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
DATE: July 24, 2024
RE: Substitution of Item RE.12 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, Authorize City Manager To Negotiate The Sale or Lease of +5.4
Acres Of City -Owned Land Located At Watson Island Based Upon Fair
Market Value of $135,000,000 For Residential Condominium Form of
Ownership, Cancellation Of Existing Theme Park and Hotel Lease,
Redevelopment of +13.3 Acres For Park Purposes And Other Community
Benefits
File No.: 16360
Item RE.12 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 +5.4 Acres for Fair Market Value to
permit condominium form of ownership.
The Legislation and "Exhibit A — Draft Term Sheet" are being substituted to
provide clarification that in addition to the above:
• Sale and conveyance of the +5.4 Acres is based upon Fair Market Value at
$135,000,000 to permit condominium form of ownership.
• Contributing $15,000,000 to the City, for the City to spend on affordable
housing initiatives, infrastructure, and other public benefits at the City's
sole discretion.
cc. Arthur Noriega V, City Manager
Marie Gouin, Director, Office of Management & Budget
Miriam Santana, Agenda Coordinator
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City of Miami
Resolution
Legislation
City Hall
3500 Pan American Drive
Miami, FL 33133
www.miamigov.com
File Number: 16360 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 AUTHORIZE THE
CITY MANAGER TO NEGOTIATE THE SALE AND/OR LEASE OF +5.4 ACRES OF
THAT CERTAIN PROPERTY LOCATED AT 1111 PARROT JUNGLE TRAIL
("PROPERTY") FOR BASED UPON FAIR MARKET VALUE OF $135,000,000 TO
ECORESILIENCY MIAMI LLC, FOR RESIDENTIAL AND COMMERCIAL USES,
REQUIRING CANCELLATION OF THE EXISTING LEASE, PAYMENTS TO CITY,
DEVELOPMENT OF A NEW +13.3-ACRE PUBLIC WATERFRONT PARK ON THE
REMAINDER OF PROPERTY AT NO COST TO THE CITY, CONTRIBUTING
$15,000,000 FOR AFFORDABLE HOUSING, INFRASTRUCTURE AND PROVISION
OF OTHER CERTAIN COMMUNITY BENEFITS; 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
CONCURRENTLY WITH THE GENERAL ELECTION ON 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 A
FULLY NEGOTIATED PURCHASE AND SALE AGREEMENT AND RELATED
AGREEMENTS, ALL GENERALLY IN ACCORDANCE WITH THE DRAFT TERM
SHEET ATTACHED AS EXHIBIT A ("TERM SHEET"), AND IN A FORM ACCEPTABLE
TO THE CITY ATTORNEY, SUBJECT TO APPROVAL BY THE BOARD OF
TRUSTEES OF THE INTERNAL IMPROVEMENT FUND OF THE STATE OF FLORIDA
AND BY THE ELECTORATE ON NOVEMBER 5, 2024; PROVIDING AN IMMEDIATE
EFFECTIVE DATE FOR THIS RESOLUTION.
SPONSOR(S): Commissioner Damian Pardo
WHEREAS, the City of Miami ("City") is the owner of that certain tract of land on Watson
Island comprising approximately 18.7 acres and located at 1111 Parrot Jungle Trail, Miami,
Florida ("Property"); and
WHEREAS, ESJ JI Leasehold, LLC ("ESJ") and the City are parties to that certain Lease
and Development Agreement, as modified from time to time (collectively, the "Lease") for the
Property; and
City of Miami Page 1 of 6 File ID: 16360 (Revision:) Printed On: 7/24/2024
File ID: 16360 Enactment Number:
WHEREAS, pursuant to Lease and other entitlements received from the City, ESJ is
authorized to develop a theme park, themed hotel, and related retail and entertainment on the
Property; and
WHEREAS, Ecoresiliency Miami LLC, in collaboration with ESJ (together "Developer
Parties"), desire to acquire +5.4 acres of the Property ("Residential Parcel") to develop
residential and commercial uses with required parking ("Residential Development"); and
WHEREAS, the City and Developer Parties desire to enter into a purchase and sale
agreement and related agreements ("Agreement"), in a form acceptable to the City Attorney,
which will allow the sale and/or lease of the Residential Parcel based on fair market value, for
construction and operation of the Residential Development subject to: City approval, approval of
any necessary zoning changes, cancellation of existing Lease, repayment of the existing loan of
approximately $32,000,000 due to City and Miami -Dade County and of the existing Ygrene C-
Pace loan of approximately $1,200,000, and approval by the Florida Board of the Trustees of
the Internal Improvement Trust Fund; and requiring construction of a new public waterfront park
at no cost to the City; annual and up -front payments to the City, and other community benefits;
and
WHEREAS, the sale and/or lease of the Residential Parcel to Ecoresiliency Miami LLC
will be subject to other restrictions, reversions, and retention by the City of all other rights; 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 directs the City Manager to negotiate the Agreement generally in
accordance with the Term Sheet containing the terms indicated above, attached and
incorporated as Exhibit "A," and to use good faith efforts to place such Agreement as approved
in a form acceptable to the City Attorney, for approval on a Commission agenda on or before
the February 27, 2025 City Commission meeting, subject to approval by the electorate on
November 5, 2024; and
WHEREAS, the City Commission has determined that the Agreement will be in the City's
best interest;
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 held concurrently with the General
Election being called and directed in the City of Miami, Florida, from 7:00 A.M. until 7:00 P.M. on
Tuesday, November 5, 2024, for the purpose of submitting to the qualified electors of the City
for their approval or disapproval of the proposed Charter Amendment for the Lease as stated!
herein.
