HomeMy WebLinkAboutBack-Up DocumentsMEMORANDUM OF UNDERSTANDING
BETWEEN CITY OF MIAMI, FLORIDA AND SWIRE PROPERTIES,
REGARDING PAYMENT OF AFFORDABLE HOUSING CONTRIBUTION
THIS MEMORANDUM OF UNDERSTANDING (the "MOU") is entered into this _
day of , 2025 between the CITY OF MIAMI, a municipal corporation of the State
of Florida ("City") and Swire Properties Inc., a Florida for profit corporation ("Swire").
RECITALS
WHEREAS, pursuant to Ordinance No. 13279 adopted on July 28, 2011, the Miami City
Commission approved, upon request by Swire, the original Brickell City Centre ("BCC") Special
Area Plan ("BCCSAP"), a 9.038 acre Special Area Plan established pursuant to Articles 3 and 7
of Ordinance No. 13114, the Zoning Ordinance of the City of Miami, Florida, as amended,
("Miami 21 Code"); and
WHEREAS, pursuant to Ordinance No. 13824 adopted on January 24, 2019, the Miami
City Commission approved the fourth phase of the BCC project to incorporate two (2) additional
development sites known as "BCC 650 SMA" and "BCC AP" into the project ("Phase"); and
WHEREAS, in connection with the third expansion of the BCCSAP for this Phase,
approved by Ordinance No. 13824, the City Commission also adopted Ordinance No. 13825,
approving a second development agreement ("Second Development Agreement") for this Phase
of the BCCSAP with Tobacco Road Property Holdings, LLC; BCC Road Improvement LLC;
and 2 Indian Creak Holdings, LLC ("New Developers:); and
WHEREAS, the Second Development Agreement included a public benefit that required
the New Developers to make a $1,000,000.00 contribution to the City of Miami to be then
allocated for affordable housing projects in the City, prior to issuance of a building permit for the
Phase known as "BCC 650 SMA" and "BCC AP" (the "Contribution"); and
WHEREAS, as a result of various factors, the Second Development Agreement between
the City and the New Developers for this Phase of the BCC has not yet been signed, and it is
unlikely that the payment condition trigger will be achieved in the near future; and
WHEREAS, pursuant to Ordinance No. 14106 adopted on September 22, 2022, the
Miami City Commission approved the fourth modification to the BCCSAP to make provision for
the "One BCC Signature Office" design alternative in a previously approved phase; and
WHEREAS, in connection with the BCCSAP amendment for the One BCC Signature
Office, the City Commission also adopted Ordinance No. 14107, approving a third amended and
restated development agreement with Swire that was later executed and recorded at ORB 33885,
PG 2507 of the Public Records of Miami -Dade County ("Development Agreement"); and
WHEREAS, during the approval process for the BCCSAP and Development Agreement
amendments in 2022, Swire voluntarily proffered to advance and satisfy the $1,000,000.00
affordable housing Contribution by paying it within 7 days of commencement of demolition at
77495962;1
the site of the One BCC Signature Office project, and in recognition of the City's critical housing
shortage; and
WHEREAS, on May 16, 2023, Swire hand delivered the Contribution to the City's
Finance Department, and a copy of the cover letter and cashier's check evidencing this delivery
are attached as Exhibit A hereto; and
WHEREAS, the acceptance of the Contribution contemplated in this MOU is subject to
and contingent upon formal approval by the City Commission, and shall not be deemed final until
such approval is obtained; and
WHEREAS, this MOU shall memorialize the voluntary proffer by Swire to satisfy the
Contribution, the acceptance by the City of the payment of the Contribution, and that the condition
to make the Contribution to the City for affordable housing projects as contemplated under the
Second Development Agreement is deemed satisfied; and
WHEREAS, the City's acceptance of the Contribution payment in no waives any remedies
it may have regarding enforcement of the obligations and ordinances related to the BCCSAP;
NOW, THEREFORE, in consideration for the covenants set forth herein and for other
good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
the parties hereto agree as follows:
1. All of the above recitals are true and correct in all respects and are incorporated by
reference herein as though set forth in full herein.
