HomeMy WebLinkAboutReso 2009-1421
RESOLUTION NO. 2009-.m~
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF
SUNNY ISLES BEACH, FLORIDA, RATIFYING THE
AMENDMENT TO THE NON-BINDING LETTER OF INTENT
BETWEEN THE CITY OF SUNNY ISLES BEACH AND DEZER
DEVELOPMENT COMPANY, TO CONSTRUCT A MIXED USE
PROJECT CONSISTING OF A CONFERENCE CENTER,
MEDICAL OFFICES AND A CAR MUSEUM; AUTHORIZING
THE CITY MANAGER AND CITY ATTORNEY TO DO ALL
THINGS NECESSARY TO EFFECTUATE THIS RESOLUTION;
PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, by letter dated July 30, 2008, the City and Dezer Development, LL ("Dezer
Development") executed a non-binding Letter of Intent to jointly develop a conference center,
medical offices and a car museum("Project") on the property located at 18080 Collins Avenue;
and
WHEREAS, pursuant to the Letter of Intent, the City and Dezer Development was
required to enter into a Joint Development Agreement ("Agreement") no later than November 1,
2008; and
WHEREAS, by letter dated October 28, 2008, the parties mutually agreed to delay the
execution of the Agreement until the resolution of certain related matters with Golden Strand
Ocean Villa Resort Association, Inc. ("Golden Strand"); and
WHEREAS, the parties acknowledge that the Golden Strand's matter are in the process
of being finalized and wish to extend the date for execution of a Joint development Agreement
and to provide an option to lease the property located at 18080 Collins A venue.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS:
Section 1. Ratification of the Amendment to the Letter of Intent. The City Commission
hereby ratifies the Amendment to the Non-Binding Letter of Intent with Dezer Development
Company to form a public/private partnership to develop a mixed-use development on City
owned property, which is located at 18080 Collins Avenue, attached hereto as Exhibit "A". This
ratification of the amendment to the Letter of Intent is not valid unless a lease agreement is
executed between the City and Golden Strand for the property located at Atlantic Boulevard just
north of 178 S1.
Section 2. Authorization of City Manager and City Attorney. The City Manager and City
Attorney are hereby authorized to do all things necessary to effectuate this Resolution.
Section 3.
Effective Date. This Resolution shall become effective upon adoption.
Authorizing The CC To Executean Amendment To Non-Binding Letter Of Intent 5.2009 Page I of2
2009
PASSED AND ADOPTED this
ATTEST:
'~IVUA~
Jane A. Hines, City Clerk
APPROVED AS TO FORM
AND LAS FFICIENCY:
Moved by: ~ ~ (Sro'brllAl)
Seconded by: eo~ ~2..ltJ
Vote: ~-o
Mayor EdeIcup
Vice Mayor Thaler
Commissioner Goodman
Commissioner Brezin
Commissioner Scholl
~(Yes)
V(Yes)
~(Yes)
V(Yes)
--;;r(Yes)
_(No)
(No)
(No)
(No)
(No)
Authorizing The CC To Exeeutcan Amcndmcnt To Non-l3inding Lcttcr or Intcnt 5.2009 Page 2 or 2
-
April 21, 2009
City Commission
Norman S. Edelcup
Mayor
Lewis J. Thaler
Vice Mayor
Roslyn Brezin
Commissioner
Gerry Goodman
Commissioner
George "Bud" Scholl
Commissioner
Rick Conner
Acting City Manager
Hans Ottinot
City Attorney
Jane A. Hines
City Clerk
Mr. Michael Dezer
Mr. Gil Dezer
Dezer Development LLC
18001 Collins Avenue, Apt. 2402
Sunny Isles Beach, FL 33160
Re: Amendment to Non-Bindine: Letter of Intent for Prooosed Joint
Develooment Ae:reement for Construction of a Conference Center. Medical
Offices and Car Museum ("Amendment")
Dear Gentlemen:
By letter dated July 30, 2008, the City and Dezer Development, LLC ("Dezer
Development") executed a non-binding Letter of Intent to jointly develop a conference
center, medical offices, and a car museum ("Project") on the property located at 18080
Collins Avenue. Pursuant to the Letter of Intent, the City and Dezer Development was
required to enter into a Joint Development Agreement ("Agreement") no later than
November 1,2008. By letter dated October 28,2008, the parties mutually agreed to delay
the executing of the Agreement until the resolution of certain related matters with Golden
Strand Condominium Association, Inc. ("Golden Strand").
The parties acknowledge that the Golden Strand's matters are in the process of being
finalized. Therefore, the parties wish to extend the date of execution of a Joint Development
Agreement. The City further wishes to provide Dezer Development with exclusive rights to
lease the property herein. The parties hereby agree to include the following new terms in the
Letter of Intent:
1. Date of Execution of the Joint Develooment Ae:reement.
No later than two (2) years from the execution date of this amendment to the
Letter of Intent, the City and Dezer Development shall enter into a Joint
Development Agreement to facilitate the construction of the Project.
