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HomeMy WebLinkAboutRequest for Proposal1\fac3&YKiuxr V I CITY ......E,:tym,A.mipril(T.,gp:rig. airy or,giwc, ECVRITY1,L9: 'BID ITEM: North Miami River Property BID NUMBER: REP No, 14.15-•024 DATE BID OPENED; September 14, 2015 TIME: 2:00 p.m, • • • ' ,I3I1) TOTAL AMOUNT I3ID BOND (1) ".....14.1.4, CHIEASKS ' • •WW . etTECK . Riverside Wharf, L.LC (2 boxes, 1 package, and 1 envelope) • „ ............______ See attached See attached — ........_ __.... • ',419' 4 / „4,61, WO ,OVP 1,,$ eo.. - • e°,' ,,.4 '',,,;;' , • n,"5A -' n :7, • • 50'''' .,-,'. •••' il, ,'"'' . k ,•,' 4.1.'" P''' \t,!) .. , • • . , ,,,,, v . ''''' 4: ' •''''P . , /.--•'''' n......, .. ,,,, ,.e.. • •.,, ''..`' .."- .,,.,...,...,.— ..,,,;.... 4..e.t'.....„—..,r440.......4, )4......., —,,a— .....,,,,....., mu..., / , h • : ' ''' lic.,,, o?' ' A ',.' 4, ,„.../ 467. OP' 0,^ 40 ' ---- k Jar( it. we. LtrAL,„ (.1 Pe .son Reoeviig B On. L, Tod' y's Date Received (I) bid(s) on behalf: City Depaftment Deputy City Clerk PREPARED BY: Prddkcnctu" V`1 REVISED EXHIBIT "F" CONFIDENTIAL CITY OF MIAMI REQUEST FOR PROPOSING ENTITY BACKGROUND/CREDIT SCREENING A. This form should be completed and signed by the authorized representative of Proposer's legal entity and Proposer's principals. Date Submitted: Company Name Company Address City State Zip Code Company EIN# Company Email Address Company Telephone Number Website The following company information is required for positive identification purposes when verifying company's business background and credit history, This information is confidential and will not be used for any other purposes. Year Company Started : No. of Employees Company Officers: Full Name Full Name Official Title Date of Hire Official Title Date of Hire Full Name Official Title Date of Hire Full Name Official Title Date of Hire Full Name Full Name Full Name Official Title Date of Hire Official Title Date of Hire Official Title Date of Hire Full Name Official Title Date of Hie Full Name Official Title Date of Hire Full Name Official Title Date of Hire I hereby authorize the City of Miami and/or its employees, agents or representatives to check any records pertaining to the background and credit history of my company for purposes relating to a City of Miami Department ofReal Estate & Asset Management Request for Proposal (RFP) 14-15-024, Applicant's Signature COMMENTS: Printed Named Date Initials of Screeaer: Date: CONFIDENTIAL CITY OF MIAMI REQUEST FOR INDIVIDUAL GENERAL BACKGROUND/CREDIT SCREENING A. To be completed by applicant Date Submitted: Last Name First Name Full Middle Name Maiden/Alias The following personal information is required for positive identification purposes when verifying credit history, driver's history, and public records. It is confidential andwill not be used for any other purposes. If applicable, print other names you have used during your lifetime. Social Security Number - Social Security Number will only be used in order to confirm your identity for the purposes of completing an accurate background investigation. Supplying your Social Security Number is required as part of the background screening process. Date of Birth — Your date of birth is required on this form in order to confmn your identity for purposes of completing an accurate background investigation. Driver's License Number — Your driver's license number is required on this form in order to confirm your identity for purposes of completing an accurate background investigation. Date of Birth : Month /Day /Year Social Security Number: Driver's License Name as appears on DE: (DL) Number: Current Address: (recent past address): B. TO BE COMPLETED BY CITY OF MIAMI CITY OF MIAMI (305) 416-1426 Requestor's Name REAL ESTATE & ASSET MANAGEMENT Department/Division/Office Name Telephone Number & Ext. # 444 SW 2" `' Ave 3rd Floor, Miami, FL 33130 Office Address E-Mail Address I hereby authorize the City of Miami, its employees, agents or representatives to check any records pertaining to my background, credit history and references. I understand that my personal information will only be used for any of the above -referenced purposes. Please sign and return the completed form to the Requestor. Applicant's Signature Printed Named Date C. TO BE COMPLETED BY THE BACKGROUND SCREENING UNIT Note: FAIR CREDIT REPORTING ACT, DRIVER'S PRIVACY ACT, and ANY PUBLIC APPLICABLE STATE STATUTE(S) NOTICE:: In accordance with the FAIR CREDIT REPORTING ACT, the Driver's Privacy Act, and any applicable state statute(s), this information may only be used to verify a statement(s) made by an individual in conjunction with legitimate business needs. The depth of information available varies from state to state, COMMENTS: Initials of Screener: Date: DDANIEL J. ALFONSO City Manager August 14, 2015 RE: Addendum VI, Request for Proposals ("RFP") No. 14-15-024 for Lease of North River Property, a City -owned Riverfront Property. Attention Registered Proposers: This mailing is "Addendum VI" and becomes an official addendum to the RFP document. All future questions will be answered in this same manner and forwarded as Addenda until the proposal due date, September 14, 2015. Enclosed please find the following items: • Questions & Answers • RFP Revisions Any written questions received will be answered within 15 days of their receipt. When sending correspondence, please address the original to City of Miami Clerk's Office with a copy to the attention of the project designee at the City of Miami. Should you have any questions, please do not hesitate to write: Todd B. Hannon City Clerk Office of the City Clerk City of Miami, City Hall 3500 Pan American Drive, 1st Floor Miami, FL 33133 cc: Todd B. Hannon, City Clerk Jacqueline Lorenzo Property Management Specialist City of Miami Department of Real Estate & Asset Management 444 SW 2"d Avenue, 3rd Floor Miami, FL 33130 j lorenzo(&,,miami gov. com 1 DANIEL J. ALFONSO City Manager ADDENDUM VI REQUEST FOR PROPOSALS 14-15-024 For Lease of North River Property, a City -owned Riverfront Property Question 1: "The Proposal Requirement Item 7 (Insurance Requirement) located on page 15 & 16 — refers to Exhibit F - Exhibit F is the Background Check Consent Form — Can you provide the insurance requirements referenced?" Answer 1: The insurance requirements were not included as a part of the Request for Proposals ("RFP"). The RFP allows for any uses that would comply with all applicable building regulations, zoning restrictions, and any other applicable laws, rules, and regulations. As such, the applicable insurance requirements cannot be conclusively determined without the details of the Selected Proposer's proposed project. Please see the RFP revisions below. Question 2: "I am not able to download Appendix V - "Phase I Environmental Site Assessment" from the website, would it be possible to verify that the link and file are valid?" Answer 1: The City of Miami's Information Technology Department has restored the link to the Phase I Environmental Site Assessment ("ESA"). The Phase I ESA should now be available for review by all interested proposers. RFP Revisions: The following revisions have been made to the RFP document as indicated below. Added text is underlined and deleted text is stricken. The following sections throughout the RFP document have been changed as follows: Section III. K. (3) e) (page 15) has been changed as follows: e) Proposers must pass the background check requirements specified in this RFP and submit executed consent forms for the Proposer and each principal on the applicable entity and individual consent forms attached hereto as Exhibit "F" Composite Exhibit "G". Section III. K. (7) (pages 15-16) has been changed as follows: (7) Insurance Requirement: Within ten (10) working days following notice of award by the City Prior to the execution of the Lease, the Successful Proposer shall furnish to City Certificates(s) of Insurance to the City, which indicate that insurance coverage has been obtained which meets the requirements set forth by the City of Miami's Risk Management Department as outlined below in Exhibit "F". This RFP number and/or title of this RFP must appear on each certificate. All policies and/or certificate(s) of insurance are subject to the —review and approval by the City's Risk Management Department prior to approval. 2 :DANIE;L J. ALFONSO City Manager Certificates will indicate no modification or change in insurance shall be made without thirty (30) days written advance notice to the Certificate Holder. If insurance certificates are scheduled to expire during the contractual period, the Successful Proposer shall be responsible for submitting new or renewed insurance certificate(s) to the City at a minimum of ten (10) calendar days in advance of such expiration. In the event that expired certificates are not replaced with new or renewed certificates which cover the contractual period specified in the Lease, the City may suspend the Lease until such time as the new or renewed certificate(s) are received by the City in the manner prescribed in this RFP, The City may, at its sole discretion, terminate the Lease for cause and seek re -procurement damages from the Successful Proposer in conjunction with the terms and conditions of this RFP. The Successful Proposer shall be responsible for assuring that the insurance certificate(s) required in conjunction with this section remain in force for the duration of the contractual period; including any and all option terms that may be granted to the Successful Proposer. Section XI (page 21) has been changed as follows: XL BACKGROUND CHECK/DISQUALIFICATION Proposers shall be required to perform, at the Proposer's sole cost, a complete background and credit check of the Proposer, the proposing entity, related entities or assigns, and its principals as well as reference checks on the principals of every member of the proposing entity, and or its assigns. This shall include any and all checks that would reveal any of the information requested in section IV above, Responsive/Responsible Proposers. The background and credit check provided by the Proposers shall be in a sealed envelope from an independent and impartial third -party company, and directed to the City of Miami Department of Real Estate and Asset Management. The background report shall be provided together with submission of the Proposal. In the event the City is not satisfied with the background check provided, the City shall be entitled to perform, or cause to be performed, an additional background and credit check of the Proposer, the proposing entity, related entities or assigns, and its principals as well as reference checks on the principals of every member of the proposing entity, and or its assigns. Proposer shall be responsible for any and all costs incurred by the City for this additional background check. Proposers must submit forms providing the City consent to conduct background screening on the Proposer and all Proposer's principals, or related entities and/or assignees and/or team members using the form provided in Exhibit "G" "F" along with their proposals submission. For the purposes of this RFP, a principal shall be defined as any person, individual or entity having any ownership or major operational role in the Proposer's project. Proposers that include as part of their team foreign nationals or foreign entities must frilly comply with all of the requirements of the Patriot Act. Those Proposers who do not comply shall be automatically disqualified from further consideration in this RFP process, Consent forms, background screening and credit checks related to this RFP will not be made Public Records, 3 Adc4mcictivn V 6/30/2015NORTH RIVER. PROPERTY REP PRE SUBMISSION CONFERENCE Page 1 PRE -SUBMISSION CONFERENCE MEETING AND SITE VISIT CITY OF MIAMI June 30th, 2015 10:00 a.m. City of Miami Miami Riverside Center 236 S.W. North River Drive Miami, Florida 33130 CITY OF MIAMI DEPARTMENT PRESENT: HANS MAICHEL, Real Estate Manager JACQUELINE LORENZO, Property Management Specialist LUCIANA GONZALEZ, Assistant Director of Planning and Zoning ASSISTANT CITY ATTORNEY PRESENT: PABLO VELEZ, ESQ. Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 2 1 MR. MAICHEL: We're going to start the 2 meeting. If you want to have a seat, please. 3 MS. LORENZO: Good morning. Welcome to 4 the pre -submission conference for the North 5 River property requests for proposals RFP 6 number 14-15-024. 7 Following this conference we will be 8 conducting a site visit of the property. If 9 you have not already signed in, please do so. 10 My name is Jacqueline Lorenzo. I am the 11 Property Management Specialist for the 12 Department of Real Estate and Asset Management. 13 I'll allow the panel members to introduce 14 themselves. 15 MR. MAICHEL: Good morning, everyone. My 16 name is Hans Maichel. I'm the Real Estate 17 Manager with City of Miami. 18 MS. GONZALEZ: I'm Luciana Gonzalez, 19 Assistant Director of Planning and Zoning. 20 MR. VELEZ: Pablo Velez, Assistant City 21 Attorney. 22 MS. LORENZO: As you all may already know 23 once an RFP is distributed to the public we 24 fall under a cone of silence which prevents us 25 from answering questions unless provided by way Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107.1287) c17c2266-8380-49e0-9d73-906bd586d323 I /30/2015NORTE RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 3 1 of addendum to the RFP. For the purposes of 2 conducting this meeting we will be temporarily 3 lifting the cone of silence. So the cone of 4 silence is hereby lifted in accordance with the 5 City of Miami Code of Ordinance Section 18-74 6 and shall be reinstated at the conclusion of 7 this meeting. 8 We are here today to answer questions you 9 10 11 12 13 14 15 Brothers under a revocable license agreement. 16 The property is offered as is where is with no 17 express or implied warranties. The successful 18 proposer will be offered a term of 30 years 19 with two 10 years options to renew for a total 20 of 50 years. 21 In order to participate and provide a 22 response the proposer must register and pay a 23 non-refundable fee of $150. We will do our 24 best to address your questions. If there are 25 any questions that cannot be answered here, we may have concerning RFP number 14-15-024 which is for the development and lease of a property located at 236 and 298 Southwest North River Drive. The property is approximately 31,918 square feet, zoned as D3 waterfront industrial district. Currently used by the Garcia Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380.49e0-9d73.906bd586d323 6/30/2015NORTR RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 4 1 will provide them by way of addendum. 2 Please keep in mind that all questions and 3 answers are being recorded by a court reporter. 4 As such we kindly ask that all questions and/or 5 statements be spoken clearly and loud enough to 6 be heard and understood by the court reporter. 7 Please also state your name for the record before you ask a question. 9 Would any of the City's staff like to make 10 any comments? 11 MS. GONZALEZ: Not at this time. 12 MS. LORENZO: Seeing none. I open the 13 floor to questions. 