HomeMy WebLinkAboutSubstitution Memo from City AttorneyCITY OF MIAMI
OFFICE OF THE CITY ATTORNEY
MEMORANDUM
TO: Honorable Mayor and Members of the City Commission
FROM: George K. Wysong III, City Attorney s/en; >w. wJsov9 /II
DATE: July 24, 2024
RE: Substitution of Item RE.11 on the July 25, 2024, City Commission Meeting;
Upon Approval By the Electorate, Amend Section 29-C of City Charter To
Authorize City Commission by 4/5 Affirmative Vote, To Waive Competitive
Bidding, Sell and Convey ±3.2 acres to Tenant Based Upon Fair Market
Value For Not Less Than $25,000,000 For Residential Condominium Form
of Ownership And Provision Of Certain Community Benefits
File No.: 16359
Item RE.11 on the July 25, 2024, City Commission Meeting Agenda proposes,
upon approval of the electorate, amendment of Section 29-C of the City Charter to
authorize the City Commission by 4/5 affirmative vote, to waive competitive bidding and
authorize the City Manager to:
• negotiate the sale and conveyance of +3.2 acres of Leased Premises to
Tenant and its affiliates at fair market value to allow for hotel and
residential condominium development.
The Legislation is being substituted to provide clarification that:
• sale and conveyance of the +3.2 acres of Leased Premises to Tenant and
its affiliates is based upon fair market value for not less than $25,000,000.
cc. Arthur Noriega V, City Manager
Marie Gouin, Director of Office of Management & Budget
Miriam Santana, Agenda Coordinator
SJs4/5(-1 S
City of Miami
Resolution
Legislation
City Hall
3500 Pan American Drive
Miami, FL 33133
www.miamigov.com
File Number: 16359 Final Action Date:
A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S),
APPROVING, SETTING FORTH, AND SUBMITTING TO THE ELECTORATE A
PROPOSED AMENDMENT TO THE CHARTER OF THE CITY OF MIAMI,
FLORIDA, AS AMENDED ("CHARTER"), KNOWN AS CHARTER AMENDMENT
NO. ; AMENDING SECTION 29-C OF THE CHARTER, TITLED "SAME —
WATSON ISLAND," TO AUTHORIZE THE CITY COMMISSION BY FOUR -
FIFTHS (4/5THS) AFFIRMATIVE VOTE, TO WAIVE COMPETITIVE BIDDING
AND EXECUTE AMENDMENTS ("AMENDMENTS") TO CERTAIN
DOCUMENTS ("AGREEMENTS") GOVERNING THE PROPERTY ON WATSON
ISLAND LOCATED AT 888 MACARTHUR CAUSEWAY, MIAMI, FLORIDA
("PROPERTY"), WITH THE EXISTING TENANT, BH3 IG DEVELOPER LLC
AND ITS SUBSIDIARIES ("TENANT"), TO EXTEND THE TERM OF CERTAIN
OF THE LEASES BY 24 YEARS, TO SELL THE LANDLORD'S POSITION IN
CERTAIN OF THE LEASES TO TENANT CONSISTING OF APPROXIMATELY
3.2 ACRES, FOR FAIR MARKET VALUE NOT LESS THAN $25,000,000, TO
PROVIDE ADDITIONAL COMMUNITY BENEFITS INCLUDING A $9,000,000
CONTRIBUTION TO AFFORDABLE HOUSING, INFRASTRUCTURE
IMPROVEMENTS, AND AN EXPANDED PUBLIC WATERFRONT AND
PEDESTRIAN PROMENADE ALONG BISCAYNE BAY, TO PERMIT FEE
SIMPLE CONDOMINIUM FORM OF OWNERSHIP, AND TO PROVIDE FOR
OFFICE SPACE AS A PERMITTED USE, AND RETENTION BY THE CITY OF
ALL OTHER EXISTING CITY RIGHTS; CALLING FOR A REFERENDUM AND
PROVIDING THAT THE CHARTER AMENDMENT NO._ WILL BE
SUBMITTED TO THE ELECTORATE AT THE REFERENDUM SPECIAL
ELECTION TO BE HELD ON TUESDAY, NOVEMBER 5, 2024; DESIGNATING
AND APPOINTING THE CITY CLERK AS THE OFFICIAL REPRESENTATIVE
OF THE CITY COMMISSION WITH RESPECT TO THE USE OF VOTER
REGISTRATION BOOKS AND RECORDS; FURTHER DIRECTING THE CITY
CLERK TO CAUSE A CERTIFIED COPY OF THE HEREIN RESOLUTION TO
BE DELIVERED TO THE SUPERVISOR OF ELECTIONS OF MIAMI-DADE
COUNTY, FLORIDA NOT LESS THAN FORTY-FIVE (45) DAYS PRIOR TO
THE DATE OF SUCH ELECTION; FURTHER DIRECTING THE CITY
MANAGER TO USE GOOD FAITH EFFORTS TO BRING BEFORE THE
COMMISSION FOR 4/5THS APPROVAL FULLY NEGOTIATED
AMENDMENTS, ALL IN A FORM ACCEPTABLE TO THE CITY ATTORNEY ON
OR BEFORE THE FEBRUARY 27, 2025 REGULAR CITY COMMISSION
MEETING, SUBJECT TO APPROVAL BY THE BOARD OF TRUSTEES OF THE
