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HomeMy WebLinkAboutReso 2017-2730 RESOLUTION NO. 2017 - 21' A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, RATIFYING THE FIRST AMENDMENT TO TRIPLE NET LEASEBACK AGREEMENT WITH BEACH CLUB ACQUISITION,LLC FOR THE PROPERTY LOCATED AT 215-185TH STREET, ATTACHED HERETO AS EXHIBIT"A"; AUTHORIZING THE CITY MANAGER AND CITY ATTORNEY TO DO ALL THINGS NECESSARY TO EFFECTUATE THIS RESOLUTION; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City entered into a Triple Net Leaseback Agreement dated July 29, 2016 with Beach Club Acquisition, LLC for the property located at 215 - 185 Street, Sunny Isles Beach; and WHEREAS, in Section 17 of the Agreement, "Approved Lender" refers to HSBC Bank USA which has been replaced by Bank of Ozarks; and WHEREAS,this First Amendment reflects the change in the notice requirements of the new Approved Lender. NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS: • Section 1. Ratifying the First Amendment to the Triple Net Leaseback Agreement. The City Commission hereby ratifies the First Amendment to Triple Net Leaseback Agreement between the City and Beach Club Acquisition, LLC, attached hereto as Exhibit "A". 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 will become effective upon adoption. PASSED AND ADOPTED thisZl�ay of September, 2017 . George .'. Scholl, Mayor ATTE 1 •Mauricio Betancur; MC, Acting City Clerk ' it Ratifying First Amendment Page 1 of 2 APPROVED AS TO FORM AND _ G• `: FFICIENCY: ANA Hags 0 snot, City Attorney Moved by: COaffliS.Sto6r0— aki. Seconded by: C6MtcIotJEC- QvtO.A4+61 Vote: Mayor Scholl 1 (Yes) (No) Vice Mayor Goldman ✓ (Yes) (No) Commissioner Aelion ✓ (Yes) (No) Commissioner Gatto `_ (Yes) (No) Commissioner Svechin /(Yes) (No) Ratifying First Amendment Page 2 of 2 FIRST AMENDMENT TO TRIPLE NET LEASEBACK AGREEMENT This FIRST AMENDMENT TO TRIPLE NET LEASEBACK AGREEMENT (this "Amendment") is made as of the ,14 `day of July, 2017, by and between THE CITY OF SUNNY ISLES BEACH FLORIDA, a body corporate and politic organized under the laws of the State of Florida ("Landlord") and BEACH CLUB ACQUISITION, LLC, a Florida limited liability company("Tenant"). WITNESSETH: WHEREAS, pursuant to the terms and conditions of that certain Triple Net Leaseback Agreement, dated July 29,2016, by and between Landlord and Tenant(the"Lease Agreement"), Tenant is presently leasing from Landlord the Property(as defined in the Lease Agreement); WHEREAS, Landlord and Tenant desire to amend certain terms and provisions of the Lease Agreement. NOW, THEREFORE, in consideration of the foregoing premises, and such other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant, intending to be legally bound, hereby agree as follows: 1. Incorporation of Recitals. The foregoing recitals are hereby incorporated in this Amendment and made a part hereof by this reference. 2. Definitions. All capitalized terms used herein shall have the meanings ascribed to them in the Lease Agreement,unless otherwise defined herein. 3. Amendments to Lease Agreement. (a) The Lease Agreement is hereby amended so that all references to the term "Approved Lender" shall, from and after the date hereof, refer to "Bank of the Ozarks" and all references to "HSBC Bank USA, National Association" are hereby deleted in their entirety. (b) The notice address for the Approved Lender contained in Section 17 of the Lease Agreement is hereby amended and restated in its entirety to provide as follows: "If to Approved Lender: Bank of the Ozarks 8201 Preston Road Suite 700 Dallas,Texas 75225 Attn: Brannon Hamblen EXHIBIT "A" With a copy to: Bank of the Ozarks 6111 and Commercial P.O. Box 196 Ozark, Arkansas 72949 Attn: Regina Barker With a copy to: Winstead PC 500 Winstead Building 2728 N. Harwood Street Dallas,Texas 75201 Attn: Kevin A. Sullivan" 4. Ratification. Except as expressly amended by this Amendment, all other terms, conditions and provisions of the Lease Agreement are hereby ratified and confirmed and shall continue in full force and effect. 5. Representations. Landlord and Tenant hereby represent to each other that (i) it is not in default of any of its obligations under the Lease Agreement and that such Lease Agreement is valid, binding and enforceable in accordance with its terms; (ii) it has full power and authority to execute and perform this Amendment; and (iii) it has taken all action necessary to authorize the execution and delivery of this Amendment. 6. Miscellaneous. This Amendment(i)shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns (subject to the restrictions on assignments set forth in the Lease Agreement); (ii) shall be governed by and construed in accordance with the laws of the State of Florida; and (iii) may be executed in multiple counterparts, each of which shall constitute one and the same agreement. This Amendment contains and embodies the entire agreement of the parties hereto with respect to the matters set forth herein, and supersedes and revokes any and all negotiations, arrangements, letters of intent, representations, inducements or other agreements, oral or in writing with respect to such matters. [SIGNATURE PAGES FOLLOW] d4;)Error! Unknown document property name. I IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the date mentioned above. LANDLORD: THE CITY OF SUNNY ISLES BEACH FLORIDA, a body corporate and politic organized under the laws of the State of Florida By: Name: C .,,4 k . 3 v)f Title: C • TENANT: BEACH CLUB ACQUISITION,LLC, a Florida limited liability company By: Beach Club Acquisition Holding LLC, a Delaware limited liability company Its Sole Member By: JJ TOC LLC, a Florida limited liability company By: Name: Mario A. Romine , OCAS TO FORM Title: Authorized Signatory ANDLE '1'OA( �. .s•.l6 a1. HANS ►. OT,CITY A'T'TORNEY Error!Unknown document property name. r VNNY Isz Cityof SunnyIsles Beach City Commission s George"Bud"Scholl,Mayor '`.".,t, F 18070 Collins Avenue Suite 250Dana Goldman,Vice Mayorti _ GiaIsaac Aelion, Commissioner - :zr;; �_.,_ _2 Sunny Isles Beach, Florida 33160 � x Jeanette Gatto,Commissioner = * *« *, (305) 947-0606 City Hall Larisa Svechin,Commissioner (305)949-3113 Fax 'S',�'s �\oP �P (305)947-2150 Building Department Christopher J.Russo City Manager c,T * F L O as 5 (305)947-5 107 Fax Hans Ottinot,City Attorney OF SUS P iklauricio Betancur,CMC,Acting City Clerk MEMORANDUM TO: The Honorable Mayor and City Commission FROM: Hans Ottinot, City Attorne DATE: September 21, 2017 RE: Ratifying the First Amendment to Triple Net Leaseback Agreement with Beach Club Acquisition, LLC RECOMMENDATION This Resolution is presented for your consideration. REASONS This Amendment to the Triple Net Leaseback Agreement was requested by the new lender to reflect that all references to the term "Approved Lender" shall refer to the new lender for notice purpose.