14 MR. LAGO: Does the RFP contemplate a 15 development agreement? Carlos Lago with 16 Greenberg Traurig, 333 Southeast 2nd Avenue. 17 MS. LORENZO: Yes. 18 MR. LAGO: Between the City and -- 19 MS. LORENZO: Well, it's a lease and a 20 development agreement so they would -- whoever 21 the selected proposer would be, would have to 22 develop whatever it is that they're proposing 23 and then enter into the lease. 24 MR. LAGO: And negotiate a development 25 agreement with the City. Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0.9d73-906bd586d323 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 5 1 MS. LORENZO: Right. 2 MR. MANTECON: Alex Mantecon with MV Real 3 Estate. Can you walk us through the security 4 deposits that are required, I believe, it's 5 $100,000 initial. Then a 10 percent due 6 upon -- 10 percent construction cost due upon 7 the bid being awarded, I believe. And then how 8 does that 10 percent -- does that 10 percent 9 deposit exist for the remainder of the lease 10 term or does that get refunded back at some 11 point once construction gets completed? 12 MS. LORENZO: Once construction begins 13 that 10 percent can be used by the proposer 14 towards the project. So then that could be 15 used for the development. 16 MR. MANTECON: So the remaining security 17 18 19 20 21 22 23 24 be. 25 MR. MANTECON: The $100,000 and the deposit would basically be whatever the base rent is for one year that's what would remain? MS. LORENZO: That's the security deposit. Yeah, that remains there. The Earnest Money deposit, it's a separate amount that it starts off at $100,000 and then will change to 10 percent of whatever the development cost will Downtown Reporting Electronically signed by Oneida Del Toro (301.276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION. CONFERENCE Page 6 1 development cost that would get refunded upon 2 once it starts construction? 3 4 5 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 MS. LORENZO: Right. That can be used towards the construction. MR. MAICHEL: Just for clarification I think that you're talking about the earnest money deposit instead of the security deposit. MR. MANTECON: That's correct. MR. MAICHEL: The earnest money deposit will be the 10 percent. However, the security deposit is 100 percent of the proposer's -- MR. MANTECON: The security deposit is due as well upon the signing of the lease? MR. MAICHEL: Correct. MR. MANTECON: The full amount. The $100,000 original that you submit, that does not count towards the security deposit? MS. LORENZO: No, that will count towards that 10 percent of the earnest money. MR. MANTECON: Towards the earnest money? Okay. MS. LORENZO: Right, exactly. MR. MANTECON: Also, you guys inside the RFP you mentioned 22 copies; is that a typo? Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORT}I RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 7 1 MS. LORENZO: No Well, we need 22 copies 2 3 them to the commissioners, to the review 4 committee's and, you know, all the staff that 5 needs to review, so 22 is to cover everyone. 6 MR. MAICHEL: It will be distributed once 7 the cone of silence has been lifted. 8 MR. MANTECON: Has the review committee 9 been selected yet? 10 MS. LORENZO: No. 11 MR. MAICHEL: Not yet. 12 MR. VELEZ: If I may just add one point. 13 This is Pablo Velez again, Assistant City 14 attorney. With respect to the evaluation 15 committee and it being selected or not they 16 also fall under that cone of silence. 17 MR. MANTECON: Of course. 18 MR. VELEZ: They fall under that same cone 19 of silence just for clarification. 20 MR. LAGO: We understand. Our question 21 was more for procedural, where we were on the 22 procedural sight. Carlos Labo again with 23 Greenberg Traurig. Questions following today's 24 pre -conference meeting, should they be directed 25 to the City Attorney or the clerk with a copy of the proposals because we need to distribute Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 8 1 to the City Attorney. Should I direct to you, 2 Jackie? 3 MS. LORENZO: Yes, they can be directed to 4 me. All my information is on the RFP and any 5 addendums will be issued within 15 d.ays. 6 Within 15 days of the question, we'll have an 7 answer for you posted on the website. If you 8 guys register, then we'll also be able to send 9 you a copy by mail. 10 MR. BAKOS: Register by signing in? 11 MS. LORENZO: Register officially to the 12 RFP. 13 MR. BAKOS: Scott B-A-K-O-S. 14 MS. LORENZO: If you register to the RFP 15 which includes the $150 deposit, the 16 non-refundable $150 deposit, then we'll be able 17 to send it to you by mail. We'll also include 18 you guys in the email address. 19 MR. MANTECON: Is the lease term 20 negotiable to a longer period as part of our 21 22 23 24 25 submission? Can we submit something with a longer lease term if desired or it has to be what is designated in the draft form of the lease agreement, the lease agreement that you guys have provided? Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107.1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 9 1 MS. LORENZO: I believe we're constricted 2 by the terms of the RFP, so that's the maximum 3 term that we can allow. We might have -- I 4 don't know we might have some flexibility with 5 the full initial term versus extensions. I'm 6 not sure. 7 MR. VELEZ: Yeah. What is the lease term 8 or the term, the length of time that the 9 contract is in effect for that's not something 10 that's really open for negotiation because that 11 totally goes to the heart of the RFP and 12 whatever prices the proposer might submit. If 13 it's, you know, a 30 year lease versus a 100 14 year old lease, you know, the incentives and 15 the entices are quite different as I'm sure 16 you're well aware. So consequently, the term 17 is not really open to negotiations. 18 MR. MANTECON: So I guess the terms are 19 basically what's dictated in the lease 20 agreement, the way the language reads in the 21 lease agreement? 22 MS. LORENZO: Right. It's in the RFP. If 23 24 25 there's any inconsistencies between the draft lease and the RFP, the RFP governs for now until the lease is executed. The RFP states Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 /30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 10 1 that its 30 years initial term with two 10 year 2 renewals. 3 MR. MANTECON: Can you walk me the 4 renewals? How that would work? 5 MS. LORENZO: Yeah. I believe -- I mean, 6 I defer to the language in the lease in case 7 there's a conflict or in the RFP. I believe 8 that its at the discretion of both the City and 9 the selected proposer so it has to be approved 10 by both. 11 MR. VELEZ: Right. Pablo Velez, Assistant 12 City Attorney. As its often time standard with 13 most of the procurements of the City the 14 options to renew they're exercised upon good 15 and faithful performance on the part of the 16 vendor and its their -- in that respect. 17 Usually, it's the user department that will 18 determine whether or not there have been any 19 issues, the performance, whether there's 20 something that might present an issue or not. 21 Depending on the use of the department, 22 depending on the evaluation of that vendor and 23 their performance that's when that option to 24 renew gets exercised. 25 MS. LORENZO: There's a specific timeframe Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTH RIVER. PROPERTY REP PRE $UEMISSION CONFERENCE Page 11 1 that you have to send a notice for that choice. 2 You have to be able to -- 3 MR. MANTECON: No, I understand that. 4 It's just -- I would think just some level of 5 comfort when you're going to invest millions of 6 dollars into a site that, I mean, 30 years is 7 not really in the grand scheme of things in 8 real estate. You know, you don't make your 9 investment back until a quite a bit down the 10 road. To have some level of, you know, what I 11 mean -- I need to know that if we bid on this 12 and supposing we're a successful bidder, that 13 at some point, you know, if I'm paying my rent 14 on time, maintaining the property, you know, in 15 good conditions, doing everything by the book, 16 there needs to be some level of guarantee to 17 say that you will get your options to be able 18 to renew for another 20 years or so. 19 MR. VELEZ: That's entirely 20 21 22 23 24 25 understandable. My recommendation would be that you submit that question, that issue in writing via email. And then what will happen is that will be further addressed by the department in terms of the administration and then ultimately a formal response will be Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380.49e0-9d73-906bd586d323 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 12 1 provided via an addendum and that will be to 2 the benefit of others. That's not something 3 that -- I mean, I understand where you're 4 coming from entirely. You're making a serious 5 and hefty investment and you want to makes sure 6 you have ample opportunity for a return in that 7 investment. That's totally understandable. 8 It's not an uncommon situation or an uncommon 9 question. 10 Consequently, with all the more reason I 11 would seriously recommend you post the question 12 via an addendum or via email and then we'll 13 address it with an addendum with a formal 14 response inclusive of what information the 15 administration will have to provide. 16 MR. MANTECON: Okay, fair enough. When 17 you say what takes priority RFP versus the 18 lease the problem I'm have with it is that the 19 RFP basically is half a sentence in terms of a 20 full lease options which, you know, in the 21 normal circumstances a lease option is, you 22 know, there's a lot of detail that goes into 23 it. When I look at the lease I'm okay, I'm 24 pretty much okay with language on the lease 25 itself that you guys have provided. It's just Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 /30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 13 1 that when I read the RFP itself it's, you know. 2 MS. LORENZO: Well, the lease is what 3 we're going to start with negotiations, so from 4 there unless it's specifically mentioned in the 5 6 7 8 9 10 11 regard to any additional Riverwalk improvement 12 that's in the works or that they're planning to 13 do? 14 MS. GONZALEZ: I can answer that. Luciana 15 Gonzalez, Planning and Zoning. 16 MR. BAKOS: It's really hard to hear you 17 with the background noise, I'm sorry. 18 MS. GONZALEZ: I'll try to speak louder. 19 So there is currently a development in the 20 entitlement process which is the Miami River 21 Special Area Plan and part of that agreement 22 23 24 25 RFP we can negotiate and discuss, you know, items. MR. MANTECON: Okay. MR. BAKOS: Scott Bakos, with B & A, 2601 South Bayshore Road. Does the City have any prior plans east or south of the property with includes Riverwalk and Jose Marti Park improvements along as part of the public benefits program. That's something that hasn't been approved yet and it requires the City Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/201SNORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 14 1 commission approval. It's currently in the 2 process. However, there are some improvements 3 to be made both to the park and to the 4 Riverwalk and to the sea wall. 5 MR. BAKOS: So that's across the river. 6 How about on this side? 7 MS. GONZALEZ: I'm not aware of any, but 8 that's a question to be asked to capital 9 improvements. 10 MR. BAKOS: Do you want me to then send 11 that in a form of an email so you can forward? 12 MS. GONZALEZ: Yes. 13 MR. VELEZ: I would recommend that. 14 MR. BAKOS: Because there's some language 15 in the Riverwalk guidelines that are a little 16 obscure when it comes to non -rectangular sites. 17 This site is more of a trapezoid so I was just 18 curios if anything possibly planned or 19 previously planned with regards to how -- I 20 would imagine the City would ultimately want to 21 tie everything up so that there's a continual 22 connection. I'll forward that in a form of a 23 question. To you? 24 MS. LORENZO: Yes, to me. 25 MS. GONZALEZ: Part of the Miami 21 zoning Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c1762266-8380-49e0-9d73.906bd586d323 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 15 1 requirements for waterfront properties which it 2 would be included, there will be a Riverwalk 3 component and -- 4 MR. BAKOS: Right. 5 MS. GONZALEZ: -- that the water treated 6 as a primary set back --- frontage -- a primary 7 frontage, excuse me. So therefore there would 8 be a Riverwalk component included, that would 9 need to be included as part of that. 10 MR. BAKOS: Thank you. 11 MR. MANTECON: This is Alex again. From a 12 public benefit standpoint, are you guys looking 13 at any -- is there anything in particular that 14 you guys are -- I mean, the City can say this 15 is something that's really needed in the area 16 or that, you know, should be enhanced? Can you 17 recommend? 18 MS. LORENZO: I'm sorry. Go ahead. 19 MS. GONZALEZ: I would say the public 20 21 22 23 24 25 Riverwalk that's accessible to the public. It's something that the City strives for. There may be others that we can think of, but that's the primary one. Given the site is not as large as some other sites that we see, but the Riverwalk amenities first and foremost. Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTU RIVER PROPERTY REP PRE SUBMISSION CONE+ERENCE Page 16 1 MS. LORENZO: Ultimately, it would be up 2 3 4 5 6 7 8 This is really for 9 City Attorney's Office. A site plan that 10 considers a grander scheme site plan, a bigger, 11 you know, incorporated by adjacent properties, 12 would that be considered in any way out of the 13 confines of the RFP? 14 MR. VELEZ: I would have to look into 15 that. I wouldn't be able to reply to that. 16 MR. LAGO: I mean, I don't see why not, 17 but is that something that you want us to put 18 in writing? 