HomeMy WebLinkAboutAnalysis and MapsCity of Miami
Planning Department
ANALYSIS FOR
REZONE
Staff Analysis Report No.
PZ-24-18327
Location
980 MacArthur Causeway
Folio Number
0132310610040
Miami 21 Transect
"CS", Civic Space Transect Zone
MCNP Designation
Restricted Commercial
Commission District
District 2 - Commissioner Damian Pardo
Commissioner District Office
Downtown - Brickell
Planner
Richard Cody Brown, Planner II
(rbrown@miamigov.com)
Property Owner
City of Miami
Project Representative
Arthur Noriega V., City Manager
A. REQUEST
Pursuant to Article 7, Section 7.1.2.8 of Ordinance 13114 ("Miami 21"), as amended, Arthur
Noriega, V, on behalf of the City of Miami (the "Applicant") requests change the zoning
classification from "CS" Civic Space Transect Zone to "T6-12-0" Urban Core Transect
Zone — Open for the southwestern portion ("Tract D" or "the portion") of the property generally
located at 980 MacArthur Causeway, Miami, Florida ("the Property").
B. RECOMMENDATION
Pursuant to Article 7, Section 7.1.2.8 of Miami 21, as amended, the Planning Department
recommends Approval of the request to rezone from based upon the facts and findings in
this staff report.
Staff Analysis Report No. PZ-24-18327: 980 MACARTHUR CSWY — Page 1
09/02/2022
Figure 1: Existing Zoning Map
C. PROJECT DATA
Figure 2: Proposed Zoning Map
SURROUNDING USES
Miami 21
MCNP / Density
Existing Use
North
CS
0 DU/AC
Parking Lot, and
MacArthur Causeway.
East
CS
0 DU/AC
Community Facility
(Miami Children's
Museum)
South
Biscayne Bay
West
Biscayne Bay
RELATED APPROVALS
Date
Action
9/2/2015
PZAB-R-15-054 - Change of zoning from "CS" to "Cl".
9/2/2015
PZAB-R-15-053 - Comprehensive Plan Amendment from "Public Parks and
Recreation" to "Major Institutional, Public Facilities, Transportation and Utilities"
1/28/2016
Ordinance No. 13589 - Commission approved rezone.
Staff Analysis Report No. PZ-24-18327: 980 MACARTHUR CSWY — Page 2
09/02/2022
6/19/2019
PZAB-R-19-026 - Exception, Warrant, and associated Waivers for
"Major Air Transit Facility".
4/11/2024
R-24-0143 - Settlement Agreement
-
PZ-24-18326 - Future Land Use Map Amendments form
"Major Institutional, Public Facilities, Transportation and Utilities" to "Restricted
Commercial"
-
PZ-24-18325 — Rezone from "Cl" to "CS"
D. BACKGROUND
The Property has been home to the Miami Seaplane Base since 1919, which was
recognized as an existing public airport by the Florida Department of Transportation in
(known as the State Road Department then). The Miami Seaplane Base was incorporated
into the National Airspace System in 1959 by the Federal Aviation Administration. The Miami
Seaplane Base predates the City of Miami's first zoning ordinance (Ordinance 1156), which
was adopted in 1934. Additionally, the base predates the City's first Future Land Use Map,
which was adopted in 1989 under Ordinance 10544.
When the seaplane base was established, the land was owned by the State of Florida; there
was an agreement between the seaplane base and Florida to allow for the use and activities
on site. This agreement continued with the City of Miami when they acquired the land from
the State of Florida in 1949 via Deed Number 19947. Later, the land was subleased to
Chalks by Miami Sports and Exhibition Authority ("MSEA"), which was an independent,
autonomous agency and instrument of the City of Miami. This is documented by the
Settlements of March 6, 2002, and July 29, 2014 (the "Lease").
Today, there is a lease for a term of 30 years with an effective date of July 29, 2014 with
Chalks Airline, Inc. doing business as Chalks & Nautilus Enterpreises, LLC ("Chalks"). This
lease is for Chalks to develop and operate a seaplane base within the 5.31 acres of Tract D
of Plat Book 166 Page 11.
On September 2, 2015, the Miami Planning, Zoning, and Appeals Board ("PZAB"), pursuant
to Resolution No. PZAB-R-15-054, recommended approval of a change of zoning to the
Miami City Commission for the southwestern portion of the Property, Tract D of Watson Island,
from "CS", Civic Space Transect, to "Cl", Civic Institutional.
On January 28, 2016, the Miami City Commission pursuant to Ordinance No. 13589
approved a change of zoning for the Property, specifically the southwestern portion of Tract
D of Watson Island from "CS" Civic Space Transect Zone to "Cl" Civic Institutional Transect
Zone.
Staff Analysis Report No. PZ-24-18327: 980 MACARTHUR CSWY — Page 3
09/02/2022
In September 2018, Chalks filed a state court action against MSEA and the City ("2018
Action") in the Circuit Court of the 11th Judicial Circuit in Miami -Dade County, Florida, styled
as Chalks Airline, Inc. v. Miami Sports and Exhibition Authority, et al., Case No. 2018-030887-
CA-01. This case alleged that MSEA was in breach of contract of its obligations under the
Lease.
