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HomeMy WebLinkAboutSubstitution Memo from Dept of Real Estate and Asset ManagementCITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM TO: Arthur Noriega City Manager FROM: Andrew Frey, Director Ar DREAM DATE: October 21, 2025 C3 - v SUBJECT: Substitution for File ID 18$344or o October 23, 2025 Agenda— c N tV REFERENCES: Legislation - Item RE.16 ENCLOSURES: r— w m 0 ITi Item RE. 16 A RESOLUTION OF THE MIAMI CITY COMMISSION, AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A SIXTH AMENDMENT TO THE AMENDED AND RESTATED LEASE AGREEMENT (RETAIL PARCEL) ("LEASE") BETWEEN THE CITY OF MIAMI ("CITY") AND BAYSIDE MARKETPLACE, LLC, A DELAWARE LIMITED LIABILITY COMPANY, SUCCESSOR BY MERGER TO BAYSIDE CENTER LIMITED PARTNERSHIP ("DEVELOPER"), IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, FOR THE CITYOWNED PROPERTY LOCATED AT 401 BISCAYNE BOULEVARD, MIAMI, FLORIDA TO MODIFY CERTAIN PROVISIONS OF THE LEASE TO INCLUDE CONSTRUCTION OF INTERIM IMPROVEMENTS AND UTILITY PEDESTALS, PROVISION OF NOT LESS THAN 1000 SQUARE FEET OF LEASE SPACE TO ACCOMMODATE CITY FIREBOAT CREW SERVICES, ESTABLISH PIER RENT PAYABLE BY TENANT TO CITY IN THE AMOUNT OF $1,059,082.00 ANNUALLY, AND AUTHORIZE CONSIDERATION OF TENANT'S NEW ALTERNATIVE DEVELOPMENT PROPOSAL ("ALTERNATIVE PROPOSAL"), IN LIEU OF A TOWER; PROVIDING ANY SUCH ALTERNATIVE PROPOSAUS SHALL BE DOCUMENTED IN AN AMENDMENT TO THE LEASE, PRESENTED FOR CITY COMMISSION APPROVAL, AND, IF REQUIRED BY APPLICABLE LAW, VOTER REFERENDUM APPROVAL; SUBJECT TO ALL APPLICABLE LAWS, RULES, AND REGULATIONS OF THE CITY OF MIAMI WITH ADDITIONAL TERMS AND CONDITIONS AS MORE PARTICULARLY SET FORTH IN THE SIXTH AMENDMENT TO THE LEASE. This item is being substituted to reflect the following changes: • New Title: A RESOLUTION OF THE MIAMI CITY COMMISSION, AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A SIXTH AMENDMENT TO THE AMENDED AND RESTATED LEASE AGREEMENT (RETAIL PARCEL) ("LEASE") BETWEEN THE CITY OF MIAMI ("CITY") AND BAYSIDE MARKETPLACE, LLC, A DELAWARE LIMITED LIABILITY COMPANY, SUCCESSOR BY MERGER TO BAYSIDE CENTER LIMITED PARTNERSHIP ("DEVELOPER"), IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, FOR THE CITY -OWNED PROPERTY LOCATED AT 401 BISCAYNE BOULEVARD, MIAMI, FLORIDA TO MODIFY CERTAIN PROVISIONS OF THE LEASE TO INCLUDE CONSTRUCTION OF INTERIM IMPROVEMENTS AND UTILITY PEDESTALS, PROVISION OF NOT LESS THAN 1,000 SQUARE FEET OF LEASE SPACE TO ACCOMMODATE CITY FIREBOAT CREW SERVICES, ESTABLISH PIER RENT PAYABLE BY TENANT TO CITY IN THE AMOUNT OF $1,059,082.00 ANNUALLY, AND AUTHORIZE TENANT'S NEW ALTERNATIVE DEVELOPMENT PROPOSAL, SUBJECT TO ALL APPLICABLE LAWS, RULES, AND REGULATIONS OF THE CITY WITH ADDITIONAL TERMS AND CONDITIONS AS MORE PARTICULARLY NEGOTIATED AND SET FORTH IN THE SIXTH AMENDMENT TO THE LEASE. i B s3q sthaw,o, mwka Uo-, m0. n� a<V �rn,�.,� • New WHEREAS clause, the Developer has terminated the Tower Sublease and wishes to provide for an alternative proposal, which acknowledges the development of the signature observation ferris wheel and incorporates an additional requirement to construct a structure with a height of at least fifty (50) feet and a minimum of five thousand (5,000) square feet of observation area ("Alternative Proposal"). • New WHEREAS clause, the Sixth Amendment shall include the Alternative Proposal as well as various other benefits to be negotiated by the City Manager, including, but not limited to, construction of interim improvements and utility pedestals, the allocation of one thousand (1,000) square feet of lease space for use by the City's Fire Department, and the establishment of pier rent payable by Tenant to City in the amount of $1,059,082.00 annually; and • Section 2 Modification. The City Manager is authorized' to negotiate and execute the Sixth Amendment, in a form acceptable to the City Attorney, for the Leased Property to modify certain provisions of the Lease including, but not limited to, construction of interim improvements and utility pedestals, provision of not less than one thousand (1,000) square feet of lease space to accommodate City Fireboat Crew Services, establish pier rent payable by Tenant to City in the amount of $1,059,082.00 annually, and authorize the