HomeMy WebLinkAboutR-17-0261opCity of Miami
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Legislation
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Resolution R-17-0261
File Number: 2029
City Hall
3500 Pan American Drive
Miami, FL 33133
www.miamigov.com
Final Action Date: 5/25/2017
A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S),
AUTHORIZING AND DIRECTING THE CITY MANAGER TO EXECUTE A
RECONCILIATION AGREEMENT ("AGREEMENT"), IN SUBSTANTIALLY THE
ATTACHED FORM, BETWEEN THE CITY OF MIAMI ("CITY") AND HYATT
EQUITIES, L.L.C. ("HYATT"), WHEREBY THE CITY SHALL FINALIZE SEVERAL
PENDING DISPUTES BETWEEN THE CITY AND HYATT, WITH TERMS AND
CONDITIONS MORE PARTICULARLY DESCRIBED IN THE ATTACHED
AGREEMENT; FURTHER AUTHORIZING THE CITY MANAGER TO MAKE
REVISIONS AND NON -SUBSTANTIVE AMENDMENTS TO SUCH AGREEMENT,
IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, AS NEEDED FOR SAID
PURPOSE.
WHEREAS, the City of Miami ("City") is the owner of the James L. Knight Convention
Center located at 400 Southeast 2nd Avenue, Miami, Florida ("Convention Center'); and
WHEREAS, per the Lease Agreement originally dated September 13, 1979, as
supplemented and amended ("Lease"), Hyatt Equities, L.L.C. ("Hyatt"), the owner of the hotel
structure known as the Hyatt Regency Miami located at 300 Southeast 2nd Avenue, Miami,
Florida ("Hotel"), currently leases the property connected to the Convention Center from the
City; and
WHEREAS, the City and Hyatt have various disputes between them, including, but not
limited to, fire alarm system upgrades, tile repairs, concession fees, maintenance costs, cooling
tower and chiller replacement, and depreciation costs; and
WHEREAS, the City and Hyatt have agreed to resolve, compromise, and settle all of the
above-mentioned disputes, claims, and controversies between them, as further specified in the
attached Reconciliation Agreement ("Agreement"); and
WHEREAS, pursuant to the Agreement, Hyatt shall upgrade the fire alarm system at the
Convention Center and Hotel; and
WHEREAS, pursuant to the Agreement, Hyatt shall replace the tiles at the outside
entryway of the Convention Center and shall further repair any and all water damage to the
Hotel and its personal property located on the ground level of the Hotel; and
WHEREAS, pursuant to the Agreement, the City shall pay to Hyatt an amount not to
exceed Two Million One Hundred Forty -Three Thousand Two Hundred Seventy -Nine Dollars
($2,143,279.00) for the City's portion of the fire alarm system, tile repair, and other life safety
issues; and
WHEREAS, pursuant to the Agreement, the City shall pay Seven Hundred Seventy -
Eight Thousand Seven Hundred Twenty -Two Dollars ($778,722.00) for the City's portion of the
disputes regarding the Maintenance Costs and Concession Fees; and
City of Miami Page 1 of 2 File ID: 2029 (Revision: 8) Printed On: 9/20/2017
File ID: 2029 Enactment Number: R-17-0261
WHEREAS, pursuant to the Agreement, the City shall also pay to Hyatt a total amount
equal to Eight Hundred Fifty -Four Thousand Three Hundred Dollars ($854,300.00) for the City's
portion of the disputes regarding the Chiller Overpayment, the Depreciation Credit, and the
Phase I Design Fees; and
WHEREAS, the City and Hyatt shall release each other from any and all debts, claims,
potential claims, demands, actions, causes of action, potential causes of action, rights,
obligations, damages, attorney's fees, costs, and liabilities of any and every kind or nature
whatsoever, in law or in equity, past, present, or future, known or unknown, direct or indirect,
asserted or unasserted, fixed or contingent, whether contemplated or not, whether based on a
tort, contract, contribution, indemnification, or any other type of recovery, and whether for
compensatory, consequential, incidental, statutory, punitive, or other damages, which the City or
Hyatt have, may have or had related to, arising out of the following claims: (1) Fire Alarm
Project, (2) Tile Project, (3) Concession Fees, (4) Maintenance Costs, (5) Other Fees, (6)
cooling tower and chiller replacement project including, without limitation, the Chiller
Overpayment and the Phase I Design Fees, and (7) depreciation payments including without
limitation the Depreciation Credit (collectively, the "Released Claims"), provided, however, that
this Release by the City and Hyatt does not release any claims other than the Released Claims;
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 fully set forth in this Section.
Section 2. The City Manager is authorized' to execute the Agreement and all exhibits
and attachments, in substantially the attached form, with Hyatt, and further authorized to make
any necessary revisions and non -substantive amendments to such Agreement and all exhibits
and attachments, in a form acceptable to the City Attorney, as needed for said purpose.
Section 3. This Resolution shall become effective immediately upon adoption and
signature of the Mayor.2
APPROVED AS TO FORM AND CORRECTNESS
1
i ria i . ndez, City Attor iey 6/2/2017
11 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: 2029 (Revision: B) Printed on: 9/20/2017