2. Swire agreed to voluntarily make the Contribution to the City in connection with the
Second Development Agreement as described herein.
3. The City acknowledges receipt of the full Contribution amount on May 16, 2023.
4. Based upon the City's receipt of the Contribution from Swire, the obligation to make
the Contribution as a public benefit in the BCCSAP is deemed fully satisfied and
requires no further action.
5. According to the terms of the adopted public benefits in the BCCSAP, after Swire
delivers the Contribution to the City, the City will allocate $200,000.00 equally to
each City Commission district to be spent through the City's Affordable Housing
Trust Fund.
6. Following the allocation of the Contribution funds, the City shall have no obligation
to return any portion of the funds, in any event whatsoever.
7. This MOU shall be incorporated into the pending Second Development Agreement
upon its full execution.
77495962;1
8. This MOU nor the City's acceptance of the Contribution payment in no waives any
remedies the City may have regarding enforcement of the obligations and ordinances
related to the BCCSAP and any and all amendments to the BCCSAP, including but not
limited to the new Phase and the Second Development Agreement.
9. The undersigned confirms that they are authorized to enter into and execute this MOU
on behalf of Swire, and have authority to bind Swire. As applicable, the most recent
Sunbiz and/or a duly adopted Resolution from Swire is attached hereto.
10. This MOU may be executed in any number of counterparts, each of which so executed
shall be deemed to be an original, and such counterparts shall together constitute but
one agreement. The parties shall be entitled to sign and transmit an electronic signature
of this MOU (whether by facsimile, PDF or other email transmission), which signature
shall be binding on the party whose name is contained therein. Any party providing an
electronic signature agrees to promptly execute and deliver to the other parties an
original signed MOU upon request.
11. This MOU may not be amended, suspended, superseded or otherwise modified except
by a written instrument, expressly identifying the modifications made and signed by
the authorized representative of each of the parties.
(Signatures on following page)
77495962;1
IN WITNESS WHEREOF, the parties hereto have caused this MOU to be executed by
their respective officials thereunto duly authorized on the date above written.
SWIRE PROPERTIES INC. a Florida
for profit corporatio,
Print Name: powtil
exAc-
Title: CCSiOl A Y `
STATE OF
COUNTY OFm
The foregoing instrument was acknowledged before me by means of physical presence or O online notarization, this
`_ day of 61 A �. , 2025, by /-I Y'r' I io7'/4- , as rl i of Swire Properties Inc., a
Florida for pr it corporation, on behalf of the corporation. He she is personally known to me or has produced as
identification.
(NOTARY PUBLIC SEA,I1VV'(PRY� pC/'t,'.
��12/08,2025
=co Marisa Chauvet
�
. My Commission Q
HI-1 2O6251
CITY OF MIAMI, a municipal
corporation of the State of Florida
DocuSigned by:
alb Nalnt,la.
6F?F�P,572� 42A...
Arthur Noriega V
City Manager
Date:
APPROVED AS TO INSURANCE
REQUIREMENTS j
David Ruiz
Interim Director
Date:
Sign- lure of ' erson Taking Acknowledgment
(I/44f/c
(Printed, Typed, or Stamped Name of Notary Public)
Signed by:
ATTEST:
,—DocuSigned by:
--F48f7hBMCF1459
Todd Hannon Date:
City Clerk July 3, 2025 1 21:36:04 EDT
APPROVED AS TO FORM AND
CORRECTNESS:
,—DocuSigned by:
GtntrOt, 00(isa 111
—8877-6.E.9.FFR8748R
George K. Wysong III
City Attorney
RP #23-3069K
Date:
77495962;1
EXHIBIT A
[see attachment]
77495962;1
akerman
May 16, 2023
VIA HAND DELIVERY
Lakisha Hull, AICP, LEED AP BD+C, Director
City of Miami Planning Department
444 SW 2nd Avenue, 3rd Floor
Miami, FL 33130
Nicholas J. Barshel
Akerman LLP
Three Brickell City Centre
98 SE 7th Street, Suite 1100
Miami, FL 33131
Tel: 305 982 5538
nicholas.barshel@akerman.com
RE: Brickell City Centre Affordable Housing Contribution
Dear Ms. Hull,
As you know, we sent a letter to the City Manager on April 25th requesting payment
instructions for a $1,000,000 affordable housing contribution related to a public benefit condition
in the Brickell City Centre SAP. In the letter, we also requested the City's confirmation through a
countersignature that, upon payment of the $1,000,000 check for affordable housing, the City
will consider this public benefit condition fully satisfied under the relevant SAP development
agreement with Swire Properties, Inc. (see attached original letter for reference).
