HomeMy WebLinkAboutR-08-0350City of Miami
Legislation
Resolution: R-08-0350
City Hall
3500 Pan American
Drive
Miami, FL 33133
www.miamigov.com
File Number: 08-00602 Final Action Date: 6/12/2008
A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S),
AUTHORIZING THE CITY MANAGER TO EXECUTE THE THIRD AMENDMENT
("THIRD AMENDMENT"), IN SUBSTANTIALLY THE ATTACHED FORM, TO THE
AGREEMENT TO ENTER INTO GROUND LEASE ("AGREEMENT TO ENTER"),
BETWEEN THE CITY OF MIAMI ("CITY") AND FLAGSTONE ISLAND GARDENS,
LLC ("FLAGSTONE"), WITH SUCH CHANGES, INSERTIONS, AND FURTHER
AMENDMENTS AS MAY BE APPROVED BY THE CITY MANAGER AFTER
CONSULTATION WITH THE CITY ATTORNEY, TO PROVIDE FOR: (1) AN
EXTENSION TO THE LEASE DEADLINE REFERRED TO IN SECTION 6.2.1 OF
THE AGREEMENT TO ENTER TO FEBRUARY 1, 2010; (2) AN EXTENSION TO
THE OUTSIDE DATE REFERRED TO IN SECTION 6.2.3 OF THE AGREEMENT TO
ENTER TO FEBRUARY 1, 2010; (3) FLAGSTONE MEETING ANY AND ALL OF THE
REFERENCED CONDITIONS PRECEDENT ON A COMPONENT BY COMPONENT
BASIS; (4) FLAGSTONE PAYING IN ADVANCE TO THE CITY IN CONSIDERATION
OF THE EXTENSION OF THE OUTSIDE DATE AND CONTINUED ENCUMBRANCE
OF THE PROPERTY FOR THE FLAGSTONE DEVELOPMENT ("CONSIDERATION
OF USE") FIFTY THOUSAND DOLLARS ($50,000.00) PER MONTH COMMENCING
ON AUGUST 1, 2008, WITH SAID AMOUNT INCREASING TO EIGHTY-THREE
THOUSAND DOLLARS ($83,000.00) PER MONTH ON AUGUST 1, 2009, WITH
SAID MONTHLY FEES ENDING ON THE DAY PRECEDING THE POSSESSION
DATE FOR EACH MONTH EXERCISED AS PART OF THE EXTENSION PERIOD
GRANTED IN CONSIDERATION OF USE OF THE PROPERTY DESCRIBED IN THE
AGREEMENT TO ENTER; AND (5) ESTABLISHMENT OF CERTAIN MILESTONES
IN THE TIMELINES FOR OTHER DEVELOPMENT MATTERS, WITH THE TERMS
AND CONDITIONS AS MORE PARTICULARLY SET FORTH IN SAID THIRD
AMENDMENT.
WHEREAS, the City of Miami ("City") is the owner of certain real property located on Watson
Island at approximately 1050 MacArthur Causeway, Miami, Florida (the "Property"); and
WHEREAS, Flagstone Island Gardens, LLC ("Flagstone") has an Agreement to Enter Into Ground
Lease ("Agreement to Enter") with the City, dated January 1, 2003 regarding the Property; and
WHEREAS, the Agreement to Enter has certain conditions that must be met for the future
execution of a long-term ground lease with Flagstone; and
WHEREAS, the City and Flagstone agreed upon and entered into that certain First Amendment to
Enter Into Ground Lease and Amendment to Form of Ground Lease dated December 2, 2004 (the
"First Amendment To Agreement To Enter"); and
WHEREAS, the City and Flagstone agreed upon and entered into that certain Second
Amendment to Enter Into Ground Lease dated December 8, 2006 (the "Second Amendment to
City of Miami
Page 1 of 2 File Id: 08-00602 (Version: 21 Printed On: 5/5/2017
File Number: 08-00602 Enactment Number: R-08-0350
Agreement to Enter"); and
WHEREAS, Flagstone experienced delays in obtaining financing due to the downturn in the real
estate market requiring adjustments to the Lease Deadline referred to in Section 6.2.1 of the
Agreement to Enter and to the Outside Date referred to in Section 6.2.3 of the Agreement to Enter;
and
WHEREAS, the parties have negotiated the attached Third Amendment to the Agreement to Enter
(the "Third Amendment") to provide for up to an eighteen (18) month extension to the Outside Date
and the Lease Deadline and modification of certain other conditions precedent to Flagstone's taking
possession of the Property on the Possession Date, as defined in the Agreement to Enter, and as set
forth below;
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 if fully set forth in this Section.
Section 2. The City Manager is authorized{1} to execute the Third Amendment, in substantially the
attached form, to the Agreement to Enter, between the City and Flagstone, with such changes,
insertions, and further amendments as may be approved by the City Manager after consultation with
the City Attorney, to provide for: (1) an extension to the Lease Deadline referred to in Section 6.2.1 of
the Agreement to Enter to February 1, 2010; (2) an extension to the Outside Date referred to in
Section 6.2.3 of the Agreement to Enter to February 1, 2010; (3) Flagstone meeting any and all of the
referenced conditions precedent on a component by component basis; (4) Flagstone paying in
advance to the City in consideration of the extension of the Outside Date and continued
encumbrance of the Property for the Flagstone development ("Consideration of Use") Fifty Thousand
Dollars ($50,000.00) per month commencing on August 1, 2008 with said amount increasing to
Eighty -Three Thousand Dollars ($83,000.00) per month on August 1, 2009, with said monthly fees
ending on the day preceding the Possession Date, for each month exercised as part of the extension
period granted for Consideration of Use of the Property; and (5) establishment of certain milestones
in the timelines for other development matters, with terms and conditions as more particularly set forth
in said Third Amendment.
Section 3. This Resolution shall become effective immediately upon its adoption and signature of
the Mayor.{2}
Footnotes:
{1} 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.
{2} If the Mayor does not sign this Resolution, it shall become effective at the end of ten 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 Page 2 of 2 File Id: 08-00602 (Version: 21 Printed On: 5/5/2017