which may be entert--d frot-ri and againtit dII
costs, attorney's fees expenses and liabilities incurred in the
d(Jon-,o of anv such claim, or in the investigation thereof.
-15-
(
SECTION 15. CONFLICT OF XNTFREST
Project Sponsor is aware of the conflict- of interest laws of the
City of Miami (City of Miami. Cade 2, Article V) , Dade,
County, Florida, (Dade Cot my Code section 2-41. 1.) .snd the State
of Florida, and a rc� = 1:hiit i-t. will fully comply in all respects
with the terms of said
SECT10i'4 l.6 _ INDEPENDENT CONTRACTOR
Project Sponsor and its employees and agents shall be deemed
to be independent contractors, and not ogentrs or employees of.
City, and sia�al. l (iota 'at_'C,'ai.n any ri.hght ,,; or benofi.ts udder Civil
Service or C)vdinonco S of City, Or �Illy x'iF�(ats G,onc rOl l y
afforded c1;3s";i,1iC.d ol, till C1.assificd enp103'CCs; further its
employees stilall a10t he deemcd caatvi_t_l.c(.( to Ctic Florida Workers'
Compensation benefits as st1 e^(:rl.oyec: of Czt:y.
SECTION 17. NONDISCRIMINATION
Project Sponsor shall not discriminate as to race, sex,
color, creed, or national origin in connection with its
performance under this Agreement.
SECTION 18. 1111"ORITY F1,10CUREMENT COMPLIANCE
Project Spon car CA-= it has beer) furnished a
copy of Ordln rrlce Ilo. 9775, the llinorit-y Procurement Ordinance of
the City of Miami, and agrees to comply with all applicable
substantive and procedural. provisions therein, including any
amendments thereto.
SECTION 19. SPECIAL. CONDITIONS
As a condition for obtaining project financing from the City
through the Ci ty's issuanicc of Mortgage Bcvenue Bonds, the Project -
Sponsor agrees to evidence of a fist( loan C C e':'El *:-m :iat for
construct i(.tt and (hextCt t-tetit f4~otza a leoidc: r tc � t � t::lxl.c co
the City I,o laer thavt 11t'ovc_: h r 1, I9814 or CC) t51._xii
appl i.cacion to the F°edizral r�aLiortaL Moril,Ll e r :<oc iL t iclaa (1"1�MA)
for the purpose of receiving a 1:`NM1e1% coral. tii-lent .for issuance of
mortgage -backed securities. by November 1, 1984.
84-104.k
0
SECTION 20. DEFAULT PROVISION
In the event that Project Sponior shall fail to comply with
each and every term and cnnditinn of Llitr, Agree-ment, fails to
perform any of the terms, �ndf condiJnn�- herein after
notice
and
a
1-Jmm-
t'-n
slid-4
Or
fails to
comply
With
oach 'Ind !I,,]-
of
1-b-
provi-!qions
of the CUy
Mortgage,
City, at it` ';olc option, upon
�1'7ri"Lten
not-Jcr to
Projccf-- Sponsor
may cancel sand (:erminnt-e thts
Agrc-(---mc2nL nr;f
al.l
advances, or of-A)er comprnsntion paid to Projcct-
Sponsor by City
while Project Sponsor �tlns in
(111cfault
of the pro -visions herein
contained., shall be fort.h?,7i-t.h.
return(-i
to CJ.V.y.
A default under
this Agreement shall constiti-itc-
a d(-fni.Jt:
u-ndrr the
City Mortgage.
SECTION 23- AtIENDMENTS
No amendments to this Ag ,recmcnt- be binding on either
party unless in writing and signed by both prrtics.
IN WITNESS WHEREOF, the parties hcrcto have caused this
instrument to be executed by the respective officials thereunto
duly authorized, this the day and year first above written.
ATTEST: City of Miami, a municipal
Corporation of the State of
Florida
Ralph G. Ongie
Witness
Witness
By Howara V.'Gary
City Manager
Related/Consort/Thacker/
Emnine Corporation
By General Partner
APPROVED AS TO FORM AND
CORRECTNESS:
Lucia A. Dougfierty
City Attorney .
17 -