Alternative Proposal, in lieu of a Tower. Approved: Arthur Noriega City Manager �— DocuSigned by: 1146Ar hbint ax 850CF6C372DD42A... Uri ' The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to, those prescribed by applicable City Charter and City Code provisions. City of Miami Resolution Legislation City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 18334 Final Action Date: A RESOLUTION OF THE MIAMI CITY COMMISSION, AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A SIXTH AMENDMENT TO THE AMENDED AND RESTATED LEASE AGREEMENT (RETAIL PARCEL) ("LEASE") BETWEEN THE CITY OF MIAMI ("CITY") AND BAYSIDE MARKETPLACE, LLC, A DELAWARE LIMITED LIABILITY COMPANY, SUCCESSOR BY MERGER TO BAYSIDE CENTER LIMITED PARTNERSHIP ("DEVELOPER"), IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, FOR THE CITY -OWNED PROPERTY LOCATED AT 401 BISCAYNE BOULEVARD, MIAMI, FLORIDA TO MODIFY CERTAIN PROVISIONS OF THE LEASE TO INCLUDE CONSTRUCTION OF INTERIM IMPROVEMENTS AND UTILITY PEDESTALS, PROVISION OF NOT LESS THAN 1,000 SQUARE FEET OF LEASE SPACE TO ACCOMMODATE CITY FIREBOAT CREW SERVICES, ESTABLISH PIER RENT PAYABLE BY TENANT TO CITY IN THE AMOUNT OF $1,059,082.00 ANNUALLY, AND AUTHORIZE CONSIDERATION OF TENANT'S NEW ALTERNATIVE DEVELOPMENT PROPOSAL, ("ALTERNATIVE PROPOSAL"), IN LIEU OF A TOWER; PROVIDING ANY SUCH ALTERNATIVE PROPOSAL/S SHALL BE DOCUMENTED IN AN AMENDMENT TO THE LEASE, PRESENTED FOR CITY COMMISSION APPROVAL, AND, IF REQUIRED BY APPLICABLE LAW, VOTER REFERENDUM APPROVAL; SUBJECT TO ALL APPLICABLE LAWS, RULE AND REGULATIONS OF THE CITY OF MIAMI WITH ADDITIONAL TERMS cp 7 AND CONDITIONS AS MORE PARTICULARLY NEGOTIATED AND SET 2 7i FORTH IN THE SIXTH AMENDMENT TO THE LEASE. —3 r.. N`L1 WHEREAS, the City of Miami ("City") and Bayside Marketplace, LLC, a Delaware Limited Liability Company, successor by merger to Bayside Center Limited Partnership ("Developer"), are the current landlord and tenant, respectively, under that certain Amendeccnd Restated Lease Agreement dated October 15, 1985, as amended by that certain Firsts Amendment to Amended and Restated Lease Agreement dated August 19, 1986, as further amended by that certain Second Amendment to Amended and Restated Lease Agreement dated November 24, 1987, as further amended by that certain Third Amendment to Amended and Restated Lease Agreement dated April 15, 1993, as further amended by that certain Release and Settlement Agreement dated December 30, 2008, as amended by that certain Fourth Amendment to Amended and Restated Lease Agreement dated September 24, 2014, and, as further amended by that Fifth Amendment to Amended and Restated Lease Agreement dated May 29, 2020 (collectively and together with all attachments, exhibits, or riders thereto, "Lease") for certain premises located at Bayside Marketplace in Miami, Florida, as more particularly described in the Lease ("Leased Property"); and WHEREAS, a memorandum of the Lease was recorded in Book 12684, at Page 157 and supplemented in Book 13492, at Page 3199 of the Public Records of Miami -Dade County, Florida; and City of Miami Page 1 of 2 File ID: 18334 (Revision:) Printed On: 10/20/2025 File ID: 18334 Enactment Number: WHEREAS, the Developer has terminated the Tower Sublease and wishes to provide for an alternative proposal, which acknowledges the development of the signature observation ferris wheel and incorporates an additional requirement to construct a structure with a height of at least fiftv (50) feet and a minimum of five thousand (5,000) square feet of observation area ("Alternative Proposal") and WHEREAS, the City and the Developer (collectively, "Parties") desire to modify certain provisions of the Lease, as more specifically set forth in the sixth amendment to the Lease ("Sixth Amendment"); and WHEREAS, the Sixth Amendment shall include the Alternative Proposal as well as various other benefits to be negotiated bv the City Manager, including, but not limited to, construction of interim improvements and utility pedestals, the allocation of one thousand (1,000) square feet of lease space for use bv the Citv's Fire Department, and the establishment of pier rent payable by Tenant to City in the amount of $1,059,082.00 annually: and WHEREAS, the Sixth Amendment shall be presented to the City of