19 MR. VELEZ: Yes. And that way I can 20 properly answer that. I wouldn't have 21 answer to that right now, right off the top of 22 23 24 25 to the proposers to make that part of their submissions and they will be able to argue that this would be a benefit. Then the selection committee would be able to make that determination. MR. LAGO: Carlos Lago with Greenberg Traurig again. Question: an my head. Obviously, the fact the there should even be the idea of the Riverwalk and what have you it points to there being some kind of overall site plan or vision in mind, but Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTH RIVER. PROPERTY REP PRE SUBMISSION CONFERENCE Page 17 1 whether or not that is, in fact, the case or 2 3 4 5 how much more involved beyond that it may be, I couldn't give you that information right now. MS. LORENZO: What I'd also like to add is that RFP is written so that as long as it is in 6 compliance with all the rules and zoning and 7 all that stuff, whatever you wanted to put on 8 there is up to you. And it's going to be part 9 of, you know, as long as it's compliant with 10 all the terms of the RFP, that's going to be 11 proposed to us and the review committee is 12 going to have to evaluate that. It's not -- 13 like we don't have a specific purpose for the 14 site. 15 MR. VELEZ: Yes. In other words, you're 16 not restricted in the proposal you submit. If 17 there is certain ideas that you have in mind 18 for the property and some of which may very 19 well be a public benefit, then we encourage 20 that you reflect that in your proposal 21 submittings. Nevertheless, if you have 22 specific questions regarding some overall site 23 plan for the area by all means submit that in 24 an email and we'll address it. 25 MR. MANTECON: I have two questions. In nuftmommiosz, Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTH RIVER PROPERTY REP PRE .SUBMISSION CONFERENCE Page 18 1 regards to the parking there's a big, you know, 2 from conversations with Miami River Commission 3 or like just in general the atmosphere is where 4 the City doesn't really want on -site parking on 5 the water and I think that's kind of logical 6 for obvious reasons. What are the parking 7 requirements that you guys will be enforcing in 8 regards to that? I mean, does the RFP have to 9 approve, you know, full parking on -site? I 10 mean, can we -- a valet service? What is 11 the -- what are you guys -- 12 MS. GONZALEZ: The zoning code allows for 13 different options for parking, outside parking 14 15 16 17 18 19 20 21 22 23 24 25 or through a lease agreement or parking reduction if it's close to transit oriented. I would have to check in this particular case to see if it's within a TOD, it may not be through a waiver. Now, I think it's a good time to bring up the zoning aspects and the future land use aspects of this property just for everyone's knowledge. The properties are identified in future landings map as industrial. They are also identified as Category 8 of the Port of Miami River Sub -element that the company has to plant. Downtown Reporting 5Iectronically signed by Oneida Del Toro (301-276-107.1287) c17c2266-8380.49e0-9d73-906bd586d323 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 19 1 Part of that as being identified as Category 8 2 any type of redevelopment that's not 3 industrial, would have to prove that it's not 4 economically feasible based on a market and 5 site analysis. That's an accepted methodology 6 that has been peer reviewed. We haven't had 7 that many cases with the City since the 8 agreement with the State and with the Miami 9 River Commission and the River industry as fax 10 as any of the Category 8 being converted to 11 other types of uses, but that's certainly an 12 option that can be looked at. But you should 13 as part of your due diligence look into the 14 comprehensive plan and the Category 8 and the 15 requirements that are needed. It's also within 16 a high probability archeological zone which 17 will require monitoring by an archeologist for 18 any development that goes -- that's ground 19 disturbing activities. And it does also 20 include the Miami River Greenway Design 21 standards sos any design or any proposal for a 22 building or for a structure would have to 23 follow the Greenway Design and Standards. 24 MR. MANTECON: Let me ask you: In the 25 event that we find a burial ground or another Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 /30/2015NORTR RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 20 1 circle or a oval or whatever we find there, 2 what happens with the -- let's say the site is 3 now non -buildable because of it, what ends up 4 happening to the proposal? 5 MS. GONZALEZ: That's something that we 6 would have to deal with as we go along. Just 7 like it was done with Med Square in Downtown. 8 There were agreements made. There are certain 9 requirements that the State requires for us to 10 do. I'm not sure if there's anything in the 11 Language here that would allow for an exit. 12 MR. MAICHEL: That would have to be 13 considered and viewed in the moment that we 14 find out the situation. The City will have to 15 determine whether to continue with the RFP 16 process or cancel it until the -- 17 MR. MANTECON: I just don't want to be on 18 the hook for 200,000 for a park. 19 MS. ESCARRA: I have a question. 20 COURT REPORTER: I'm sorry. I need your 21 name, please. 22 MS. ESCARRA: Iris E-S-C-A-R-R-A. In the 23 24 25 event that the feasibility study, that feasibility study that's done and it requires -- and it comes out that it's economic positive Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Page 21 that it could warrant a -- with the City and the bidder at that point jointly applied for the application to MS. GONZALEZ: The comprehensive plan allows the City to adopt a future land use amendment so I think it would be something that the City would be amendable to working with the applicant. I should add that it's only through a large scale amendment. MR. LAGO: Even if it's less -- account? MS. GONZALEZ: comprehensive plan process of a large MS. ESCARRA: Yes. It's in the that it's only through the scale amendment. I had a question. On the first amendment to the bid documents that I received some of the dates were changed and they were crossed off. Like for example, one of the things that was anticipated was in March referendums and I wanted to know if there was a reason to change the dates. MS. LORENZO: Yeah. Well, we amended the RFP so that the selected proposer has a little bit of flexibility for the referendum date. This way the City and the selected proposer would negotiate the date that they would want. Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c 17c2266.8380-49e0-9d 73-906 bd586d323 6/30/2015NORTR RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 22 1 They wouldn't be limited to having to do in 2 this timeframe. 3 MR. LAGO: The cost of benefits would be 4 in March, right? Would it be joined with other 5 questions? 6 MS. LORENZO: Right, yeah. Well, if 7 you're piggy backing off of another election, 8 then it's going to be less expensive. If the 9 selected proposer decided to do a special 10 election specifically for this purpose, then it 11 would estimated about a million, but there's 12 also other elections that can be piggy backed. 13 MR. MANTECON: There's no parcel on the -- 14 there's another parcel that's on the -- by the 15 First Street Bridge that's not part of this 16 RFP. Is there any intention to issue another 17 RFP for that? 18 MR. MAICHEL: Are you talking about One 19 Southwest South River Drive? 20 MR. MANTECON: No, North River Drive. 21 MR. MAICHEL: On this side of the river? 22 MR. MANTECON: Yeah, so it would be -- 23 MR. MAICHEL: No, there's no plan for an 24 RFP in the near future. 25 MS. ESCARRA: So after this weekend it's Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266.8380.49e0-9d73.906bd586d323 /30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 23 1 anticipated that there will be a lease, a 2 development agreement and a referendum? 3 MS. LORENZO: Correct. 4 MS. ESCARRA: The big three? 5 MS. LORENZO: Now, the lease and 6 development agreement are going to have to be 7 approved by referendum so that has to be agreed 8 to prior. 9 MS. ESCARRA: Well, the development 10 agreement, I think, only requires the 11 commission, but the lease does for sure. 12 MS. LORENZO: The lease. 13 MS. ESCARRA: The lease status will be 14 referendum for sure. A development agreement 15 will only -- 16 MS. LORENZO: I mean, I would have to 17 verify that, but... 18 MS. ESCARRA: That works. 19 MS. LORENZO: Are there no more questions? 20 MR. MANTECON: The changes to the addendum 21 that were made, were made because of questions 22 that was raised or you guys just made them? 23 MS. LORENZO: That was an internal 24 decision. When there are questions, they will 25 be included as questions and answers so that Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTH RIVER PROPERTY REP PRE SUEMISSION CONFERENCE Page 24 1 would be specifically stated. 2 MR. VELEZ: There's a deadline for the 3 questions, right? 4 MS. LORENZO: Yes, the question deadline 5 for this RFP is August 28th, 2015. If there 6 are no more questions, then this will conclude 7 the pre -conference portion of this public 8 meeting and we will move forward to the site 9 visit. 10 (Thereupon there was a brief 11 recess and the pre -conference 12 meeting continued as follows:) 13 MR. MANTECON: So under Miami 21 the 14 minimum frontage to develop of a lot in D3 is 15 100 feet. The frontage on this lot is 54 feet, 16 I believe. How does that impact the ability of 17 this land and can you still build on it 18 considering that you only have 54 feet of 19 20 21 22 23 24 25 frontage and it doesn't meet the requirements of Miami 21? MS. LORENZO: I mean, Luciana left so I can't answer that question right now, but again submit it in writing and we'll be able to address that. MR. BAKOS: Well, Alex, the one thing that Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTR RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 25 1 she say which I thought it was interesting is 2 they are going to deem the waterfront as a 3 frontage as well. They are going to deem that 4 property, that site of the property as a 5 frontage, as a primary frontage. 6 MR. MANTECON: A primary? 7 MR. BAKOS: That's what I thought she 8 said. We'll confirm it in writing, but I 9 thought my notes said that along the river. 10 MS. LORENZO: Also, this whole transcript 11 will be posted online so you guys will be able 12 to come back and verify anything that we said. 13 COURT REPORTER: I'm sorry. Your name? 14 MR. GARCIA: My name is Luis Garcia with 15 Garcia Brothers and Garcia Seafood. Is it any 16 interest to the City to have -- RFP operate an 17 efficient business? 18 MR. MAICHEL: The way the RFP is written 19 20 specific project in mind. So that might be 21 22 23 24 25 allows for any ideas, you know, we don't have a considered on one of the proposals. MR. GARCIA: I don't have any questions. MR. MANTECON: I don't have any other questions. other Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 26 1 MS. LORENZO: I just wanted to further 2 address that question by saying that. 3 MR. GARCIA: I think I read it somewhere. 4 MS. LORENZO: I just wanted to point out 5 that the section talks about what the review 6 committee will consider. The enhanced 7 continuity of the Miami River Walkway, and 8 where it deals with and a design, it includes 9 maximization of marine activities, so that 10 would be some things we would consider. 11 MR. BAKOS: If that falls within the -- 12 Category 8 where its an industrial -- maritime 13 industrial, it's marine related which -- 14 MS. LORENZO: Exactly. I believe and I 15 will have to verify this, but the zoning code 16 that is D3 has an ability by right to use 17 marine -- 18 MR. BAKOS: Yes, correct. 19 MR. MAICHEL: It's the only one by right. 20 MS. LORENZO: Right, exactly. 21 MR. BAKOS: Luis, do you need to look at 22 23 24 25 the property any more? MR. GARCIA: No, no. I was born here. You guys don't believe me, but I swear to you when I was in fifth grade -- no, less. If you Downtown Reporting Electronically signed by Oneida Del Toro (301.276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE 1 2 3 4 5 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Page 27 have to go to work with your dad, whatever that grade is fifth grade, fourth grade, third grade, I would have to come here. So trust me it's been more than 40 years, 36 years so I don't need to see this place any more. MS. LORENZO: For the record, the cone of silence is now put back into place and we will be subject to that provision. (Whereupon, the meeting was concluded at 11:24 a.m.). Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTB RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 28 1 TRANSCRIPT CERTIFICATE 2 3 4 STATE OF FLORIDA 5 COUNTY OF MIAMI-DADE 6 7 I, ONEIDA DEL TORO, Reporter, certify that 8 I was authorized to and did digitally 9 report the foregoing proceedings and that the 10 transcript is a true and complete record of my 11 digital notes. 12 13 14 15 16 17 18 19 Expires: February 22, 2016 DATED this 15th day of July, 2015.E 20 21 22 23 24 25 ONEIDA DEL TORO, REPORTER Notary Public - State of Florida Commission No.: EE 172290 Downtown Reporting Electronically signed by Oneida Del Toro (301-276-107-1287) c17c2266-8380-49e0-9d73-906bd586d323 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 29 A a.m 1.:5 27:11 ability 24:16 26:16 able 8:8,16 11:2,17 16:3,5,15 24:23 25:11 accepted 19:5 accessible 15:20 account 21:10 activities 19:19 26:9 add 7:12 17:4 21:8 addendum 3:1 4:1 12:1,12,13 23:20 addendums 8:5 additional 13:11 address 3:24 8:18 12:13 17:24 24:24 26:2 addressed 11:23 adjacent 16:11 administration 11:24 12:15 adopt 21:5 agreed 23:7 agreement 3:15 4:15,20,25 8:24 8:24 9:20,21 13:21 18:14 19:8 23:2,6,10,14 agreements 20:8 ahead 15:18 Alex 5:2 15:11 24:25 allow 2:13 9:3 20:11. allows 18:12 21:5 25:19 amendable 21:7 amended 21:21 amendment 21:6,9 21:13,15 amenities 15:25 amount 5:21 6:15 ample 12:6 analysis 19:5 and/or 4:4 answer 3:8 8:7 13:14 16:20,21 24:22 answered 3:25 answering 2:25 answers 4:3 23:25 anticipated 21:18 23:1 applicant 21:8 application 21:3 applied 21:2 approval 14:1 approve 18:9 approved 10:9 13:25 23:7 approximately 3:12 archeological 19:16 archeologist 19:17 area 13:21 15:15 17:23 argue 16:3 asked 14:8 aspects 18:19,20 Asset 2:12 Assistant 1:16,19 2:19,20 7:13 10:11 atmosphere 18:3 attorney 1:19 2:21 7:14,25 8:1 10:12 Attorney's 16:9 August 24:5 authorized 28:8 Avenue 4:16 awarded 5:7 aware 9:16 14:7 B B 1.3:8 B-A-K-O-S 8:13 back 5:10 11:9 15:6 25:12 27:7 backed 22:12 background 13:17 backing 22:7 Bakos 8:10,13 13:8 13:8,16 14:5,10 14:14 15:4,10 24:25 25:7 26:11 26:18,21 base 5:17 based 19:4 basically 5:17 9:19 12:19 Bayshore 1.3:9 begins 5:12 believe 5:4,7 9:1. 