City of Miami Page 2 of 6 File ID: 16360 (Revision:) Printed on:C724/2024
File ID: 16360 Enactment Number:
Section 3. Section 29-C of the Charter is proposed to be amended in the following
particulars:'
"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 for
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.
,ou
The city commission, by a 4/sths affirmative vote, may authorize issuance of a Iltrenste,or
concession agreement for a period not exceeding one (1) year, without the necessity_of a
referendum, for the use of Watson Island.
Notwithstanding anything herein to the contrary, the City Commission, by a..
4/5ths affirmative vote, may:
( ) waive competitive bidding and approve the sale and/or lease of approximately 5..4
acres of that certain property located at 1111 Parrot Jungle Trail based upon fair market vane
of $135,000,000 to Ecoresiliency Miami LLC for residential and commercial uses pursuant to
applicable zoning, waiving bidding and requiring cancellation of the existing theme park and
hotel lease, returning 13 acres to City to construct new public waterfront park at not cost to City,
and contributing $15,000,000 for affordable housing, infrastructure, and other public benefits.
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 "B" or as may be designated by the Supervisor of Elections of Miami -Dade
1 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 6 File ID: 16360 (Revision:) Printed on: 7/24/2024
File ID: 16360 Enactment Number:
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
several Referendum Special Election precincts designated by the Supervisor of
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 Miami's Charter be amended authorizing sale and/or lease of
5.4 acres on Watson Island based upon fair market value of
$135,000,000 to Ecoresiliency Miami LLC for residential and
commercial uses pursuant to applicable zoning, waiving bidding, and
requiring:
• Returning 13 acres to City to construct new public waterfront park
at no cost to City;
• Cancelling existing theme park and hotel lease; and
• Contributing $15,000,000 for affordable housing, infrastructure,
and other public benefits?"
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 an agreement for the sale or lease of
approximately 5.4 acres of the property located at 1111 Parrot Jungle Trail
City of Miami Page 4 of 6 File ID: 16360 (Revision:) Printed on: 7/24/2024
File ID: 16360 Enactment Number:
fe based upon fair market value at $135,000,000 to Ecoresiliency Miami LLC for
residential and commercial uses, pursuant to applicable zoning requiring:
cancellation of the existing theme park and hote lease, contributing $15,000,000
for affordable housing, infrastructure, and other public benefits and returning
+13.3-acres to the City for construction of a public waterfront park at no cost to
the City.
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: Partial Conveyance for Revised Development at 1111 Parrot Jungle
Trail on Watson Island
"Shall Miami's Charter be amended authorizing
sale and/or lease of 5.4 acres on Watson Island
based upon fair market value of $135,000,000 to
Ecoresiliency Miami LLC for residential and
commercial uses pursuant to applicable zoning,
waiving bidding, and requiring:
• Returning 13 acres to City to construct new
public waterfront park at no cost to City;
• Cancelling existing theme park and hotel
lease; and
• Contributing $15,000,000 for affordable;.:°
housing, infrastructure, and other public
benefits?"
YES
NO
(51
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.
City of Miami Page 5 of 6 File ID: 16360 (Revision:) Printed on: 7/24/2024
File ID: 16360 Enactment Number:
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.
Section 13. The City Manager is authorized2 and directed to negotiate the Agreement, in
and in strict accordance with the terms of the ballot language approved by this Resolution, and
use good faith efforts to bring such Agreement for consideration and 4/5ths approval by the City
Commission at 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.'
APPROVED AS TO FORM AND CORRECTNESS:
2 The herein authorization is further subject to compliance with all legal requirements that maybe,...
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 6 of 6 File ID: 16360 (Revision:) Printed on: 7/24/2024
Term Sheet
The following represents a nonbinding summary of the material terms and conditions of the proposed
redevelopment (the "Redevelopment") of Jungle Island by Purchaser (defined below) in collaboration
with ESJ JI Leasehold, LLC ("Current Tenant", and collectively with Purchaser, the "Developer Parties,"
each a "Developer Party"), the current tenant under the existing lease for the operation of Jungle Island
(the "Existing Lease"), pursuant to (1) a proposed contract of sale and purchase (the "Purchase Contract")
for the fee simple acquisition of, and development of a private residential project with accessory uses over,
a portion of the Jungle Island site; and (2) a proposed agreement for the development of a public park over
the remainder of the Jungle Island site (the "Park Construction Agreement"). No party is to be bound in
any way unless and until final documents have been agreed upon, executed and delivered.
Seller The City of Miami, a municipal corporation of the State of Florida
("Seller" or "City")
Purchaser Ecoresiliency Miami LLCa Delaware limited liability company, or an
affiliate owned and controlled by a Developer Party (the "Purchaser")
Property
Proposed Development
Overall site of Jungle Island located at 1111 Parrot Jungle Trail, Miami,
Florida, having folio numbers 01-3231-000-0014 and 01-3231-000-0016
(the "Overall Site" or "Property"). Purchaser's interest in the Overall Site
will be structured as follows:.
(i) A fee simple interest in an approximately 5.4-acre parcel (the
"Residential Parcel") within Overall Site. The Residential Parcel is
currently zoned T6-12-0 and is depicted on Schedule 1.
(ii) A development agreement with temporary access rights, in a form
acceptable to the City Attorney, on an approximately 13.3-acre parcel
(the "Public Park Parcel") within the Overall Site. The Public Park
Parcel, which includes approximately 10.9 acres of uplands and
approximately 2.4 acres of submerged lands, is currently zoned CS
and is depicted on Schedule 1. Following completion of the Public
Park (defined below), the development agreement and applicable
access rights will be terminated and the Public Park will be turned
over to the City.