One month later, the Miami City Commission adopted Ordinance 13801, which sunset the
MSEA.
On June 19, 2019, the PZAB, pursuant to Resolution No. PZAB-R-19-026, approved with
conditions two (2) Exceptions, an associated Warrant, and an associated Waiver of the Miami
21 Code all to allow the expansion, modernization, master planning, and operation of an
existing Major Air Transit Facility on a parcel zoned "Cl", Civic Institutional.
Pursuant to the Settlement Agreement, Section 2, Sub -section 2.1, the City will apply for a
zoning change from "CS" Civic Space Transect Zone to "T6-12-0" Urban Core Transect
Zone - Open to expressly allow hotel use on the Property on an expedited basis.
On July 2, 2021, the Circuit Court of the 11th Judicial Circuit in Miami -Dade County, Florida
by the Honorable Judge Barbara Areces ("Court") issued an Order granting summary
judgment in favor of Chalks, adjudicating liability against the City on all claims addressed, and
concluding among other things that: the City/MSEA has breached the Lease by unreasonably
withholding, conditioning, and delaying providing Chalks with written approval of Chalks' plans
for the redevelopment of the Miami Seaplane Base; by imposing a permanent prohibition
prohibiting Chalk from ever constructing a hotel on the premises; and by failing to approve
and unreasonably delaying approval of Chalks' construction of floating docks for seaplane
base use. Chalks and the City desired to settle and resolve the 2018 Action as set forth in the
Settlement Agreement.
On April 11, 2024, the Miami City Commission adopted Resolution No. R-24-0143, which
approved the settlement agreement with Chalks, authorized the City Manager to execute any
and all necessary documents to effectuate the settlement agreement; further authorized the
City Manager to accept Chalks' execution of a general release of their claims and demands,
and a dismissal of their claims against the City of Miami with prejudice, upon the City of
Miami's completion of certain specific terms, in a form acceptable to the City Attorney; and
authorized the City Manager to amend the capital plan to appropriate, allocate, re -appropriate
or re -allocate funds for the completion of capital improvements as may be specified in the
agreement at the time of need.
Staff Analysis Report No. PZ-24-18327: 980 MACARTHUR CSWY — Page 4
09/02/2022
On September 4, 2024, the PZAB, pursuant to Resolution No. PZAB-R-24-059,
recommended denial of the zoning change of a change of zoning to the Miami City
Commission for the southwestern portion of the Property, Tract D of Watson Island, from "Cl",
Civic Institutional to "CS", Civic Space Transect".
On September 26, 2024, the Miami City Commission approved a change of zoning
classification for the Property, specifically the southwestern portion of Tract D of Watson
Island from "Cl" Civic Institutional Transect Zone to "CS" Civic Space Transect Zone; and
On September 26, 2024, the Miami City Commission approved a waiver of the 18-month
limitation provision between petition(s) to rezone properties expressed in Article 7, Section
7.1.2.8(g) by process of Special Appearance for the Property; and
The proposed "T6-12-0" Urban Core Transect Zone — Open classification is a crucial step
toward compliance with the Settlement Agreement, while maintaining compliance with Miami
21 Code, Chapter 7, Section 7.1.2.8(a)(3), successional zoning.
Staff Analysis Report No. PZ-24-18327: 980 MACARTHUR CSWY — Page 5
09/02/2022
Figure 3: Aerial of Property
Staff Analysis Report No. PZ-24-18327: 980 MACARTHUR CSWY — Page 6
09/02/2022
E. ANALYSIS
Demographics
The Property is part of the US Census Tract 12086004901 which includes both Watson Island
and Dodge Island (The Port of Miami). Pursuant to the 2022 American Community Survey 5-year
estimate the population and number of households compared to the City of Miami are reflected in
Table 3. Neither island features a resident(s) or a home(s) available.
Topic
Census Tract 12086004901
City of Miami
Population
0
443,665
Number of Households
0
186,137
Table 3: Census Tract Data
Miami Comprehensive Neighborhood Plan (MCNP)
Pursuant to the adopted Future Land Use Map ("FLUM") of the MCNP, the Property is designated
"Restricted Commercial." The request to change the zoning classification of the southwestern
portion of the Property (Tract D) from "CS" Civic Space Transect Zone to "T6-12-0" Urban Core
Transect Zone - Open is consistent with the Property's existing future land uses ("FLU") of
"Restricted Commercial". Both "CS" Civic Space Transect Zone and "T6-12-0" Urban Core
Transect Zone — Open are concurrent with the "Restricted Commercial" FLU designation;
however, the "T6-12-0" Urban Core Transect Zone — Open zoning classification is more
appropriate.
Notably, the FLU of this portion of the Property (Tract D) was recently amended under ePlan File
ID No. PZ-24-18325. The amendment of the FLU was from "Major Institutional, Public Facilities,
Transportation and Utilities" to "Restricted Commercial". The proposed "T6-12-0" Urban Core
Transect Zone — Open classification is a crucial step toward compliance with the Settlement
Agreement, while maintaining compliance with Miami 21 Code, Chapter 7, Section 7.1.2.8(a)(3),
successional zoning.