Miami Climate Resilience Committee Advisory Board ("CRC") on the next feasible CRC Board agenda for its review in accordance with Section 2-1271 of the Code of the City of Miami, Florida, as amended; and WHEREAS, the Sixth Amendment is subject to all other applicable laws, rules, and regulations of the City of Miami including Ordinance No. 13114, the Zoning Ordinance of the City of Miami, Florida, as amended ("Miami 21 Code"); 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. The City Manager is authorized' to negotiate and execute the Sixth Amendment, in a form acceptable to the City Attorney, for the Leased Property to modify certain provisions of the Lease including, but not limited to, construction of interim improvements and utility pedestals, provision of not less than one thousand (1,0001 square feet of lease space- i accommodate City Fireboat Crew Services, establish pier rent payable by Tenant to pity in'i e amount of $1,059,082.00 annually, and authorize n "the Alternative Proposal), in lieu of a Tower roviding-alyo s„"j IV TI Section 3. This Resolution shall become effective immediately upon adoptiellAnd ca m signature of the Mayor.2 m r 2.) va APPROVED AS TO FORM AND CORRECTNESS: 1 The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to, those prescribed by applicable City Charter and City Code provisions. 2 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 2 of 2 File ID: 18334 (Revision:) Printed on: 10/20/2025 SIXTH AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT (RETAIL PARCEL) THIS SIXTH AMENDMENT TO AMENDED AND RESTATED LEASE AGREEMENT (RETAIL PARCEL) (this "Amendment") is made and entered into this day of , 2025 ("Effective Date"), by and between CITY OF MIAMI, a municipal corporation of the State of Florida ("City") and BAYSIDE MARKETPLACE, LLC, a Delaware limited liability company, successor by merger to Bayside Center Limited Partnership ("Developer"). The City and Developer are hereby collectively referred to as the "Parties." WITNESSETH: WHEREAS, City and Developer are the current landlord and tenant, respectively, under that certain Amended and Restated Lease Agreement dated as of October 15, 1985, as amended by that certain First Amendment to Amended and Restated Lease Agreement dated as of August 19, 1986, as further amended buy that certain Second Amendment to Amended and Restated Lease Agreement dated as of November 24, 1987, as further amended by that certain Third Amendment to Amended and Restated Lease Agreement dated as of April 15, 1993, as further amended by that certain Release and Settlement Agreement dated as of December 30, 2008, as further amended by that certain Fourth Amendment to Amended and Restated Lease Agreement dated September 24, 2014 (the "Fourth Amendment"), and as further amended by that certain Fifth Amendment to Amended and Restated Lease Agreement dated May 29, 2020 (collectively and together with any amendments, attachments, exhibits or riders thereto, the "Lease"), and also modified by that certain Tri-Party Agreement regarding Port Boulevard among the City, Bayside and Metropolitan Dade County dated July 19, 1988 and recorded in Official Records Book 17939, Page 1026, in the Public Records of Miami -Dade County, Florida (the "Public Records"), as amended by that certain Agreement dated December 8, 1997 and further amended by that certain Second Amendment to Tri-Party Agreement dated December 29, 2003 and recorded on February 20, 2004 in Official Records Book 22060, Page 2591, in the Public Records (collectively, the "Tri-Party Agreement," and together with the Lease and the Memoranda (as defined below), collectively, the "Lease Documents") for certain premises located at Bayside Marketplace in Miami, Florida, as more particularly described in the Lease (the "Leased Property"); WHEREAS, a memorandum of the Lease was recorded in Official Records Book 12684, at Page 157, and supplemented in Official Records Book 13492, at Page 3199, and supplemented in Official Records Book 29408, at Page 2929, all in the Public Records of Miami -Dade County, Florida (collectively, the "Memoranda"); and WHEREAS, City and Developer desire to modify certain provisions of the Lease, on the terms and conditions set forth herein, and subject to approval from the Miami City Commiss. NOW THEREFORE, in consideration of the foregoing and for other good -and val ble ;. consideration, the receipt and sufficiency of which is hereby acknowledged, City and -DevO per, hereby agree that the foregoing recitals are true and correct, and further agree as follows: ry 1. Definitions. All capitalized terms used in this Amendment shall have the meanings definitions ascribed to such terms in the Lease (as defined in the first recital above), as modified by this Amendment. 