HomeMy WebLinkAboutScrivener's Error MemoCITY OF MIAMI
OFFICE OF THE CITY ATTORNEY
MEMORANDUM
TO: Todd B. Hannon, City Clerk G KW
FROM: Victoria Mendez, City Attorney
DATE: January 17, 2024
RE: Resolution No. R-23-0547 — Authorized Amended Development Management
and Construction Agreement — ADLER Development Manager LLC
File No. 15141
At its December 14, 2023 meeting, the City Commission adopted the above referenced
agenda item, RE.8, authorizing the City Manager to execute the Amended and Restated
Development Management & Construction Agreement ("Amended Facility Agreement"), in
substantially the form attached and incorporate as Exhibit "A," between the City of Miami
("City") and Adler Development Manager LLC ("ADLER") whereby Adler shall manage the
development and construction of the new City Administrative Facility for a fee not to exceed
five percent (5%) of actual expenditures consistent with approved project budgets and further
consistent with all legal requirements, including those for public financing, continuing
disclosures, and ongoing compliance therefor; and authorizing the City Manager to negotiate and
execute any and all necessary documents including, but not limited to amendments, renewals and
extensions, all in forms acceptable to the City Attorney. The item inadvertently published with
an incorrect description of the effective date.
The Legislation has been corrected and incremented to Revision A.
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Enclosure(s)
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City of Miami
Legislation
Resolution
City Hall
3500 Pan American Drive
Miami, FL 33133
www.miamigovcom
File Number: 15141 Final Action Da,
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A RESOLUTION OF THE CITY OF MIAMI COMMISSION, WITH ATTACHMENT($), .3"
AUTHORIZING THE CITY MANAGER TO EXECUTE AN AMENDED AND RESTA:OD
DEVELOPMENT MANAGEMENT AND CONSTRUCTION AGREEMENT ("AMENDED -
FACILITY AGREEMENT"), BETWEEN THE CITY OF MIAMI ("CITY") AND ADLER
DEVELOPMENT MANAGER, LLC ("ADLER") WHEREBY ADLER SHALL MANAGE
THE DEVELOPMENT AND CONSTRUCTION OF THE CITY'S NEW
ADMINISTRATIVE BUILDING, INCLUDING NECESSARY PARKING
(COLLECTIVELY, "NEW FACILITY"), LOCATED AT 1802 NORTHWEST 37TH
AVENUE, MIAMI, FLORIDA 33125, FOR A FEE NOT TO EXCEED FIVE PERCENT
(5%) OF ACTUAL EXPENDITURES, CONSISTENT WITH THE APPROVED PROJECT
BUDGETS, AND FURTHER CONSISTENT WITH ALL LEGAL REQUIREMENTS,
INCLUDING THOSE FOR PUBLIC FINANCING, CONTINUING DISCLOSURES, AND
ONGOING COMPLIANCE THEREOF, AS MORE PARTICULARLY SET FORTH IN
THE AMENDED FACILITY AGREEMENT, ATTACHED AND INCORPORATED AS
EXHIBIT "A"; FURTHER AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND
EXECUTE ANY AND ALL NECESSARY DOCUMENTS INCLUDING, BUT NOT
LIMITED TO AMENDMENTS, RENEWALS AND EXTENSIONS, ALL IN FORMS
ACCEPTABLE TO THE CITY ATTORNEY.
WHEREAS, on December 8, 2016, the City of Miami ("City") adopted Resolution No. R-
16-0611 selecting Lancelot Miami River, LLC ("Lancelot") and authorizing the City Manager to
negotiate necessary agreements for the development of a new City Administrative Facility; and
WHEREAS, on June 27, 2019, the City adopted Resolution No. R-19-0255 authorizing
the City Manager to enter into a Development Management and Construction Agreement with
Lancelot with respect to the new City Administrative Facility; and
WHEREAS, on June 9, 2022, the City adopted Resolution No. R-22-0218 directing the
City Manager to negotiate an Amended and Restated Development Management &
Construction Agreement for the selection of the 1802 Northwest 37TH Avenue, Miami, Florida
33125, Folio No. 01-3132-000-0090 ("Melreese Site") as the new location for the Administration
Project, subject to City Commission approval prior to execution; and
WHEREAS, on June 13, 2022, Lancelot and Adler entered into an Assignment and
Assumption Agreement, whereby Lancelot assigned and Adler assumed all rights and
obligations of Lancelot described in the Development Management and Construction
Agreement;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF
MIAMI, FLORIDA:
Section 1. The recitals and findings contained in the Preamble to this Resolution are
adopted by reference and incorporated as fully set forth in this Section.
Section 2. The City Manager is hereby authorized' to execute the Amended Facility
Agreement, in substantially the form attached and incorporate as Exhibit "A," between the City
and Adler whereby Adler shall manage the development and construction of the New Facility for
a fee not to exceed five percent (5%) of actual expenditures consistent with approved project
budgets and further consistent with all legal requirements, including those for public financing,
continuing disclosures, and ongoing compliance therefor.