Staff Analysis Report No. PZ-24-18327: 980 MACARTHUR CSWY — Page 7
09/02/2022
Figure 4: Existing FLUM
Miami 21 Code
The Property was zoned "PR" under the previous 11000 Zoning Code, which permitted no
dwelling units per acre. Currently, the majority of the Property is zoned "CS," Civic Space Transect
Zone with no permitted Density, and shall retain its zoning. The southwestern portion (Tract D) is
zoned "CS," Civic Space Transect Zone which allows for no permitted Density. The portion of the
Property (Tract D) is being rezoned from "CS," Civic Space Transect Zone to "T6-12-0" Urban
Core Transect Zone - Open, which will result in changes in Intensity, Density, and Height as well
as the allowed Uses. Pursuant to Article 4, Table 1, (T6) "THE URBAN CORE ZONE consists of
the highest Density and greatest variety of Uses, including Civic Buildings of regional importance.
A network of small blocks has Thoroughfares with wide Sidewalks, with steady tree planting and
Staff Analysis Report No. PZ-24-18327: 980 MACARTHUR CSWY — Page 8
09/02/2022
Buildings set close to the Frontage with frequent doors and windows." Table 4 demonstrates the
changes in development standards as a result of the requested changes in zoning classification
and development standards, as agreed upon in the Settlement Agreement.
Urban Core
Civic Space
T6-O
CS
DENSITY (UNIT PER ACRE)
150 du/ac*
N/A
RESIDENTIAL
SINGLE FAMILY RESIDENCE
R
COMMUNITY RESIDENCE
R
TWO FAMILY RESIDENCE
R
MULTI FAMILY HOUSING
R
DORMITORY
R
HOME OFFICE
R
LIVE - WORK
R
LODGING
BED & BREAKFAST
R
INN
R
HOTEL
R
OFFICE
OFFICE
R
COMMERCIAL
AUTO -RELATED COMMERCIAL ESTAB.
W
ENTERTAINMENT ESTABLISHMENT
R
FOOD SERVICE ESTABLISHMENT
R
W
ALCOHOL BEVERAGE SERVICE ESTAB.
E
GENERAL COMMERCIAL
R
E
MARINE RELATED COMMERCIAL ESTAB.
W
E
OPEN AIR RETAIL
W
W
PLACE OF ASSEMBLY
R
RECREATIONAL ESTABLISHMENT
R
AMUSEMENT RIDE
E
CIVIC
COMMUNITY FACILITY
W
W
RECREATIONAL FACILITY
R
W
Staff Analysis Report No. PZ-24-18327: 980 MACARTHUR CSWY — Page 9
09/02/2022
RELIGIOUS FACILITY
R
W
REGIONAL ACTIVITY COMPLEX
E
CIVIC SUPPORT
COMMUNITY SUPPORT FACILITY
W
INFRASTRUCTURE AND UTILITIES
W
W
MAJOR FACILITY
MARINA
W
R
PUBLIC PARKING
W
RESCUE MISSION
TRANSIT FACILITIES
W
EDUCATIONAL
CHILDCARE
W
E
COLLEGE / UNIVERSITY
W
ELEMENTARY SCHOOL
W
LEARNING CENTER
R
E
MIDDLE / HIGH SCHOOL
W
PRE-SCHOOL
R
RESEARCH FACILITY
R
SPECIAL TRAINING / VOCATIONAL
W
R — Allowed by Right
W — Allowed by Warrant
E — Allowed by Exception
MAXIMUM BUILDING HEIGHT
12 Stories
See Article 4, Section
5.7.2.3
fable4: Development stanaaras
Staff Analysis Report No. PZ-24-18327: 980 MACARTHUR CSWY — Page 10
09/02/2022
F. FINDINGS
Criteria 1
7.1.2.8 (f)(1)(a): "The relationship of the proposed amendment to the
goals, objectives and policies of the Comprehensive Plan, with
appropriate consideration as to whether the proposed change will
further the goals, objectives and policies of the Comprehensive Plan; the
Miami 21 Code; and other city regulations."
Analysis of Criteria 1
The request to changes the zoning classification from "CS" Civic Space
Transect Zone to "T6-12-0" Urban Core Transect Zone for the
southwestern portion of the Property (Tract D) is consistent with the
existing Future Land Use designations of "Restricted Commercial"
Pursuant to the Miami 21 Code, Article 2, Section 2.1.3.1(b), Guiding
principle "Growth strategies should encourage Infill and redevelopment".
The proposed rezone aligns with this Guiding Principle, as the rezone will
help to promote redevelopment and infill of the Property, which is an
underutilized part of Watson Island within the City Inventory.
Pursuant to Miami Neighborhood Comprehensive Plan, Policy LU-1.3.15,
"the City shall continue to encourage a development pattern that
enhances existing neighborhoods by developing a balanced mix of uses
including areas for employment, shopping, entertainment, housing, and
recreation in close proximity to each other." This proposal seeks to
enhance the existing neighborhood by promoting redevelopment at the
Property complimentary to the surrounding neighborhood. This Property
is in close proximity to many notable Institutional and Commercial Uses
including Jungle Island, the Children's Museum, the Miami Seaplane
Base, and the Miami Outboard Club.
