HomeMy WebLinkAboutBack-Up DocumentsAMENDMENT TO
LEASE AGREEMENT BETWEEN CITY OF NIIANII AND
GROVE BAY INVESTMENT GROUP, LLC
THIS AMENDMENT TO THE LEASE AGREEMENT ("Amendment") is made effective
as of July , 2022, by and between (i) THE CITY OF MIAMI, a municipal corporation organized
under the laws of the State of Florida (the "City") and (ii) GROVE BAY INVESTMENT GROUP,
LLC, a limited libility company organized in the State of Florida ("Grove Bay").
WHEREAS, the City, as Lessor, and Grove Bay, as Lessee, entered into that certain Lease
Agreement, dated October 24, 2013 (the "Lease") for the development and use of certain City -
owned waterfront property, as more particularly described in Exhibit "A" attached hereto and
incorporated herein by specific reference (the "Property"); and
WHEREAS, the referendum approving the Lease required that Grove Bay expend a
minimum of $17.9 million in improvements and, as of the date hereof, Grove Bay has expended a
total of 1 1 million in the rehabilitation of the existing historic hangars, the reconstruction of the
seawall and baywalk, construction of the Casual Restaurant (as defined in the Lease), and the
contributions made to the construction of the parking garage located adjacent to the Property; and
WHEREAS, the Lease provides that Grove Bay will construct a "Formal Restaurant," as
defined in the Lease, at the location indicated for the Formal Restaurant in the Proposal submitted
by Grove Bay; provided, however, that the Lease does not specify a definitive date on which
construction of the Formal Restaurant must be commenced or completed; and
WHEREAS, as a result of a number of factors, Grove Bay has requested that the City
permit the construction of provisional structures at the location of the Formal Restaurant prior to
constructing the permanent buildings included in the Proposal (the "Provisional Structures"); and
WHEREAS, the Provisional Structures are intended to be occupied by food and beverage
establishments, which use constitutes a permitted use under the Lease; and
WHEREAS, pursuant to a Hold Harmless Agreement entered into by the City and Grove
Bay, dated as of , 2022, Grove Bay has secured the necessary permits to construct
the Provisional Structures, but such Hold Harmless Agreement only permits the continued
operation of the Provisional Structures for a two-year period after obtaining a certificate of
occupancy and, thereafter, Grove Bay must discontinue use of the Provisional Structures and
commence construction of the permanent structures contemplated by the Proposal; and
WHEREAS, in order to recoup the investment made in the Provisional Structures, Grove
Bay requires a minimum of seven (7) years of operation of the Provisional Structures;
WHEREAS, the Lease commits Grove Bay to pay to the City an amount equal to the
greater of (x) Minimum Base Rent or (y) Percentage Rent; and
WHEREAS, the Percentage Rent applicable to the location of the Formal Restaurant is
equal to five percent (5%) of Gross Revenues, as defined in the Lease; and
WHEREAS, in consideration for the City permitting the use of the Provisional Structures
for a period terminating on the seventh (7th) anniversary of the issuance of the certificate of
occupancy thereof, Grove Bay agrees to increase the Percentage Rent applicable to the location of
the Formal Restaruant; and
NOW, THEREFORE, in consideration of the mutual covenants and promises contained
herein and other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties agree as follows:
1. The City hereby agrees to permit Grove Bay to use the Provisional Structures for
their intended purpose for the period commencing on the date on which the City grants a certificate
of occupancy (or, if granted earlier, the temporary certificate of occupancy) for the Provisional
Structures and terminating on the seventh (7th) anniversary of such date (the "Provisional Use
Period").
2. Section 4.1.3.i) of the Agreement is deleted in its entirety and replaced with the
following new sentence:
i) 5% percent of the Gross Revenues from the Formal Dining
Restaurants; provided, however, that, during the Provisional Use
Period, the Percentage Rent from the Formal Dining Restaurants
shall equal the following:
Percentage
Gross Revenue Rent
Less than $10,000,000
5%
$10, 000,000 -
$15,000,000
7,5%
Greater than
$15, 000,000
10%
The above Percentage Rent will revert back to 5% upon the conclusion of the
Provisional Use Period.
Except for the amendment of such subsentence, Section 4.1.3 of the Agreement remains
unchanged.
3. The parties hereby ratify and confirm the Agreement and affirm that the Agreement
is in full force and effect and, except as modified by this Amendment, remains unchanged. In the
event of any conflict between the terms of the Agreement and the terms of this Amendment, the
terms of this Amendment will prevail.
4. This Amendment may be executed in one or more counterparts, each of which will
treated as an original copy of this Amendment and all of which, when taken together, will be
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deemed to constitute one and the same instrument. The exchange of copies of this Amendment
and of signature pages by facsimile transmission or by electronic mail in PDF format will
constitute effective execution and delivery of this Amendment as to the parties and may be used
in lieu of the original instrument for al purposes. Signatures of the parties transmitted by facsimile
or by electronic mail in PDF format will be treated as their original signature for al purposes. This
Amendment may also be executed by use of electronic signatures as determined by the Florida
Electronic Signature Act or other applicable laws.
[signature page follows]
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IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the day
and year first set forth above.
CITY OF MIAMI, a municipal corporation of the State of
Florida
By:
Art Noriega
City Manager
ATTESTED BY:
By:
Todd Hannon
City Clerk
APPROVED AS TO FORM AND
CORRECTNESS:
By:
Victoria Mendez
City Attorney
GROVE BAY INVESTMENT GROUP, LLC, a Florida
limited liability company
By:
Eduardo J. Garcia
Authorized Member
ATTESTED BY:
By: CORPORATE SEAL
Name
Title
Company Name
By:
Name
Title
Company Name
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EXHIBIT A
LEASE
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