Loading...
HomeMy WebLinkAboutAgenda Item Cover PageAGENDA ITEM COVER PAGE File ID: #18476 Resolution Sponsored by: Commissioner Miguel Gabela A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), AUTHORIZING THE CITY MANAGER TO EXECUTE AN ESTOPPEL CERTIFICATE ("CERTIFICATE"), IN SUBSTANTIALLY THE FORM ATTACHED AS EXHIBIT "A," BY THE CITY OF MIAMI ("CITY") FOR THE BENEFIT OF DULCE VIDA APARTMENTS, LLC ("COMPANY"), AHP HOUSING FUND 402, LLC, A DELAWARE LIMITED LIABILITY COMPANY ("INVESTOR MEMBER"), AND CITIBANK, N.A., A NATIONAL BANKING ASSOCIATION ("LENDER"), TO TRANSFER ITS INTEREST IN THE COMPANY WITHOUT THE CONSENT OF THE CITY OF MIAMI IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THE CERTIFICATE AND CONFIRMING THE CITY'S RIGHT OF REVERSION CEASES AT THE COMPLETION OF CONSTRUCTION OF THE INCOME -RESTRICTED RESIDENTIAL UNITS; FURTHER AUTHORIZING THE CITY MANAGER TO EXECUTE ALL NECESSARY DOCUMENTS, INCLUDING AMENDMENTS AND MODIFICATIONS TO SAID CERTIFICATE, ALL IN A FORM ACCEPTABLE TO THE CITY ATTORNEY. City of Miami Legislation Resolution Enactment Number: R-25-0488 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 18476 Final Action Date:11/20/2025 A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), AUTHORIZING THE CITY MANAGER TO EXECUTE AN ESTOPPEL CERTIFICATE ("CERTIFICATE"), IN SUBSTANTIALLY THE FORM ATTACHED AS EXHIBIT "A," BY THE CITY OF MIAMI ("CITY") FOR THE BENEFIT OF DULCE VIDA APARTMENTS, LLC ("COMPANY"), AHP HOUSING FUND 402, LLC, A DELAWARE LIMITED LIABILITY COMPANY ("INVESTOR MEMBER"), AND CITIBANK, N.A., A NATIONAL BANKING ASSOCIATION ("LENDER"), TO TRANSFER ITS INTEREST IN THE COMPANY WITHOUT THE CONSENT OF THE CITY OF MIAMI IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THE CERTIFICATE AND CONFIRMING THE CITY'S RIGHT OF REVERSION CEASES AT THE COMPLETION OF CONSTRUCTION OF THE INCOME -RESTRICTED RESIDENTIAL UNITS; FURTHER AUTHORIZING THE CITY MANAGER TO EXECUTE ALL NECESSARY DOCUMENTS, INCLUDING AMENDMENTS AND MODIFICATIONS TO SAID CERTIFICATE, ALL IN A FORM ACCEPTABLE TO THE CITY ATTORNEY. WHEREAS, the City of Miami ("City") is the owner of the real property located at 1785 Northwest 35 Street, Miami, Florida ("Property"); and WHEREAS, the City and Dulce Vida Apartments, LLC ("Company") entered into a Purchase and Sale Agreement dated March 21, 2023 ("Agreement") to convey the Property to the Company for workforce and affordable housing ("Project"); and WHEREAS, the City will execute that certain Quitclaim Deed ("Deed') to convey the Property to the Company; and WHEREAS, the Company will execute that certain Declaration of Restrictive Covenants ("Declaration") in favor of the City encumbering the Property; and WHEREAS, notwithstanding the provisions of Section 9(d) and 17 of the Quit Claim Deed and Section 5.1(e) of the Declaration, City confirms and agrees that (i) the Investor Member shall be permitted to freely transfer its interest in the Company without the consent of the City (ii) an affiliate of the Investor Member is an acceptable replacement Managing Member of the Company and does not require the consent of the City, (iii) the dilution of the Managing Member's interest in the Company shall be permitted without the consent of the City in accordance with the terms and conditions of the Certificate, and (iv) the City's right of reversion of the property ceases upon the complete construction of the income -restricted residential units; and WHEREAS, the City agrees to execute a Estoppel Certificate ("Certificate"), in substantially the form attached as Exhibit "A," for the Company's transfer of its interest without consent from the City, in accordance with the terms and conditions of the Certificate; 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 hereby adopted by reference thereto and incorporated herein as if fully set forth in this Section. Section 2. The City Manager is authorized' to execute the Certificate, in substantially the form attached as Exhibit "A". Section 3. The City Manager is further authorized' to execute all necessary documents, including amendments and modifications to said Certificate, all in forms acceptable to the City Attorney. Section 4. This Resolution shall become effective immediately upon its adoption and signature of the Mayor.2 APPROVED AS TO FORM AND CORRECTNESS: ge Wyy ng III, C ty ttor -y 11/10/2025 1 The herein authorization is further subject to compliance with all legal requirements that may be imposed, including but not limited to, those prescribed by applicable City Charter and City Code provisions. 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.