Finding 1
Pursuant to Article 7, Section 7.1.28 (f)(1)(a) of Miami 21 Code, the
request to rezone is consistent with the goals, objectives, and policies
of the Comprehensive Plan, Miami 21 Code.
Criteria 2
7.1.2.8 (f(1)(b): "The need and justification for the proposed change,
including changed or changing conditions that make the passage of the
proposed change necessary."
Analysis of Criteria 2
The proposed "T6-12-0" Urban Core Transect Zone — Open classification
is a crucial step toward compliance with the Settlement Agreement, while
maintaining compliance with Miami 21 Section 7.1.2.8(a)(3), successional
zoning.
Furthermore, with Watson Island's positioning between a wide range of
attractive tourist destinations in both the City of Miami and City of Miami
Beach, and its proximity to the Port of Miami Cruise Terminals, this
Staff Analysis Report No. PZ-24-18327: 980 MACARTHUR CSWY — Page 11
09/02/2022
Property is ideal for rezoning that will further the development of the City.
The proposed application is consistent with Miami 21, Article 7, Section
7.1.2.8(f)(1)(b), as the need and justification of the rezoning will further
the development of the City.
Finding 2
In accordance with Article 7, Section 7.1.2.8 (f)(1)(b) of Miami 21 Code,
the requested change in zoning is consistent.
Criteria 3
Section 7.1.2.8 (f (2) 'A change may be made only to the next intensity
Transect Zone or by a Special Area Plan, and in a manner which
maintains the goals of this Miami 21 Code to preserve Neighborhoods
and to provide transitions in intensity and Building Height."
Analysis of Criteria 3
Under Article 7, Section 7.1.2.8.a. of Miami 21, "These changes shall
occur successionally, in which the zoning change may be made only to a
lesser Transect Zone; within the same Transect Zone to a greater or
lesser intensity; or to the next higher Transect Zone, or through Special
Area Plan."
The "CS" Civic Space Transect Zone does not abide by City's traditional
standard successional zoning table, as "CS" Civic Space Transect Zone
is encouraged and appropriate abutting any Transect Zone.
The proposed change in zoning classification from "CS" Civic Space
Transect Zone to "T6-12-0" Urban Core Transect Zone - Open at the
portion of the Property (Tract D) is secessional to a greater transect zone,
already featured on Watson Island. There is "T6-O" Urban Core Transect
Zone — Open near the site, directly to the north and across the McArthur
Causeway at what is known as "Parrot Jungle Island". Notably, Parrot
Jungle Island is also located on City owned land.
Lastly, there is no -net -loss of park space under the proposed rezone, as
this was previously accounted for in the 2016 rezone pursuant to
Ordinance No. 13589.
Finding 3
In accordance with Article 7, Section 7.1.2.8(f)(2) of Miami 21 Code, the
requested change in zoning is consistent.
G. CONCLUSION
Pursuant to Article 7, Section 7.1.2.8(f) of Miami 21, as amended, the Planning Department
recommends Approval of the request to rezone from "CS" Civic Space Transect Zone to
"T6-12-0" Urban Core Transect Zone — Open for the southwestern portion ("Tract D" or "the
portion") of the Property, as it is consistent with the criteria for rezoning.
Staff Analysis Report No. PZ-24-18327: 980 MACARTHUR CSWY — Page 12
09/02/2022
DocuSigned by:
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David Snow
Planning Director
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Sevanne Steiner, CNU-A
Assistant Planning Director
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Richard Cody Brown, MPA
Planner II
Attachments:
Exhibit "A" - Legal Description
Attachment 1 — Settlement Agreement
Staff Analysis Report No. PZ-24-18327: 980 MACARTHUR CSWY — Page 13
09/02/2022
LOCATION SKETCH
SURVEYOR'S REPORT:
2. LEGAL DESCRIPTION
P.O.C.
NW CORNER OF
TRACT "Di'
\7 0 2
P.0.B
Portions of Trd.t D, WATSON ISLAND -SOUTHWEST. PS recorded rn PI,. Book. 166 dt Pdge 11
of the Public Records IFIFPEDI-Node County. Florida. being more pdrti.uldrly des.ribed VOINDIDDI
Trd.t for 236.60 feet to the Point of Beginning of a pdrcel of ldnd hereindfter des..., thence
exceed this requirement. Line, 1 foot in 7.500 feet.
4. DATA OF SOURCES:
-N0I1O ArrOW Pod Bear s refer to dn assumed VPILID of S6,56,6,, along tne Soulnwesterly
Ben.hrnda used
located @ Macartnur Cswy a. Watson Island
s. FLOOD INFORMATION:
Fences dr, walls ownership by visudl medns only: legdl ownership not determined.