10:5,7 24:16 26:14,24 benefit 12:2 15:12 16:4 17:19 benefits 13:24 22:3 best 3:24 beyond 17:2 bid 5:7 11:11 21:15 bidder 11:12 21:2 big 18:1 23:4 bigger 16:10 bit 11:9 21:23 book 11:15 born 26:23 Bridge 22:15 brief 24:10 bring 18:19 Brothers 3:15 25:15 build 24:17 building 19:22 burial 19:25 business 25:17 C cancel 20:16 capital 14:8 Carlos 4:15 7:22 16:7 case 10:6 17:1 18:16 cases 19:7 Category 18:24 19:1,10,14 26:12 Center 1:9 certain 17:17 20:8 certainly 19:11 CERTIFICATE 28:1 certify 28:7 change 5:22 21:20 changed 21:16 changes 23:20 check 18:16 choice 11:1 circle 20:1 circumstances 12:21 City 1:3,8,13,19 2:17,20 3:5 4:18 4:25 7:13,25 8:1 10:8,12,13 13:9 13:25 14:20 15:14,21 16:9 18:4 19:7 20:14 21:1,5,7,24 25:16 City's 4:9 clarification 6:5 7:19 clearly 4:5 clerk 7:25 close 18:15 code3:5 18:12 26:15 come 25:12 27:3 comes 14:16 20:25 comfort 11:5 coming 12:4 comments 4:10 commission 14:1 18:2 19:9 23:11 28:18 commissioners 7:3 committee 7:8,15 16:5 17:11 26:6 committee's 7:4 company 18:25 complete 28:10 completed 5:11 compliance 17:6 compliant 17:9 component 15:3,8 comprehensive 19:14 21:4,12 concerning 3:9 conclude 24:6 concluded 27:11 conclusion 3:6 conditions 11:15 conducting 2:8 3:2 cone 2:24 3:3,3 7:7 7:16,18 27:6 conference 1:1 2:4 2:7 confines 16:13 confirm 25:8 conflict 10:7 connection 14:22 consequently 9:16 12:10 consider 26:6,10 considered 16:12 20:13 25:21 considering 24:18 considers 16:10 constricted 9:1 construction 5:6 5:11,126:2,4 contemplate 4:14 continual 14:21 continue 20:15 continued 24:12 continuity 26:7 contract 9:9 conversations 18:2 converted 19:10 copies 6:24 7:1 copy 7:25 8:9 correct 6:8,14 23:3 26:18 cost 5:6,23 6:1 22:3 count 6:17,18 COUNTY 28:5 course 7:17 court 4:3,6 20:20 25:13 cover 7:5 crossed 21:17 curios 14:18 Downtown Reporting 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 30 currently 3:14 13:19 14:1 D D3 3:13 24:14 26:16 dad 27:1 date 21:23,25 DATED 28:13 dates 21:16,20 day 28:13 days 8:5,6 deadline 24:2,4 deal 20:6 deals 26:8 decided 22:9 decision 23:24 deem 25:2,3 defer 10:6 DEL 28:7,16 department 1:13 2:12 10:17,21 11:24 depending 10:21 10:22 deposit 5:9,17,19 5:21 6:7,7,9,11 6:12,17 8:15,16 deposits 5:4 design 19:20,21,23 26:8 designated 8:23 desired 8:22 detail 12:22 determination 16:6 determine 10:18 20:15 develop 4:22 24:14 development 3:10 4:15,20,24 5:15 5:23 6:1 13:19 19:18 23:2,6,9,14 dictated 9:19 different 9:15 18:13 digital 28:11 digitally 28:8 diligence 19:13 direct 8:1 directed 7:24 8:3 Director 1:16 2:19 discretion 10:8 discuss 13:5 distribute 7:2 distributed 2:23 7:6 district 3:14 disturbing 19:19 documents 21:15 doing 11:15 dollars 11:6 Downtown 20:7 draft 8:23 9:23 Drive 1:10 3:12 22:19,20 due 5:5,6 6:12 19:13 E E-S-C-A-R-R-A 20:22 earnest 5:20 6:6,9 6:19,20 east 13:10 economic 20:23 economically 19:4 EE 28:18 effect 9:9 efficient 25:17 election 22:7,10 elections 22:12 email 8:18 11:22 12:12 14:11 17:24 encourage 17:19 ends 20:3 enforcing 18:7 enhanced 15:16 26:6 enter 4:23 entices 9:15 entirely 11:19 12:4 entitlement 13:20 ESCARRA 20:19 20:22 21:14 22:25 23:4,9,13 23:18 ESQ 1:20 estate 1:14 2:12,16 5:3 11:8 estimated 22:11 evaluate 17:12 evaluation 7:14 10:22 event 19:25 20:23 everyone's 18:21 exactly 6:22 26:14 26:20 example 21:17 excuse 15:7 executed 9:25 exercised 10:14,24 exist 5:9 exit20:11 expensive 22:8 Expires 28:19 express 3:17 extensions 9:5 F fact 16:22 17:1 fair 12:16 faithful 10:15 fal12:24 7:16,18 falls 26:11 far 19:9 feasibility 20:23,24 feasible 19:4 February 28:19 fee 3:23 feet 3:13 24:15,15 24:18 fifth 26:25 27:2 find 19:25 20:1,14 first 15:25 21:15 22:15 flexibility 9:4 21:23 floor 4:13 Florida 1:11 28:4 28:17 follow 19:23 following 2:7 7:23 follows 24:12 foregoing 28:9 foremost 15:25 form 8:23 14:11,22 formal 11:25 12:13 forward 14:11,22 24:8 fourth 27:2 frontage 15:6,7 24:14,15,19 25:3 25:5,5 full 6:15 9:5 12:20 18:9 further 11:23 26:1 future 18:19,22 21:5 22:24 G Garcia 3:14 25:14 25:14,15,15,22 26:3,23 general 18:3 give 17:3 Given 15:23 go 15:18 20:6 27:1 goes 9:11 12:22 19:18 going 2:1 11:5 13:3 17:8,10,12 22:8 23:6 25:2,3 Gonzalez 1:16 2:18 2:1.8 4:11 13:14 13:15,18 14:7,12 14:25 15:5,19 18:12 20:5 21:4 21:11 good 2:3,15 10:14 11:15 18:18 governs 9:24 grade 26:25 27:2,2 27:2,3 grand 11:7 grander 16:10 Greenberg 4:16 7:23 16:7 Greenway 19:20 19:23 ground 19:18,25 guarantee 11:16 guess 9:18 guidelines 14:15 guys 6:23 8:8,18,25 12:25 15:12,14 18:7,11 23:22 25:11 26:24 H half 12:19 Hans 1:14 2:16 happen 11:22 happening 20:4 happens 20:2 hard 13:16 head 16:22 hear 13:16 heard 4:6 heart 9:11 hefty 12:5 high 19:16 hook 20:18 I idea 16:23 ideas 17:17 25:19 identified 18:22,23 19:1 imagine 14:20 impact 24:16 implied 3:17 improvement 13:11 improvements 13:23 14:2,9 incentives 9:14 include 8:17 19:20 included 15:2,8,9 23:25 includes 8:15 13:22 26:8 inclusive 12:14 inconsistencies 9:23 Downtown Reporting 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 31 incorporated 16:11 industrial 3:13 18:23 19:3 26:12 26:13 industry 19:9 information 8:4 12:14 17:3 initial 5:5 9:5 10:1 inside 6:23 intention 22:16 interest 25:16 interesting 25:1 internal 23:23 introduce 2:13 invest 11:5 investment 11:9 12:5,7 involved 17:2 Iris 20:22 issue 10:20 11:21 22:16 issued 8:5 issues 10:19 items 13:6 J Jackie 8:2 Jacqueline 1:15 2:10 joined 22:4 jointly 21:2 Jose 13:22 July 28:13 June 1:5 K keep 4:2 kind 16:24 18:5 kindly 4:4 know 2:22 7:4 9:4 9:13,14 11:8,10 11:11,13,14 12:20,22 13:1,5 15:16 16:11 17:9 18:1,9 21:19 25:19 knowledge 18:21 L Labo 7:22 Lago 4:14,15,18,24 7:20 16:7,7,i 6 21:10 22:3 land 18:19 21:5 24:17 landings 18:22 language 9:20 10:6 12:24 14:14 20:11 large 15:24 21:9,13 lease 3:10 4:19,23 5:9 6:13 8:19,22 8:24,24 9:7,13,14 9:19,21,24,25 10:6 12:18,20,21 12:23,24 13:2 18:14 23:1,5,11 23:12,13 left 24:21 length 9:8 let's 20:2 level 11:4,10,16 license 3:15 lifted 3:4 7:7 lifting 3:3 limited 22:1 little 14:15 21:22 located 3:11 logical 18:5 long 17:5,9 longer 8:20,22 look 12:23 16:14 19:13 26:21 looked 19:12 looking 15:12 Lorenzo 1:15 2:3 2:10,22 4:12,17 4:19 5:1,12,19 6:3,18,22 7:1,10 8:3,11,14 9:1,22 10:5,25 13:2 14:24 15:18 16:1 17:4 21:21 22:6 23:3,5,12,16,19 23:23 24:4,21 25:10 26:1,4,14 26:20 27:6 lot 12:22 24:14,15 loud 4:5 louder 13:18 Luciana 1:16 2:18 13:14 24:21 Luis 25:14 26:21 M Maiche11:14 2:1 2:15,16 6:5,9,14 7:6,11 20:12 22:18,21,23 25:18 26:19 mail 8:9,17 maintaining 11:14 making 12:4 Management 1:15 2:11,12 Manager 1:14 2:17 Mantecon 5:2,2,16 5:25 6:8,12,15,20 6:23 7:8,17 8:19 9:18 10:3 11:3 12:16 13:7 15:11 17:25 19:24 20:17 22:13,20 22:22 23:20 24:13 25:6,24 map 18:22 March 21.:18 22:4 marine 26:9,13,17 maritime 26:12 market 19:4 Marti 13:22 maximization 26:9 maximum 9:2 mean 10:5 11:6,11 12:3 15:14 16:16 18:8,10 23:16 24:21 means 17:23 Med 20:7 meet 24:19 meeting 1:1 2:2 3:2 3 :7 7:24 24: 8,12 27:10 members 2:13 mentioned 6:24 13:4 methodology 19:5 Miami 1:3,8,9,11 1:13 2:17 3:5 13:20 14:25 18:2 18:24 19:8,20 24:13,20 26:7 MIAMI-DADE 28:5 million 22:11 millions 11:5 mind 4:2 16:25 17:17 25:20 minimum 24:14 moment 20:13 money 5:20 6:7,9 6:19,20 monitoring 19:17 morning 2:3,15 move 24:8 MV 5:2 N name 2:10,16 4:7 20:21 25:13,14 near 22:24 need 7:1,2 11:11 15:9 20:20 26:21 27:5 needed 15:15 19:15 needs 7:5 11:16 negotiable 8:20 negotiate 4:24 13:5 21:25 negotiation 9:10 negotiations 9:17 13:3 Nevertheless 17:21 noise 13:17 non -buildable 20:3 non -rectangular 14:16 non-refundable 3:23 8:16 normal 12:21 North 1:10 2:4 3:11 22:20 Notary 28:17 notes 25:9 28:11 notice 11:1 number 2:6 3:9 0 obscure 14:16 obvious 18:6 Obviously 16:22 offered 3:16,18 Office 16:9 officially 8:11 okay 6:21 12:16,23 12:24 13:7 old 9:14 on -site 18:4,9 once 2:23 5:11,12 6:2 7:6 ONEIDA 28:7,16 online 25:11 open 4:12 9:10,17 operate 25:16 opportunity 12:6 option 10:23 12:21 19:12 options 3:19 10:14 11:17 12:20 18:13 order 3:21 Ordinance 3:5 oriented 18:15 original 6:16 outside 18:13 ova120:1 overall 16:25 17:22 P Pablo 1:20 2:20 7:13 10:11 pane12:13 parcel 22:13,14 park 13:22 14:3 20:18 parking 18:1,4,6,9 Downtown Reporting 6/30/20I5NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 32 18:13,13,14 part 8:20 10:15 13:21,23 14:25 15:9 16:2 17:8 19:1,13 22:15 participate 3:21 particular 15:13 18:16 pay 3:22 paying 11:13 peer 19:6 percent 5:5,6,8,8 5:13,23 6:10,11 6:19 performance 10:15,19,23 period 8:20 piggy 22:7,12 place 27:5,7 plan 13:21 16:9,10 16:25 17:23 19:14 21:4,12 22:23 planned 14:18,19 planning 1:16 2:19 13:12,15 plans 13:10 plant 18:25 please 2:2,9 4:2,7 20:21 point 5:11 7:12 11:13 21:2 26:4 points 16:24 Port 18:24 portion 24:7 positive 20:25 possibly 14:18 post 12:11 posted 8:7 25:11 pre -conference 7:24 24:7,11 pre -submission 1:1 2:4 present 1:13,19 10:20 pretty 12:24 prevents 2:24 previously 14:19 prices 9:12 primary 15:6,6,23 25:5,6 prior 13:10 23:8 priority 12:17 probability 19:16 problem 12:18 procedural 7:21,22 proceedings 28:9 process 13:20 14:2 20:16 21:13 procurements 10:13 program 13:24 project 5:14 25:20 properly 16:20 properties 15:1 16:11 18:21 property 1:15 2:5 2:8,11 3:10,12,16 11:14 13:10 17:18 18:20 25:4 25:4 26:22 proposal 17:16,20 19:21 20:4 proposals 2:5 7:2 25:21 proposed 17:11 proposer 3:18,22 4:21 5:13 9:12 10:9 21:22,24 22:9 proposer's 6:11 proposers 16:2 proposing 4:22 prove 19:3 provide 3:21 4:1 12:15 provided 2:25 8:25 12:1,25 provision 27:8 public 2:23 13:23 15:12,19,20 17:19 24:7 28:17 purpose 17:13 22:10 purposes 3:1 put 16:17 17:7 27:7 Q question 4:8 7:20 8:6 11:21 12:9,11 14:8,23 16:8 20:1921.:1424:4 24:22 26:2 questions 2:25 3:8 3:24,25 4:2,4,13 7:23 17:22,25 22:5 23:19,21,24 23:25 24:3,6 25:23,25 quite 9:15 11:9 R raised 23:22 read 13:1 26:3 reads 9:20 real 1:14 2:12,16 5:2 11:8 really 9:10,17 11:7 13:16 15:15 16:8 18:4 reason 12:10 21:20 reasons 18:6 received 21:16 recess 24:11 recommend 12:11 14:13 15:17 recommendation 11:20 record 4:7 27:6 28:10 recorded 4:3 redevelopment 19:2 reduction 18:15 referendum 21:23 23:2,7,14 referendums 21:19 reflect 17:20 refunded 5:10 6:1 regard 13:11 regarding 17:22 regards 14:19 18:1 18:8 register 3:22 8:8 8:10,11,14 reinstated 3:6 related 26:13 remain 5:18 remainder 5:9 remaining 5:16 remains 5:20 renew 3:19 10:14 10:24 11:18 renewals 10:2,4 rent 5:18 11:13 reply 16:15 report 28:9 reporter 4:3,6 20:20 25:13 28:7 28:16 requests 2:5 require 19:17 required 5:4 requirements 15:1 18:7 19:15 20:9 24:19 requires 13:25 20:9,25 23:10 respect 7:14 10:16 response 3:22 11:25 12:14 restricted 17:16 return 12:6 review 7:3,5,8 17:11 26:5 reviewed 19:6 revocable 3:15 RFP 2:5,23 3:1,9 4:14 6:24 8:4,12 8:14 9:2,11,22,24 9:24,25 10:7 12:17,19 13:1,5 16:13 17:5,10 18:8 20:15 21:22 22:16,17,24 24:5 25:16,18 right 5:1 6:3,22 9:22 10:11 15:4 16:21,21 17:3 22:4,6 24:3,22 26:16,19,20 river 1:10 2:5 3:11 13:20 14:5 18:2 18:24 19:9,9,20 22:19,20,21 25:9 26:7 Riverside 1:9 Riverwalk 13:11 13:22 14:4,15 15:2,8,20,25 16:23 road 11:10 13:9 rules 17:6 S S.W 1:10 saying 26:2 scale 21:9,13 scheme 11:7 16:10 Scott 8:13 13:8 sea 14:4 Seafood 25:15 seat 2:2 section 3:5 26:5 security 5:3,16,19 6:7,10,12,17 see 15:24 16:16 18:17 27:5 Seeing 4:12 selected 4:21 7:9 7:15 10:9 21:22 21:24 22:9 selection 16:4 send 8:8,17 11:1 14:10 sentence 12:19 separate 5:21 serious 12:4 seriously 12:11 service 18:10 set 15:6 side 14:6 22:21 sight 7:22 signed 2:9 signing 6:13 8:10 Downtown Reporting 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE Page 33 silence 2:24 3:3,4 7:7,16,19 27:7 site 1:2 2:8 11:6 14:17 15:23 16:9 16:10,25 17:14 17:22 19:5 20:2 24:8 25:4 sites 14:16 15:24 situation 12:8 20:14 sorry 13:17 15:18 20:20 25:13 sos 19:21 south 13:9,10 22:19 Southeast 4:16 Southwest 3:11 22:19 speak 13:18 special 13:21 22:9 Specialist 1:15 2:11 specific 10:25 17:13,22 25:20 specifically 13:4 22:10 24:1 spoken 4:5 square 3:13 20:7 staff 4:9 7:4 standard 10:12 standards 19:21,23 standpoint 15:12 start 2:1 13:3 starts 5:21 6:2 state 4:7 19:8 20:9 28:4,17 stated 24:1 statements 4:5 states 9:25 status 23:13 Street 22:15 strives 15:21 structure 19:22 study 20:23,24 stuff 17:7 Sub -element 18:25 subject 27:8 submission 8:21 submissions 16:3 submit 6:1.6 8:21 9:12 11:21 17:16 17:23 24:23 submittings 17:21 successful 3:17 11:12 supposing 11:12 sure 9:6,15 12:5 20:10 23:11,14 swear 26:24 T takes 12:17 talking 6:6 22:18 talks 26:5 temporarily 3:2 term 3:18 5:10 8:19,22 9:3,5,7,8 9:16 10:1 terms 9:2,18 11:24 12:19 17:10 Thank 15:10 thing 24:25 things 11:7 21:18 26:10 think 6:6 11:4 15:22 18:5,18 21:6 23:10 26:3 third 27:2 thought 25:1,7,9 three 23:4 tie 14:21 time4:11 9:8 10:12. 11:14 18:18 timeframe 10:25 22:2 TOD 18:17 today 3:8 today's 7:23 top 16:21 TORO 28:7,16 total 3:19 totally 9:11 12:7 transcript 25:10 28:1,10 transit 18:15 trapezoid 14:17 Traurig 4:16 7:23 16:8 treated 15:5 true 28:10 trust 27:3 try 13:18 two 3:19 10:1 17:25 type 19:2 types 19:11 typo 6:25 U ultimately 11:25 14:20 16:1 uncommon 12:8,8 understand 7:20 11:3 12:3 understandable 11:20 12:7 understood 4:6 use 10:21 18:20 21:5 26:16 user 10:17 uses 19:11 Usually 10:17 V valet 18:10 Velez 1:20 2:20,20 7:12,13,18 9:7 10:11,11 11:19 14:13 16:14,19 17:15 24:2 vendor 10:16,22 verify 23:17 25:12 26:15 versus 9:5,13 12:17 viewed 20:13 vision 16:25 visit 1:2 2:8 24:9 W waiver 18:18 walk 5:3 10:3 Walkway 26:7 wall 14:4 want 2:2 12:5 14:10,20 16:17 18:4 20:17 21:25 wanted 17:7 21:19 26:1,4 warrant 21:1 warranties 3:17 water 15:5 18:5 waterfront 3:13 15:1 25:2 way 2:25 4:1 9:20 16:12,19 21:24 25:18 we'118:6,8,16,17 12:12 17:24 24:23 25:8 we're2:1 9:1 11:12 13:3 website 8:7 weekend 22:25 Welcome 2:3 words 17:15 work 10:4 27:1 working 21:7 works 13:12 23:18 wouldn't 16:15,20 22:1 writing 11:22 16:18 24:23 25:8 written 17:5 25:18 X Y yeah 5:20 9:7 10:5 21:21 22:6,22 year 5:18 9:13,14 10:1 years 3:18,19,20 10:1 11:6,18 27:4 27:4 z zone 19:16 zoned 3:13 zoning 1:17 2:19 Downtown Reporting 13:15 14:25 17:6 18:12,19 26:15 0 1 10 3:19 5:5,6,8,8 5:13,22 6:10,19 10:1 10:00 1:5 100 6:11 9:13 24:15 100,000 5:5,22,25 6:16 11.:24 27:11 14-15-024 2:6 3:9 15 8:5,6 150 3:23 8:15,16 15th 28:13 172290 28:18 18-74 3:5 2 2011:18 200,000 20:18 2015 1:5 24:5 28:13 201628:19 2114:25 24:13,20 22 6:24 7:1,5 28:19 236 1:10 3:11 2601 13:8 28th 24:5 2983:11 2nd 4:16 3 30 3:18 9:13 10:1 11:6 30th 1:5 31,918 3:12 331301:11 333 4:16 36 27:4 4 40 27:4 6/30/2015NORTH RIVER PROPERTY REP PRE SUBMISSION CONFERENCE 8 18:24 19:1,10,14 26:12 Downtown Reporting Page 34 Pre -Submission Conference & Site Visit Sign -In Sheet North River Property Request for Proposals RFP No. 14-15-024 CONTA E ANY ADDRESS TELEPH©NE E- AIL 10 12 DAN I EL J. ALFONSO City Manager July 17, 2015 RE: Addendum. III, Request for Proposals ("RFP") No. 14-15-024 for Lease of North River Property, a City -owned Riverfront Property. Attention Registered Proposers: This mailing is "Addendum III" and becomes an official addendum to the RFP document. All future questions will be answered in this same manner and forwarded as Addenda until the proposal due date, September 14, 2015. Enclosed please find the following items: RFP Revisions Any written questions received will be answered within 15 days of their receipt. When sending correspondence, please address the original to City of Miami Clerk's Office with a copy to the attention of the project designee at the City of Miami. Should you have any questions, please do not hesitate to write: Todd B. Hannon City Clerk Office of the City Clerk City of Miami, City Hall 3500 Pan American Drive, 1st Floor Miami, FL 33133 cc: Todd B. Hannon, City Clerk Jacqueline Lorenzo Property Management Specialist City of Miami Department of Real Estate & Asset Management 444 SW 2nd Avenue, 3rd Floor Miami, FL 33130 jlorenzo@miamigov.com 1 DANIE'L J. ALFONSO City Manager ADDENDUM III REQUEST FOR PROPOSALS 14-15-024 For Lease of North River Property, a City -owned Riverfront Property RFP Revisions: The following revisions have been made to the RFP document as indicated below. Added text is underlined and deleted text is stricken. The following sections of the Executive Summary have been changed as follows: Taxes, Impositions: The Proposer selected ("Successful Proposer") is responsible for all taxes and assessments due on the Property. The Successful Proposer will be required to pay for any survey(s), site plans and application fees required. The Successful Proposer shall be responsible for payment in lieu of taxes ("PILOT") during the term of the Lease in the event the Property becomes exempt from ad valorem real estate taxes. In the event the Successful Proposer wishes to utilize the upland in a manner that would derive income directly or indirectly from the use of the State-owned sovereignty submerged lands, or otherwise is required to make payments under applicable law, the Successful Proposer shall be solely responsible for all fees, costs, expenses, impositions, and payments due, Grounds For Disqualification: Failure to meet the minimum RFP requirements will be grounds for disqualification. Additionally, no as per City of Miami Code sections 18-95 and 18-107, the City shall have the sole and absolute discretion to disqualify any RFP responses will be accepted from individuals or entities who have, or whose