INTERNAL IMPROVEMENT FUND OF THE STATE OF FLORIDA AND
APPROVAL BY THE ELECTORATE ON TUESDAY, NOVEMBER 5, 2024;
PROVIDING AN IMMEDIATE EFFECTIVE DATE FOR THIS RESOLUTION.
SPONSOR(S): Commissioner Damian Pardo
WHEREAS, the City of Miami ("City") owns the property located at 888 Macarthur
Causeway, Miami, Florida ("Property"); and
City of Miami Page 1 of 7 File ID: 16359 (Revision:) Printed On: 7/24/2024
File ID: 16359 Enactment Number:
WHEREAS, the City and Flagstone Island Gardens, LLC, a Delaware limited liability
company ("Flagstone") entered into that certain Master Development Agreement ("MDA"), dated
April 13, 2020; and
WHEREAS, the MDA included as exhibits (i) the form of Generic Ground Lease Terms
(Rider 1) (the "Form Rider 1"), (ii) the form of Luxury Hotel Lease (the "Form Luxury Hotel
Lease"), (iii) the form of Lifestyle Hotel Lease (the "Form Lifestyle Hotel Lease"), and (iv) the
form of Residences Lease (the "Form Residences Lease", together with the Form Luxury Hotel
Lease and Form Lifestyle Hotel Lease, collectively, the "Form Base Leases", together with the
Form Rider 1, collectively the "Form Leases", and together with the MDA and other agreements
governing the Property including that certain Amended and Restated Project Declaration, the
"Agreements"); and
WHEREAS, the City and Flagstone entered into that certain Retail Component Ground
Lease and that certain Parking Component Ground Lease, each dated April 13, 2020; and
WHEREAS, Flagstone assigned its rights under the MDA to require the City to enter into
the Luxury Hotel Lease, the Residences Lease, and the Lifestyle Hotel Lease to Tenant by
execution of that certain MDA Assignment of Rights dated as of April 12, 2023. As of the
Amendment Date, the Luxury Hotel Lease, the Residences Lease, and the Lifestyle Hotel Lease
do not yet exist; and
WHEREAS, Flagstone transferred 100% of its interest in the Retail Component Ground
Lease and the Parking Component Ground Lease to Tenant pursuant to that certain
Assignment and Assumption of Retail Ground Lease, and that certain Assignment and
Assumption of Parking Ground Lease, each dated as of April 12, 2023; and
WHEREAS, Tenant requests to waive bidding in City Charter Section 29-C and extend
the term of the Retail Component Ground Lease, the Parking Component Ground Lease, and
the Lifestyle Hotel Lease by twenty-four (24) years (to a total of ninety-nine (99) years); and
WHEREAS, Tenant requests to waive bidding in City Charter Section 29-C to acquire
the City's interest as landlord in a portion of the Property, specifically the approximately.3.2 ,
acres that will be subject to the Luxury Hotel Lease and the Residences Lease; and
WHEREAS, Tenant wishes to amend the Agreements to allow the fractional (i.e.,
timeshare) units to become fee simple condominium form of ownership; and
WHEREAS, Tenant wishes to amend the Agreements to allow for office use at the
Property; and
WHEREAS, Tenant's proposal, based on the above recitals, is more generallydescribed
in the draft Term Sheet included in this agenda package as background information;- and,
WHEREAS, at its regularly scheduled meeting on July 15, 2024, a majority of members
of the City of Miami Climate Resilience Committee, voted in favor of supporting the proposed
redevelopment, as described herein; and
WHEREAS, the City Commission of the City of Miami has determined that the
Agreements, as amended by the Amendments, will be in the City's best interest;
City of Miami Page 2 of 7 File ID: 16359 (Revision:) Printed on: 7/24/2024
File ID: 16359 Enactment Number:
NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF
MIAMI, FLORIDA:
Section 1. The recitals and findings contained in the Preamble to this Resolution are
adopted by reference and incorporated as if fully set forth in this Section.