2. Tower Sublease Terminated. a. The Tower was never constructed and the Tower Sublease has been terminated. Sections 4(f), 5(e), 10, 17(i) and 17(j) of the Fourth Amendment, Section 1(b) to Exhibit "B" of the Fourth Amendment, Exhibit E of the Fourth Amendment, and all references related to the Tower whatsoever, in the Fourth Amendment and the Exhibits thereto, and in any other Lease Document are hereby deleted in their entirety. b. Developer shall, at Developer's sole cost and expense, indemnify, defend, save, and hold harmless the City, its officers, officials, employees, agents and assigns (collectively, "Indemnitees") from and against any and all actions, claims, liabilities, or demands, including without limitation suits at law or in equity, or before administrative tribunals (collectively, "Liabilities"), to the extent arising out of, resulting from, or in connection with this Agreement, including without limitation the granting thereof, whether it is, or is alleged to be, directly or indirectly caused, in whole or in part, by any act, omission, default or negligence (whether active or passive) of the Indemnitees, or any of them. This Indemnification provision shall survive the expiration, termination, or cancellation of this Agreement and shall continue in effect until the expiration of the corresponding statute of limitations or the tolling thereof. The word Liabilities used in this section includes claims and actions relative to the Liabilities. The Developer acknowledges that it has received good, sufficient, and independent consideration for this indemnification, which is provided as a material inducement for the City to enter into this Agreement. The City has relied upon the inclusion of such indemnity provisions as a fundamental basis for its willingness to enter into this Agreement. To the extent that Developer undertakes any indemnification obligations under this section, and notwithstanding any provision herein to the contrary, the Indemnitees shall each have its choice of counsel for a defense and control resolution of the subject Liabilities. c. A new Section 4(f) of the Fourth Amendment is hereby added as follows: Commencing on the date that is two (2) years following the Effective Date (the "Pier Rent Commencement Date"), Developer shall pay to the City $1,059,082 per annum ("Pier Rent"), in equal monthly installments on the first (1') day of the full calendar month following the Pier Rent Commencement Date and thereafter, on the first (1st) day of each calendar month during the balance of the Lease Term. Pier Rent for any partial calendar month during the Lease Term shall be prorated based on the number of days in a particular calendar month within the Lease Term against the total number of days in the applicable calendar month. Pier Rent shall be subject to annual CPI Escalations; provided, however, that in no event shall Pier Rent increase by an amoynt greater than the Maximum CPI Percentage. 3. Renovation Work. --a N a. The Parties hereby acknowledge and agree that all of DeveloWer's obligations relating to the Renovation Work described in the Fourth Amendment and the Exfi bits thereto has been completed, including, without limitation the payment(s) to the City pf the 1 Participation Interest, Developer's Payment and Foundation Contribution(s). 4. Land Uses. 2 a. The Parties hereby agree that, notwithstanding anything in the Lease or in any other Lease Document to the contrary, Developer shall have the right to use and occupy the Leased Property for any lawful purpose, provided that such use shall be in compliance with all applicable codes, rules and regulations. 