(i)
Purchaser will develop and construct the following on the Residential
Parcel (collectively, the "Residential Project"):
(a) A condominium development containing approximately 600
condominium units and related amenities (the "Condominium
Development");
(b) Up to 25,000 square feet of retail/commercial spa'ee (the .,
"Commercial Component"); and
1
,c. q._i
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r' a
Existing Lease
(c) A parking garage with sufficient parking to accommodate the
Commercial Component, the Condominium Component, and
the Public Park to the extent parking for the Public Park is not
provided on the Public Park Parcel (the "Parking
Component").
(ii) Purchaser or its Affiliate (defined below) (the "Park Developer") will
develop and construct a world -class public park with a focus on
education of biodiversity and containing passive and active
recreational uses on the Public Park Parcel (the "Public Park").
The Existing Lease will be terminated, and be of no further force or effect
upon the Closing (defined below) under the Purchase Contract.
Conditions to The effectiveness of the Purchase Contract will be contingent on the
Effectiveness of Purchase following (collectively, the "Conditions to Effectiveness"): (a)
Contract amendment to the City Charter, as approved by referendum by the voters
of the City of Miami, waiving competitive bidding and authorizing the
purchase and sale of the Residential Parcel and the termination of the
Existing Lease; and (b) approval of the purchase and sale of the
Residential Parcel and other required project documents by four -fifths
vote of the City Commission.
Effective Date of Purchase The effective date (the "Effective Date") of the Purchase Contract will be
Contract the date that all of the Conditions to Effectiveness have been satisfied and
the Purchaser and City have executed and delivered the Purchase Contract.
The Purchase Contract shall become effective on the Effective Date.
Consideration The consideration to City for the Redevelopment and purchase price for
the Residential Parcel (the "Purchase Price") will equal or exceed the fair
market value of the Residential Parcel, which the parties agree equals
$135,000,000, and will include the following components:
(i): Purchaser's development of the Public Park at no cost to the City with
an allowance of $37,000,000 to be funded by Purchaser for the hard
and soft costs of construction of the Public Park, and in the event that
the cost of the Public Park is less than such amount, the amount of any
savings shall be paid to the City as cash consideration (the "Park
Allowance);
(ii) A lump sum payment of Ten Million Dollars ($10,000,000), payable
at Closing (the "Closing Payment"); and
(iii)An annual payment to the City in the amount of $2,000,000 with 3%
annual escalations (Le., $1,177,257,733 in payments over ;the fist 99
2
Contract Deposit
Inspections
years, with a net present value of $113,721,073 calculated at a
discount rate of 4.2%) to support the City's ongoing maintenance of
the Public Park (the "Park Maintenance Fee"). Fifty percent (50%) of
the Park Maintenance Fee shall be payable by the condominium
association for the first Phase (defined below) of the Condominium
Development commencing five years after completion of construction
of the first Phase, and fifty percent (50%) of the Park Maintenance
Fee shall be payable by the condominium association for the second
Phase of the Condominium Development commencing five years
after completion of construction of the second Phase. The obligation
to pay the Park Maintenance Fee shall run with the land, and the
applicable recorded condominium documents shall provide for an
assignment to the City of the condominium association's right to
foreclose its lien against individual condominium owners in the event
of a non-payment of the Park Maintenance Fee.
On or before the date that is ten (10) days following the Effective Date,
Purchaser shall make a conditionally refundable deposit in the amount of
$2,000,000 (the "Contract Deposit") into a closing escrow with an agreed
escrow agent (the "Escrow Agent"). The Contract Deposit shall be
released to the Cityand applied towards the Closing Payment at Closing,
or, in the event that Closing does not occur, the Contract Deposit shall be
released to either the City or Purchaser in accordance with the Purchase
Contract.
For a period of thirty (30) days after the Effective Date (the "Inspection
Period"), Purchaser, its employees, agents, consultants and
representatives, shall be entitled, at Purchaser's sole cost and expense, to
investigate and evaluate the Property. Such right of investigation shall
include the right to enter the Property, and perform any studies, tests or
inspections of the Property as Purchaser may deem necessary or
appropriate, including without limitation assessments of soil and
subsurface conditions, archeological condition, utility services,
geotechnical reports, and environmental audits (including Phase I, Phase
II and any other audit recommended by Purchaser's environmental
consultant), title review, reports and commitments, and surveys of the
Property. City agrees to cooperate reasonably with any such
investigations, tests, samplings, analyses, inspections, studies or meetings
made by or at Purchaser's direction during the Inspection Period and
Purchaser shall provide City with copies of all such matters. If the results
of Purchaser's inspections reflect site conditions or title or survey
conditions that were not disclosed in writing to Purchaser :;prigr io the
Effective Date ("Site Conditions"), then the following provisions shall
apply;
3
(i)
If such Site Conditions adversely affect in any material respect, in
Purchaser's reasonable opinion, Purchaser's ability to develop the
Residential Project or the Public Park on the Property or any
applicable portion thereof, then Purchaser shall have the right, in its
sole discretion, to terminate Purchase Contract and its obligations
thereunder as to the Property by giving written notice to City prior to
the end of the Inspection Period, which notice shall describe in
reasonable detail any site conditions that adversely affect in any
material respect Purchaser's ability to develop the Property, and in
such event, the Purchase Contract shall terminate as of the date City
receives such notice of termination and the Escrow Agent shall return
the Contract Deposit to Purchaser. In such event, Purchaser shall
provide to City copies of any reports, studies, tests, and other
materials which Purchaser obtained in connection with its review of
the Property. Purchaser shall be deemed to have waived its right to
terminate the Purchase Contract _ pursuant to this provision if
Purchaser does not notify City of such termination during the
Inspection Period;
(ii) Notwithstanding the foregoing, no matters disclosed in any
environmental report obtained by Purchaser prior to the Effective
Date ("Existing Environmental Reports") shall be considered in
determining the amount of Unanticipated Development Cost that
Purchaser will incur with respect to the development of the Property.