Property
SURVEYOR, CERTIFICATION:
Mapper Additions or deletions to Map of Specific Purpose Survey by otner Iran sig ing party
or parties is pronibited witnout writien .onsent of Ira signing add, or patios,
PROPERTY ADDRESS:1000 MACARTHUR CAUSEWAY. MIAMI,
MIAMI-DADE COUNTY. FLORIDA 33132
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SETTLEMENT AGREEMENT AND RELEASE
THIS SETTLEMENT AGREEMENT AND RELEASE (the "Agreement") is entered into
between the CITY OF MIAMI, a Florida municipal corporation (the "City"), and CHALKS
AIRLINE, INC., a Florida corporation d/b/a MIAMI SEAPLANE BASE and NAUTILUS
ENTERPRISES, LLC, a Florida limited liability company ("Chalks"). The City and Chalks are
referred to collectively as the "Parties" and individually as a "Party." This Agreement is effective
as of the date that it is executed by all Parties (the "Effective Date").
RECITALS
WHEREAS, Chalks established its seaplane base in 1919, on a vacant parcel of land on
Watson Island based on an arrangement for the property with the State of Florida, owner of the
property at the time, which was continued with the City when such parcel of Land and those
additional lands described in Deed No. 19947 were deeded to the City on February 24, 1949, and
subsequently subleased to Chalks by Miami Sports and Exhibition Authority ("MSEA"), an
independent and autonomous agency and instrumentality of the City of Miami, Florida, pursuant
to and as amended by the Settlements of March 6, 2002 and July 29, 2014 (the "Lease"); and
WHEREAS, the Miami Seaplane Base Airport is licensed to operate as a public -use airport
by a governmental agency, that is, the Florida Department of Transportation (FDOT), since at least
1947 when aviation law came into effect and since then, has operated continuously as a state -
licensed airport; and
WHEREAS, the Miami Parking Authority ("MPA"), officially known as the Department
of Off -Street Parking of the City of Miami, was created in 1955 by a Special Act of the Florida
State Legislature (Law 27725) and incorporated into the City of Miami's Charter in 1968 with the
purpose of providing adequate off-street parking facilities for the City of Miami as a public
necessity; and
WHEREAS, the current version of the Lease is that signed on July 29, 2014, by Chalks
and MSEA for the Property located at 1000 MacArthur Causeway, Miami, Florida 33132 as
defined in the Lease consisting of 2.9 acres of land; and
WHEREAS, the Lease was an agreement with MSEA for the redevelopment of the Miami
Seaplane Base, and that the "'Primary Use"' of the Property shall be the operation of the Air
Transportation Facility for the use and benefit of the general public ... for general and commercial
aviation..." Sec. 1.12, including but not limited to "rentable space for the Government Services
Area, or a greater area as required by the Coast Guard or Customs and Border Protection." Sec.
5.6; and
WHEREAS, on September 2, 2015, the Miami Planning, Zoning, and Appeals Board
("PZAB"), pursuant to Resolution No. PZAB-R-15-054, recommended approval of a change of
zoning to the Miami City Commission for the Miami Seaplane Base property from "CS", Civic
Space, to "CI", Civic Institutional and on January 28, 2016, the Miami City Commission pursuant
-1-
to Ordinance No. 13589 approved such change of zoning for the Property, in part, providing an
avenue for the existing non -conforming seaplane base use existing since 1919; and
WHEREAS, on September 11, 2018, Chalks filed a state court action against MSEA and
the City ("2018 Action") in the Circuit Court of the 11 th Judicial Circuit in and for Miami -Dade
County, Florida, styled Chalks Airline, Inc. v. Miami Sports and Exhibition Authority, et al., Case
No. 2018-030887-CA-01, alleging, among other things, that MSEA was in breach of contract of
its obligations under the Lease; and
WHEREAS, on October 25, 2018, the Miami City Commission adopted Ordinance No.
13801 abolishing MSEA; and
WHEREAS, on October 25, 2018, the City and Chalks entered into an Attornment
Agreement whereby the City agreed to succeed MSEA as the landlord under the Lease, as if the
Lease were a direct Lease between the City and Chalks; and
WHEREAS, the Lease remains in full force and effect; and
WHEREAS, on June 19, 2019, the City of Miami's Planning, Zoning, and Appeals Board
("PZAB") passed Resolution PZAB-R-19-026 approving a first phase of the development of the
Miami Seaplane Base ("Tenant's Terminal") and that pursuant to such Resolution, the Planning
Department staff found that the next nearest upzoning Abutting Transect Zone is "T6-36", Urban
Core Transect Zone; (see Resolution); and
WHEREAS, on or about July 2, 2021, the Circuit Court of the 1 lth Judicial Circuit in
Miami -Dade County, Florida by the Honorable Judge Barbara Areces ("Court") issued an Order
granting summary judgment in favor of Chalks, adjudicating liability against the City on all claims
addressed, and concluding among other things that: the City/MSEA has breached the Lease by
unreasonably withholding, conditioning, and delaying providing Chalks with written approval of
Chalks' plans for the redevelopment of the Miami Seaplane Base; by imposing a permanent
prohibition prohibiting Chalk from ever constructing a hotel on the premises; and by failing to
approve and unreasonably delaying approval of Chalks' construction of floating docks for seaplane
base use; and
WHEREAS, Chalks and the City desire to settle and resolve the 2018 Action as set forth
in this Settlement Agreement; and
WHEREAS, this Settlement seeks to settle Chalks' claims for delay damages resulting
from the breaches of the agreement found by the Court, and to clarify the terms of the lease
consistent with the Court's rulings, including that a hotel use is permitted as an ancillary, related
and/or incidental use to an airport facility; and
WHEREAS, this settlement is not intended to enlarge, amend, transfer or increase any of
Chalks' existing rights or privileges under the Lease, but rather to settle its claims for damages and
to clarify its rights under the Lease consistent with the Court's rulings. Moreover, the Lease is a
project of a governmental agency or instrumentality within the meaning of Sec. 29(C); and
-2-
WHEREAS, the Parties agree that upon the execution of this Agreement, the Lease will
remain in full force and effect, as clarified herein.