Since then, you advised that it is not typical for the City Manager to countersign such a
letter in advance of receiving the public benefit contribution. However, you stated that Planning
is available to send an email confirming satisfaction of the condition in the Brickell City Centre
SAP development agreement after the full payment amount is delivered by Swire. Additionally,
the City's Finance Department has separately stated that Finance can send an email confirmation
acknowledging receipt of the payment after Swire delivers the check to the City's cashiers.
On this basis, we are providing the enclosed check for $1,000,000 to the City of Miami on
behalf of Swire Properties, Inc. As discussed, this payment is being provided specifically to satisfy
a public benefit condition of the Brickell City Centre SAP regarding a $1,000,000 affordable
housing contribution that will be allocated to various City initiatives after receipt.
70456999;1
May 16, 2023
Page 2
Please acknowledge payment receipt by the City, and confirm that the relevant public
benefit condition has now been fully satisfied under the Brickell City Centre SAP. Thank you.
Sincerely,
Nicholas Barshel,
Akerman LLP
Enclosure
cc: Arthur Noriega, City Manager
Nzeribe Ihekwaba, Deputy City Manager
Armando Blanco, Finance Department
Erica Lee, Planning Department
70456999;1
akerman
April 25, 2023
Arthur Noriega, City Manager
City of Miami
3500 Pan American Drive
Miami, FL 33133
Spencer Crowley
Akerman LLP
Three Brickell City Centre
98 Southeast Seventh Street
Suite 1100
Miami, FL 33131
D: 305 982 5549
spencer.crowley@akerman.com
RE: Delivery of Brickell City Centre Affordable Housing Contribution
Dear Mr. Noriega,
As you know, this firm represents Swire Properties, Inc. ("Swire") and its affiliates in
matters regarding development of Brickell City Centre ("BCC"). Last year the City Commission
adopted an amendment to the BCC Special Area Plan ("SAP") and corresponding development
agreement to facilitate a signature office project on the One BCC block. In connection with that
approval, Swire agreed to contribute $1,000,000 towards affordable housing in the City of Miami
at the time of commencing demolition of the existing buildings at One BCC. According to the
terms reached between Swire and the City, this agreement advances and satisfies a public benefit
condition from a previously approved phase of BCC. See attached copy of the letter presented
to City Commission.
Although demolition of the first building at the One BCC site requires some additional
preparation, Swire is ready to make the $1,000,000 affordable housing contribution now, prior
to its actual due date to the City. Ideally, Swire will be able to deliver the payment to the City
this week, prior to an on -site event being planned for May 4th with City officials to officially
announce commencement of the One BCC signature office redevelopment.
In connection with delivery of the $1,000,000 affordable housing contribution, Swire is
requesting the City's preferred method of payment and a reference account or number to ensure
that the contribution is properly allocated to the intended purpose. According to the public
benefit listed in the BCC SAP development agreement, after Swire pays this amount to the City,
70036978;3
April 25, 2023
Page 2
the City will allocate $200,000 equally to each City Commission district to be spent either through
the Anti -Poverty Initiative or placed into the City's Affordable Housing Trust Fund.