For purposes hereof, Purchaser shall be deemed to have knowledge of
matters disclosed in such Existing Environmental Reports; and
(iii)Purchaser shall indemnify, defend and hold City harmless from and
against any and all damages, mechanics' liens, liabilities and losses to
the extent caused by Purchaser's entry onto the Property or any
inspections performed by Purchaser thereon during the Inspection
Period, but expressly excluding any damages, liabilities or losses
arising out of latent defects, the displacement or disturbance of
hazardous materials not placed on the Property by Purchaser or the
discovery of pre-existing conditions. While performing any
inspections on the Property, Purchaser shall maintain insurance
coverage in accordance with the Purchase Contract. If Purchaser
terminates the Purchase Contract, Purchaser shall promptly repair any
damage caused by Purchaser's inspections and restore the Property to
its pre -inspection condition, provided that Purchaser shall have no
obligation to repair or restore any latent or pre-existing condition or
any hazardous materials not placed on the Property by Purchaser. The
indemnity described in this paragraph shall survive any ::'Germination
or expiration of the Purchase Contract.
4
Title Defects
Without limiting Purchaser's right to perform investigations during the
Inspection Period, City acknowledges that Purchaser has obtained an
initial title report for the Property which shows certain defects to title,
including those matters listed on Schedule 2 (the "Existing Title Defects").
City agrees to reasonably cooperate with Purchaser to cause such Existing
Title Defects to be released, removed, or otherwise cured to Purchaser's
satisfaction prior to Closing. If any such Existing Title Defects cannot be
cured prior to Closing and such Existing Title Defects materially and
adversely affect, in Purchaser's reasonable opinion, Purchaser's ability to
develop the Residential Project or the Public Park on the Property or any
applicable portion thereof, Purchaser shall have the right in such event to
either (a) to accept title subject to such Existing Title Defects, (b) to
terminate the Purchase Contract, in which case the Escrow Agent shall
return the Contract Deposit to Purchaser, or (c) to provide written notice
of same to City, in which event City shall have up to an additional sixty
(60) days to continue to pursue the cure of same (or such additional time
period mutually agreed to in writing by Purchaser and City). In the event
of termination, both Purchaser and City shall be released of all obligations
under the Purchase Contract (save and except for any obligations or terms
that expressly survive the termination of the Purchase Contract).
Notwithstanding the 'foregoing, if following the Inspection Period and
prior to Closing, any new title conditions arise, which were not identified
on any title reports or commitments obtained by Purchaser with respect to
the Residential Parcel or Public Park Parcel prior to the expiration of the
Inspection Period, which were (i) not caused by Purchaser, (ii) have arisen
after the effective date of any such reports or commitments, and (iii)
adversely affect in any material respect, in Purchaser' s reasonable opinion,
Purchaser's ability to develop the Residential Project or the Public Park
on the Property or any applicable portion thereof, Purchaser shall have the
right in such event to either (a) to accept title subject to such additional
exceptions, (b) to terminate the Purchase Contract, in which case the
Escrow Agent shall return the Contract Deposit to Purchaser, or (c) to
provide written notice of same to City, in which event City shall have up
to sixty (60) days to cure same (or any additional time period mutually
agreed to in writing by Purchaser and City). In the event of termination,
both Purchaser and City shall be released of all obligations under the
Purchase Contract (save and except for any obligations or terms that
expressly survive the termination of the Purchase Contract).
Notwithstanding City's agreement to reasonably cooperate with Purchaser
to cause Existing Title Defects to be released, removed, or otherwise cured
to Purchaser's satisfaction prior to Closing, City shall not be obligated to
engage in or initiate legal proceedings in furtherance thereof.
Moreover, Purchaser's proposed modifications and/or release :of *Title
Defects to be submitted for City Commission approval shatt.eomply`with;
5
Title Insurance
all applicable laws and regulations. Purchaser agrees that nothing herein
guarantees any particular outcome before the City Commission and the
approval of this Term Sheet is not intended to imply or require any specific
outcome before the City Commission relative to the Title Defects.
Purchaser may, at its sole cost and expense, obtain a marketable title
insurance commitment covering the Residential Parcel, to be followed by
an owner's marketable title insurance policy (ALTA Form "B" with
Florida revisions) from a title insurance company licensed by the State of
Florida ("Title Company") in the amount of the Purchase Price, and
naming Purchaser as the insured. The cost and expense of the title
insurance shall be borne and paid for by Purchaser.
Condition of Property At Closing, Purchaser shall accept the Residential Parcel in "AS IS,
WHERE IS CONDITION." City shall make no warranties or
representations whatever as to the condition of the Residential Parcel or
any improvements located thereon, or the fitness of either for any
particular use or purpose. Notwithstanding the foregoing, at Closing, the
Residential Parcel shall be free and clear of all occupancies and rights to
occupy, including pursuant to the Existing Lease. This provision shall
survive the termination of the Purchase Contract and the Closing of the
Purchase Contract.
