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HomeMy WebLinkAboutSubmittal-E-mail Correspondence Regarding Amendment to Management AgreementRawlins, Tracy From: Reyes, Ninoshka Sent: Thursday, March 24, 2011 9:53 AM To: Smith, Angela; Rawlins, Tracy Subject: Fwd: Management Agreement - Gusman Theatre Sacha Reyes Assistant City Attorney Office of the City Attorney City of Miami 444 S.W. 2nd Avenue 9th Floor Miami, Florida 33131 P: (305) 416-1800 Assistant: Deborah Bailey P: (305) 416-1827 E: nreyes(a miamigov.com Begin forwarded message: SUBMITTED INTO THE PUBLIC RECORD FOR ITEM ALON3La4/11, From: Bob Reid <breid@bmolaw.com> Date: March 23, 2011 6:42:58 PM GMT-04:00 To: "Reyes, Ninoshka" <nreyes@miamigov.com>, Jolinda Herring <iherring@bmolaw.com> Cc: "Jackson, Robin Jones" <RJones-Jackson@miamigov.com>, "Bru, Julie" <JOBru@miamigov.com>, "Chiaro, Maria J" <MJChiaro@a,miamigov.com>, Bob Reid <breid@bmolaw.com> Subject: RE: Management Agreement - Gusman Theatre We understand that a series of amendments to the Gusman Theater Agreement will be offered at tomorrow's Commission Meeting, and one amendment would be to reflect the City's official intent to allocate capital improvements made by the Provider to Provider equity rather than as private payments to bond financed property. To accomplish this, our suggested rewrite (amendment) of section 5.4 of the Agreement is as follows (additional language is underlined): 5.4 Funding of Capital Improvements Provider and City shall work jointly to prioritize capital improvement projects to be undertaken at the Property and as more specifically provided for in the Memorandum of Understanding between the Parties attached hereto as Exhibit "E". Provider will provide best efforts to identify grants to cover the costs associated with any repairs, renewals, revisions, rebuilding, replacements, substitutions and/or improvements to the Property. Provider shall prepare grant applications to be submitted and executed by the City for potential capital improvement funding for the Property. Neither Party shall have any right whatsoever to obligate the other Party on any grant or similar application. The Provider shall be responsible for meeting the requirements of any grant obligations associated with grants for capital improvements. I1- oo2g2 - Submi f .l - ayrizorresponderceard;hr. 19mend/ment to klagetmerir H4 re ebriT In accordance with Treasury Regulation Section 1.141-4(c)(3)(v), it is the express official intent and expectation of the City that any capital improvement provided to the Property by the Provider during the period this Agreement is in effect shall be the result of expenditures made by the Provider out of its own funds pursuant to the provisions of this Agreement. and as such shall be allocated to the Provider's equity funds rather than funds of the City. Since the Provider is expected to make all payments from its own funds for these capital expenditures at the time the expenditures are incurred, it is expected that all such private payments for capital expenditures for improvements and capital repairs and renovations will be made by the Provider not later than 18 months after the later of the date the expenditure is paid or the date the improvements are placed in service. Bob Reid Bryant Miller Olive 101 North Monroe Street, Suite 900 Tallahassee, Florida 32301 (850) 222-8611 (850) 222-8969 (fax) TAX ADVICE DISCLOSURE: To ensure compliance with requirements imposed by the IRS under Circular 230, we inform you that any U.S. federal tax advice contained in this communication (including any attachments), unless otherwise specifically stated, was not intended or written to be used, and cannot be used, for the purpose of (1) avoiding penalties under the Internal Revenue Code or (2) promoting, marketing or recommending to another party any matters addressed herein. NOTICE TO RECIPIENT: This e-mail message is intended only for the individual or entity to which it is addressed and may contain confidential information and/or attachments that are legally privileged. If you are not the intended recipient, any review, use, dissemination, distribution or copying of this e-mail is strictly prohibited. If you have received this e-mail in error, please notify us immediately by return e- mail or ley telephone and delete this message. Please note that if this e-mail contains a forwarded message, an attachment, or is in reply to a prior message, some or all of the contents of this message may not have been produced by Bryant Miller Olive P.A. From: Reyes, Ninoshka [mailto:nreyes©miamigov.com] Sent: Friday, March 11, 2011 12:26 PM To: Jolinda Herring; Bob Reid Cc: Jackson, Robin Jones; Bru, Julie; Chiaro, Maria J Subject: Management Agreement - Gusman Theatre Dear Jolinda and Bob: 2