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HomeMy WebLinkAboutCRA-R-14-0008 Cover MemoSEOPW Board of Commissioners Meeting January 27, 2014 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To: Board Chair Keon Hardemon and Members of the CRA Board Date: January 17, 2014 File: 14-00039 Subject: Resolution Approving Release and Indemnification Agreement from Sawyer's Walk, Ltd. and Poinciana Village of Miami, Ltd. From: Clarence E. Woods, III*References: Executive Director Enclosures: Legislation BACKGROUND: The attached Resolution of the Board of Commissioners of the Southeast OvertownlPark West Community Redevelopment Agency ("CRA") approving the Release to be executed by Sawyer's Walk, Ltd. and its partners, and Poinciana Village of Miami, Ltd. and its partners, in the form attached (the "Sawyer's Walk Release"), and Indemnification Agreement to be executed by Sawyer's Walk, Ltd. and Poinciana Village of Miami, Ltd. in the form attached (the "Sawyer's Walk Indemnification Agreement") as an alternate risk management solution to requiring Overtown Gateway Partners, LLC ("Overtown Gateway") and All Aboard Florida NW Sixth Street, LLC ("All Aboard") from being required to provide the indemnification agreement contemplated by Section 7(f) of the Settlement Agreement by and between the City of Miami (the "City"), the CRA, and Miami -Dade County (the "County"), dated May 9, 2013 (the "Settlement Agreement"). This Resolution also requests that the City and the County approve the Sawyer's Walk Release and Sawyer's Walk Indemnification Agreement as an alternate risk management solution, thereby waiving the requirement that Overtown Gateway and All Aboard provide the indemnification Agreements required under the terms of the Settlement Agreement. Many years ago, the City previously issued a request for proposals (as may have been amended from time to time, the "Poinciana RFP") with respect to that certain real property located on Block 46 in Miami -Dade County, Florida (the "Poinciana Village Project"). Indian River Investments of Miami, Inc. responded to the Poinciana RFP, and was ultimately selected by the City as the successful proposer for the Poinciana Village Project. The City issued an additional request for proposals (as same may have been amended from time to time, the 'Sawyer's Walk RFP") with respect to that certain real property on Blocks 45, 55 and 56 in Miami -Dade County, Florida (the "Sawyer's Walk Project"). The sole response to the Sawyer's Walk RFP was submitted by Sawyer's Walk, and, pursuant to the City of Miami Resolution No. 91-509 (the "Resolution"), Sawyer's Walk was selected as the developer of the Sawyer's Walk Project subject to the satisfaction of certain conditions as set in the Resolution. Thereafter, litigation styled The City of Miami vs. Sawyer's Walk, Ltd., Case No. 00-28860 CA 9, filed in the 1lth Judicial Circuit in and for Miami -Dade County, Florida (the "Sawyer's Walk Litigation") and Southeast Overtown/Park West Community Redevelopment Agency v. Poinciana Village of Miami, Ltd., Case No. 02- 06846 CA 9, in the Circuit Court of the 11th Judicial Circuit in and for Miami -Dade County, Florida (the "Poinciana Litigation") was commenced with regarding the Sawyer's Walk Project and Poinciana Village Project, respectively. Sawyer's Walk, Poinciana, the CRA and the City entered into that certain settlement agreement dated as of January 27, 2005 with respect to the Poinciana Litigation and the Sawyer's Walk Litigation, as amended, (the "Settlement Agreement"). The transaction contemplated by the Settlement Agreement was never consummated and the Sawyer's Walk Litigation and the Poinciana Litigation have been consolidated and were dismissed for lack of prosecution on December 5, 2007. On May 9, 2013 the CRA, the City and the County entered into that certain settlement agreement regarding the County's reverter on Blocks 36, 45 and 56 of NORTH, CITY OF MIAMI, Plat Book "B" at Page 41 (the "Settlement Agreement"). Section 7(f) of the Settlement Agreement requires the developers of Blocks 45 and 56 to provide an Indemnification Agreement, as defined in the Settlement Agreement. Overtown Gateway Partners, LLC ("Overtown Gateway") and All Aboard Florida NW Sixth Street, LLC ("All Aboard") as the developers selected by the CRA and approved by the County for the development of Blocks 45 and 56 have both requested that the CRA, the City and the County accept the Sawyer's Walk Release and Sawyer's Walk Indemnification Agreement as an alternative risk management solution to providing the Indemnification Agreement required by the Settlement Agreement. JUSTIFICATION: Section 7(f) of the Settlement agreement, dated May 9, 2013, requires, among other things, the provision of the indemnification agreement attached thereto, or in lieu of said indemnification agreement, submittal of an alternate risk management solution. FUNDING: This Resolution does not commit funding.