Conditions to Closing
Closing Date
The closing of the Purchase Contract shall be subject to the satisfaction of
the following conditions (collectively, the "Closing Conditions"): (i)
approval of the purchase and sale of a fee simple interest in the Residential
Parcel, together with other applicable project parameters by the Florida
Board of the Trustees of the Internal Improvement Trust Fund through a
modification of the existing deed restrictions, including termination of the
existing reverter as to the Residential Parcel, and release of the existing
oil, gas and mineral reservations as to the Residential Parcel; (ii) the
release, removal, or otherwise curing of the Existing Title Defects to
Purchaser's satisfaction; and (iii) Purchaser's receipt of unconditional and
non -appealable zoning and site plan approvals for the Residential Project
and Public Park, and the approval of a re -plat and/or covenant in lieu of
unity of title, to the extent required by applicable subdivision requirements
to authorize the separate ownership and development of the Residential
Parcel from the Park Parcel in accordance with the site plan, with all
applicable appeal periods relating to the all of foregoing expired without
the filing of any appeals (or if any appeals are filed, with the:;tesoluuion of
all such appeals in a manner acceptable to Purchaser). ;.
The closing of the purchase and sale of the Residential.' Parcel (the,,
"Closing") shall occur sixty (60) days following the satlsfactiori` of the
Closing Conditions. The date, time and place of Closing `(the
Date") shall be agreed to by Purchaser and City. If then, losing has OR
. wund'a�
6
Closing Requirements
Closing Costs
Impositions
occurred by February 28, 2026, Purchaser may terminate the Purchase
Contract.
At Closing, City will deliver to Purchaser (i) a special warranty deed
conveying the Residential Parcel and any improvements thereon in their
"AS IS, WHERE IS CONDITION," with any and all faults, and without
warranties or representations, in the form to be attached to the Purchase
Contract (the "Deed"), to be fully executed by City; (ii) a declaration of
restrictions for the Residential Project in the form to be attached to the
Purchase Contract (the "Declaration"), to be fully executed by City and
Purchaser; (iii) the Park Construction Agreement for the Public Park
Parcel in the form attached to the Purchase Contract, to be fully executed
by City and Park Developer; and (iv) a termination of the Existing Lease
and a memorandum of :termination of the Existing Lease (the
"Memorandum of Termination"), each in the form to be attached to the
Purchase Contract, to be fully executed by City and Current Tenant. The
Deed shall be recorded immediately following recordation of the
Memorandum of Termination. The Declaration and any recordable
instruments required in connection with the Park Construction Agreement
shall be recorded immediately following recordation of the Deed, with all
such documents to be recorded by City at the expense of Purchaser.
At Closing, Purchaser shall repay the existing loans totaling approximately
$32,000,000 due to City and Miami -Dade County and Ygrene C-Pace loan
of approximately $1,200,000 pursuant to the Existing Lease. For the
avoidance of doubt, such amount is inclusive of the approximately
$17,700000 repayment to the City described in the Community Benefits.
City and Purchaser acknowledge and agree that Purchaser shall be
responsible for all closing costs associated with the Redevelopment and
the transaction contemplated under the Purchase Contract, including but
not limited to appraisal costs, inspection costs, survey costs, documentary
stamp tax on the Deed, surtaxes on the Deed, recording fees for all
documents to be recorded, abstract or title insurance fees, Purchaser's
attorneys' fees and real estate brokerage fees, and all payments required
under the Purchase Contract and Purchaser shall deposit such amounts in
the, closing escrow with Escrow Agent on or before the Closing Date, and
shall pay any costs charged by such Escrow Agent. Purchaser agrees that
it shall be responsible for all costs of compliance with the terms of the
Deed and the Park Construction Agreement. The obligation to pay the
costs and expenses set forth in this paragraph shall survive the termination
or Closing of the Purchase Contract.
Purchaser shall be responsible for payment of all impositions'(real_ estate
taxes, personal property taxes, assessments) on the Residential -Parcel x'
7
Y„�
Deed Restrictions
arising from and after the Closing Date. Purchaser shall not be responsible
for the payment of impositions on the Public Park Parcel.
City and Purchaser acknowledge and agree that the Deed will restrict the
use and development of the Residential Parcel to the Residential Project
described above. The Deed will further require that the Parking
Component will provide the minimum number of parking spaces required
by City Code to serve the Residential Project and the Public Park to the
extent parking for the Public Park is not provided on the Public Park
Parcel. In the event the Parking Component serves the Public Park, City
and Purchaser shall enter into a parking agreement governing the operation
of the Parking Component and use of the Parking Component by users of
the Public Park.
Declaration In addition to the restrictions set forth in the Deed, City and Purchaser
acknowledge and agree that the development of the Residential Project
will be subject to the following terms and conditions, which will be set
forth in the Declaration:
Purchaser intends to develop the Residential Project in two (2) separate
phases (each, a "Phase"). The first Phase of the Residential Project
("Phase 1") will contain .a condominium tower, the Commercial
Component, and any required parking. The second Phase of the
Residential Project ("Phase 2") will contain a second condominium tower
and any required parking. Phase 1 and Phase 2 will be separately owned
and developed by Affiliates of Purchaser, and any obligations set forth in
this Term Sheet applicable to a single Phase (or otherwise designated in
the Purchase Contract or an associated Project agreement as part of a
single Phase) shall beassigned to the Affiliate responsible for such Phase.