5. Alterations and Renovations. a. Parties hereby agree that, notwithstanding anything in the Lease or in any other Lease Document to the contrary, Developer from time to time may make such alterations or renovations to the Leased Property as it shall deem desirable, provided that such alterations or renovations shall be in compliance with all applicable codes, rules and regulations. In such an event, Developer must secure and pay for any and all permits and approvals required by the applicable zoning code(s) to perform any of the contemplated alterations or renovations. b. Developer, at its sole cost and expense and without the need of any further approvals or consents from City, shall complete the construction of certain interim improvements more particularly described on Exhibit "A" attached hereto and made a part hereof (collectively, the "Interim Improvements") to that portion of the Leased Property having folio no. 01-0100- 000-0540 (the "Vacant Parcel"). With respect to the utility pedestals described on Exhibit "B" (the "Utility Pedestals"), following such installation, the City shall be solely responsible, at its sole cost, for all maintenance, repair, and shall be responsible for the payment of all utilities and charges associated with the Utility Pedestals. c. Developer, at its sole cost and expense and without the need of any further approvals or consents from City, shall provide an ice maker in an area designated by Developer, but in close proximity to the marina, for marina patrons to purchase ice from Developer or its vendors. d. Developer has already developed a signature Observation Ferris Wheel within the Leased Property. The Observation Ferris Wheel serves as an iconic structure fronting Biscayne Bay with 360-degree scenic views of the City of Miami and its skyline. In addition, within twenty-four (24) months following the Effective Date, the Developer shall provide building plans and submit for building permits for a new improvement within the Vacant Parcel which shall include the following: 1. An elevated structure of a minimum of 50 Feet; and 2. The observation area shall be a minimum of 5,000 SF and may contain a mixture of internal and external areas with unobstructed views. In order to obtain unobstructed views, the observation area will be on the top floor and/or roof deck of the building. 6. Fire Department Space. 3 t a. Parties hereby agree that Developer shall identify a location within the Leased Property of at least 1,000 square feet ( the "Crew Premises") for it to be used by the City's Fire Department Fireboat Crew ("Crew"). Any improvements to the Crew Premises shall be made by the Crew at its sole cost and expense. Developer shall have the right to request at any time that the Crew relocate, at its sole cost and expense, to the Crew Premises within sixty (60) days of Developer's written notice. 7. The last sentence in Paragraph 3(b) of the Fourth Amendment is hereby amended to include the word "first" before the words "second, third or fourth ...." 8. Miscellaneous. a. Each of City and Developer hereby acknowledges and agrees that neither is presently aware of any continuing defaults by reason of any act or omission on the part of the other party under the Lease and that as of the date of execution each party has fulfilled all of its duties and obligations under the Lease to date. b. This Amendment shall be construed and governed in accordance with the laws of the State of Florida. Venue in any actions or proceedings between the parties shall be in Miami -Dade County, Florida. In order to expedite such actions or proceedings the parties knowingly and voluntarily waive their right to a jury trial in any such actions or proceedings. Developer and City each agree to pay their own attorneys' fees in connection with any such actions or proceedings. c. This Amendment may be executed in any number of counterparts and by the separate parties hereto in separate counterparts, each of which shall be deemed an original, but al of which shall constitute one and the same instrument. d. Each party hereby represents and warrants to the other party that (i) it has the full right and authority to enter into this Amendment, and (ii) this Amendment is a binding and valid document enforceable in accordance with its terms. e. This Amendment shall be deemed a part of but shall take precedence over and supersede any provisions to the contrary