2. Ootion to Lease.
From the date of execution of this Amendment, for good and valuable
consideration and mutual promises herein, the City gives and grants Dezer
Development an exclusive option to lease a certain parcel of real property
located at 18080 Collins Avenue as described in the Letter ofIntent. The option
period shall be two years from the date of execution of this letter by the last
party. This option cannot be exercised prior to January 1,2010 or if a Joint
Exhibit "A"
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Development Agreement is not executed. Dezer Development shall provide the
City with one hundred and eighty (180) days notice prior to exercising the
option. If the option is not exercised within the option period, the option shall
expire.
This amendment to the Letter of Intent supercedes all other agreements. If there is any
conflict between this amendment and any other agreements, this amendment shall prevail.
Sincerely,
Dezer Development LLC hereby acknowledge receipt of the foregoing proposed new terms
and conditions of the Letter of Intent between the parties pertaining to the Project. The
terms and conditions of the Letter ofIntent are not binding except the provision relating to
the option to lease. The City requests Dezer Development's acknowledgement of the
amendment to the Letter of Intent below in order that the City may proceed with Dezer
Development to draft a Joint Development Agreement.
o AND ACCEPTED BY DEZER DEVELOPMENT COMPANY:
1..,
Gil Dezer
cc: The Honorable City Commission
Hans Ottinot, City Attorney
Warren Jay Stamm, Esq.
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City Commission J I 30 "'0()8
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Norman S. Edelcup
Mayo.
Lewis J. Thaler
Vice Mnyor
Roslyn Br eztrl
Con'nll<1SI0nel
Gerry Goodman
COnHl'l15SI0rlf!r
George "Bud" Scholl
COfnrn;~Sloner
A. John Szerlag
City MnnqHer
Hans Ottino!
City AIIOlflP.y
Jane A. Hines
City Clef k
Michael Dezer
Gil Dezer
Dezer Developmcnt LLC
18001 Collins Avenue, Apt. 2402
Sunny Islcs Beach FL 33160
Re: Non-Hindine: Letter of Intent for Proposed .Joint Development Aereement
for Construction of a Conference Center. Medical Offices and Car Museum
Dear Gentlemen:
The City of Sunny Isles Beach ("City") and [)ezer Development LLC and or its assigns C'Dezer
Development") wish to form a public/privatc partnership to dew lop a mixed-use development
("ProjecC) on City owned property. ""hich is located at 18080 Collins A venue. as more specifically
described in Exh ibit "^" ("Property").
This non-binding Letter of Intent serves to establish a preliminary basis for negotiating a Joint
Development Agreement that will contain additional terms such as conditions and provisions not
yet negotiated or agreed upon by the parties for the development of the Project.
I. Purpose. This Letter of Intent rdlects the commitment by the City and Dezer
Development to work together to develop public facilities/amenities to further the
development of the City as a destination location in the State of Florida. The goal of this
public/private partnership is to create public tacilitiesto serve a growing residential and
tourist population. .
2. Project. The Project is a mixed use development wh ich primari Iy consists of a con ference
center, medical offices/facilities and a car museum. The conference center shall
accommodate approximately 500 people for a sit-down meal. The medical offices/facilities
shall occupy approximately 35.000 square feet of the development. The museum shall
occupy approximately 39.000 square feet of the development. The Project shall also consist
of a restaurant with approx imately 10.000 square feet. The Project wi II be constructed in
accordance with the proposed layout titled "Trump Grande proposed Areas", attached
hereto as Exhibit "B",
3. Joint Development Aereement. No later than November I. 2008, the City and Dezer
Development shall enter into a Joint Development Agreement ("Agreement") to facilitate
the construction of the Project. The Agreement shall specify the responsibilities of the
parties with respect to the Project. More specifically, the City shall be responsible for
providing the land for the Project. The City shall also be responsible for providing the land
for off-site parking tacilities. if needed for the Project. Dezer Development shall be
responsible for financing, designing and constructing the Project and building of any ofT-
site parking facility. Dezer Development will contribute or finance significant funds
(currently estimated between $22-35 million dollars) to construct the Project. Prior to the
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execution ofa Joint Development Agreement. Dezer Development shall provide to the"City" .."
letter of commitments from tinancial institutions to demonstrate financial ability to build
the Project to completion. Dezer Development will furnish financial and non-financial
security during the construction. as appropriate and upon request. to the City.