Purchaser will use commercially reasonable efforts to (i) substantially
complete construction of Phase 1 within six (6) years after Closing (the
"Phase 1 Deadline"), subject to force majeure, delays caused by City in its
propriety capacity and the rights of lenders set forth in the Declaration;
and (ii) substantially complete construction of Phase 2 within nine (9)
years after Closing (the "Phase 2 Deadline"), subject to force majeure,
delays caused by City in its propriety capacity and the rights oflenders set
forth in the Declaration.
r
If Purchaser fails to substantially complete construction of y,.h4se 1=by the
Phase 1 Deadline, subject to force majeure, delays caused': Citylin itS
propriety capacity and the rights of lenders set forth in th`Declar eation, :
Purchaser will pay to City, as liquidated damages, an amour e'qualjo two 7•
percent (2%) of the Park Maintenance Fee per month for the°first, welve`„1
(12) months that such failure exists. For each month thereafter, until"
Purchaser actually substantially completes construction ;of Phase 1,
8
Park Construction
Agreement
Purchaser will pay to City, as liquidated damages, an amount equal to four
percent (4%) of the Park Maintenance Fee per month.
If Purchaser fails to substantially complete construction of Phase 2 by the
Phase 2 Deadline, subject to force majeure, delays caused by City in its
propriety capacity and the rights of lenders set forth in the Declaration,
Purchaser will pay to City, as liquidated damages, an amount equal to two
percent (2%) of the Park Maintenance Fee per month for the first twelve
(12) months that such failure exists. For each month thereafter, until
Purchaser actually substantially completes construction of Phase 2,
Purchaser will pay to City, as liquidated damages, an amount equal to four
percent (4%) of the Park Maintenance Fee per month.
In the event that Purchaser fails to pay any of the liquidated damages
required by the Declaration for any Phase, the City may obtain a judgment
and record a certified copy thereof in the Public Records of Miami -Dade
County, Florida, which would constitute a lien against the applicable
Phase of the Residential Parcel.
The Declaration shall be terminated as to Phase 1 upon TCO of Phase 1
and payment of all liquidated damages attributable to Phase 1, if any, and
the Declaration shall be terminated as to Phase 2 upon TCO of Phase 2
and payment of all liquidated damages attributable to Phase 2, if any.
The following terms and conditions shall apply to the development of the
Public Park pursuant to the Park Construction Agreement:
(i) An initial conceptual plan for development of the Public Park ("Initial
Conceptual Plan") is attached as Schedule 3. Prior to execution of
the Purchase Contract, the Initial Conceptual Plan shall be revised as
agreed by the Parties to incorporate feedback from City (including,
without limitation, the City Parks and Recreation Department), and
upon execution of the Purchase Contract, the revised conceptual plan,
in the form attached to the Purchase Contract (the "Final Conceptual
Plan"), shall be deemed approved by City, in its proprietary capacity
only, and Park Developer. The Final Conceptual Plan shall be
materially consistent with the City's Parks Master Plan. Park
Developer will use commercially reasonable efforts to develop the
Public Park in accordance with the milestone dates set forth below,
subject only to force majeure, delays caused by City in its prcpriety
capacity and the rights of lenders set forth in the Parkconstruction ;'`
Agreement. The Public Park shall include any 3Ubiic ;parking l
required by applicable law for the Public Park, and suoh°parl ing malt'
be provided either on the Public Park Parcel or on.ahe Resi IentiAl:
Parcel (and if on the Residential Parcel, parking for 'ttile Public Park':
may be provided at a temporary location on the Overall tc
9
completion of the Phase 1 parking structure). Park Developer is
entitled to revise the Final Conceptual Plan as required to address
regulatory requirements or ensure that the development cost does not
exceed the Park Allowance, or otherwise subject to City's approval,
not to be unreasonably withheld, conditioned, or delayed; provided,
however, that the revised Final Conceptual Plan must, at, a minimum,
provide the Minimum Park Parameters. City shall be entitled to
review construction drawings, but only (in its proprietary capacity as
owner) for purposes of confirming the same conform with the
Minimum Park Parameters and then current Final Conceptual Plan,
compliance with the terms of the Park Construction Agreement, and
compliance with applicable laws. City will cooperate with Park
Developer's development by signing easements within the easement
footprint (to the extent necessary to develop the Public Park Parcel in
accordance with the approved Final Conceptual Plan), permit
applications, etc., within reasonable limitations and subject to all
applicable laws.
(ii) Park Developer will use commercially reasonable efforts to obtain
approvals from all applicable . governmental authorities that are
required for the commencement of development and construction of
the Public Park and shall commence construction of the Public Park
within twenty-four (24) months after Closing, subject to force
majeure, delays caused by City in its propriety capacity and the rights
of lenders set forth in the Park Construction Agreement. If Park
Developer fails to timely commence construction of the Public Park,
Park Developer will pay to City, as liquidated damages, $10,000 per
month for the first twelve (12) months that such failure exists, and
$15,000 per month for each month thereafter, until Park Developer
actually commences construction of the Public Park. Park Developer
will use commercially reasonable efforts to substantially complete
construction of the Public Park within twenty four (24) months after
commencement of construction, subject to force majeure, delays
caused by City in its propriety capacity and the rights of lenders set
forth in the Park Construction Agreement. If Park Developer fails to
timely substantially complete construction of the Public Park, Park
Developer will pay to City, as liquidated damages, $10,000 per month
for the first twelve (12) months that such failure exists, aril $1 ,000
per month for each month thereafter, until Park Developer actually
substantially completes construction of the Public Park. In. the=event,
that Park Developer fails to pay the liquidated damages; required by
the Park Construction Agreement, the City may obtain a judgment and
record a certified copy thereof in the Public Records of `1Vlfami,Dade '
County, Florida, which would constitute a lien against the Resi�•,eptialw
Parcel. ip:;,
10
(iii)City, in its capacity as sovereign, shall not be obligated to grant Park
Developer any approvals of applications for building, zoning,
planning or development under present or future laws and ordinances.