NOW, THEREFORE, in consideration of the mutual promises contained in this
Agreement, the adequacy of which the Parties hereby acknowledge, Chalks and the City agree as
follows:
1.
Consent Order.
1.1 Within five (5) Business Days of the Effective Date, the Parties shall jointly
submit to the Court a joint stipulation regarding settlement ("Stipulation Regarding Settlement"),
attaching a stay and continuance order ("Stay Order"). No later than five (5) Business Days after
the non -appealable zoning change to T6-12, the parties shall jointly submit to the Court a joint
stipulation of settlement ("Stipulation of Settlement") and a consent order and judgment ("Consent
Order"). All of the documents referenced in this subsection shall be in substantially the same form
as those attached hereto in composite Exhibit 1.
1.2 The Parties shall thereafter make every effort, in good faith, to ensure
issuance by the Court of the Stay Order and Consent Order and dismissal of the 2018 Action on
the terms stated therein, including the Releases provision herein.
2. Zoning Change.
2.1 The City will apply for a zoning change from CI to T6-12 to expressly allow
the hotel use on the Property on an expedited basis. The City shall undertake whatever process is
required by the City Code to allow for the zoning change.
2.2 The City will endeavor to move forward on the following schedule, with
the understanding that for every additional day of delay beyond the dates below, Tenant will gain
an additional day to complete construction of its facilities pursuant to the deadlines included in
Sections 5, 6.4 and 6.5:
April 2024
September 4, 2024
September 12, 2024
September 26, 2024
City Settlement
PZAB Approval of Zoning Change
City Commission 1st Reading / Settlement
City Commission 2nd Reading
2.3 The City shall concurrently also file a Warrant application to allow the
continuation of the Seaplane Base use under T6-12 within 30 days of the zoning change approval.
2.4 If the City does not approve the zoning change within 180 Business Days
of the Effective Date of this Agreement, Chalks shall have the right, within its absolute and
unfettered discretion, to either continue to work with the City to obtain the Zoning Approval or to
proceed with the 2018 Action as it relates to the hotel use at any time thereafter. In either case,
Chalks will continue with the lease of the Property as clarified and amended below and as
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current entitlements (that is, including the facilities and areas contemplated in Phase 1 of the
Project approved by the PZAB under the Exception of June 2019).
3. Expedited Review. The City shall give expedited review to Chalks' building
permit application, as well as all related permit applications. Specifically, any and all permits and
plans submitted by Chalks shall have priority review over all other third -party applications. Any
permits and plans submitted to any division of the City (DREAM, Planning, Zoning, Building,
Public Works, Code Compliance, Legal, etc.) shall be responded to within twenty (20) business
days, with approval to be issued within forty-five (45) calendar days of original date of submission.
Any zoning application submitted pursuant to the Miami 21 Code shall be reviewed and scheduled
for consideration on an expedited basis.
3.1 Within 180 days of non -appealable date of the zoning change, Chalks shall
submit to the City an updated site plan and Exception Application for Phase 2 of the Hotel
Development. The City shall endeavor to schedule the Exception Application before review by
the City's Planning and Zoning Appeals Board (PZAB) within 90 days of the initial submission.
3.2 The Project may require additional permits or approvals from the City,
County, State, or Federal government and any division thereof. Subject to required legal processes
and approvals, the City shall make a good faith effort to take all reasonable steps to cooperate with
and facilitate the expediting of all such approvals, including acting as an applicant, if necessary,
including, but not limited to the following:
(a) Verification that a building permit may be issued to Chalks for construction
on unplatted or a portion of platted land as a lessee on city -owned land;
(b) Subdivision plat and/or waiver of plat approvals;
(c) Site plan approvals;
(d) Modifications to existing approvals and permits, including the Exception
Resolution;
(e) Waivers;
(f) Warrants;
(g) Exceptions;
(h) Water, sewer, paving, drainage, and storm water permits. The City shall
review FPL and WSDA permits within 30 days of receipt of documentation
for the permitting;
Building, Public Works, Floating Docks, Seawall and Bulkhead permits;
Sign permits;
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Certificates of use and occupancy;
Special event permits and temporary event permits;
Expedited processing as a special project having special interest to the city;
and
(n) Any other official action of the City, County, or any other government
agency having the effect of permitting development of the Property.
3.3 The Parties agree to cooperate with each other to the full extent practicable
pursuant to the terms and conditions of this Agreement. The Parties agree that time is of the
essence in all aspects of their respective and mutual responsibilities pursuant to this Agreement.
