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HomeMy WebLinkAboutAgenda Item Summary FormAGENDA ITEM SUMMARY FORM File ID: #18604 Date: 12/01/2025 Commission Meeting Date: 12/11/2025 Requesting Department: City Manager's Office Sponsored By: District Impacted: District 1 Type: Resolution Subject: Execute Administration Amendments - Miami Freedom Park, LLC Purpose of Item: A Resolution of the Miami City Commission authorizing the City Manager to negotiate and execute an amendment to the Construction Administration Agreement ("CAA") between the City of Miami ("City") and Miami Freedom Park, LLC ("MFP"), in a form acceptable to the City Attorney, to provide for the construction of an Enhanced Park, revise park completion deadlines to a phased schedule, and modify related funding obligations ("CAA Amendment"); providing that the CAA amendment is subject to City Commission approval of a conforming amendment to the Development Agreement between the City and MFP regarding the Miami Freedom Park Special Area Plan; further authorizing the City Manager to negotiate and execute all necessary documents, including modifications to said CAA amendment, all in forms acceptable to the City Attorney, as may be necessary to effectuate the purposes set forth herein; and providing for an effective date. Background of Item: The City of Miami owns a 131-acre site near Grapeland Park and has leased 73 acres for a soccer stadium and commercial development, with obligations for public park development and funding contributions by Miami Freedom Park, LLC (MFP). The City aims to enhance the public park beyond the initial plan and amend agreements to allow phased construction and revised funding methods. MFP entered into Ground Leases and a Construction Administration Agreement (CAA) to govern development and public benefits, including building a public park with specific features and making two $10 million payments to the City for park funding. The City desires to build an Enhanced Park with additional amenities beyond the base plan and amend the CAA to allow phased completion with milestone deadlines for different improvement phases. MFP has made the first $10 million payment and will invest at least $10 million in constructing the Enhanced Park instead of a second payment, plus invest at least $7.5 million equivalent to the cost of the base park construction, with amendments requiring City Commission approval. Budget Impact Analysis Item is NOT Related to Revenue Item has NOT an Expenditure Item is NOT funded by Bonds Total Fiscal Impact: N/A City Manager's Office City Manager's Office Office of Management and Budget Legislative Division City Commission Office of the Mayor Office of the City Clerk Legislative Division Office of the City Attorney Office of the City Attorney Office of the City Clerk Reviewed B Natasha Colebrook -Williams Arthur Noriega V Marie Gouin Valentin J Alvarez Maricarmen Lopez Mayor's Office City Clerk's Office Valentin J Alvarez Jacqueline Lorenzo George K. Wysong III City Clerk's Office Deputy City Manager Review City Manager Review Budget Review Legislative Division Review Meeting Signed by the Mayor Completed Completed Completed Completed Completed Completed Signed and Attested by the City Clerk Completed Legislative Division Review Completed ACA Review Completed Approved Form and Correctness with Modification(s) Rendered Completed 12/02/2025 4:14 PM 12/02/2025 4:58 PM 12/02/2025 5:47 PM 12/02/2025 6:55 PM 12/11/2025 9:00 AM 12/11/2025 7:21 PM 12/11/2025 7:40 PM 12/17/2025 9:10 AM 01/02/2026 12:14 PM Completed 01/14/2026 3:08 PM City of Miami Legislation Resolution Enactment Number: R-25-0538 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 18604 Final Action Date:12/11/2025 A RESOLUTION OF THE MIAMI CITY COMMISSION AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE AN AMENDMENT TO THE CONSTRUCTION ADMINISTRATION AGREEMENT ("CAA") BETWEEN THE CITY OF MIAMI ("CITY") AND MIAMI FREEDOM PARK, LLC ("MFP"), IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, TO PROVIDE FOR THE CONSTRUCTION OF AN ENHANCED PARK, REVISE PARK COMPLETION DEADLINES TO A PHASED SCHEDULE, AND MODIFY RELATED FUNDING OBLIGATIONS ("CAA AMENDMENT"); PROVIDING THAT THE CAA AMENDMENT IS SUBJECT TO CITY COMMISSION APPROVAL OF A CONFORMING AMENDMENT TO THE DEVELOPMENT AGREEMENT BETWEEN THE CITY AND MFP REGARDING THE MIAMI FREEDOM PARK SPECIAL AREA PLAN; FURTHER AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE ALL NECESSARY DOCUMENTS, INCLUDING MODIFICATIONS TO SAID CAA AMENDMENT, ALL IN FORMS ACCEPTABLE TO THE CITY ATTORNEY, AS MAY BE NECESSARY TO EFFECTUATE THE PURPOSES SET FORTH HEREIN; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Miami ("City") is the fee simple owner of approximately 131 acres of land located adjacent to the City's Grapeland Park, and generally bounded on the East by Northwest 37 Avenue, on the West by Northwest 42nd Avenue, on the South by Northwest 14th Street, and on the North by the municipal boundary ("Site"); and WHEREAS, in November of 2018, the electorate of the City approved a referendum to waive competitive bidding and authorize the negotiation of a ground lease and development agreement for the development of approximately seventy-three (73) acres of the Site as a soccer stadium and other ancillary commercial development ("Leased Premises") and to require MFP to provide various other public benefits, including the remediation and development of a fifty-eight (58) acre public park; and WHEREAS, pursuant to Resolution No. R-22-0156, adopted April 28, 2022, Miami Freedom Park, LLC, a Delaware Limited Liability Company ("MFP") entered into that certain Ground Lease for Soccer Stadium and that certain Ground Lease for Miami Freedom Park Commercial Development, dated as of February 9, 2023, governing the Developer's use of the Leased Premises (collectively, "Lease Agreements"); and WHEREAS, the City and MFP also entered into a Construction Administration Agreement ("CAA"), dated as of February 9, 2023, to govern the development of the Site and the provision of certain public benefits, including the delivery of the public park; and WHEREAS, pursuant