Recognizing the public and private benefits afforded by the Public
Park, City agrees to use reasonable, diligent efforts to facilitate the
approval and permitting process through City in order to expedite the
development of the Public Park as soon as reasonably practicable in
an effort to assist Park Developer in achieving its development and
construction milestone for the Public Park. In furtherance thereof,
City has or will designate a designated representative to serve as
City's point of contact and liaison with Park Developer in order to
coordinate and facilitate the submission of applications,
authorizations, permit documents and the like across all of the various
departments and offices of City which have the authority, right or
responsibility to review and approve same on behalf of City.
(iv)Prior to commencement of construction on the Public Park Parcel,
Park Developer shall provide to City a payment and performance
bond, in a form approved by City in its reasonable discretion,
guaranteeing the payment of its general contractor or the major
subcontractors and performance of such work in accordance with the
requirements of Section 255.05, Florida Statutes.
(v) City reserves the right to approve or deny, in its reasonable discretion
(including review by the office of the City of Attorney), any
covenants, easements, or similar agreements (including, without
limitation, construction access agreements) which encumber the fee
interest of City that are reasonably required for Park Developer's
development of the Public Park, including the reasonable
requirements of any lender.
(vi)Prior to substantial completion of the Public Park, Park Developer
shall not assign the Park Construction Agreement in its entirety, or
any portion thereof, or the obligation of Park Developer to develop
the Public Park or any portion thereof pursuant to the Park
Construction Agreement, to any party that is not an Affiliate without
City Manager's consent, which shall not be unreasonably withheld,
conditioned or delayed. Notwithstanding the foregoing, prior to
substantial completion of the Public Park and provided no event of
default then exists under the Park Construction Agreement, Park
Developer may freely assign the Park Construction Agreement to an
Affiliate upon notice to City and without consent of City,,,,, No
transferee of Park Developer's interest in the Park ppnst action
Agreement shall be a prohibited person. Upon an si`gnment the
assignor shall be released from any liability (except for such iIiabihty`
incurred by Park Developer prior to such date unless such liabilities
d
11
Alternative Conveyance
are expressly assigned to, and accepted by, the assignee), provided
that, in the case of a transfer to an un-Affiliated party prior to
substantial completion of the Public Park, City Manager has
consented to (or, if required by law, City Commission has approved)
such transfer. Notwithstanding the foregoing, Park Developer may
assign the Park Construction Agreement to an Affiliate of Purchaser
of greater or equal financial capability at any time without City's
consent, but with advance notice and evidence of compliance
herewith. "Affiliate" means an entity that is controlled by, or under
common control with, Purchaser, and that is at least ten percent (10%)
owned, directly or indirectly, by Purchaser or Purchaser's principals
(for the avoidance of doubt, if Purchaser or Purchaser's principals
own, directly or indirectly, less than 50% of the equity interests in
such entity, then the majority owner(s) of such entity shall be limited
partners or the equivalent thereof). Moreover, the Park Construction
Agreement shall not restrict Purchaser's ability to transfer the
ownership interests of Purchaser, so long as Purchaser continues to
meet the definition of "Affiliate," and no owner is a prohibited party.
(vii) Following completion of the Public Park, the Park Construction
Agreement will be terminated and be of no further force or effect.
(viii) For the avoidance of doubt, City will maintain its ownership
interest in the Public Park Parcel at all times during the term of the
Park Construction Agreement. Following completion of the Public
Park, City will operate and maintain the Public Park.
Notwithstanding anything herein to the contrary, to the extent required by
the Board of Trustees of the Internal Improvement Trust Fund as a
condition of its approval of the development contemplated by this Term
Sheet, the structure of the contemplated conveyance shall be revised to
replace the fee -simple sale of the Residential Parcel with the following
agreements, each in form approved by the City Attorney: (a) a 99-year
ground lease of the Residential Parcel to Purchaser, as ground tenant,
renewable at the option of the ground tenant for an additional 99-year term,
(b) a purchase and sale agreement governing the sale to Purchaser Hof an
air parcel located above the Residential Parcel with an area and lbea.tion, ,:..
suitable for the development and ownership of the +C'ondominium' 'G
Development, and (c) appropriate easement agreements recur 'ed amst
the City's interest in the Residential Parcel governing accessopa ation,i
shared infrastructure, and other matters related to the vertical
of the Residential Parcel and long-term ownership and operation cif the,
Residential Project. t— s, ;
12
Community Benefits
In addition to the payments set forth above as Consideration, Purchaser
shall provide the following community benefits, which will be further
defined and set forth in the Purchase Contract or associated Project
agreement to be approved by the City Commission:
(i) Affordable Housing and Public Benefits Contribution. Purchaser
shall pay $15,000,000 to the City, for the City to spend on affordable
housing initiatives, infrastructure, and other public benefits at the
City's sole discretion, payable as follows: (A) $2,000,000 within
thirty days after issuance of the master building permit for the first
Phase; (B) $6,500,000 within thirty days after TCO of the first Phase;
and (C) $6,500,000 within thirty days after TCO of the second Phase.