principals have, past, present or pending litigation with the City or who have been disbarred or suspended from doing business with the City. The following sections throughout the RFP document have been changed as follows: Section VI. (pages 17-18) has been changed as follows: VI. RESPONSIVE/RESPONSIBLE PROPOSERS Subject to City of Miami Code sections 18-95 and 18-107, tThe City shall automatically -have the sole and absolute discretion to deem any proposal non-responsive/non-responsible, as applic ble, „or will the City ter into any L ase or other agreement with any Proposer, principal, or related parties of any if the proposing entity whose or any of its members: i) are in arrears to the City for any debt or obligation; ii) have any uncured defaults or have failed to perform under the terms of any agreement or contract with the 2 DANIEL J. ALFONSO City Manager City within the past ten (10) years; iii) are in default under any agreement or contract with the City on the date and time the proposal is due; iv) have caused fines penalties, fees or similar impositions to be levied against the City; v) have any past, present or on -going litigation with the City; vi) have filed and not prevailed in frivolous lawsuits, as that term is defined by section 57.105, Florida Statutes as determined by a final order of the court; vii) have past, present or pending involuntary bankruptcies, liquidations, or foreclosures within the past seven (7) years on projects or businesses they have owned, operated, or controlled a majority interest (i.e., ownership of five percent (5%) or more of the entity stock or shares); viii) have caused any city -owned land or improvements to incur environmental damage, environmental contamination liability or any other material liabilities; or ix) has otherwise been determined as not a responsive and/or responsible proposer as defined by 18-73 and 18-95 of the City Code, and by the laws of the State of Florida. Notwithstanding the foregoing, any Proposer who disputes the City's claim or demand for any debt or obligation, may, during the pendency of the dispute, deposit the amounts the City claims are due in an escrow account, subject to an escrow agreement negotiated with the City prior to responding to this RFP and seek a judgment from a court of competent jurisdiction. Any such escrowing of funds shall allow a Proposer to qualify to respond to this RFP and the funds shall be held in escrow until the dispute is resolved. If the City has quantified a dollar amount attributable to a failure to perform under ii) above, a Proposer disputing such claim or demand may also avail itself of the escrow provisions. Similarly, any Proposer, or its principal(s) that is determined by a court of competent jurisdiction or administrative agency, to have caused any liability or damage to the City, directly or indirectly, shall be immediately responsible for payment of the judgment or fines. If the Proposer, or its principal does not pay the judgment or fines within 30 days after the date of the City's written notice, either during the RFP process or anytime during the term of any leasehold awarded pursuant to this RFP, the Proposer or Lessee, as applicable, shall be immediately disqualified and any Lease shall be immediately terminated, with no other cure rights. In such event, the City shall immediately own any improvements built on the Property, with no responsibility, financial or otherwise, to the Lessee. 3 DANIEL J. ALFONSO City Manager July 7, 2015 RE: Addendum II, Request for Proposals ("RFP") No. 14-15-024 for Lease of North River Property, a City -owned Riverfront Property. Attention Registered Proposers: This mailing is "Addendum II" and becomes an official addendum to the RFP document. All future questions will be answered in this same manner and forwarded as Addenda until the proposal due date, September 14, 2015. Enclosed please find the following items: • RFP Questions and Answers Any written questions received will be answered within 15 days of their receipt. When sending correspondence, please address the original to City of Miami Clerk's Office with a copy to the attention of the project designee at the City of Miami. Should you have any questions, please do not hesitate to write: Todd B. Hannon City Clerk Office of the City Clerk City of Miami, City Hall 3500 Pan American Drive, 1st Floor Miami, FL 33133 c: Todd B. Hannon, City Clerk Jacqueline Lorenzo Property Management Specialist City of Miami Department of Real Estate & Asset Management 444 SW 2nd Avenue, 3rd Floor Miami, FL 33130 j lorenzo@miamigov, com 1 DANIEL J. ALFONSO City Manager ADDENDUM II REQUEST FOR PROPOSALS 14-15-024 For Lease of North River Property, a City -owned Riverfront Property Question 1: How are real estate commission paid? [sic] Answer 1: The City has not engaged the services of a Tenant -Broker for this RFP. Question 2: Would the City consider an amendment to the RFP to allow the term of the RFP to be the same as a previously issued RFP for a waterfront site in the Grove, see attached Grove Key RFP. The Grove Key RFP states: Successful Proposer shall execute a Lease Agreement ("Lease") thirty (30) days after referendum approval for a fifty (50) year initial term, with two (2) fifteen (15) year renewal terms. The Miami River RFP states as follows: One (1) thirty (30) year term, plus two (2) additional ten (10) year options to renew at the City's sole discretion. The reason for the request is in order to allow for parity amongst the City issued RFPs and also allow for greater flexibility in the financial analysis and ultimate return to the City. Answer 2: No, the City will not consider an amendment to the RFP extending or otherwise altering the term provided. 2 DANIEL J. ALFONSO City Manager• June 23, 2015 RE: Addendum I, Request for Proposals ("RFP") No. 14-15-024 for Lease of North River Property, a City -owned Riverfront Property. Attention Registered Proposers: This mailing is "Addendum I" and becomes an official addendum to the RFP document. All future questions will be answered in this same manner and forwarded as Addenda until the proposal due date, September 14, 2015. Enclosed please find the following items: • RFP Revisions Any written questions received will be answered within 15 days of their receipt. When sending correspondence, please address the original to City of Miami Clerk's Office with a copy to the attention of the project designee at the City of Miami. Should you have any questions, please do not hesitate to write: Todd B. Hannon City Clerk Office of the City Clerk City of Miami, City Hall 3500 Pan American Drive, 1st Floor Miami, FL 33133 c: Todd B. Hannon, City Clerk Jacqueline Lorenzo Property Management Specialist City of Miami Department of Real Estate & Asset Management 444 SW 2nd Avenue, 3rd Floor Miami, FL 33130 i lorenzo(aiimiamigov. com 1 DANIEL J. ALFONSO City Manager ADDENDUM I REQUEST FOR PROPOSALS 14-15-024 For Lease of North River Property, a City -owned Riverfront Property RFP Revisions: The following revisions have been made to the RFP document as indicated below. Added text is underlined and deleted text is stricken. The following section of the Executive Summary has been changed as follows: Optional Pre -Proposal The City will conduct a one-time Pre -Proposal Submission Conference on Submission June 30, 2015. The Pre -Proposal Submission Conference will take place at Conference rity all at „ leeatio„ th t has yet to 3e determined the City of Miami, Miami and Site Visit: Riverside Center, 444 SW 2nd Avenue, Miami, Florida 33130. Following the Pre- Proposal Submission Conference, City staff will guide prospective Proposers on a one-time, site visit inspection of the Property. Attendance of the Pre -Proposal Submission Conference and site visit is optional; however, prospective Proposers are strongly advised to attend. The following sections throughout the RFP document have been changed as noted below. Section X (pages 19-20) has been changed as follows: X. REVIEW COMMITTEE AND SELECTION PROCESS An Evaluation Selection Committee ("Committee") will be created by the City Manager to evaluate each Proposal to determine which acceptable responsive and responsible submission is most advantageous and in the City's best interest. The Committee may require an oral presentation from Proposer(s). Proposers shall be evaluated and awarded points on the basis of the following Evaluation Criteria: Overall Experience and Qualifications - Relevant business and project team experience in similar projects - Financial capability and availability of financial/business references 30% Proposed Revenues - Amount of financial return to the City, including the greater of Minimum Base Rent and Percentage Rent 35% Design - Aesthetics & Functionality of Proposed Improvements - Improvement to the Miami River Walkway - Maximization of marine activities 20% Public Benefit - Enhanced continuity of Miami River Walkway 10% 2 DA:NI,EL J. ALFONSO City Manager - Public access to the Miami River from North River Drive - Maximum frontage to the Miami River Local and Minority Participation - Short term and long term participation of minority individuals - Local office maintained by Proposer 5% Responsive and ResponsibleProposals will be reviewed and evaluated by the Committee, The Committee will be responsible for recommending to the City Manager the most qualified firm with whom to negotiate a Lease. The Committee will render a written memorandum and completed and signed evaluation forms to the City Manager of concerning its evaluation of all responsive and responsible proposals. The Committee has the authority to recommend one or more, or none, of the proposals as it deems to be in the best interest of the City. The Review Committee's recommendation is accompanied by written justification of its findings. The City Manager shall have the right to approve the Committee's recommendation, reject the Committee's recommendation and instruct the Committee to re-evaluate and make further recommendations, or reject all proposals. In the event that the City Manager accepts the Committee's recommendation, the City and the Successful Proposer will then negotiate the terms of the Lease, and the same shall be submitted to the City Commission for approval. If approved by the City Commission, the Lease will be included in the March 2016 elections, or other election date selected by the Successful Proposer and the City, to be approved or rejected by the electorate at referendum. The Successful Proposer shall execute the Lease no later than thirty (30) days following referendum approval. The City of Miami reserves the right to accept any proposal deemed to be in the best interest of the City, to waive any irregularities in any proposal, and/or to reject any and/or all proposals at any time before or after receipt of the RFP proposals or during the review and evaluation process, without undertaking the complete evaluation process and without re -advertising for new proposals. In the event that negotiations with the Successful Proposer fail, or should the Successful Proposer fail to enter into a Lease with the City, the City may then negotiate with the second highest ranking bidder without reissuance of the RFP, and, if not, with the third highest ranking bidder, in the event that the second highest ranking bidder is unwilling or unable to either negotiate with or enter into a Lease with the City. Any proposals that have been submitted by Proposer entities (or their principals) which have defaulted on City of Miami contracts or have been terminated from a City of Miami contract within the past five (5) years for poor or inadequate performance will be automatically disqualified from this RFP selection process. The timetable for the RFP selection process is summarized below. Note that these are target /tentative dates and are subject to change by the City. 3 DANIEL J. ALFONSO City Manager nzzxateaaeionse; RFP Available to Public/Date of Issuance & Advertisement June 15, 2015 Pre -Proposal Submission Conference and Site Visit (attendance is not mandatory, but encouraged) June 30, 2015 Deadline for Questions August 28, 2015 Proposal Submission Deadline September 14, 2015 Oral Presentations to Selection Committee September 29, 2015 Selection Committee Meeting October 8, 2015 Recommendation from. Selection Committee to City Manager October 9, 2015 City Commission adoption of Legislation Authorizing the Lease subject to Referendum approval November 19, 2015 TBD Vote of Electorate by Referendum March 15, 2016 TBD Section X (pages 21-22) has been changed as follows: XII. REFERENDUM City of Miami Charter "Section 3 — Powers," provides, in relevant part, that the City of Miami shall have the power to lease City -owned waterfront property on the condition that certain Charter requirements are met, including that such lease "shall not be valid unless it has first been approved by a majority of the voters of the city." As a result, the proposed transaction must be approved by voters at a referendum prior to the City fully executing the Lease Agreement. Lease negotiations must be substantially concluded in time to be considered by the City Commission for placement on the March 1-5, 2016.election ballot selected by the Successful Proposer and the City. In the event that said negotiations are not timely concluded, Proposer may choose another election date, with the City's approval, or has the option to pay for a special referendum election at a cost of approximately $1 million, either of which shall be at the sole cost and expense of the Selected Proposer. The City reserves the right to either reject all proposals or submit the proposed transaction to a vote at the earliest convenient opportunity. If the proposal(s) is rejected or the proposed transaction is rejected by referendum vote, the proposed project shall be terminated. In the event of such a termination, the developer/operator has no vested rights, or title or interest in the Property or to the development proposed thereon, or a claim upon the City for any expenses incurred in the proposal process. Deposits submitted to the City for participation in this referendum process shall only be refundable if the City elects to reject all proposals. 