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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" ;. . . /' .. ~ 9g;", FlO~\Q ,,'<.,T '(' CI ",<J Ty Of SU14 i>- 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. ~.~..~. .', \.." :j \ . - . I \, ;- ". ..- ~ ~ // " '.~. ><~.:...<,' :. '..r .;"" r.. City Commission J I 30 "'0()8 u y. ,"'- 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 ~!)y:~ . (~ ../ ">< ~:.~~/< ' 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. . ~ AGREED TO AN.~ ACCEPTED BY D ER DEVELOPMENT COMPANY: r ~\. cc: The Honorable City Commission Hans Guinot. City Attorney Warren Jay Stamm. Esq. . , e~ ..'" . J 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. ., 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 __.____~_____.__,.________.____ c~~~~Pt~~~~O()lgn A1 ~_.----..- ....:..II_-_...--_.--..~,..,.,-~.,...~~___~..__......I...~.....4._....,.._'~.\&.:_, .. _. .u~_., _ 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