to Ordinance No. 14093, adopted on September 13, 2022, by the City Commission, the City and MFP also entered into a Development Agreement regarding the Miami Freedom Park Special Area Plan ("Development Agreement"); and WHEREAS, as part of the Ground Leases, CAA, and the Development Agreement, MFP is obligated to construct the public park located immediately adjacent to the Leased Premises ("Park") to include environmental work, turf, wellness pathways, lighting, and utilities, as set forth in Exhibit D of the CAA ("Base Park Condition"); and WHEREAS, as stipulated in Section 3.5(A) of the CAA and in Section 14(i) of the Development Agreement, MFP is also required to make two (2) Ten Million and 00/100 Dollars ($10,000,000.00) payments to the City for a total contribution of Twenty Million and 00/100 Dollars ($20,000,000.00) ("Park Fund Contribution"); and WHEREAS, pursuant to Resolution No. R-25-0040, adopted February 13, 2025, the City determined that the Park Fund Contribution be deposited in a special revenue account restricted for investment into the Park; and WHEREAS, pursuant to Resolution No. R-25-0502, adopted November 20, 2025, the City Commission authorized the City Manager to negotiate and execute various amendments to the Lease Agreements, CAA, and other related agreements, including, without limitation, a requirement that the Park Fund Contribution be used exclusively for the Park; and WHEREAS, the City has determined that it would be in the City's best interest to construct an enhanced public park beyond that set forth in the Base Park Condition, to include additional amenities such as playgrounds, volleyball courts, basketball courts, pickleball courts, restrooms, improved landscaping, and upgraded accessways and pathways, with such final design subject to City Manager approval ("Enhanced Park"); and WHEREAS, rather than demolishing the improvements constructed as part of the Base Park Condition in order to integrate additional park features, the City now desires to amend the CAA, in a form acceptable to the City Attorney, to authorize MFP to complete the Enhanced Park (the "Amendment"); and WHEREAS, under the existing terms of the CAA, the Park is required to be completed in accordance with the Base Park Condition on or before the issuance of a temporary or permanent certificate of occupancy for the stadium or other improvements; and WHEREAS, the City now desires to authorize the City Manager to revise this requirement to establish a phased completion schedule for the Enhanced Park with corresponding milestone deadlines; and WHEREAS, the first phase of the Enhanced Park ("Phase 1 Improvements") shall include the development of certain greenspace areas with irrigation and lighting and the installation of a dog park, all as more particularly described in the phasing diagram attached and incorporated as Exhibit A ("Phasing Diagram"), and such improvements shall be completed no later than the issuance of a temporary certificate of occupancy or April 2, 2026, whichever occurs later; and WHEREAS, the second phase of the Enhanced Park ("Phase 2 Improvements") shall include additional greenspace areas with irrigation and lighting, installation of walkways and wellness loops, restrooms, pavilions, playgrounds and fitness areas, and parking, as more particularly shown on the Phasing Diagram, and such improvements shall be completed no later than September 15, 2026; and WHEREAS, the third phase of the Enhanced Park ("Phase 3 Improvements") is anticipated to include all other remaining greenspace areas with irrigation and lighting, a sports center structure, certain sports courts, and any other improvements required by the City, subject to available funding and pursuant to a timeframe to be negotiated by the City Manager; and WHEREAS, the fourth and final phase of the Enhanced Park ("Phase 4 Improvements") shall include the woonerf road expansion as more particularly shown on the Phasing Diagram; and WHEREAS, the Amendment shall provide that MFP's failure to comply with the phasing plan described above shall result in the assessment of liquidated damages, except to the extent delays are caused by permitting or City Manager approval processes, as negotiated by the City Manager; and WHEREAS, MFP has made the first payment of the Park Fund Contribution equal to Ten Million and 00/100 Dollars ($10,000,000.00) to the City, which amount shall be used by the City toward the Enhanced Park; and WHEREAS, in lieu of the second payment of the Park Fund Contribution, MFP shall be required to invest no less than Ten Million and 00/100 Dollars ($10,000,000.00) to construct the Enhanced Park; and WHEREAS, MFP shall also be required to invest an amount equal to the cost MFP would have incurred in constructing the Park in accordance with the Base Park Condition, which amount shall be no less than Seven Million Five Hundred Thousand and 00/100 Dollars ($7,500,000.00); and WHEREAS, certain amendments to the CAA affect provisions that are also contained in the Development Agreement, and therefore corresponding revisions to the Development Agreement are required in order for such amendments to become effective; and 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 Amendment to the CAA, in a form acceptable to the City Attorney, to provide for the construction of an Enhanced Park, revise park completion requirements to a phased schedule, and modify related funding obligations, as more particularly set forth herein. Section 3. The Amendment to the CAA shall be subject to City Commission approval of a conforming amendment to the Development Agreement. Section 4. The City Manager is further authorized' to negotiate and execute all necessary documents, including modifications to said Amendment, all in forms acceptable to the City Attorney, as may be necessary to effectuate the purposes set forth herein. 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. Section 5. This Resolution shall become effective immediately upon its adoption and approval by the Mayor. 2 APPROVED AS TO FORM AND CORRECTNESS: 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 of Miami Commission.