4 REQUEST FOR PROPOSALS (RFP # 14-15-024) FOR A LEASE OF CITY —OWNED RIVERFRONT PROPERTY LOCATED AT 236 AND 298 SW NORTH RIVER DRIVE MIAMI, FLORIDA 33130 RFP distributed by: CITY OF MIAMI Department of Real Estate and Asset Management PROPOSALS MUST BE RECEIVED NO LATER THAN 2:00 P.M. EASTERN STANDARD TIME, ON SEPTEMBER 14, 2015 I.)ANIEL J. AL,FONSO City Manager June 15, 2015 Ladies and Gentlemen: Thank you for your interest in leasing this City -owned, riverfront property located at 236 and 298 SW North River Drive, Miami, Florida ("Property"). The attached document is a Request for Proposals ("RFP") issued by the City of Miami ("City"), to solicit potential proposers ("Proposers") interested in leasing the Property in a manner that is beneficial to the City and its residents. The RFP contains info 'nation regarding the Property, submission requirements, and selection procedures. Carefully review all enclosed documents. Proposals must comply with all submission requirements to be eligible for consideration. All information and materials submitted will be thoroughly analyzed and independently verified. Proposals must present a definitive build -out program, completion schedule, financial plan, and lease proposal responding to all requirements of the RFP to form the basis for selection by the City. Proposals must be delivered to the Office of the City Clerk (First Floor Counter), City Hall, 3500 Pan. American Drive, Miami, Florida 33133, by 2:00 p.m., on September 14, 2015. Late or incomplete proposals will not be considered. A list of all Proposers will be made public the following day. The successful proposal will be subject to the requirements of the Charter and Code of the City. On behalf of the City of Miami Mayor and Commissioners, I welcome responsive proposals, which will realize the full potential of this prime real estate location. Daniel J. Alfonso City Manager 2 TABLE OF CONTENTS I. EXECUTIVE SUMMMARY II. THE PROPERTY III. PROPOSAL REQUIREMENTS & FORMAT IV. LEASE TERMS V. REGULATORY PROCESS VI. RESPONSIVE/RESPONSIBLE PROPOSERS VII. CONE OF SILENCE VIII. DEADLINE FOR RECEIPT OF INFORMATION / CLARIFICATION IX. RECEIPT OF RESPONSES X. REVIEW COMMITTEE AND SELECTION XI. BACKGROUND CHECK/DISQUALIFICATION XII. REFERENDUM APPENDICES APPENDIX I SURVEY & LEGAL DESCRIPTION APPENDIX II MIAMI 21 ZONING CODE: D3 WATERFRONT INDUSTRIAL APPENDIX III DRAFT LEASE AGREEMENT APPENDIX IV RFP CHECKLIST APPENDIX V PHASE I ENVIRONMENTAL SITE ASSESSMENT 3 EXHIBITS EXHIBIT "A" REGISTRATION FORM EXHIBIT "B" SUBMISSION EXHIBIT "B1" RFP PROPOSAL SUBMISSION FORM EXHIBIT "B2" LETTER OF COMMITMENT EXHIBIT "C" QUALIFICATIONS EXHIBIT "C1" BUSINESS TEAM EXPERIENCE EXHIBIT "C2" DEVELOPMENT TEAM EXPERIENCE EXHIBIT "C3" ORGANIZATIONAL CHART EXHIBIT "D" ENTITY CERTIFICATE OF AUTHORITY EXHIBIT "E" DISCLOSURE/DISCLAIMER FORM EXHIBIT "F" CONSENT FORMS CITY CHARTER & CODE SELECTIONS CITY CHARTER SECTION 3 — POWERS CITY CHARTER SECTION 29A — CONTRACTS FOR REAL PROPERTY CITY CHARTER. SECTION 29B — CITY -OWNED PROPERTY SALE OR LEASE - GENERALLY CITY CODE SECTION 18-74 — CONE OF SILENCE CITY CODE SECTION 2-612 — CONFLICTS OF INTEREST CITY CODE SECTION 10-4 — BUILDING PERMIT FEE SCHEDULE COUNTY CODE SECTION 2-11.15 — WORKS OF ART IN PUBLIC PLACES Please note the materials included as Exhibits and Appendices above are included for reference purposes only and interested proposers should not rely upon the same exclusively for information. 4 REQUEST FOR PROPOSALS RIVERFRONT PROPERTY (RFP # 14-15-024) I. EXECUTIVE SUMMMARY Location: 236 and 298 SW North River Drive, Miami, Florida, as indicated in Appendix I. Opportunity: The City of Miami ("City") is seeking responsive proposals from qualified proposers ("Proposers") willing to plan, renovate, build -out, and manage a waterfront property in any manner allowed by the City of Miami Zoning Code, and paid for with Proposer's private funding. It is the City's intention to solicit competitive proposals for the use of this Property and enter into negotiations for a Lease Agreement ("Lease"). Property Size: Approximately 31,918 sq. ft. of upland property Zoning: D3 Waterfront Industrial District Zone. RFP Goals: To attract a commercially and economically viable use(s) that are allowable under the Miami 21 Zoning Code and additionally promise to: 1) be economically remunerative; 2) generate fair market use fees for the City; and 3) contribute to the transformation of the Miami River into a vibrant riverfront commercial area. Existing Improvements: There is currently a structure on the property approximately 3,240 sq. ft. that may not be up to South Florida Building Code standards. The City recommends the demolition of the structure. In the event the Proposer wishes to utilize the structure, the same shall not be used without first being renovated, Condition of Property: The Property and its improvements are offered "AS IS, WHERE IS" by the City. No representations or warranties whatsoever are made as to its condition, state or characteristics. EXPRESSED WARRANTIES AND IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE OR USE AND HABITABILITY ARE HEREBY DISCLAIMED. IMPLIED WARRANTIES OF MERCHANTABILITY AND/OR SUITABILITY ARE HEREBY DISCLAIMED. No representation whatsoever is made as to any environmental or soil condition. 5 Taxes, Impositions: The Proposer selected ("Successful Proposer") is responsible for all taxes and assessments due on the Property. The Successful Proposer will be required to pay for any survey(s), site plans and application fees required. The Successful Proposer shall be responsible for payment in lieu of taxes ("PILOT") during the term of the Lease in the event the Property becomes exempt from ad valorem real estate taxes. Rent Requirements: RFP Responses shall include a Base Rent no less than One Hundred Ninety Five Thousand Five Hundred Dollars and 00/00 cents ($195,500.00) per year ("Minimum Base Rent") and Proposers must propose a Percentage Rent of the Gross Revenues as defined in the Lease. Additionally, the Minimum Base Rent shall be adjusted on an annual basis by the greater of CPI or three percent (3%) escalator. In no event shall the Base Rent be increased by greater than five percent (5%). Term: One (1) thirty (30) year term, plus two (2) additional ten (10) year options to renew at the City's sole discretion. Other Requirements: A security deposit in an amount equal to one year of the proposed base rent will be required from the Successful Proposer. In addition, the Successful Proposer will be required to provide insurance coverage, payment of rent, and other requirements, upon award of the RFP and for the execution of the Lease. Grounds For Disqualification: Failure to meet the minimum RFP requirements will be grounds for disqualification. Additionally, no RFP responses will be accepted from individuals or entities who have, or whose principals have, past, present or pending litigation with the City or who have been disbarred or suspended. from doing business with the City. Registration Fee: Only those Proposers who register can participate. For registration as an official Proposer and to receive a complete RFP package and RFP addenda, Proposer must submit a non-refundable fee of $150.00, in the form of a cashier's check, money order, or official bank check, made payable to the "City of Miami" together with the completed Registration Form and all other documents required by this RFP. 6 Earnest Money Deposit: Proposers shall provide an irrevocable/unconditional Letter of Credit or cashier's check, drawn on a financial institution authorized to do business in Florida, providing one hundred thousand and 00/100 dollars ($100,000.00) to be submitted together with the proposal. Once a Proposer has been chosen, the Earnest Money Deposit paid by the selected Proposer shall increase to an amount equal to ten percent (10%) of the estimated cost of construction prior to execution of the Lease. Security Deposit: The successful Proposer shall pay a security deposit equal to one hundred percent (100%) of the Proposer's annual Base Rent ("Security Deposit"). Optional Pre -Proposal The City will conduct a one-time Pre -Proposal Submission Conference on Submission June 30, 2015. The Pre -Proposal Submission Conference will take place at Conference City Hall at a location that has yet to be determined. Following the and Site Visit: Pre -Proposal Submission Conference, City staff will guide prospective Proposers on a one-time, site visit inspection of the Property. Attendance of the Pre -Proposal Submission Conference and site visit is optional; however, prospective Proposers are strongly advised to attend. Proposer Entity: At the time of submission of the RFP responses, the Proposer must be a business entity (i.e., Partnership, Limited Liability Company, Corporation etc.) authorized to do business in the State of Florida, Miami -Dade County and the City of Miami under the Proposer entity's legal name Any person(s) included in Exhibit "B 1" ("RFP Proposal Submission Form") may not be substituted or withdrawn from participation after the Submission Date unless the City Manager specifically authorizes in writing a request for substitution or withdrawal. 7 II. THE PROPERTY The property inforiziation in this RFP is believed to be correct, but is not warranted in any manner. Bidders should independently verify factual items they deem relevant prior to bidding. A. Boundaries & Existing Conditions The property contains two parcels. The first parcel is located at 236 SW North River Drive. This parcel contains a building approximately 3,240 sq. ft. in size constructed in 1939 and in poor condition. The second parcel is located at 298 SW North River Drive. The total site area is approximately 31,918 sq. ft. Both parcels ("Property") are adjacent to each other, have frontage along the north bank of the Miami River, are bounded on the northeast by North River Drive, and are irregular in shape. The Property is currently occupied by Garcia Brother's Seafood, Inc., an at -will licensee under a revocable license agreement subject to cancellation by the City. The current uses include selling and processing seafood products and marine docking space. The Property, its improvements, and all furniture, fixtures and equipment, if applicable, are offered "as is." No representations or warranties whatsoever are made as to its condition, state or characteristics by the City. Express warranties, implied warranties of fitness for a particular purpose or use and habitability are hereby disclaimed. B. Utilities Public utilities are available to the site and services are provided as follows: electricity is provided by Florida Power and Light, telephone services are provided by AT&T, and water and sewer services are provided by the Miami -Dade Water and Sewer Department. Successful Proposer shall install and pay, or cause to be paid, all proper charges for gas, electricity, light, heat, water and power, for telephone, protective and other communication services, and for all other public or private utility services, which shall be used, rendered or supplied upon or in connection with the Property and the improvements, or any part of it, at any time during the life of the Lease, and Successful Proposer shall comply with allcontracts relating to any such services andwill do allother things required for the maintenance and continuance of all services as are necessary for the proper maintenance and operation of the Property and improvements, if any. The Successful Proposer shall also at its sole expense procure any and all necessary permits, licenses or other authorization required for the lawful and proper installation and maintenance upon the Property of wires, pipes, conduits, tubes and other equipment for use in supplying any such utilities, services or substitutes to the Property. 8 C. Environmental Conditions The City is leasing the Property "as is, where is" without any representation regarding its environmental condition. Proposers will have an opportunity to inspect the Property at the Site Visit for due diligence inspections and prior to taking possession. The City shall provide a Phase I Environmental Site Assessment (see report in Appendix V). However, Proposers may perform their own "due diligence" inspections, including environmental site assessments, sampling and testing of the soils, sediments and groundwater, subject to such conditions and limitations as the City Manager may impose, including without limitation, requirements for supervision by the City, indemnification of the City, disposition of reports and execution of any legaldocuments, as the City Attorney may require. The Successful Proposer shall remove or remediate any hazardous materials that are required by law to be removed or remediated for the Successful Proposer's project. D. Zoning D3 Waterfront Industrial District Zone. Under this zoning classification, marine -related commercial or industrial establishments are allowed by right; food services, general commercial, and recreational establishments are allowed by warrant approved by the Coordinated Review Committee. For more information, please review the Miami 21 Zoning Code, D3 Waterfront Industrial District Zone, attached herewith as Appendix II. E. Property Accessibility The Property is located on the Miami River and within the Miami River District on the outskirts of Miami's Central Business District, a neighborhood bounded by the Miami River to the south, I-395 to the north, I-95 to the west, and Biscayne Bay to the east. The Miami River District is developed with restaurants and commercial docking facilities. The Central Business District is dominated by a variety of high-rise office and residential projects and is experiencing a historic residential construction boom. It is being transformed into a mixed -use neighborhood featuring shopping, working, living and entertainment venues. Downtown Miami is a collection of districts that include Park West, Omni/Media and Entertainment in addition to the Central Business District. The Property is accessible from North River Drive, which borders the Property on the Northeast. F. Impact Fees The Successful Proposer must pay for any and all impact fees related to its improvements to the Property. 9 III. PROPOSAL REOUIREMENTS & FORMAT Proposals should be submitted in a bound format with tab dividers separating each section. A minimum font size of 10 point, 1 inch margins, and single spacing shall be utilized on all text documents submitted. Prospective Proposers shall utilize the following outline to prepare their proposals, adding tabs and sub -tabs as needed to allbound copies. There shall be submitted one (1) original, twenty-two (22) bound copies with tabs, 1 unbound copy without tabs for possible duplicating needs and 1 electronic PDF copy submitted on a CD-ROM or Flash Drive. All required drawings shall be submitted in the scale herein specified with one (1) original mounted on boards no larger than 24" x 36". The Proposer must submit three (3) additional copies of all required drawings reduced proportionately to an 11" x 17" format. The reduced drawings shall also be submitted electronically and may be used on the City's website to inform the community about the proposals. A total of no more than 14 boards will be accepted. For your convenience, a checklist entitled "RFP No.14-15-024 Checklist" is attached as Appendix IV to ensure you have included all the required documents, charts, and other information for this RFP submission. A. TABLE OF CONTENTS Table listing sequential page location of all contents, including all required response forms, charts and illustrations. B. EXECUTIVE SUMMARY Summarize the proposal providing an overview of the proposal submission. C. VISION, GOALS AND OBJECTIVES OF PROPOSED PROJECT Summarize the vision, goals and objective of the proposed project. D. COMMUNITY BENEFITS Summarize the range and quality of programs to be offered as a benefit to the local community, including the number of potential jobs to be created. E. PROJECT PLAN The project plan shall be prepared by a team of specialized, registered design professionals. The design professionals must strive to create a development with a meaningful sense of place. The project plan shall take into account the Urban Design Principles for the specified area. The plan shall include: 1. Narrative Description 2. Site Program Analysis, including if applicable: • Overall site development including improvements to existing structure, if any, and surrounding modifications to the Property. • Number and use(s) of building, square footage (both gross and rentable). 