contained in the Lease. Except as modified hereby, all of the provisions of the Lease which are not in conflict with the terms of this Amendment, shall remain in full force and effect and, as modified hereby, the Lease is hereby ratified and confirmed in all respects. f. This Amendment shall be binding upon the parties hereto and their respective successors and permitted assigns. g. At the request of Developer, City agrees to enter into a memorandum of this Amendment to be placed of record in the Public Records of Miami -Dade County in such form as Developer and City shall mutually agree. Developer shall be responsible for all recording cons with respect to such memorandum. ry N f.M 4 w €l) 0 h. The terms "business day" or "business days," as used herein, shall mean, individually or collectively, as the case may be, each calendar day of the week other than Saturday, Sunday and any nationally recognized legal holiday. [REMAINDER OF PAGE LEFT BLANK INTENTIONALLY] 5 IN WITNESS WHEREOF, the parties have duly executed this Amendment as of the Effective Date. ATTEST: CITY OF MIAMI, a municipal corporation of the State of Florida By: By: , City Clerk Name: Title: City Manager WITNESSES: Print Name: Address: Print Name: Address: ATTEST: APPROVED AS TO LEGAL FORM APPROVED AS INSURANCE REQUIREMENT AND CORRECTNESS: By: By: Name: Name: Title: City Attorney Title: Director of Risk Manager ATTEST: WITNESSES: BAYSIDE MARKETPLACE, LLC, a Delaware limited liability company By: Printed Name: Name: Address: Title: Authorized Signatory Printed Name: Address: 6 c., STATE OF FLORIDA ) ) ss. COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me by means of physical presence or Li online notarization, this day of , 2025, by , as City Manager of the City of Miami, a municipal corporation of the State of Florida. He/She is personally known to me OR L produced as identification. (Seal) Notary Public STATE OF ) ) ss. COUNTY OF ) The foregoing instrument was acknowledged before me by means of J physical presence or ❑ online notarization, this day of , 2025, by , as Authorized Signatory of Bayside Marketplace, LLC, a Delaware limited liability company, successor by merger to Bayside Center Limited Partnership. He/She is ® personally known to me OR produced as identification. (Seal) 7 Notary Public Lza %V N W f" , :4.71 ) OS :C Wd ZZ 130 SZOZ 8 rn 0 n EXHIBIT A DESCRIPTION OF INTERIM IMPROVEMENTS 1. Backfill, line grade and compact affected areas of the Vacant Parcel to prevent water- ponding. 2. Landscape Vacant Parcel with grass. 3. Engage consultant(s) to assess and recommend any necessary seawall restoration. 4. Complete Pier 5 awning restoration. 5. Reimburse City an amount equal to $ in connection with improvements made by the City to the marina building, restrooms, two (2) AC units, ramps and stairs within the Leased Property. 6. Paint marina building and perform any necessary concrete repairs. 7. Install the following: • (4) PCMFS 12 UTILITY PEDESTAL • (4) PCMFS 12 UTILITY PEDESTAL • Fire suppression line ACTIVE 689673382v10 9 City of Miami Resolution Legislation City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 18334 Final Action Date: A RESOLUTION OF THE MIAMI CITY COMMISSION, AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A SIXTH AMENDMENT TO THE AMENDED AND RESTATED LEASE AGREEMENT (RETAIL PARCEL) ("LEASE") BETWEEN THE CITY OF MIAMI ("CITY") AND BAYSIDE MARKETPLACE, LLC, A DELAWARE LIMITED LIABILITY COMPANY, SUCCESSOR BY MERGER TO BAYSIDE CENTER LIMITED PARTNERSHIP ("DEVELOPER"), IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, FOR THE CITY -OWNED PROPERTY LOCATED AT 401 BISCAYNE BOULEVARD, MIAMI, FLORIDA TO MODIFY CERTAIN PROVISIONS OF THE LEASE TO INCLUDE CONSTRUCTION OF INTERIM IMPROVEMENTS AND UTILITY PEDESTALS, PROVISION OF NOT LESS THAN 1,000 SQUARE FEET OF LEASE SPACE TO ACCOMMODATE CITY FIREBOAT CREW SERVICES, ESTABLISH PIER RENT PAYABLE BY TENANT TO CITY IN THE AMOUNT OF $1,059,082.00 ANNUALLY, AND AUTHORIZE TENANT'S NEW ALTERNATIVE DEVELOPMENT PROPOSAL, SUBJECT TO ALL APPLICABLE LAWS, RULES, AND REGULATIONS OF THE CITY WITH ADDITIONAL TERMS AND CONDITIONS AS MORE PARTICULARLY NEGOTIATED AND SET FORTH IN THE SIXTH AMENDMENT TO THE LEASE. WHEREAS, the City of Miami ("City") and Bayside Marketplace, LLC, a