HomeMy WebLinkAboutLegislation (Version 2)City of Miami
Legislation
Resolution
City Hall
3500 Pan American
Drive
Miami, FL 33133
www.miamigov.com
File Number: 12-00363
Final Action Date: '
A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S),
AUTHORIZING THE CITY MANAGER TO EXECUTE A MANAGEMENT
AGREEMENT, IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, FOR A
FIFTEEN (15) YEAR INITIAL TERM, WITH UP TO THREE (3) FIFTEEN (15) YEAR
TERM OPTIONS TO RENEW, WITH OLYMPIA CENTER, INC., A FLORIDA 501(c)
(3) NOT -FOR -PROFIT ORGANIZATION FOR THE ADMINISTRATION,
OPERATION AND MANAGEMENT OF THE RESIDENTIAL AND COMMERCIAL
RETAIL PORTION OF THE HISTORIC GUSMAN CENTER FOR THE
PERFORMING ARTS PROPERTY LOCATED AT 174 EAST FLAGLER STREET,
MIAMI, FLORIDA 33131; FURTHER AUTHORIZING THE CITY MANAGER TO
EXECUTE ALL OTHER NECESSARY DOCUMENTS FOR SAID PURPOSE, IN A
FORM ACCEPTABLE TO THE CITY ATTORNEY, TO.COMPLY WITH
REQUIREMENTS OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED,
THE CITY OF MIAMI'S OBLIGATION UNDER THE SUNSHINE STATE LOAN
POOL PROGRAM AND THE CITY OF MIAMI'S HOMELAND
DEFENSE/NEIGHBORHOOD CAPITAL IMPROVEMENTS BOND PROGRAM,
SUBJECT TO AN APPROVING OPINION OF BOND COUNSEL.
WHEREAS, pursuant to the Special Warranty Deed dated July 24, 1975 recorded in Official
Records Book 9053, Page 723, in Miami Dade County, Florida, the City of Miami ("City") is the owner
of certain real property located at 174 East Flagler Street, Miami, Florida, a/k/a , Gusman Theater for
Performing Arts, which consists of a theater, commercial retail spaces and a residential tower currently
being used as affordable housing (collectively the "Olympia Property"); and
WHEREAS, pursuant to that certain restriction in the Special Warranty Deed dated July 24,
1975 and Ordinance No. 8435, adopted July 31, 1975, the City Commission authorized the Off -Street
Parking Board of the City of Miami d/b/a the Miami Parking Authority (hereinafter "MPA") to administer.
the Olympia Property; and
WHEREAS, the MPA named the City its successor in the administration and operation of the
Olympia Property pursuant to MPA Resolution No. 10-08; and
WHEREAS, pursuant to Resolution No. 11-0113, adopted March 24, 2011, the City named
Olympia Center, Inc. its successor in the administration and operation of the theater of the Olympia
Property to promote, among other things, cultural arts and other cultural program activities; and
WHEREAS, the City desires to transfer the administration and operation of the residential
tower and commercial retail spaces of the Gusman Theater for Performing Arts (hereinafter the
"Property") to Olympia Center, Inc. to among other things, continue to provide affordable housing and
to promote the use of the commercial retail spaces for the benefit of the Olympia Property; and
City of Miami
Page 1 of 3 File Id: 12-00363 (Version: 2) Printed On: 4/13/2012
File Number: 12-00363
WHEREAS, from time to time, renovations, restorations and improvements have been
performed on the Property with the use of proceeds derived from City issued bonds and other
governmental bond loan programs; and
WHEREAS, the Internal Revenue Service provides for certain operating guidelines and
requirements for third -party private entity contracts to manage, lease or otherwise use bond -financed
facilities; and
WHEREAS, funding from the City's Homeland Defense/Neighborhood Improvements
Improvement Bond program and from City loans obtained from the Sunshine State Loan Pool program
have previously been used and are anticipated to be used in the future for certain repairs and
improvements to the Property; and
WHEREAS, any agreements between the City and Olympia Center, Inc. shall comply with all
Internal Revenue Service operating guidelines and requirements; and
WHEREAS, (i) in accordance with the Internal Revenue Code guidelines applicable to
agreements involving governmental units and uses of bond -financed facilities by a not -for -profit
organization with tax-exempt status under Internal Revenue Code Section 501(c)(3), and (ii) in
consideration of the ongoing Homeland Defense/Neighborhood Capital Improvements Bond Program
and potential future City needs, the City has determined to retain the Property and to enter into a
Management Agreement for the Property with Olympia Center, Inc.; and
WHEREAS, Olympia Center Inc., is a Florida 501(c)(3) not -for -profit organization established
on September 17, 2010 for the purposes of promoting and preserving the Property; and
WHEREAS, the development, management, and use of the Property by Olympia Center Inc. will
be subject to the following continuing compliance covenants, among others necessary to comply with
the Homeland Defense/Neighborhood Capital Improvements Bond Program, to be included in the
Management Agreement: (i) the Property must be developed and managed for residential and
commercial retail uses accessible to the public; (ii) Olympia Center, Inc. must retain its State of Florida
and Federal not -for -profit status throughout the initial term of the Management Agreement and any
renewals thereof; (iv) the initial term shall be for fifteen (15) years, with up to three (3) options to renew
for fifteen (15) years each term; (v) any and all revenues and other compensation for the development,
management use of the Property must conform to the requirements of the Internal Revenue Code for
bond financed facilities; and (vi) Olympia Center, Inc.'s rights to develop, manage and use the
Property will terminate and rights shall revert to the City if the Property ceases to be developed,
managed or used for its intended purpose;
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 fully set forth in this Section.
Section 2. The City Manager is authorized{1} to execute, subject to an approving opinion of Bond
Counsel, a Management Agreement, in a form acceptable to the City Attorney, for a fifteen (15) year
initial term with up to three (3) options to renew for terms of fifteen (15) years each, with Olympia
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File Number: 12-00363
Center, Inc. for the administration, operation and management of the residential and commercial retail
portion of the historic Gusman Center For The Performing Arts Property located at 174 East Flagler
Street, Miami, Florida 33131.
Section 3. The City Manager is further authorized{1}, to execute all other necessary documents, in
a form acceptable to the City Attorney, for said purpose, to comply with the requirements of the
Internal Revenue Code of 1986, as amended, and the City's obligation under the Sunshine State Loan
Pool Program and the City's Homeland Defense/Neighborhood Capital Improvements Bond Program,
subject to an approval opinion of bond counsel.
Section 4. This Resolution shall become effective immediately upon its adoption and signature of
the Mayor. {2}
APPROVED AS TO FORM AND CORRECTNESS:
JULIE 0. BRU
CITY ATTORNEY
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 Charter and
Code provisions.
{2) If the Mayor does not sign this Resolution, it shall become effective at the end of ten (10) 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.
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