10 • Number, type, size, construction and description of proposed operations by category. • Architectural features. • Permitting and environmental issues. • Parking solutions or agreements. 3. Site Plan Plan should illustrate the relationship and connectivity of the proposed project to adjacent roadways, residential or commercial neighborhoods and the general area. Required scale = 1": 100'-0" 4. Proposed Project Site Plan including: • Land/Space Uses • Building Location • View Corridors • Pedestrian Access • Proposed Valet Parking Areas, if any Required scale = 1":20'-0" 5. Renderings of Overall Site From Within Project (3 different renderings from this view will be accepted) illustrating: • Context • Building Height • Architectural Elements • Architectural Features • Parks/Plazas/Greenways/Open Spaces • Signage F. OPERATIONAL PLAN The Proposer shall provide a brief narrative on the Proposers plans for the management and operations of the proposed project during the term of the Lease, including a description of services to be provided, number and type of employees to be hired, hours of operation, etc. G. MARKET ANALYSIS AND ECONOMIC FEASIBILITY Proposals shall include the following elements allowing an understanding of their likely market and economic feasibility: • A market analysis sufficient to establish the market support for this type of facility and other proposed uses, based upon analysis of demand generators, competitive supply, market pricing, competitive position, and anticipated market share/capture. • A projected development phasing schedule, if any. 11 • An analysis of projected revenues and operating expenses broken out for each major component covering at a minimum the first five (5) years of operation. The analysis shall specify the basis for these estimates. • A written statement indicating the total dollar amount to be spent on permanent physical improvements to the Lease Property, including building improvements, site improvements and equipment purchases associated with the project, including public spaces and amenities, as well as that required for all start-up costs and initial operating expenses. The development/renovation cost estimates shall be itemized to include significant line items within the major categories of hard, soft (including pre - development fees), and financing costs, and allocated by project component and building and phase. H. FINANCIAL PLAN Proposals shall include a description of the financing plan for the project, including a description and estimation of all sources of construction/renovation and petinanent debt and equity funds to be used in the project. Target returns and other fmancing considerations should be presented. Prior to its execution of a Lease, the City shall require written evidence that the Successful Proposer has received a firm and irrevocable commitment of all funds necessary to construct, equip, and initiate operation of the proposed Project for a stabilization period determined by the City. The City reserves the right to further evaluate and/or reject financing commitments when the term, the identity of the fmancing source or other aspect of such financing is deemed not in the best interest of the City or the project. I. FINANCIAL FEASIBILITY Proposals shall include a cash flow analysis(es) integrating revenues, operating expenses, development costs, and debt service for a minimum of the development period and first five (5) years of the project's operation. Analysis(es) shall be presented in such a manner to enable a clear understanding of financial feasibility and financial inflows and outflows both on a building -by -building basis and an integrated total basis over any phased development schedule, and shall also enable a clear understanding of the projected rents and any other financial returns to the City over the projection period. J. FINAL RETURN TO THE CITY The Proposer shall provide a financial return to the City in the amount greater than or equal to One Hundred Ninety Five Thousand Five Hundred Dollars and 00/00 cents ($195,500.00) per year ("Minimum Base Rent") and must propose a Percentage Rent of the Gross Revenues, as defined in the Lease. Additionally, the Minimum Base Rent shall be adjusted on an annual basis by the greater of CPI or three percent (3%) escalator. In no event shall the Minimum Base Rent be increased by greater than five percent (5%). • Fair Market Value Per City of Miami Charter Section 3(f)(iii)(B), the City of Miami may only lease waterfront property on the condition that "the terms of the contract result in a fair return to the city based on two independent appraisals." As a result, all proposals 12 deemed responsive shall be subject, at the City's sole discretion, to two independent appraisals based on each proposed Project. Said appraisals shall be prepared by two (2) State -certified appraisers selected by the City. In the event the City elects to obtain an appraisal based on the proposed project, the value determined by the selected appraisers shall be deemed relevant and persuasive to the Review Committees and the City Manager's fmal determination of the Successful Proposer. Any rent negotiated between the City and the Successful Proposer must be confirmed as meeting the fair market value requirement of the City Charter as determined by a State -certified general appraiser. Under no circumstance may the City accept a proposal falling below the appraised market value for the proposed project. The appraisal shall consider all contributions required by this RFP. Proposals shall include sufficient analyses of revenues, operating expenses and development costs to justify the proposed Lease payments, which must provide the City with at least fair market value based upon the proposed project. Each Proposer shall specifically state in its proposal that it agrees that annual Lease payments shall meet fair market value, at a minimum, if its proposal is accepted by the City. K. ATTACHMENTS (1) RFP Registration Form & Fee: Complete Registration Form attached hereto as Exhibit "A" and pay the applicable fees associated with this RFP, including: (i) A non-refundable $150.00 Registration Fee; and (ii) A refundable $100,000.00 initial Earnest Money Deposit. The Earnest Money Deposit shall increase to ten percent (10%) of the proposed cost of construction once the Successful Proposer has been chosen. (2) RFP Submission Form: Complete to its entirety the RFP Proposal Submission From attached hereto within Composite Exhibit "B". Please note that a "responsible proposal" is one that has the capability in all respects to fully perform the requirements set forth in the proposal and the proposed Lease. A "responsive proposal" is one that conforms in all material respects to the RFP. Any missing information will be deemed not responsible or non -responsive and will therefore be grounds for disqualification from the RFP process. (i) Proposers must add as an attachment to Composite Exhibit "B" an 8 %2 x 11" sketch showing the proposed design, remodeling, renovation/build-out improvements to be made by the Proposer as Exhibit "B3". (3) (ii) Proposers must also identify the dollar amount of the proposed remodeling/renovation/build-out costs associated with the capital improvements to be made in the proposed Property. Threshold Qualifications & Standards Please provide details on the proven track record, qualifications and experience of the key persons involved in the management and operations of the proposed business 13 ("Business Team") and the key persons to be involved in the remodeling, renovation or build -out of any proposed improvements ("Development Team"), on Exhibits "Cl" and "C2". Resumes should be provided for both the Business Team and Development Team. Proposers are required to assemble the requisite expertise, experience, financial and management capability to meet these threshold requirements. As such, where applicable, these standards will be applied to the Proposer's team as a whole, in a manner that is commensurate with the allocation of responsibility within the team. The City has identified the following factors that shall serve as threshold qualification standards for this RFP process. The Proposer must meet all elements of the threshold qualifications outlinedin i or ii below, and must also satisfy requirements b) through h) below: a) Experience: i. At the time of submission, Proposer shall possess and have experience directly managing and operating an establishment substantially similar to the proposed business, providing similar goods, services or any combination thereof during the last fifteen (15) years; OR Proposer shall possess and have a minimum of five (5) years' experience directly involved in the ownership and day-to-day operation of a business establishment substantially similar to that proposed during the last ten (10) years. In either case, Proposer must identify which category it is using to qualify for this RFP. Proposer must also provide a summary of the credentials, resume(s) and experience of the persons to be used to qualify the Proposer under subsection i or ii above. Proposers must identify the number of years of experience for each member of the Business Team, including the principals as well as management and operations personnel. Proposer must provide the credentials, resume(s) and experience of the proposed management team that will operate the proposed business. At the time of submission, Proposer must have played a leading role or must have had principal responsibility or other demonstrated experience in the successful design, remodeling, renovation and build -out of a project(s) of similar size and complexity as the project and uses proposed. 14 d) Proposer and/or its principals must have had experience with the successful financing of at least one (1) project of similar size or greater. e) Proposers must pass the background check requirements specified in this RFP and submit executed consent forms for the Proposer and each principal on the applicable entity and individual consent forms attached hereto as Composite Exhibit "G". f) Proposers and their proposal submissions must be deemed both "responsive" and "responsible" pursuant to Section (VI) below. Financial & Business References: Proposers shall provide the contact information for three (3) business references for each principal, including contact names, company and/or project names and contact telephone numbers of individuals who can attest to the projects with which the individual has worked on in Exhibit "B1" ("RFP Submission Form"). Each principal must provide at least one (1) financial reference. For the purposes of the financial reference, Proposers shall provide evidence of fmancial wherewithal or financing from a financial institution as Exhibit "B2" ("Letter of Commitment") showing the Proposer's capacity to remodel/renovate/build-out, maintain and operate the proposed business operations. Please note that the Letter of Commitment must be on the financial institution's letterhead stationery. h) Sketch of Proposed Improvements: Provide a sketch of the proposed floor plan, showing any and all of the improvements to be implemented by the Proposer. The City reserves the right, at the City's sole discretion, to request additional information from the Proposer for the purposes of clarifying any fmancial statement or documentation included in the RFP Response. (4) Certifications: Complete the appropriate Certification of Authority attached in Composite Exhibit "D". (5) Disclosure/Disclaimer: Complete the Proposer's Disclosure/Disclaimer attached hereto as Exhibit "E". (6) Proposer's Organizational History/Structure and Chart: In a narrative form, please describe the Proposer's organizational and business history and explain why the Proposer's background makes it ideal for this opportunity. (7) Insurance Requirement: Within ten (10) working days following notice of award by the City, the Successful Proposer shall furnish to City Certificates(s) of Insurance, which indicate that insurance coverage has been obtained which meets 15 (8) the requirements as outlined below in Exhibit "F". This RFP number and/or title of this RFP must appear on each certificate. All policies and/or certificate(s) of insurance are subject to the review and approval by the City's Risk Management Department prior to approval. Certificates will indicate no modification or change in insurance shall be made without thirty (30) days written advance notice to the Certificate Holder. If insurance certificates are scheduled to expire during the contractual period, the Successful Proposer shall be responsible for submitting new or renewed insurance certificate(s) to the City at a minimum of ten. (10) calendar days in advance of such expiration. In the event that expired certificates are not replaced with new or renewed certificates which cover the contractual periodspecified in the Lease, the City may suspend the Lease until such time as the new or renewed certificate(s) are received by the City in the manner prescribed in this RFP. The City may, at its sole discretion, terminate the Lease for cause and seek re -procurement damages from the Successful Proposer in conjunction with the terms and conditions of this RFP. The Successful Proposer shall be responsible for assuring that the insurance certificate(s) required in conjunction with this section remain in force for the duration of the contractual period; including any and all option terms that may be granted to the Successful Proposer. Additional Information: Provide any other information, for any proposed improvements to the Property, as needed, to describe the Proposer's proposed use or capability to implement the project. IV. LEASE TERMS In order to be considered for the award of this RFP, the successful Proposer must accept the Lease attached herewith as Appendix. III. Certain provisions of the Lease shall remain non- negotiable, including, but not limited to, any and all items required by this RFP, as well as those provisions relating to indemnification, hold harmless, insurance, and guarantees. In the event of a conflict between the terms of this RFP and the form Lease included herein as Appendix III, the terms of this RFP shall govern, until such time that the Lease is negotiated and executed between the parties. Once the Lease is executed, the terms contained therein shall govern. The City may make additional changes to the Lease prior to execution in order to ensure consistency with the terms of this RFP, subject to review and approval by the City Attorney. The City will not consider a sale of any part of the Property. The Successful Proposer shall have no vested rights, nor any title or interest in the property or in the development proposed thereon until such time as a Lease is fully executed, and then only in the manner stipulated therein. 