The City shall use its best efforts to expedite the permitting and approval process in an effort to
assist Chalks in achieving its development and construction milestones. The City will
accommodate requests from Chalks' general contractor and subcontractors for review of phased
or multiple permitting packages, such as those for excavation, site work and foundations, building
shell, core, and interiors. In addition, the City will designate an individual within the City
Manager's Office who will have a primary (though not exclusive) duty to serve as the City's point
of contact and liaison with Chalks in order to facilitate expediting the processing and issuance of
all permit and license applications and approvals across all of the various departments and offices
of the City which have the authority or right to review and approve all applications for such permits
and licenses.
4. Miami Parking Authority. The City shall assist in the negotiation of an agreement
between the City, Chalks and the Miami Parking Authority for the construction of additional
parking spaces at the lot currently leased to the Miami Parking Authority on Watson Island
(Lot 68), with the understanding that the MPA will construct at least 260 parking spots for the
Miami Seaplane Base, in addition to those required by other tenants on Watson Island. Of these
260 parking spots, at least 120 parking spots shall be for the guaranteed use of Chalks, its
subtenants and its clients. The 260 spaces provided to Chalks shall be considered offsite parking
and may be used by Chalks to satisfy any onsite parking requirement on the Property.
5. Utilities. The City, at City's sole expense, shall immediately proceed to relocate
all utility services lines including water, sewer, electrical and internal utility lines. City shall
proceed to move forward with an expedited relocation of such utility lines, with construction
starting no later than December 1, 2024 and ending no later than September 15, 2025.
6. Clarifications to the Lease. The Lease is clarified as follows:
6.1 Sections 1.7 and 1.8 are clarified to provide that the Initial Term of the
Lease shall be reset to 50 years from the day the Certificate of Occupancy for the Tenant's
Terminal is issued, or from the date the Certificate of Occupancy for the hotel is issued, if later,
provided that Tenant is not in material default under the Lease and provided further that Tenant
has not served written termination notice to the City.
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6.2 Section 1.10.1 and any other required provision of the Lease is clarified to
provide that a hotel use is permitted under the Lease as an ancillary, related, and/or incidental use
to an airport facility. The ancillary, related and/or incidental Hotel use shall not exceed 200,000
square feet of new construction.
6.3 The rent provisions of the Lease are clarified as follows:
(a) Upon execution of this Settlement Agreement and Release, the rent of the
Lease shall be reduced or set off from $6,000 a month ($72,000 per year) to
$2,000 per month ($24,000 per year).
(b) Once the Certificates of Occupancy are issued for the Tenant's Terminal
(including its Food & Beverage areas ("F&B")), as approved by the City
and PZAB, and any Commercial areas, the rent will increase from $2,000 a
month ($24,000 per year) to $20,833 per month ($250,000 per year) as per
the existing Lease.
(c) Six (6) months after a Certificate of Occupancy is issued for the Hotel, the
rent will increase from $20,833 per month ($250,000 per year) to $30,000
per month ($360,000 per year) during a stabilization period, which will end
on the earlier of 42 months or when a six month average rate of 85%
occupancy is achieved.
(d) Once the Stabilization Period ("Stabilization Period") ends, the total rent
under the Lease for Tenant's Terminal, the hotel and the Commercial Areas
will be the greater of (a) $500,000 per year or (b) 3.5% of the Hotel's gross
revenues and 1.0% of the gross revenues of the Commercial Areas.
(e)
Chalks (or its subtenant) shall keep separate accounts exclusively for the
Hotel's Gross Revenues and the Commercial Area's Gross Revenues.
Chalks shall receive rent abatement of six million five -hundred thousand
US dollars ($6,500,000.00) over the first fifteen (15) years after issuance of
the Certificate of Occupancy for the Terminal from the total monthly rent
as follows:
(i) Year 1: $250,000
(ii) Years 2-5: $360,000
(iii) Years 6-15: $481,000
6.4 A building permit for the Tenant's Terminal shall be applied for no later
than twelve (12) months after the City has completed the relocation of the existing water, sewer,
electrical and internet lines, as contemplated in Section 5 above.
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6.5 The project deadlines contained in the Lease for completion of the Terminal
and the Hotel are forty-two (42) months from the issuance of each corresponding building permit
for the Terminal and the Hotel.
6.6 These clarifications shall prevail over any other stipulation of the Lease.
7. Airport Licensing. Chalks will not interfere with the City's efforts to obtain the
airport license(s) the proposed heliport needs to operate from the State of Florida. The City
acknowledges that Chalks will continue to conduct aviation operations at the Miami Seaplane Base
under its existing FDOT aviation license. Chalks and the City will cooperate to ensure that all
actions regarding airport licensing comply with aviation law and applicable court decisions in
order to ensure the safety of air travelers.
8. Releases. Upon the final non -appealable rezoning of the Property from CI to
T6-12, Chalks releases, waives, and forever discharges the City and all of its current and former
officers, directors, members, managers, administrators, employees, attorneys, representatives,
assigns, agencies, and instrumentalities from all claims asserted in the 2018 Action, through and
including the Effective Date.
9. Successors and Assigns. The provisions of this Agreement shall be binding on
and inure to the benefit of the Parties hereto and their respective heirs, legal representatives,
successors, and permitted assigns.