Section 2. In accordance with the provisions of Sections 3 and 29-C of the Charter of
the City of Miami, Florida, as amended ("Charter"), and § 6.03 of the Miami -Dade County Home
Rule Charter, a Referendum Special Election is to be called and directed in the City of Miami,
Florida, from 7:00 A.M. until 7:00 P.M. on Tuesday, November 5, 2024, the purpose of
submitting to the qualified electors of the City for their approval or disapproval of the proposed
Charter Amendment for the Agreements, as amended by the Amendments as stated herein.
Section 3. Section 29-C of the Charter is proposed to be amended in the following
particulars:1
"CHARTER AND CODE OF THE CITY OF MIAMI, FLORIDA
SUBPART A. THE CHARTER
Sec. 29-C. Same — Watson Island.
Notwithstanding any provision to the contrary contained in the Charter or Code of the
City of Miami, no sale, conveyance, lease or management agreement may be entered into#or
the management, occupancy or use of the area known as Watson Island for periods greater
than one year unless (1) there shall have been, prior to the date of the City Commission's
consideration of such sale, lease, management agreement, an advertisement soliciting
proposals for said sale, lease or management agreement, published in a daily newspaper of
general paid circulation in the City, allowing not less than ninety (90) days for the City's receipt
of proposals from prospective purchasers or lessees, said advertisement to be no less than
one-fourth page and the headline in the advertisement to be in a type no smaller than 18-point;
and, (2) the proposed transaction be approved by a majority of the votes cast by the electorate
at a referendum. The procedures for selection of proposals shall be those provided by Charter
section 29-A(c) or (d) as appropriate and/or by applicable City Code provisions. Nothing herein
shall affect the existing rights or privileges, if any, of any lessee, permittee, licensee or
concessionaire currently situated in said area; however, any enlargement, amendment, transfer,
or increase in those rights or privileges as may be in existence at the time this amendment is
adopted shall require compliance with the provisions of this amendment. This Charter
Amendment shall not affect the City's use or occupancy of the area, nor shall it apply to
contracts for the construction of any City facilities or improvements in the area; further, nothing
contained herein shall apply to projects of any governmental agency or instrumentality.
The city commission, by a 4/5ths affirmative vote, may authorize issuance of a license or
concession agreement for a period not exceeding one (1) year, without the necessity of a
referendum, for the use of Watson Island.
' Words and/or figures stricken through shall be deleted. Underscored words and/or figures shall be
added. The remaining provisions are now in effect and remain unchanged. Asterisks indicate omitted and
unchanged material.
City of Miami Page 3 of 7 File ID: 16359 (Revision:) Printed on: 7/24/2024
File ID: 16359 Enactment Number:
Notwithstanding anything herein to the contrary, the City Commission, by a
4/5ths affirmative vote, maV:
(a) waive competitive bidding and execute amendments ("Amendments") to
certain documents ("Agreements") governing the property on Watson Island
located at 888 Macarthur Causeway, Miami, Florida ("Property"), with the existing
tenant, BH3 IG Developer LLC and its subsidiaries ("Tenant"), to extend the term
of certain of the leases by 24 years, to sell the City's position in certain of the
leases to Tenant, consisting of approximately 3.2 acres, for fair market value not
less than $25,000,000, to provide additional community benefits including a
$9,000,000 contribution to affordable housing, infrastructure improvements, an
expanded public waterfront and pedestrian promenade along Biscayne Bay, to
permit fee simple condominium form of ownership, and to provide for office
space as a permitted use, and retention by the City of all other existing City
rights."