16 V. REGULATORY PROCESS Proposers to the RFP are responsible for determining which permits and approvals will be required for any and all construction and/or operations at the site. The Successful Proposer, at its sole cost and expense, shall be responsible for acquiring all required permits and approvals from all agencies with jurisdiction, including, but not limited to, the city, county, state, federal agencies and all public utilities. Additionally, any improvements must comply with all applicable building, fire, zoning, health and other code requirements. The City, pursuant to all necessary reviews and approvals of design concepts, will, if necessary, provide owner sign -offs required for the successful Proposer to obtain the appropriate regulatory permits from local, state, and federal agencies. VI. RESPONSIVE/RESPONSIBLE PROPOSERS The City shall automatically deem any proposal non-responsive/non-responsible, as applicable, nor will the City enter into any Lease or other agreement with any Proposer, principal, or related parties of any proposing entity whose members: i) are in arrears to the City for any debt or obligation; ii) have any uncured defaults or have failed to perform under the tends of any agreement or contract with the City within the past ten (10) years; iii) are in default under any agreement or contract with the City on the date and time the proposal is due; iv) have caused fines to be levied against the City; v) have any past, present or on -going litigation with the City; vi) have filed and not prevailed in frivolous lawsuits, as that term is defined by section 57.105, Florida Statutes as determined by a final order of the court; vii) have past, present or pending involuntary bankruptcies, liquidations, or foreclosures within the past seven (7) years on projects or businesses they have owned, operated, or controlled; viii) have caused any city -owned land or improvements to incur environmental damage, environmental contamination liability or any other material liabilities; or ix) has otherwise been determined as not a responsive and/or responsible proposer as defined by 18-73 and 18-95 of the City Code, and by the laws of the State of Florida. Notwithstanding the foregoing, any Proposer who disputes the City's claim or demand for any debt or obligation, may, during the pendency of the dispute, deposit the amounts the City claims are due in an escrow account, subject to an escrow agreement negotiated with the City prior to responding to this RFP and seek a judgment from a court of competent jurisdiction. Any such escrowing of funds shall allow a Proposer to qualify to respond to this RFP and the funds shall be held in escrow until the dispute is resolved. If the City has quantified a dollar amount attributable to a failure to perform under ii) above, a Proposer disputing such claim or demand may also avail itself of the escrow provisions. Similarly, any Proposer, or its principal(s) that is determined by a court of competent jurisdiction or administrative agency, to have caused any liability or damage to the City, directly or indirectly, shall be immediately responsible for payment of the judgment or fines. If the Proposer, or its principal does not pay the judgment or fines within 30 days after the date of the City's written notice, either during the RFP process or anytime during the term of any leasehold awarded pursuant to this RFP, the Proposer or Lessee, as applicable, shall be immediately disqualified and any Lease shall be immediately terminated, with no other cure rights. In such event, the City shall 17 immediately own any improvements built on the Property, with no responsibility, financial or otherwise, to the Lessee. Failure to Disclose Information Should a Proposer or any principals, related entities, or related assignees fail to disclose information relating to the following: i) outstanding arrearages or indebtedness with the City; ii) uncured defaults or failure to perform under the terms of any agreements or contracts with the City within the past ten (10) years; iu) any default with the City under any agreement or contract on the date and time the proposal is due; iv) any fines it caused to be levied against the City; v) any past, present or on -going litigation with the City; vi) any litigation or legal dispute within the past ten (10) years; vii) past, present or pending bankruptcies or foreclosures within the past seven (7) years on any project or business owned or controlled; viii) role in causing any city- owned land or improvements to incur environmental damage, environmental contamination or liability or any other material liabilities, the Proposer shall be automatically disqualified from further consideration in this RFP process. VII. CONE OF SILENCE The Cone of Silence shall apply to this RFP. Pursuant to Section 18-74 of the City of Miami Ordinance No. 12271, a Cone of Silence is imposed upon each RFP, RFQ, RFLI, or IFB after advertisement and terminates at the time the City Manager's written recommendation to the Miami City Commission, as may be applicable, is received by the City Clerk, or at such time that bids or proposals are rejected by the City Commission or the City Manager; provided; however, that if the City Commission refers the recommendation back to the City Manager for further review, the Cone of Silence shall be re -imposed until such time as the City Manager's subsequent written recommendation is received by the City Clerk. The Cone of Silence shall be applicable only to Contracts for the provision of goods and services and public works or improvements for amounts greater than $200,000.00. Per said Ordinance, the Cone of Silence prohibits any communication regarding RFPs, RFQs, RFLIs or IFB (bids) between, among others: potential vendors, service providers, proposers, offeror, respondent, bidder, lobbyists or consultants AND the City's professional staff including, but not limited to, the City Manager and the City Manager's staff, the Mayor, City Commissioners, or their respective staffs. This section does not include the complete language of the aforementioned ordinance and should not be relied upon in lieu of the ordinance itself. VIII. DEADLINE FOR RECEIPT OF INFORMATION / CLARIFICATION Pursuant to the Cone of Silence, any request for additional information or clarification must be received in writing no later than 2:00 p.m. on August 28, 2015. Interested individuals ("Proposers") must e-mail their requests to the attention of, Jacqueline Lorenzo, Property Management Specialist, at E-mail: jlorenzo@miamigov.com. All questions and responses will be published as an Addendum on the Department of Real Estate and Asset Management's website at the following RFP link: http://dev. miamigo v. com/PublicFacilities/pages/14-15-024/default. asp 18 IX. RECEIPT OF RESPONSES Sealed proposals must be received by the City Clerk no later than 2:00 p.m. Eastern Standard Time, on September 14, 2015. Provide one (1) original and twenty-two (22) copies of the signed and dated proposal, accompanied by the required documentation to the Office of the City Clerk, Attn: Todd Hannon, 3500 Pan American Drive, First Floor, Miami, Florida 33133. Sealed proposals must be clearly marked and labeled on the outside of the envelope/package as "North River Property RFP No. 14-15-024" Failure to submit a Response by the due date and time, and at the location specified above, will result in disqualification. X. REVIEW COMMITTEE AND SELECTION PROCESS An Evaluation Committee ("Committee") will be created by the City Manager to evaluate each Proposal to determine which acceptable submission is most advantageous and in the City's best interest. The Committee may require an oral presentation from Proposer(s). Proposers shall be evaluated and awarded points on the basis of the following Evaluation Criteria: Overall Experience and Qualifications - Relevant business and project team experience insimilar projects - Financial capability and availability of financial/business references 30% Proposed Revenues - Amount of financial return to the City, including the greater of Minimum Base Rent and Percentage Rent 35% Design - Aesthetics & Functionality of Proposed Improvements - Improvement to the Miami River Walkway - Maximization of marine activities 20% Public Benefit - Enhanced continuity of Miami River Walkway - Public access to the Miami River from North River Drive - Maximum frontage to the Miami River 10% Local and Minority Participation - Short tam and long term participation of minority individuals - Local office maintained by Proposer 5% Proposals will be reviewed and evaluated by the Committee. The Committee will be responsible for recommending to the City Manager the most qualified firm with whom to negotiate a Lease. The Committee will render a written memorandum and completed and signed evaluation forms to the City Manager of its evaluation of all responsive and responsible proposals. The Committee has the authority to recommend one or more, or none, of the proposals as it deems to be in the 19 best interest of the City. The Review Committee's recommendation is accompanied by written justification of its findings. The City Manager shall have the right to approve the Committee's recommendation, reject the Committee's recommendation and instruct the Committee to re-evaluate and make further recommendations, or reject all proposals. In the event that the City Manager accepts the Committee's recommendation, the City and the Successful Proposer will then negotiate the terms of the Lease, and the same shall be submitted to the City Commission for approval. If approved by the City Commission, the Lease will be included in the March 2016 elections to be approved or rejected by the electorate at referendum. The Successful Proposer shall execute the Lease no later than thirty (30) days following referendum approval. The City of Miami reserves the right to accept any proposal deemed to be in the best interest of the City, to waive any irregularities in any proposal, and/or to reject any and/or all proposals at any time before or after receipt of the RFP proposals or during the review and evaluation process, without undertaking the complete evaluation process and without re -advertising for new proposals. In the event that negotiations with the Successful Proposer fail, or should the Successful Proposer fail to enter into a Lease with the City, the City may then negotiate with the second highest ranking bidder without reissuance of the RFP, and, if not, with the third highest ranking bidder in the event that the second highest ranking bidder is unwilling or unable to either negotiate with or enter into a Lease with the City. Any proposals that have been submitted by Proposer entities (or their principals) which have defaulted on City of Miami contracts or have been terminated from a City of Miami contract within the past five (5) years for poor or inadequate performance will be automatically disqualified from this RFP selection process. The timetable for the RFP selection process is summarized below. Note that these are target /tentative dates and are subject to change by the City. c ectio RFP Available to Public/Date of Issuance & Advertisement June 15, 2015 Pre -Proposal Submission Conference and Site Visit (attendance is not mandatory, but encouraged) Deadline for Questions June 30, 2015 August 28, 2015 Proposal Submission Deadline September 14, 2015 Oral Presentations to Selection Committee Selection Committee Meeting September 29, 2015 October 8, 2015 Recommendation from Selection Committee to City Manager October 9, 2015 City Commission adoption of Legislation Authorizing the Lease subject to Referendum approval November 19, 2015 Vote of Electorate by Referendum March 15, 2016 20 XI. BACKGROUND CHECK/DISQUALIFICATION Proposers shall be required to perform, at the Proposer's sole cost, a complete background and credit check of the Proposer, the proposing entity, related entities or assigns, and its principals as well as reference checks on the principals of every member of the proposing entity, and or its assigns. This shall include any and all checks that would reveal any of the information requested in section IV above, Responsive/Responsible Proposers. The background and credit check provided by the Proposers shall be in a sealed envelope from an independent and impartial third -party company, and directed to the City of Miami Department of Real Estate and Asset Management. The background report shall be provided together with submission of the Proposal. In the event the City is not satisfied with the background check provided, the City shall be entitled to perform, or cause to be performed, an additional background and credit check of the Proposer, the proposing entity, related entities or assigns, and its principals as well as reference checks on the principals of every member of the proposing entity, and or its assigns. Proposer shall be responsible for any and all costs incurred by the City for this additional background check. Proposers must submit fotttis providing the City consent to conduct background screening on the Proposer and all Proposer's principals, or related entities and/or assignees and/or team members using the form provided in Exhibit "G" along with their proposals submission. For the purposes of this RFP, a principal shall be defined as any person, individual or entity having any ownership or major operational role in the Proposer's project. Proposers that include as part of their team foreign nationals or foreign entities must fully comply with all of the requirements of the Patriot Act. Those Proposers who do not comply shall be automatically disqualified from further consideration in this RFP process. Consent forms, background screening and credit checks related to this RFP will not be made Public Records. X. REFERENDUM City of Miami Charter "Section 3 — Powers," provides, in relevant part, that the City of Miami shall have the power to lease City -owned waterfront property on the condition that certain Charter requirements are met, including that such lease "shall not be valid unless it has first been approved by a majority of the voters of the city." As a result, the proposed transaction must be approved by voters at a referendum prior to the City fully executing the Lease Agreement. Lease negotiations must be substantially concluded in time to be considered by the City Commission for placement on the March 15, 2016 election ballot. In the event that said negotiations are not timely concluded, Proposer has the option to pay for a special referendum election at a cost of approximately $1 million The City reserves the right to either reject all proposals or submit the proposed transaction to a vote at the earliest convenient opportunity. If the proposal(s) is rejected or the proposed transaction is rejected by referendum vote, the proposed project shall be terminated. In the event 21 of such a termination, the developer/operator has no vested rights, or title or interest in the Property or to the development proposed thereon, or a claim upon the City for any expenses incurred in the proposal process. Deposits submitted to the City for participation in this referendum process shall only be refundable if the City elects to reject all proposals. 22