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HomeMy WebLinkAboutCRA-R-13-0054 LegislationCity of Miami Legislation CRA Resolution City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 13-00988 Final Action Date: A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("CRA"), WITH ATTACHMENT(S), ACCEPTING THE RECOMMENDATION OF THE COMMITTEE FORMED TO REVIEW THE PROPOSALS RECEIVED FOR THE DEVELOPMENT OF BLOCKS 45 AND 56 ("BLOCKS"); APPROVING OVERTOWN GATEWAY PARTNERS, LLC ("OVERTOWN GATEWAY") AS THE DEVELOPER AND APPROVING THE VARIANCES PROPOSED BY OVERTOWN GATEWAY; DIRECTING THE EXECUTIVE DIRECTOR TO ATTEMPT TO NEGOTIATE A DEVELOPMENT AGREEMENT WITH OVERTOWN GATEWAY, AS THE HIGHEST RANKED PROPOSER FOR THE DEVELOPMENT OF THE BLOCKS IF OVERTOWN GATEWAY IS APPROVED BY MIAMI-DADE COUNTY; FURTHER DIRECTING THAT, IN THE EVENT MIAMI-DADE COUNTY DOES NOT APPROVE OVERTOWN GATEWAY AS THE DEVELOPER FOR THE BLOCKS, THE BOARD OF COMMISSIONERS OF THE CRA APPROVES ALL ABOARD FLORIDA-STATION, LLC ("ALL ABOARD") AS THE DEVELOPER AND APPROVES THE VARIANCES PROPOSED BY ALL ABOARD; THE EXECUTIVE DIRECTOR IS DIRECTED TO ATTEMPT TO NEGOTIATE A DEVELOPMENT AGREEMENT WITH ALL ABOARD, AS THE SECOND HIGHEST RANKED PROPOSER FOR THE DEVELOPMENT OF THE BLOCKS IF OVERTOWN GATEWAY IS NOT APPROVED BY MIAMI-DADE COUNTY AND ALL ABOARD IS APPROVED BY MIAMI-DADE COUNTY; AND CLARIFYING THAT THIS RESOLUTION IS NOT INTENDED TO BE AN AWARD OF DEVELOPMENT RIGHTS OR TO OTHERWISE CREATE ANY RIGHTS WHATSOEVER IN ANY PROPOSER REFERENCED HEREIN. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("CRA") is responsible for carrying out community redevelopment activities and projects within its Redevelopment Area in accordance with its approved 2009 Southeast Overtown/Park West Redevelopment Plan ("Plan"); and WHEREAS, Section 2, Goal 3/Principles 2 and 3, at pages 12 and 14, of the Plan lists creating infill housing, and developing a variety of housing options as stated redevelopment goals; and WHEREAS, Section 2, Goal 3/Principle 4, at pages 12 and 14, of the Plan also include the creation of jobs within the community as a stated redevelopment goal; and WHEREAS, on June 17, 2013, the CRA issued Request for Proposals No. 13-002 ("RFP") for the development of the Blocks 45 and 56 (the "Blocks"); and WHEREAS, on July 22, 2013, three (3) proposals were received by the Clerk of the Board, and forwarded to the CRA for consideration; and WHEREAS, a committee consisting of Mr. Greg Gay (City Planner, City of Miami), Mr. Brian City of Miami Page 1 of 3 File Id: 13-00988 (Version: 1) Printed On: 9/6/2013 File Number: 13-00988 Zeltsman (Director of Architecture and Development, CRA), and Ms. Patricia Braynon, (Director, Housing Finance Authority of Miami -Dade County) was formed to evaluate the responses and make a recommendation to the Board of Commissioners; and WHEREAS, the Board of Commissioners has considered the proposals and the recommendation of the committee; and WHEREAS, in accordance with the Settlement Agreement between the City of Miami, Miami -Dade County, and the CRA, dated May 9, 2013 (the "Settlement Agreement"), Miami -Dade County must approve the developer selected by the CRA for the development of the Blocks and any proposed variances from the terms of the Settlement Agreement (the "Overtown Gateway Variance"); and WHEREAS, the Board of Commissioners wishes to accept the recommendation of the committee, and to direct the Executive Director to attempt to negotiate a development agreement with Overtown Gateway Partners, LLC ("Overtown Gateway"), as the highest ranked proposer for the development of the Blocks and wishes to approve the variances proposed by Overtown Gateway set forth on Exhibit "A"; and WHEREAS, in the event Miami -Dade County does not approve Overtown Gateway as the developer for the Blocks, the Board of Commissioners wishes to approve All Aboard Florida NW 6th Street, LLC ("All Aboard"), as the second highest ranked proposer for the development of the Blocks and the Board of Commissioners wishes to approve the variances proposed by All Aboard set forth on Exhibit "B" (the "All Aboard Variances"); and NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY 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 herein as if fully set forth in this Section. Section 2. The Board of Commissioners hereby accepts the recommendation of the committee formed to review the proposals received for the development of Blocks 45 and 56 (the "Blocks") and approves Overtown Gateway as the Developer and the Overtown Gateway Variance, set forth on Exhibit "A", subject to Miami -Dade County approval and the Executive Director being able to finalize an acceptable Development Agreement with Overtown Gateway. Section 3. The Executive Director is hereby directed to attempt to negotiate a development agreement with Overtown Gateway after approval of Overtown Gateway by Miami -Dade County. Section 4. In the event Miami -Dade County does not approve Overtown Gateway, the Board of Commissioners hereby approves All Aboard and the All Aboard Variances, set forth in Exhibit "B," subject to Miami -Dade County approval and the Executive Director being able to finalize an acceptable Development Agreement with All Aboard. Section 5. In the event that Overtown Gateway is not approved by Miami -Dade County and All Aboard is approved by Miami -Dade County , the Executive Director is directed to attempt to negotiate a development agreement with All Aboard Florida, as the second highest ranked proposer for the development of the Blocks. City of Miami Page 2 of 3 File Id: 13-00988 (Version: 1) Printed On: 9/6/2013 File Number: 13-00988 Section 6. This Resolution shall not be deemed or construed to be an award of development rights or to otherwise create any rights whatsoever in the proposers referenced herein, any such rights only to be created upon the execution of a definitive Development Agreement with such proposer after approval by Miami -Dade County. Section 7. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: WILLIAM R. BLOOM, ESQ. SPECIAL COUNSEL City of Miami Page 3 of 3 File Id: 13-00988 (Version: 1) Printed On: 9/6/2013 EXHIBIT "A" Overtown Gateway's Proposed Variance Overtown Gateway ("Developer") proposes a variance to Section 7 of the Declaration of Restrictions ("Declaration") to provide thirty-six (36) months following commencement of vertical construction to substantially complete construction of Phase I. Section 7 of the Declaration currently provides for twenty-four (24) months for substantial completion. The Developer has requested this variance due to the size and complexity of the project. The Developer has advised that Building One is expected to reach substantial completion within thirty (30) months. This assumes steady progress and no unforeseen delays. The Developer has requested thirty-six (36) months to provide a mode buffer on the grounds that the current deadline would negatively impact potential financing for the Project, and potential financiers would be extremely concerned about the high likelihood of default and the ramifications. Exhibit "B" Proposed Variances The Developer proposes the following variances to the Declaration: 1. Project Payments. In lieu of making the Project Payments as defined in the Declaration, which requires payment over time, the Developer shall pay on the Closing Date, Five Million Five Hundred Thousand and No/100 Dollars ($5,500,000.00) to be shared equally by the County and the CRA. 2. Completion Date. Substantial completion of the Project is anticipated to occur approximately nineteen (19) months in advance of the completion date permitted by the Declaration. However, since the Retail Component and the Residential Component (collectively, the "Project") are integrated, in lieu of substantially completing construction of each the Retail Component and Residential Component separately within twenty four (24) months after commencement of Vertical Construction of the Project as required in Section 7 of the Declaration, the Developer proposes to substantially complete construction of the entire Project within thirty (30) months of the commencement of Vertical Construction of the same. 3. Estoppel. Developer proposes the addition of a provision to the Declaration authorizing the County Mayor or its designee, on behalf of the County, and the Executive Director, on behalf of the CRA, to execute an estoppel certificate or similar instrument, upon the request of the Developer and in form and substance reasonably acceptable to the County or the CRA, as appropriate, affirming compliance with the conditions set forth in the Declaration and the termination of the possibility of reverter. 4. Residential Restrictions. Developer proposes providing 60 residential units in compliance with the provisions of Section 3 of the Declaration with all residential units in excess of 60 residential units being market rate units. 5. Indemnification Agreement. In lieu of providing the Indemnification Agreement the Developer is proposing an alternative risk management solution in the form of a payment of One Million and No/100 Dollars ($1,000,000.00) (the "Indemnity Payment") for the benefit of the City, the County and the CRA. Within one (1) business day following the end of the Inspection Period if the Developer does not elect to terminate this Agreement, Developer shall deposit the Indemnity Payment with the Escrow Agent, which shall be disbursed (i) at Closing pursuant to disbursement instructions signed by the City, County and the CRA or (ii) disbursed to the Developer if this Agreement is terminated prior to Closing. 6. Clarification on Reversion Rights. Section 9(E) of the Declaration provides as follows: "In the event a Default Notice is issued pursuant to Section 9(A)(i), (ii), or (iii) of this Declaration, and is not cured in the Default Cure Period, as same may be extended, in accordance with the last sentence of Section 9(A), title to any portion(s) of the Property which have not been improved with buildings shall automatically revert to the CRA, subject to the right of the County set forth in the Declaration and in the Settlement Agreement ..." It is the Developer's understanding that the foregoing reversion shall not apply if improvements to the Property have been commenced, even if such improvements have not been substantially completed. If that is not the correct interpretation of the foregoing provision, Developer has agreed to pay the following in lieu of any such possible reversion rights: payment to each of the County and the CRA, as liquidated damages, Two Thousand Five Hundred and No/100 Dollars ($2,500.00) per day for each day between the Outside Date until substantial completion of the Project. The Outside Date shall mean the later of the date (i) the Developer should have achieved substantial completion of the Project, as may be extended as provided in the Declaration, or (ii) May 15, 2018. The Project shall have the meaning set forth in the Development Agreement_ CRA Requested Variance Termination based upon Inspection. If the Development Agreement is executed between the Developer and the CRA and the Developer terminates the Development Agreement during the Inspection Period, the CRA shall be required to issue another Development Opportunity within thirty (30) days of the date of termination.