Finally, we request the City's confirmation through a countersignature on this letter
below that, upon payment of the above -referenced $1,000,000 check for affordable housing, the
City will consider this public benefit condition fully satisfied under the relevant BCC SAP
development agreement with Swire.
Please let us know if you have any questions. Thank you for your attention to this matter.
Sincerely,
Spencer Crowley
Enclosure
cc: Nzeribe Ihekwaba
Lakisha Hull
David Snow
CITY OF MIAMI ACKNOWLEDGEMENT:
By:
Arthur Noriega,
City Manager
70036978;3
SWIRE PROPERTIES
July 28, 2022
Arthur Noriega
City Manager
3500 Pan American Drive
Miami, FL 33133
RE: Affordable Housing Contribution - One BCC Signature Office Project
Dear Mr. Noriega,
As you know, Swire Properties is the developer of Brickell City Centre (BCC) and is currently
seeking minor revisions to the existing entitlements for the One BCC Project on Brickell
Avenue. The City Commission will consider this matter on first reading at its July 28, 2022
meeting (PZ.11 and PZ.12). In connection with this item, Swire is hereby offering to advance and
satisfy a condition that is currently connected to a separate phase of BCC.
In 2019, the City Commission approved a separate phase of the BCC project, and in connection
with that approval Swire agreed to a $1,000,000 contribution to affordable housing in the City of
Miami, to be divided equally between the five City Commission districts and paid upon building
permit issuance for that Phase of the project. As a result of various factors, this Phase of BCC is
moving more slowly than One BCC, and it is unlikely that the payment trigger will be achieved in
the near future.
In recognition of the City's critical housing shortage, Swire hereby agrees to advance and satisfy
the $1,000,000 affordable housing contribution, to be divided equally between the five City
Commission districts, by paying it within 7 days of commencement of demolition at the site of the
Signature Office Project. The City's acceptance of these funds will deem the condition satisfied,
and no further changes to the entitlements for BCC will be necessary or required.
Sincerely,
Rodrigo Bilbao
VP, Development & Design
Swire Properties
98 SE 7th Street, Suite 501, Miami, FI 33131
NON-NEGOTIABLE
Cashier's Check Terms and Conditions:
• Specific state laws will consider these funds to be "abandoned" if the Cashier's Check is not cashed by a certain time.
• Please cash/deposit this Cashier's Chuck as soon as possible to prevent this from occurring.
• Placing a Stop Payment on a Cashier's Check:
• Stop Payment can only be placed if the Cashier's Check is lost, stolen, or destroyed.
• We may not re -issue or refund the funds after the stop payment has been placed until 90 days after the original
check was issued.
Please visit an HSBC Branch to report a lost, stolen, or destroyed Cashier's Check.
For any other information about this item, please call 1.877.472.2249
Customer Copy
Please keep, this copy as a record of the transaction.
Check #: 0201204235
Date Issued: April 28, 2023
Remitter: HSBC Bank USA, N.A.
Drawer: HSBC BANK USA, N.A.
Pay:
$1,000,000.00
To The Order Of:
CITY OF MIAMI
RQIg pOCUMEINIT UP TO THE LIGHT TO VIEW TRUE WATERMARK . ,. .
Branch: 373
HSBC Bank USA, N.A.
REMITTER
PAY USD ONE MILLION ONLY
TO THE ORDER OF CITY OF MIAMI
April 28, 2023
'HSBC BANK USA, N.A.
DRAWER
DO NOT WRITE OUTSIDE THIS BOX
MEMO: re Pro perf.,e�-'Affor) blc Hoir5'01
NOTE: For information only. Comment has no effect on bank's payment. %u '' oY .
CASHIER'S CHECK 50-125
223
No.0201204235
$1,000,000.00 USD
AUTHORIZED SIGNATURE
F aPu
Dales on
B k.
NP
0020L2042350 402230L2531: 7L30L155611'