(ii) CDBG Loan Payment. At Closing, Purchaser shall pay to the City
approximately $17,700000 in satisfaction of all debt issued by the
City in connection with the Section 108 loan from the U.S.
Department of' Housing and Urban Development for original theme
park to benefit persons of low or moderate income.
(iii) City Marine Facilities. An allowance of $700,000 for the
construction of City -owned public harbor master facilities. "City
Marine Facilities" shall mean (a) office space with a reception area
for use by the City in connection with the City's management of the
City's Watson Island mooring field and (b) restroom facilities with
showers and other common areas (including a laundry) for use by
users of the mooring field. The City Marine Facilities shall not exceed
750 square feet of gross floor area and shall be incorporated into the
Public Park or at another location mutually agreed by the Parties. In
the event that the cost to construct the City Marine Facilities exceeds
the amount of the allowance, the City shall have the option to either
(a) fund such excess amount or (b) reduce the scope of the City Marine
Facilities such that they can be constructed for less than the amount
of the allowance.
(iv)Ichimura Miami -Japan Garden / Other Public Improvements. An
allowance of $700,000 for the construction of restrooms for use by
visitors of the Ichimura Miami -Japan Garden and any other
enhancements to the Ichimura Miami -Japan Garden or other public
improvements agreed upon by the Parties and incorporated into either
the Residential Project or the Public Park, or at an agreed off -site
location. In the event that the cost to construct the public facilities
exceeds the amount of the allowance, the City shall have .the option to
either (a) fund such excess amount or (b) reduce the,14ope=-°8f the
additional public facilities such that they can be constriretedf fOr less
than the amount of the allowance.
(J7
13
(v) Master Planning of Watson Island. Purchaser will participate in and
fund the master planning of Watson Island up to the maximum
amount of $500,000, which shall include the Public Park Parcel,
additional public park/viewing area and pedestrian paths connecting
public space on Watson Island; and
(vi) Participation of Returning Citizens in the Project. Purchaser will
coordinate with existing not -for -profits (including, but not limited to,
an initial outreach to Transitions, Inc., Circle of Brotherhood, Inc.,
Camilus House, and Hermanos de la Calle) or staffing agencies to
develop and implement a staffing plan for the employment of
returning citizens (i.e., formerly incarcerated individuals) as part of
the construction workforce for the Project.
(vii) Community Participation in the Construction of the Project.
Purchaser shall develop a community outreach and subcontracting
plan, subject to approval by the City Manager, to subcontract a
minimum of five percent of the construction work in connection with
the Project to small, disadvantaged subcontractors located in the City
of Miami, as evidenced by a certification by Miami -Dade County as
a Small Business Enterprises (SBE) or a comparable certification.
Notwithstanding anything herein to the ' contrary: (A) any of the
community benefits identified in subsections (iii) and (iv), above, may,
upon agreement of the Parties, be replaced in the final Purchase Contract
with other community benefits of equal value, and (B) in the event that the
City, acting in its regulatory capacity in connection with the necessary
zoning approvals for the Project, requires any additional or conflicting
community benefits as a condition of such approvals, the foregoing
community benefits shall be modified to conform to such approvals and to
ensure that the total value of community benefits provided is neither
increased nor decreased.
14
Schedule 1
Cil
15
Schedule 3
Existing Title Defects
1. Oil, gas and mineral reservations, deed restrictions and reverter set forth in that certain Deed from
The Trustees of the Internal Improvement Fund to the City of Miami, filed April 11, 1949 in Deed
Book 3130, Page 257 and under Clerk's File No. Y-29610, as modified by Partial Modification of
Restrictions dated August 18, 1997, filed April 13, 2000, in Official Records Book 19072, Page
4830.
2. Terms and provisions contained in that certain Development Agreement Between the City of
Miami, Florida and ESJ JI Leasehold, LLC Regarding Development of the Jungle Island Project,
recorded June 24, 2021 in Official Records Book 32580, Page 2983.
3. Terms, provisions and restrictions contained in that certain Unity of Title recorded October 24,
2022, in Official Records Book 33435, Page 4093.
•
16
Mangrove Trail
Elevated walkway to explore and learn
about the local mangrove habitat. while
respecting its environment
Dune's gathering
Schedule 3
Initial Conceptual Plan for Public Park
•
11C14itt"
1‘,04iirc. , A 44,1,4c
/ 4 4‘.A t ' • zie
•
•411111* "•-• 42146 -_. -
ew Public Park
Draft Conceptual Design
N
I, De sig n subject to c hange)
Bird Watching
Elevated tree -top walk to experience birds
and local fauna among the tree canopies,
with integrated nesting sites.
4
Viewpoint
Vertical connection for iconic viewpoints
towards Miami Downtown and the surrounding Bay.
n
L• ** .04.•
• r
Pollinator Gardens Wetland Kayak Trail
Outdoor flexible gathering among Bee hives and pollinator gardens for Repaired Kayak storage for water and
the sand dunes. for averse activities famgy activities whie supporting the local wetland exploration, among flamingos and
and community events. bversdy. other local bih:ks.
8 Habitats, 8 Experiences
1 7
Shaded Rest Station
Shaded resting areas for quiet gathering
and reading. surrounded by meadows and
trees.
.71
ANI'A
IF-4":;•
Orchid Playground
Shaded playgrounds for Idds. with hanging
furnitureand diverse installations.
_ C.J
y _ • J
Florida Habitats
Tropical hardwood
4 hammock
eiscaynagoon
Florida Habitats
AF a
4 Dry jairies
f
-.317
Rewildening the Habitats and Nature Program
18
Public Park Zones
r
—4'