Section 4. The Referendum Special Election shall be held at the polling places in the
precincts designated, all as shown on the list attached hereto and made a part hereof and
referred to as Exhibit "A" or as may be designated by the Supervisor of Elections of Miami -Dade
County, Florida ("Supervisor"), in conformity with the provisions of the general laws of the State
of Florida ("State"). The Precinct Election Clerks and Inspectors to serve at said polling places
on said Referendum Special Election date shall be those designated by the Supervisor of
Elections of Miami -Dade County, Florida, for such purpose in accordance with the general laws
of the State. A description of the registration books and records which pertain to Referendum
Special Election precincts wholly or partly within the City and which the City is adopting and
desires to use for holding such Referendum Special Election is all voter information cards,
registration books, records and certificates pertaining to electors of the City and established and
maintained as official by the Supervisor of Elections of Miami -Dade County, Florida, in
conformity with the provisions of the general laws of the State, are hereby adopted and declared
to be, and shall hereafter be recognized and accepted as, official registration cards, books,
records and certificates of the City.
Section 5. In compliance with Section 100.342, Florida Statutes (2023), regarding any
Referendum Special Election not otherwise provided for there must be at least thirty (30) days'
notice of the election or referendum by publication in a newspaper of general circulation in the
county, district, or municipality, or publication on the county's website as provided in Section
50.0311, Florida Statutes, the municipality's website, or the supervisor's website, as applicable.
The City Clerk is authorized and directed to publish notice of the adoption of this Resolution and
of the provisions hereof, at least twice, once in the fifth week and once in the third week prior to
the week in which the aforesaid Referendum Special Election is to be held, in newspaper(s) of
general circulation in the City which notice shall be substantially in the following form:
"NOTICE OF REFERENDUM SPECIAL ELECTION
TO AMEND THE MIAMI CITY CHARTER TO BE HELD
TUESDAY, NOVEMBER 5, 2024
IN THE CITY OF MIAMI, FLORIDA
PURSUANT TO RESOLUTION NO. R-
A Referendum Special Election will be held on Tuesday, November 5, 2024 from
7:00 A.M. until 7:00 P.M. in the City of Miami, Florida, at the polling places in the r:'?
several Referendum Special Election precincts designated by the Supervisor of R�
r..;,
City of Miami
Page 4 of 7 File ID: 16359 (Revision:) Printed on: 7/24/2024
File ID: 16359 Enactment Number:
Elections of Miami -Dade County, Florida, as set forth herein, unless otherwise
provided by law, and submitting to the qualified electors of the City of Miami,
Florida, the following question:
"Shall City Charter be amended to revise existing leases at 888 Macarthur
Causeway, sell 3.2 acres of leased property to tenant for fair market value of not less
than $25,000,000, reduce overall development, extend term 24 years, waive bidding
and authorize, at no cost to City:
• $9,000,000 contribution to affordable housing plus infrastructure.,
improvements ;
• Timeshare units become condominiums;
• Mixed -uses to include office; and
• Expanded public waterfront and pedestrian promenade along Biscayne Bay?"
This Charter Amendment will amend Section 29-C of the Miami Charter to
authorize the City Commission by a four -fifths (4/5ths) affirmative vote, to waive
competitive bidding and execute amendments ("Amendments") to certain
documents ("Agreements") governing the property on Watson Island located at
888 Macarthur Causeway, Miami, Florida ("Property"), with the existing tenant,
BH3 IG Developer LLC and its subsidiaries ("Tenant"), to extend the term of
certain of the leases by 24 years, to sell the City's position in certain of the
leases, consisting of approximately 3.2 acres, to Tenant for fair market value for
not less than $25,000,000, to provide additional community benefits including a
$9,000,000 contribution to affordable housing, infrastructure improvements, a-r
an expanded public waterfront and pedestrian promenade along Biscayne Bay,
to permit fee simple condominium form of ownership, and to provide for office
space as a permitted use, and retention by the City of all other existing City
rights.
By order of the Commission of the City of Miami, Florida.
