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HomeMy WebLinkAboutexhibit 1 - agreementAGREEMENT BETWEEN CITY OF MIAMI AND MIAMI-DADE COUNTY This Agreement ("Agreement") made this day of , 2004, is by and between City of Miami ("City") and Miami -Dade County ("County"). WHEREAS, the County owns real property located in Miami -Dade County, Florida as more particularly described on Exhibit "A" attached hereto and incorporated herein (the "County Property"); and WHEREAS, the City may hold certain reversionary interests (the "City Reversionary Interests") in the County Property by virtue of that certain Agreement between the City and County and The Miami -Dade County Water and Sewer Authority for Transfer of All Water and Sewer Properties, Facilities, Funds and Obligations to The Miami -Dade Water and Sewer Authority dated March 13, 1975, as amended by that certain Stipulated Agreement between the City and County for Entry of Final Judgment dated February 25, 1986 (the "Stipulated Agreement"); and WHEREAS, the County has requested that the City release any and all City Reversionary Interests in the County Property and the County's obligations under Paragraph 2(c) of the Stipulated Agreement relating to the County Property; and WHEREAS, the City owns real property located in Miami -Dade County, Florida, as more particularly described on Exhibit "B" attached hereto and incorporated herein ("City Property"); and WHEREAS, the City Property is subject to certain deed restrictions imposed by the County (the "Restrictions") and the County holds certain reversionary interests in the City Property (the "County Reversionary Interests"); and 1 WHEREAS, the City has requested that the County release the Restrictions any and all County Reversionary Interests in the City Property. NOW, THEREFORE, in consideration of the premises and the mutual covenants hereinafter set forth, the City and County agree as follows: 1. The County agrees to release the Restrictions and the County's Reversionary Interests in the City Property and to pay the City $250,000 for the release of any and all of the City's Reversionary Interests in the County Property and a release of the County's obligations under Paragraph 2(c) of the Stipulated Agreement relating to the County Property. 2. Within 30 days of the execution of this Agreement by both parties, the City and County shall exchange fully executed Releases of Reversionary Interests attached hereto and incorporated herein as Exhibit "C". Contemporaneously with the exchange, the County shall pay $250,000 to the City. 3. The City and County shall duly record the Releases with the Clerk of the Court. 4. The City does not object to the limestone extraction and removal and ancillary uses thereto to be conducted by Tarmac America LLC, a Delaware limited liability company, on the County Property, as set forth in the Tarmac Mining Plan dated June 1, 2004 (the "Mining Operations") and agrees not to challenge the permits and approvals required for Tarmac's Mining Operations on the County Property. Within 60 days of Tarmac's receipt of all final permits and approvals necessary for conducting the Mining Operations, the County shall pay the City an additional $1.75 million. 5. The City and County hereby acknowledge and agree that Tarmac is a third party beneficiary to this Agreement and, as such, shall be entitled to rely upon and enforce the terms and provisions of this Agreement, including without limitation paragraph 4 hereof. The City and 2 County further acknowledge and agree that this Agreement shall not be modified or amended in a manner adverse to the interests of Tarmac, or terminated, without the prior written consent of Tarmac. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized representatives. ATTEST: CITY OF MIAMI, a municipal corporation of the State of Florida By: By: Priscilla A. Thompson, City Clerk Joe Arriola, City Manager ATTEST: • HARVEY RUVIN, CLERK OF THE BOARD MIAMI-DADE COUNTY, FLORIDA BY ITS BOARD OF COUNTY COMMISSIONERS George M. Burgess, County Manager Approved as to form and Approved as to form and correctness Legal sufficiency. Henry N. Gillman Maria A. Chiaro Assistant County Attorney Interim City Attorney 3 EXHIBIT "A" TO AGREEMENT BETWEEN CITY OF MIAMI AND MIAMI-DADE COUNTY 1. All of Sections 11, 12 and 14 lying in Township 53 South, Range 39 East (Approximately 1,800 acres) 4