4. Ground Lease Al!.reement. The Ground Lease Agreement shall commence upon issuance
of a Certificate of Occupancy for the Project and shall terminate thirty (30) years from
execution and shall automatically renew for t'Wo (2) additional thirty (30) year renewal
periods. followed by a third automatic nine (9) year renewal period. The Ground Lease
shall be executed simultaneously with the Joint Development Agreement. Dezer
Development shall pay an initial annual ground rent. which shall be $350.000.00. The
ground rent shall be subject to annual increases in accordance with the Consumer Price
Index as published by the United States Department of Labor. Such increases shall not
exceed three percent (3%) per year. If the Certificate of Occupancy is not issued within four
(4) years of the issuance ofa building permit. the Ground Lease shall commence on the
beginning of the filth (5th) year following the issuance ofa building permit.
5. Development Approvals. Prior to submission of the Project for development approval
by the City. Dezer Development shall submit the tinal plans. specifications. and working
drawings for the design and construction of the Project for review and approval by the City
staff. The City shall fully cooperate with Dezer Development and sign all documents. if
any. for the purpose of securing development approvals from governmental agencies 'Which
includes the City. The City 'Will provide staff support and other assistance upon request to
Dezer Development in connection with the execution of the Project.
6. Parkinl!. Garae:e. In the event that the Project is in need of parking spaces to satisfy the
parking requirement under the City Code. the City shall use its best efforts to acquire land
for a parking garage with at least 250 spaces. The parking garage shall be located within
250 feet of the Project. If the City is not able to tind a willing Seller to acquire land for a
parking garage. the City will look at the feasibility of building a parking garage at the
government center. Dezer Development shall be responsible for constructing the parking
garage. The City shall be responsible for designing and financing the parking garage. The
City and Dezer Development shall enter into a Parking Lease which terms and conditions
will be negotiated.
7. Waiver of Development Fees. The City will waive Dezer Development's obligation to
pay project-related fees and charges that are due and payable to the City.
8. Public Use. For so long as the Ground Lease is in effect. Dezer Development shall
maintain the public uses within the Project. These public uses include but are not limited to
the conference center. medical offices/facilities. and the car museum. Dezer Development
shall provide the City with the use of the conference center for at least nine (9) days per
year at no charge. However. the City will be responsible for the actual costs of food and
beverage and labor including. but not limited to. set up. service. break. down and cleanup,
9. Assil!.nment. This Letter oflntent is not assignable unless with the consent of either party
which consent will not be unreasonably withheld. Notwithstanding the foregoing. it is
understood and agreed to by the parties that the lea~ehold interest of Dezer Developmtnt
10.Rieht of First Offer. Dezer Development shall be granted a right of first offer to
purchase the Property in the amount of Seven Million Dollars ($7.000.000) in the event the
City elects to sell the Property during the term of the Ground Lease.
Il,Walkwav Over Collins Avenue. Ifpermitted by Regulating Government Agencies. the
City will work with Dczcr Development to obtain air rights over Collins Avenue to allow
for the construction and maintenance of a walkway located over Collins A venue to connect
the Trump International 1I0tel to the Project. If feasible. the walkway will provide the
public with a means to cross Collins A venue without entering the hotel. Dezer
Development is responsible for the designing. financing. and construction of the walkway.
12. Approval of the City Commission. This Letter of Intent and any conlract between the
parties are subject to the approval of the City Commission.
This Letter of Intent is not intended to be a contract betwecn the parties with respect to the Project.
It is intended to facilitate discussion of the Project and is only an expression of the basis on which
the parties would enter into a contract regarding the Project and the rights and obligations of the
parties. The City requests Dezer Development's acknowledgement of this Letteroflntent below in
order that the City may proceed with Dezer Development to draft a Joint Development Agreement.
Sincerely.
Dezer Developmen hereby acknowledges receipt of the foregoing proposed general terms and
conditions of a Joint Development Agreement between the parties pertaining to the Project and
agrees that the next step is the drafting of the Joint Development Agreement agreeably between the
parties providing for the development of the Project. .
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AGREED TO AN.~ ACCEPTED BY D ER DEVELOPMENT COMPANY:
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cc: The Honorable City Commission
Hans Guinot. City Attorney
Warren Jay Stamm. Esq.
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EXHIBIT "A"
LEGAL DESCRIPTION
ALL OF PARCEL I. U::SS THE NORTH 150 FEET. AS MEASURED ALONG THE
EAST LINE THEREOF, AND LESS THE SOUTH 499.145 FEET, AS MEASURED
ALONG THE EAST LINE THEREOF. OF THE REPLA T OF TRACT "'A'", SUNNY
ISLES SHORE SECTION "'A"' ACCORDING TO THE PLAT THEREOF AS
RECORDED IN PLAT BOOK 64. AT PAGE 74. OF THE PlIBLlC RECORDS OF
MIAMI-DADE COUNTY. FLORIDA.
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It)
II~U~J~G~N'~PE.. f'nQp'u~@ t\R~ ~f.