Section 6. The official ballot to be used at said Referendum Special Election shall be in
full compliance with the laws of the State with respect to vote -by -mail ballots and to the use of
the mechanical voting machines or the Computer Election System, and shall be in substantially
the following form: "Official Ballot" Referendum Special Election Tuesday, November 5, 2024 for
Approval or Disapproval of the following question:
Charter Amendment to revise mixed -use leases on Watson Island
"Shall City Charter be amended :to.revise>
existing leases at 888 Macarthur Causeway,
sell 3.2 acres of leased property to tenant
for fair market value of not less than
$25,000,000, reduce overall development,
extend term 24 years, waive bidding and
authorize, at no cost to City:
• $9,000,000 contribution to affordable
housing plus infrastructure improvements
additional public benefits;
City of Miami Page 5 of 7 File ID: 16359 (Revision:) Printed on: 7/24/2024
File ID: 16359 Enactment Number:
• Timeshare units become condominiums;
• Mixed -uses to include office; and
■ Expanded public waterfront and
pedestrian promenade along
Biscayne Bay."
YES
NO
Section 7. The form of the ballot shall be in accordance with requirements of general
election laws. Electors desiring to vote in approval of the Question described above shall be
instructed to vote their selection next to the word "YES" within the ballot containing the
statement relating to the Question. Electors desiring to vote to disapprove the Question shall be
instructed to vote their selection next to the word "NO" within the ballot containing the statement
relating to the Question.
Section 8. The City Clerk shall cause to be prepared vote -by -mail ballots containing the
Question set forth in Section 6 above for the use of vote -by -mail electors entitled to cast such
ballots in said Referendum Special Election.
Section 9. All qualified electors of the City shall be permitted to vote in said Referendum
Special Election and the Supervisor of Elections of Miami -Dade County, Florida, is hereby
requested, authorized, and directed to furnish, at the cost and expense of the City, a list of all
qualified electors residing in the City as shown by the registration books and records of the
Office of said Supervisor of Elections and duly certify the same for delivery to and for use by the
election officials designated to serve at the respective polling places in said Referendum Special
Election precincts.
Section 10. For the purpose of enabling persons to register who are qualified to vote in
said Referendum Special Election on Tuesday, November 5, 2024, and who have not registered
under the provisions of the general laws of the State and Chapter 16 of the Code of the City of
Miami, Florida, or who have transferred their legal residence from one voting precinct to another
in the City, they may register Monday through Friday, from 8:00 A.M. to 5:00 P.M. at the Miami -
Dade County Elections Department located at 2700 Northwest 87th Avenue, Miami, Florida,
within such period of time as may be designated by the Supervisor. In addition to the above
place and times, qualified persons may register at such branch offices and may also register to
vote online for the purpose of voting in the herein described Referendum Special Election during
such times and on such dates as may be designated by the Supervisor.
Section 11. Todd B. Hannon, the City Clerk of the City of Miami, Florida, or his duly
appointed successor, is hereby designated and appointed as the official representative of the
Commission of the City of Miami, Florida, in all transactions with the Supervisor related to
matters pertaining to the use of the registration books and the holding of said Referendum
Special Election.
Section 12. The City Clerk shall deliver a certified copy of this Resolution to the
Supervisor not less than forty-five (45) days prior to the date of the Referendum Special
Election.
City of Miami Page 6 of 7 File ID: 16359 (Revision:) Printed on: 7/24/2024
File ID: 16359 Enactment Number:
Section 13. The City Manager is authorized2 and directed to negotiate the Amendments,
in and in strict accordance with the terms of the ballot language approved by this Resolution,
and use good faith efforts to bring such Amendments for consideration and 4/5ths approval by
the City Commission on or before the February 27, 2025 meeting of the City Commission,
subject to approval by the electorate on November 5, 2024.
Section 14. This Resolution shall become effective immediately upon its adoption and
signature of the Mayor.3
APPROVED AS TO FORM AND CORRECTNESS:
•
1
2 The herein authorization is further subject to compliance with all legal requirements that may be
imposed, including but not limited to, those prescribed by applicable City Charter and City Code
provisions.
3 If the Mayor does not sign this Resolution, it shall become effective at the end of ten (10) calendar days
from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective
immediately upon override of the veto by the City Commission.
City of Miami Page 7 of 7 File ID: 16359 (Revision:) Printed on: 7/24/2024
9
TERM SHEET
01
WATSON ISLAND / BH3 IG DEVELOPER LLC --- - ' = i
The following is a summary of certain principal terms for proposed modifications to thedocunts
governing the "Island Gardens" project on Watson Island between BH3 IG Developer LLC("Project
Developer" or the "Tenant') and the City of Miami, Florida (the "City" or "Landlord').