Delaware Limited Liability Company, successor by merger to Bayside Center Limited Partnership ("Developer"), are the current landlord and tenant, respectively, under that certain Amended and Restated Lease Agreement dated October 15, 1985, as amended by that certain First Amendment to Amended and Restated Lease Agreement dated August 19, 1986, as further amended by that certain Second Amendment to Amended and Restated Lease Agreement, dated November 24, 1987, as further amended by that certain Third Amendment to Amend d �Jl and Restated Lease Agreement dated April 15, 1993, as further amended by that certain Release and Settlement Agreement dated December 30, 2008, as amended by that certain Fourth Amendment to Amended and Restated Lease Agreement dated September 24, 2044, and, as further amended by that Fifth Amendment to Amended and Restated Lease AgrAinent dated May 29, 2020 (collectively and together with all attachments, exhibits, or riders thereto, "Lease") for certain premises located at Bayside Marketplace in Miami, Florida, as more _ =1 particularly described in the Lease ("Leased Property"); and �� ill CFI WHEREAS, a memorandum of the Lease was recorded in Book 12684, at Page 157 and supplemented in Book 13492, at Page 3199 of the Public Records of Miami -Dade County, Florida; and WHEREAS, the Developer has terminated the Tower Sublease and wishes to provide for an alternative proposal, which acknowledges the development of the signature observation ferris wheel and incorporates an additional requirement to construct a structure with a height of City of Miami Page 1 of 2 File ID: 18334 (Revision:) Printed On: 10/20/2025 File ID: 18334 Enactment Number: at least fifty (50) feet and a minimum of five thousand (5,000) square feet of observation area ("Alternative Proposal") and WHEREAS, the City and the Developer (collectively, "Parties") desire to modify certain provisions of the Lease, as more specifically set forth in the sixth amendment to the Lease ("Sixth Amendment"); and WHEREAS, the Sixth Amendment shall include the Alternative Proposal as well as various other benefits to be negotiated by the City Manager, including, but not limited to, construction of interim improvements and utility pedestals, the allocation of one thousand (1,000) square feet of lease space for use by the City's Fire Department, and the establishment of pier rent payable by Tenant to City in the amount of $1,059,082.00 annually; and WHEREAS, the Sixth Amendment shall be presented to the City of Miami Climate Resilience Committee Advisory Board ("CRC") on the next feasible CRC Board agenda for its review in accordance with Section 2-1271 of the Code of the City of Miami, Florida, as amended; and WHEREAS, the Sixth Amendment is subject to all other applicable laws, rules, and regulations of the City of Miami including Ordinance No. 13114, the Zoning Ordinance of the City of Miami, Florida, as amended ("Miami 21 Code"); 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. The City Manager is authorized' to negotiate and execute the Sixth Amendment, in a form acceptable to the City Attorney, for the Leased Property to modify certain provisions of the Lease including, but not limited to, construction of interim improvements and utility pedestals, provision of not less than one thousand (1,000) square feet of lease space to accommodate City Fireboat Crew Services, establish pier rent payable by Tenant to City in the amount of $1,059,082.00 annually, and authorize the Alternative Proposal, in lieu of a Tower. Section 3. This Resolution shall become effective immediately upon adoption and signature of the Mayor.2 APPROVED AS TO FORM AND CORRECTNESS: I 1 The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to, those prescribed by applicable City Charter and City Code provisions. 