10. Duty to Jointly Defend. If the City is sued in any claim, demand, lawsuit, cause
of action, or proceeding ("Proceeding") challenging the Agreement's compliance with City law
regarding referenda, Chalks will jointly defend the City with attorneys and other professionals
retained by Chalks. If any such Proceeding is brought against the City, the City shall promptly
notify Chalks of the Proceeding and the City's request for Chalks to defend,
11. Attorneys' Fees and Costs. Each Party shall pay its own costs, expenses, and
attorneys' fees related to the 2018 Action, the preparation and execution of this Agreement, and
any and all transactions and matters mentioned or described in this Agreement.
12. Mutual Warranty of Capacity to Execute Agreement.
12.1 The City represents and warrants that the City has the full legal right,
capacity, and authority to execute this Agreement and to make the promises, representations, and
warranties contained herein. The City represents and warrants that The City has not sold, assigned,
transferred, conveyed, or otherwise disposed of any of the claims, demands, obligations, or causes
of action referred to in this Agreement.
12.2 Chalks represents and warrants that Chalks has the full legal right, capacity,
and authority to execute this Agreement and to make the promises, representations, and warranties
contained herein. Chalks represents and warrants that Chalks has not sold, assigned, transferred,
conveyed, or otherwise disposed of any of the claims, demands, obligations, or causes of action
referred to in this Agreement.
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13. Modification and Waiver. This Agreement may be modified, altered, or amended
only by a writing signed by both parties to the Agreement. A party's failure to seek redress for a
violation of this Agreement or to insist upon the strict performance of any term, covenant or
condition of this Agreement shall not constitute a waiver, nor shall it prevent a later demand by
that party for cure thereof or adversely affect such party's rights in the event of any subsequent
violation.
14. Severability. Every provision of this Agreement is intended to be severable. If
any term or provision hereof is determined to be invalid or unenforceable for any reason
whatsoever, such invalidity or unenforceability shall not affect the validity of the remainder of this
Agreement.
15. Construction. This Agreement is the result of bargaining and negotiation by the
Parties. The language of this Agreement is a product of the mutual effort of the Parties, and no
party shall be considered the drafter of this Agreement for purposes of its construction or
interpretation. This Agreement shall be construed fairly as to all parties; it shall not be construed
for or against any party based on the extent to which that party participated in its preparation.
16. Governing Law. This Agreement shall be construed, interpreted, and enforced in
accordance with the laws of the State of Florida without giving effect to the conflict of law
provisions thereof.
17. Counterparts. This Agreement may be executed in any number of counterparts,
by facsimile, and by different parties hereto in separate counterparts, each of which when so
executed shall be deemed to be an original and each of which shall constitute but one and the same
Agreement.
18. Competency. All parties and their attorneys hereby represent and warrant that they
are legally competent to execute this Agreement.
19. Mutually Drafted. The Parties acknowledge that the drafting of this Agreement
is a mutual effort among the Parties and their counsel and that this Agreement is not to be construed
against either Party as the drafter.
20. Integrated Agreement. This Agreement sets forth and constitutes the final and
entire understanding between the Parties with respect to the settlement of differences, disputes,
and matters between the Parties in regards to the 2018 Action. There are no collateral
understandings, agreements, or other representations, express or implied, between the Parties
relating to the subject matter hereof. Any previous discussions, agreements or understandings
between or among the Parties regarding the subject matter hereof are hereby merged into and
superseded by this Agreement.
(Signature Page Follows)
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IN WITNESS WHEREOF, and intending to be legally bound, the Parties have set their
hands and executed this Agreement below.
ATTEST:
By:
Todd Hannon
City Clerk
Date:
ATTEST:
By:
Namef( aUt Cj
Date: 2-2- —
CITY:
CITY OF MIA1NV, a Florida municipal
corporation 7
By:
/lam
Name: !— r�MtAJ - An r
Title: TVI•4 V?4 Curter -
Date: c J
APPROVED AS TO FORM AND
CORRECTNESS:
Name:
Title:
Date:
NAUTILUS ENTERPRISES, LLC,
a Flot4dalimited-habi]'ty company
By:
Ignacio J. Vega-P nichet
Managing Member
Date:
-9-
7/
CHALKS AIRLINE, INC.,
a F I arida corpsrn
ATTE
By: By. -
Ignacio��ll
fid � [- ail MET- President Vega-P nichet
Name•
Date: ' 22 — 2 Date:
135325748
-10-
5 — d2.2— -2��
AERIAL
EPLAN ID: PZ-24-18327
REZONE
ADDRESS(ES) : 980 MACARTHUR CSWY
0 125 250
500 Feet
MIAMI 21 ATLAS (EXISTING)
EPLAN ID: PZ-24-18327
REZONE
ADDRESS(ES) : 980 MACARTHUR CSWY
0 125 250
500 Feet
MIAMI 21 ATLAS (PROPOSED)
EPLAN ID: PZ-24-18327
REZONE
ADDRESS(ES) : 980 MACARTHUR CSWY
0 125 250
500 Feet
T6-12
Ju glj
Island,
SAP
N
A