Premises:
Landlord:
The real property on Watson Island in the City of Miami located at
888 Macarthur Causeway, Miami, Florida and commonly known as
the Island Gardens site.
The City of Miami, a municipal corporation of the State of Florida
Tenant: BH3 IG Developer LLC, a Delaware limited liability company, and/or
or its wholly owned single -purpose entities.
Project: A mixed -use project initially intended to be known as "Island
Gardens," as more particularly described in that certain Amended and
Restated Mixed Use Project Declaration as of April 12, 2023, which
was recorded on April 14, 2023 at CFN 2023R0251059 or Book
33665 Pages 3611-3904 in the public records of Miami -Date County,
Florida (the "Project Declaration"). Capitalized terms used but not
defined in this Term Sheet shall have the meanings ascribed to them
in the Project Declaration.
Purpose:
Referendum:
Lease Term:
Project Developer seeks to make certain amendments to the
documents governing the Project, including the Project Declaration,
to extend the term of certain of the leases by 24 years, to sell the
Landlord's position in certain of the leases to Tenant for fair market
value, to provide additional community benefits including a
$9,000,000 contribution to affordable housing, infrastructure
improvements, and an expanded public waterfront, to permit fee
simple condominium form of ownership, and to provide for office
space as a permitted use, all as set forth herein and in the documents
evidencing such amendments.
The changes to the Project are contingent upon approval by the
eligible voters of the City of Miami at public referendum
("Referendum"), contemplated for November 5, 2024, and intended
to be effectuated by definitive documents to be executed shortly
thereafter. The proposed Referendum ballot language is attached
hereto as Exhibit A.
Project Developer seeks to waive bidding in City Charter Section 29-
C and extend the term of the Retail Lease, the Parking Lease, and the
Lifestyle Hotel Lease, and to the extent not conveyed to the Tenant in
accordance with the "Lease Conveyance" paragraph below, the
Luxury Hotel Lease and the Residences Lease (the "Uplands
Leases"), from a maximum of 75 years (i.e., 45 years plus two 15-
year extensions) to a maximum of 99 years (i.e., 69 years plus two 15-
Lease Conveyance:
Office Use:
Condominium Residences:
Community Benefits:
Public Waterfront:
DRAFT
year extensions), and to start or restart, as applicable, the term of all
of the Uplands Leases simultaneously upon execution of the Lifestyle
Hotel Lease such that all of the Uplands Leases will be coterminous.
Project Developer seeks to waive bidding in City Charter Section 29-
C and acquire the Landlord's position in the Luxury Hotel Lease and
the Residences Lease, that shall be payable and effectuated at the time
when such leases are currently scheduled for execution (i.e., in
connection with the issuance of a master building permit for
the Luxury Hotel), for the appraised fair market value not less than
$25,000,000 as determined by two appraisals commissioned by
the City, which will result in the Tenant owning that portion
of the Premises containing approximately 3.2 acres as further
indicated on Exhibit B.
Project Developer seeks approval for Tenant to utilize a portion of
the Retail Component for offices to be leased to or otherwise
utilized by third parties as coworking space, office space, or similar
usage, which space may or may not be open to the public (for
example, by membership to a coworking space). Project Developer
will agree to reduce the development capacity of the Retail
Component (measured in Square Feet) by at least ten percent (10%),
inclusive of office space.
Project Developer seeks approval to change the ownership status
of the residences in the Residences Component from
fractional ownership (i.e., timeshare) to fee simple condominium
ownership, increasing revenue to City.
Project Developer seeks approval to enter into an agreement
to provide additional public benefits in connection with the
Project, including $9,000,000 to affordable housing and
infrastructure that shall be payable in equal increments upon (i)
receipt of the master building permit for the Luxury Hotel, (ii)
receipt of a temporary certificate of occupancy for the Luxury
Hotel, and (iii) receipt of a temporary certificate of occupancy for
the Lifestyle Hotel, an updated civic arts program, an updated
maritime, ocean and art gallery, additional hiring and job training
programs, and an expanded public waterfront promenade.