2 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 2 of 2 File ID: 18334 (Revision:) Printed on: 10/20/2025 City of Miami Legislation Resolution File Number: 18334 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com Final Action Date: A RESOLUTION OF THE MIAMI CITY COMMISSION, AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A SIXTH AMENDMENT TO THE AMENDED AND RESTATED LEASE AGREEMENT (RETAIL PARCEL) ("LEASE") BETWEEN THE CITY OF MIAMI ("CITY") AND BAYSIDE MARKETPLACE, LLC, A DELAWARE LIMITED LIABILITY COMPANY, SUCCESSOR BY MERGER TO BAYSIDE CENTER LIMITED PARTNERSHIP ("DEVELOPER"), IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, FOR THE CITY -OWNED PROPERTY LOCATED AT 401 BISCAYNE BOULEVARD, MIAMI, FLORIDA TO MODIFY CERTAIN PROVISIONS OF THE LEASE TO INCLUDE CONSTRUCTION OF INTERIM IMPROVEMENTS AND UTILITY PEDESTALS, PROVISION OF NOT LESS THAN 1000 SQUARE FEET OF LEASE SPACE TO ACCOMMODATE CITY FIREBOAT CREW SERVICES, ESTABLISH PIER RENT PAYABLE BY TENANT TO CITY IN THE AMOUNT OF $1,059,082.00 ANNUALLY, AND AUTHORIZE CONSIDERATION OF TENANT'S NEW ALTERNATIVE DEVELOPMENT PROPOSAL ("ALTERNATIVE PROPOSAL"), IN LIEU OF A TOWER; PROVIDING ANY SUCH ALTERNATIVE PROPOSAL/S SHALL BE DOCUMENTED IN AN AMENDMENT TO THE LEASE, PRESENTED FOR CITY COMMISSION APPROVAL, AND, IF REQUIRED BY APPLICABLE LAW, VOTER REFERENDUM APPROVAL; SUBJECT TO ALL APPLICABLE LAWS, RULES, AND REGULATIONS OF THE CITY OF MIAMI WITH ADDITIONAL TERMS AND CONDITIONS AS MORE PARTICULARLY SET FORTH IN THE SIXTH AMENDMENT TO THE LEASE. WHEREAS, the City of Miami ("City") and Bayside Marketplace, LLC, a Delaware Limited Liability Company, successor by merger to Bayside Center Limited Partnership ("Developer"), are the current landlord and tenant, respectively, under that certain Amended and Restated Lease Agreement dated October 15, 1985, as amended by that certain First _; Amendment to Amended and Restated Lease Agreement dated August 19, 1986, as furthers amended by that certain Second Amendment to Amended and Restated Lease Agreement; dated November 24, 1987, as further amended by that certain Third Amendment to Amended and Restated Lease Agreement dated April 15, 1993, as further amended by that certain;-;, Release and Settlement Agreement dated December 30, 2008, as amended by that certain Fourth Amendment to Amended and Restated Lease Agreement dated September 24, 2014, and, as further amended by that Fifth Amendment to Amended and Restated Lease Agreement 'i dated May 29, 2020 (collectively and together with all attachments, exhibits, or riders thereto, 3 "Lease") for certain premises located at Bayside Marketplace in Miami, Florida, as more` particularly described in the Lease ("Leased Property"); and WHEREAS, a memorandum of the Lease was recorded in Book 12684, at Page 157 and supplemented in Book 13492, at Page 3199 of the Public Records of Miami -Dade County, Florida; and WHEREAS, the City and the Developer (collectively, "Parties") desire to modify certain provisions of the Lease, as more specifically set forth in the sixth amendment to the Lease ("Sixth Amendment"); and WHEREAS, the Sixth Amendment shall be presented to the City of Miami Climate Resilience Committee Advisory Board ("CRC") on the next feasible CRC Board agenda for its review in accordance with Section 2-1271 of the Code of the City of Miami, Florida, as amended; and WHEREAS, the Sixth Amendment is subject to all other applicable laws, rules, and regulations of the City of Miami including Ordinance No. 13114, the Zoning Ordinance of the City of Miami, Florida, as amended ("Miami 21 Code"); 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. The City Manager is authorized' to negotiate and execute the Sixth Amendment, in a form acceptable to the City Attorney, for the Leased Property to modify certain provisions of the Lease including construction of interim improvements and utility pedestals, provision of not Tess than 1000 square feet of lease space to accommodate City Fireboat Crew Services, establish pier rent payable by Tenant to City in the amount of $1,059,082.00 annually, and authorize consideration of Tenant's new alternative development proposal ("Alternative Proposal"), in lieu of a Tower; providing any such Alternative Proposalls shall be documented in an amendment to the Lease, presented for City Commission approval, and, if required by applicable law, voter referendum approval. Section 3. This Resolution shall become effective immediately upon adoption and signature of the Mayor.2 APPROVED AS TO FORM AND CORRECTNESS: 1 The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to, those prescribed by applicable City Charter and City Code provisions. 2 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.