9B.QVNO LE~~
flAnKING- ')," spaces
RESTAURANT
LOBBYI GALLERY
~~Q.h.E;.y'EL"
BALLROOM ..
OANQUET KITCHEN
PARKING- 27 spaces (level 2.5)
~DR LEVH
8,540 sa f I.
10,830 SO FT.
2,3"'0 sa FT,
17,000 SO. n.
7,800 SQ. FT
8,040 SQ. FT.
CAR MUSEUM.
PARKING. 54 spaces
14,900 sa, FT.
7,950 SQ, FT. x 2= 15,900 SQ, FT.
4TlilJ_V.;1
CAR MUSEUM .
OUTDOOR MUSEUM SPACE
.qP.... 17,200 sa. Fl.
7,400 SQ. FT.
.?TH, 6TH & 7TH L~y'~L_
OFFICE (3 FLOORS) 7,520 sa, FT. x 3 = 22,560 SQ. FT
CORRIDORS, REST-
ROOMS & ELEVATOR
LOBBY (3 FLOORS) 1,980 SQ. FT. X 3 = 5,940 SQ, FT.
PARKING- 81 spaces 7,950 SQ, FT. X 3 = 23,850 SQ FT.
8T.tt!-_EVEL
OFFiCE...... ., 11,120 SQ. FT
OUTDOOR OFFICE SPACE 4,100 SQ. FT.
CORRIDORS, RESTROOMS & ELEVATOR
LOBBY 2,050 SQ. FT.
~TH THRU 19TH LEYE~.
OFFICE (10 FLRS)p 11,200 SQ. FT. X 10'" 112,000 SQ. FT.
CORRIDORS, REST-
ROOMS & ELEVATOR
LOBBY (10 FLRS) 2,050 SQ. n. X 10 = 20,500 SQ. FT.
TOTAL AREAS.. ....
TOTAL PARKING (VALET)
312,100 SQ. FT.
. 189 SPACES
Aft~~~ElBE~!<D9JVN -P-~~LI,!.SE
OFFICE (13 FLOORS TOTAL)
OUTDOOR OFFICE SPACE
CAR MUSEUM...
OUTDOOR MUSEUM SPACE.
PARKING (7 LEVELS TOTAl.)
RESTAURANT ..
BALLROOM
BANQUET KITCHEN
145,680 SQ. FT.
4,100 SQ. FT.
..32,100 SQ. FT.
7,400 SQ. FT.
56,330 SQ. FT.
10,830 SQ, FT.
17,000 SQ. FT.
7,800 SQ. FT.
03-04-2008
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EXHIBIT "B" 'I
City of Sunny Isles Beach
18070 Collins Avenue
Sunny Isles Beach, Florida 33160
Ci!y COIII/llissiol/
Nonnan S. Edclcup, ,\{a)'lIr
Lcwis J. Thalcr, I/i,( '\/'tyrlr
Roslyn Brczin, (:ommi(11mUr
Gerry Goodman, (:ommioio!U'r
George "Bud" Scholl, (~"JIlllnif.li(J//t,,,
(305) 947-0606 City I lall
(305) 949-3113 Fax
(305) 947-2150 Building Department
(305) 947-5107 Fax
Rick Conner, /Idill~ Cil)' Mall'i~e,.
Hans Ollinot, Cit)' /llIflnte)'
Janc A. Hincs, ell)' Oerk
MEMORANDUM
TO: The Honorable City Commission
FROM: HaDs OtliDol, City AtlOrne~
DATE: May 21, 2009
RE: Ratifying the Amendment to the Non-Binding Letter of Intent between the City
of Sunny Isles Beach and Dezer Development LLC.
RECOMMENDATION:
It is recommended that the City Commission adopt the attached Resolution ratifying the
Amendment to the Non-Binding Letter of Intent between the City and Dezer Development LLC.
REASONS:
On July 30, 2008, the City and Dezer Development, LL ("Dezer Development") executed a non-
binding Letter of Intent to jointly develop a conference center, medical offices and a car museum
on the property located at 18080 Collins A venue. Pursuant to the Letter of Intent, the City and
Dezer Development was required to enter into a Joint Development Agreement no later than
November I, 2008.
Due to circumstances beyond the control of the parties, the time for execution of the Joint
Development Agreement must be extended. In order to maintain the status quote, the City has
agreed to extend the deadline to execute the joint development agreement to two (2) years fi.om
the date of the amended letter. Moreover, the City has agreed to provide Dezer Development with
a two (2) year option to lease the property at 18080 Collins A venue. This ratification or the
option to lease is not valid unless a lease agreement is executed between the City and Golden
Strand Villa Resort Association, Inc.
/ Attachment
Agenda Item I 0 L
Date S~ '2. \ .. 0 L