As part of the community benefits program, Project Developer seeks
approval to expand the public waterfront and pedestrian
promenade along Biscayne Bay, including the City -owned parcels
immediately south of the Premises and south of the Chalks/heliport
Effectuating Documents: properties (also known as the "quad parcel"). These improvements
will be completed upon receipt of a certificate of occupancy for the
,., Retail Component. The foregoing items are intended to be
effectuated by amending existing property development documents
�:. as follows:
Amendment to Master Development Agreement: this
document changes the base term of the Lifestyle Hotel Lease
to 69 years (i.e., 99 years including renewals), changes the
Luxury Hotel Lease and the Residences Lease from leases to
2
cam:;
DRAFT
fee simple ownership by the Tenant, changes references to
fractional residences to be references to condominium
residences, and updates the legal name of the Project
Developer and the tenants under the Uplands Leases.
2) Second Amendment to Project Declaration: this document
clarifies that office is a permitted use, clarifies the maximum
development capacity of the Retail Component, and changes
references to fractional residences to be references to
condominium residences.
3) Amendment to Parking Lease: this document updates the
base term of the Parking Lease to 69 years (i.e., 99 years
including renewals) and updates the legal name of the tenant
under the Parking Lease.
4) Amendment to Retail Lease: this document updates the base
term of the Retail Lease to 69 years (i.e., 99 years including
renewals) and updates the legal name of the tenant under the
Retail Lease.
5) Community Benefits Agreement: this document includes
various community benefits that Developer will agree to
provide in connection with the development of the Project,
including a $9,000,000 contribution to affordable housing
and infrastructure and an expanded public waterfront.
6) Public Waterfront Easements: new easements for the
improvements and management of Promenade Expansion 1
and Promenade Expansion 2.
3
Exhibit A
Referendum Ballot Language
"WATSON HARBOUR"
Title: "Charter Amendment to revise mixed -use leases on Watson Island"
"Shall City Charter be amended to revise existing leases at 888 Macarthur Causeway, sell
3.2 acres of leased property to tenant for fair market value for not less than $25,000,000
reduce overall development, extend term 24 years, waive bidding and authorize, at no
cost to City:
• $9,000,000 contribution to affordable housing, infrastructure improvements
plus additional public benefits;
• Timeshare units become condominiums;
• Mixed -uses to include office; and
• Expanded public waterfront and pedestrian promenade along Biscayne Bay."
1
Exhibit B
Lease Conveyance Area
[Attached behind]
47-
LEGAL DESCRIPTION:
A portion of Tract "A" and all of Tract "C", WATSON ISLAND SOUTHWEST, according to the Plat thereof, as
recorded in Plat Book 166 at Page 1 1 , of the Public Records of Miami —Dade County, Florida, being more
particularly described as follows:
Commence at the South corner of said Tract "A", the following two (2) courses being along the Southeasterly
line of said Tract "A"; 1) thence N 54'07'39" E for 105.55 feet to the Point of Beginning; 2) thence continue
N 54°07'39" E for 44.59 feet to the West corner of said Tract "C"; thence S 35°54'03" E along the
Southwesterly line of said Tract "C" for 134.36 feet to the South corner of said Tract "C"; thence N 54'07'39" E
along the Southeasterly line of said Tract "C" for 531.61 feet to the East corner of said Tract "C", the following
two (2) courses being along the Northeasterly line of said Tracts "A" and "C", also being the Southwesterly right
of way line of General Douglas MacArthur Causeway; 1) thence N 26'22'36" W for 196.59 feet to a point of
curvature; 2) thence Northwesterly along a 600.00 foot radius curve leading to the left through a central angle
of 5'09'29" for an arc distance of 54.02 feet to a point on o non —tangent line; thence S 54'07'39" W along a
line 113 feet Northwesterly and parallel with said Southeasterly line of Tract "A" for 576.98 feet; thence
S 17°12'21" E along a line 100 feet Easterly and parallel with the Westerly line of said Tract "A" for 119.43 to
the Point of Beginning.
SURVEYOR'S NOTES:
— This site lies in Section 31, Township 53 South, Range 42 East, City of Miami, Miami —Dade County, Florida.
— All documents are recorded in the Public Records of Miami —Dade County, Florida unless otherwise noted.
Bearings hereon are referred to a platted bearing value of N 54'07'39" E for the Southeasterly line of
Tract "A".
— Lands shown hereon were not abstracted for easements and/or rights —of —way of records.
Lands shown hereon containing 139,547 square feet, or 3.204 acres, more or less.
This is not a "Boundary Survey" but only a graphic depiction of the description shown hereon.