Section 3. Authorizing the City Manager to negotiate and execute any and all necessary
documents including, but not limited to amendments, renewals and extensions, all in forms
acceptable to the City Attorney.
Section 4. This Resolution shall become effective immediately upon adoption and
signature of the Mayor.2
APPROVED AS TO FORM AND CORRECTNESS:
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1 The herein authorization is further subject to compliance with all legal requirements that may be
imposed, including but not limited to, those prescribed by applicable City Charter and City Code
provisions.
2 If the Mayor does not sign this Resolution, it shall become effective at the end of ten (10) calendar days
from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective
immediately upon override of the veto by the City Commission.
City of Miami
Resolution R-23-0547
Legislation
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File Number: 15141
Final Action Date: 12/1472623
A RESOLUTION OF THE CITY OF MIAMI COMMISSION, WITH
ATTACHMENT(S), AUTHORIZING THE CITY MANAGER TO EXECUTE AN
AMENDED AND RESTATED DEVELOPMENT MANAGEMENT AND
CONSTRUCTION AGREEMENT ("AMENDED FACILITY AGREEMENT"),
BETWEEN THE CITY OF MIAMI ("CITY") AND ADLER DEVELOPMENT
MANAGER, LLC ("ADLER") WHEREBY ADLER SHALL MANAGE THE
DEVELOPMENT AND CONSTRUCTION OF THE CITY'S NEW
ADMINISTRATIVE BUILDING, INCLUDING NECESSARY PARKING
(COLLECTIVELY, "NEW FACILITY"), LOCATED AT 1802 NORTHWEST 37TH
AVENUE, MIAMI, FLORIDA 33125, FOR A FEE NOT TO EXCEED FIVE
PERCENT (5%) OF ACTUAL EXPENDITURES, CONSISTENT WITH THE
APPROVED PROJECT BUDGETS, AND FURTHER CONSISTENT WITH ALL
LEGAL REQUIREMENTS, INCLUDING THOSE FOR PUBLIC FINANCING,
CONTINUING DISCLOSURES, AND ONGOING COMPLIANCE THEREOF, AS
MORE PARTICULARLY SET FORTH IN THE AMENDED FACILITY
AGREEMENT, ATTACHED AND INCORPORATED AS EXHIBIT "A"; FURTHER
AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE ANY
AND ALL NECESSARY DOCUMENTS INCLUDING, BUT NOT LIMITED TO
AMENDMENTS, RENEWALS AND EXTENSIONS, ALL IN FORMS
ACCEPTABLE TO THE CITY ATTORNEY.
WHEREAS, on December 8, 2016, the City of Miami ("City") adopted Resolution No. R-
16-0611 selecting Lancelot Miami River, LLC ("Lancelot") and authorizing the City Manager to
negotiate necessary agreements for the development of a new City Administrative Facility; and
WHEREAS, on June 27, 2019, the City adopted Resolution No. R-19-0255 authorizing
the City Manager to enter into a Development Management and Construction Agreement with
Lancelot with respect to the new City Administrative Facility; and
WHEREAS, on June 9, 2022, the City adopted Resolution No. R-22-0218 directing the
City Manager to negotiate an Amended and Restated Development Management &
Construction Agreement for the selection of the 1802 Northwest 37th Avenue, Miami, Florida
33125, Folio No. 01-3132-000-0090 ("Melreese Site") as the new location for the Administration
Project, subject to City Commission approval prior to execution; and
WHEREAS, on June 13, 2022, Lancelot and Adler entered into an Assignment and
Assumption Agreement, whereby Lancelot assigned and Adler assumed all rights and
obligations of Lancelot described in the Development Management and Construction
Agreement;
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF
MIAMI, FLORIDA:
City of Miami Page 1 of 2 File ID: 15141 (Revision: A) Printed On: 1/19/2024
/,
File ID: 15141 Enactment Number: R-23-0547
Section 1. The recitals and findings contained in the Preamble to this Resolution are
adopted by reference and incorporated as fully set forth in this Section.
Section 2. The City Manager is hereby authorized' to execute the Amended Facility
Agreement, in substantially the form attached and incorporate as Exhibit "A," between the City
and Adler whereby Adler shall manage the development and construction of the new City
Administrative Facility for a fee not to exceed five percent (5%) of actual expenditures
consistent with approved project budgets and further consistent with all legal requirements,
including those for public financing, continuing disclosures, and ongoing compliance therefor.
Section 3. Authorizing' the City Manager to negotiate and execute any and all
necessary documents including, but not limited to amendments, renewals and extensions, all in
forms acceptable to the City Attorney.
Section 4. This Resolution shall become effective immediately upon adoption.
APPROVED AS TO FORM AND CORRECTNESS:
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1 The herein authorization is further subject to compliance with all legal requirements that may be
imposed, including but not limited to, those prescribed by applicable City Charter and City Code
provisions.
City of Miami Page 2 of 2 File ID: 15141 (Revision: A) Printed on: 1/19/2024