Dimensions shown hereon are based on Fortin, Leavy, Skiles, sketch #2020-031-7.
SURVEYOR'S CERTIFICATION:
I hereby certify that this "Sketch of Description" was made under my responsible charge on July 16, 2024, and
meets the applicable codes as set forth in the Florida Administrative Code, pursuant to Section 472.027, Florida
Statutes.
"Not valid without the signature and original raised seal or a digital signature of the Florida Licensed Surveyor and Mapper shown below"
FORTIN, LEAVY, SKILES, INC., LB3653
By:
Daniel C. Fortin, Jr., For The Firm
Surveyor and Mapper, LS6435
State of Florida.
Drawn By
MAP
Cad. No.
200831
Ref Dwg.
2020-031-7
Plotted: 7/16/24 9:07a
LEGAL DESCRIPTION, NOTES & CERTIFICATIONS
F ORTIN, LEAVY, S KILES, INC.
CONSULTING ENGINEERS, SURVEYORS & MAPPERS
FLORIDA CER 11I 'ICATE OF AUTHORIZATION NUMBER: 00003653
180 Northeast 168th Street / North Miami Beach, Florida 33162
Phone 305-653-4493 / Fax 305-651-7152 / Email fls®flasurvey.com J
Date
7/16/24
Scale NOT TO SCALE
Job. No. 240464
Dwg. No. 1024-039-3
Sheet
1 of 3
r.f . 11 r
12: f
T �\
\
\ gyp\\
\\ �\
\
\
\
\
POINT OF
BEGINNING
POINT OF
COMMENCEMENT
SOUTH CORNER OF TRACT "A"
GRAPHIC SCALE
0 75 150
300
( IN FEET )
1 inch = 150 ft.
TRACT "A'
WATSON ISLAND SOUTHWEST
PLAT BOOK 166 PAGE 11
WESTERLY LINE
OF TRACT "A"
4
CENTERLINE OF
\ GENERAL DOUGLAS
\ \ rV S Q MACARTHUR CAUSEWAY
o �29 e , 'A t,( \
\ 9i O O
A=5 09
R=600.00' \ yo �� 0
L=54.02' �,� 19 G°
lim
9J
SOUTHEASTERLY LINE
OF TRACT "C"
SOUTHWESTERLY LINE
OF TRACT "C"
\
SOUTHWESTERLY
RIGHT OF WAY OF
GENERAL DOUGLAS
MACARTHUR CAUSEWAY
\
\
\
\
T
n3ACT
17)-
WATSON ISLAND SOUTHWEST
PLAT BOOK 166 PAGE 11
LINE TABLE
LINE
LENGTH
BEARING
L1
44.59
N54'07'39"E
L2
134.36
S35'54'03"E
L3
531.61
N54'D7'39"E
L4
196.59
N26'22'36"W
L5
576.98
S54'07'39"W
L6
119.43
S1712'21"E
Drawn By
MAP
Cad. No.
200831
Ref. Dwg.
2020-031-7
Plotted: 7/16/24 9:07o
SKETCH OF DESCRIPTION
F ORTIN, LEAVY, S KILES, INC.
CONSULTING ENGINEERS, SURVEYORS & MAPPERS
FLORIDA CERTIFICATE OF AUTHORIZATION NUMBER: 00003653
180 Northeast 168th Street / North Miami Beach, Florida. 33162
Phone 305-653-4493 / Fax 305-651-7152 / Email fls@flssurvey.com
1 Date
7/16/24
Scale
1 "=150'
Job. No. 240464
Dwg. No. 1024-039-3
Sheet 2 of 3
BISCAYNE BAY
TURNING BASIN
BISCAYNE BAY
Drawn By
MAP
Cad. No.
200831
Ref Dwg.
2020-031-7
Plotted:
7/16/24 9:07a
LOCATION MAP
F ORTIN, LEAVY, S KILES, INC.
CONSULTING ENGINEERS, SURVEYORS & MAPPERS
FLORIDA CERTIFICATE OF AUTHORIZATION NUMBER: 00003653
180 Northeast 168th Street / North Miami Beach, Florida 33162
Phone 305-653-4493 / Fax 305-651-7152 / Email fls@flssurvey.com
Date
7/16/24
Scale NOT TO SCALE
Job. No. 240464
Dwg. No. 1024-039-3
Sheet 3 of 3