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2014-28811 Reso RESOLUTION NO. 2014-28811 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF THE FINANCE AND CITYWIDE PROJECTS COMMITTEE; APPROVING AND AUTHORIZING THE MAYOR AND CITY CLERK( TO EXECUTE AMENDMENT NO. 1 TO THE CONCESSION AGREEMENT BETWEEN THE CITY AND JEWISH COMMUNITY SERVICES OF SOUTH FLORIDA, INC. ("CONCESSIONAIRE"), DATED JULY 15, 2009, FOR THE PREMISES LOCATED ON THE FIRST FLOOR AT 833 6TH STREET, MIAMI BEACH, FLORIDA; SAID AMENDMENT RENEWING THE CONCESSION AGREEMENT FOR THE SOLE REMAINING RENEWAL TERM OF FIVE (5) YEARS, RETROACTIVELY COMMENCING OCTOBER 1, 2014 AND ENDING SEPTEMBER 30, 2019; ADDING PERFORMANCE BENCHMARKS TO THE CONCESSIONAIRE'S REQUIREMENTS UNDER THE CONCESSION AGREEMENT; AND INCREASING THE ADDITIONAL FEE FROM $1.92 PER SQUARE FOOT TO $2.20 PER SQUARE FOOT, $2.49 PER SQUARE FOOT AND $2.77 PER SQUARE FOOT FOR YEARS 1, 2 AND 3 OF THE RENEWAL PERIOD, RESPECTIVELY. WHEREAS, on September 9, 2009, the Mayor and City Commission passed Resolution No. 2009-27186, approving lease agreements between the City and 1) Jewish Community Services of South Florida, Inc. ("JCS"); 2) Little Havana Activities and Nutrition Centers of Dade County, Inc.; 3) Miami-Dade County; and 4) UNIDAD of Miami Beach, Inc.; all agreements being for the use of South Shore Community Center, located at 833 6th Street, Miami Beach, Florida ("South Shore Lease Agreements"); for an initial term of four years and three hundred sixty four days, all ending on September 30, 2014, with an additional five year renewal term, at the City's sole discretion; and WHEREAS, as part of the services being provided by the JCS under its lease agreements, on July 15, 2009, the City and Jewish Community Services of South Florida, Inc. ("Concessionaire") entered into a concession agreement ("Concession Agreement"), for the operation of a senior meals program, utilizing, on a part-time basis, approximately 2,792 square feet of the auditorium room at 833 6th Street, Miami Beach, Florida ("Demised Premises"), commencing on October 2, 2009 and ending on September 30 2014 with one additional five 5 year renewal term at the City's sole discretion, which Concession Agreement ran concurrent with the term of the lease agreement between the City and the JCS; and WHEREAS, in considering exercising the sole five year renewal period for the South Shore Lease Agreements and the Concession Agreement, the Administration noted that the base rent for the South Shore Lease Agreements and Concession Agreement, were below market rental rates and that only a portion of the operating expenses were being passed through to the tenants or Concessionaire, and requested direction from the Finance and Citywide Projects Committee (FCPC) at its May 20, 2014 meeting; and WHEREAS, the FCPC considered this matter and recommended: 1) not to increase the Base Rent of $1.20 annually, and 2) increase the operating expenses ("Additional Rent"), in accordance with the total cost of the 2013 operating expenses (with the exception of the cost of insurance) to the tenants under the South Shore Lease Agreements and Concessionaire; and WHEREAS, in accordance with the South Shore Lease Agreements and the Concession Agreement, the City provided timely notice to the tenants and Concessionaire, of the City's intention to increase the Additional Rent; however, some tenants expressed objection to the increase, citing financial constraints; and WHEREAS, the Administration submitted the South Shore Community Center renewal issues for reconsideration by the FCPC, at its September 24, 2014 meeting and subsequently at its October 10, 2014 meeting, and the FCPC recommended: 1) to increase the Additional Rent, incrementally during the initial three (3) years of the renewal term, and in particular, with respect to the Concession Agreement, from $1.92 per square foot to $2.20 per square foot, for year 1; $2.49 per square foot for year two; and $2.77 per square foot for year three of the renewal period; and 2) to incorporate performance benchmarks as a condition of the lease renewal; and WHEREAS, in connection with the renewal of the lease between the City and the JCS, the City and Concessionaire wish to renew the Concession Agreement, pursuant to Section 1.2 of the Concession Agreement, coterminous with said lease agreement, for the sole remaining renewal term of five (5) years, retroactively commencing October 1, 2014 and ending September 30, 2019, pursuant to Amendment No. 1 to the Concession Agreement, including the recommendations of the FCPC; and WHEREAS, the Administration recommends that the City Commission adopt the recommendations of the Finance and Citywide Projects Committee, from its September 24, 2014 and October 10, 2014 meetings, and approve Amendment No. 1 to the Concession Agreement, substantially in the form attached hereto and incorporated herein as Exhibit 1". NOW, THEREFORE, BE IT DULY RESOLVED THAT THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, hereby accept the recommendation of the Finance and Citywide Projects Committee and approve and authorize the Mayor and City Clerk to execute Amendment No. 1 to the Concession Agreement between the City and the Jewish Community Services of South Florida, Inc. ("Concessionaire"), dated July 15, 2009, for the premises located on the first floor at 833 6t" Street, Miami Beach, Florida; said Amendment renewing the Concession Agreement for the sole remaining renewal term of five (5) years, retroactively commencing October 1, 2014, and ending September 30, 2019; adding performance benchmarks to the Concessionaire's requirements under the Concession Agreement; and increasing the additional rent from $1.92 per square foot to $2.20 per square foot, $2.49 per square foot and $2.77 per square foot for years 1, 2 and 3 of the renewal term, respectively. PASSED and ADOPTED this 4 day of aG Pr 2014. ATTEST: Rafael ra,n4do,,-' aty.%C­ Philip Le�.e" , Mayor T:\AGE _A4O 4X beat butl Shore Community Center\Resos\South h e RESO JCS Concession(10-29-14).docx APPROVED AS TO %- �•`•. `° ••';'���; � FORM & LANGUAGE &FOR EXECUTION Date City Attorney AMENDMENT NO. 1 TO CONCESSION AGREEMENT This Amendment No. 1 to Concession Agreement is entered into this day of 2014 by and between the CITY OF MIAMI BEACH, a Florida municipal corporation, (hereinafter referred to as "City" or "Landlord"), and JEWISH COMMUNITY SERVICES OF SOUTH FLORIDA, INC., a Florida not-for-profit corporation (hereinafter referred to as "Concessionaire"). WITNESSETH: WHEREAS, on September 9, 2009, the Mayor and City Commission passed Resolution No. 2009-27186, approving a Concession Agreement between the City and Jewish Community Services of South Florida, Inc. for the use of approximately 2,792 square feet of City-owned property, located on the 1St floor of the South Shore Community Center (a/kola the 6t" Street Com :ity Center o'r the "'Building")�, to aced at 833 Sixth ��treet, Miarn�i Bean Florida, 33139; said concession agree t,er t having an initial term of foul (4) years and 3.64 days, commencing on October 2, 2009, and ending on September,30, 2014; and WHEREAS, on ®ctober 2�9, 2104,, the Mayor and Lie mmission adopted Re. lution No. 2:014--l-ml acceptingF the recommeft the Finance and Citywide Projects Committee and approvinand aonzin the ayor and City Clerk to exeute the following Amendment No. 1 to he eo:ncession Agreement; and NOW I EREFO' SE, the City and Concessio I e, for and in consideratian of the mutual covenants, agreements a!nd undertakings herein contained, do by these presents mutually cove ,nt and a R e, amend the G Me Agreement, as follows: 1. Section 1, entitled "Term", on Page 2 of the Concession Agreement, shall be amended (deleted items str-UGk th-o gh and inserted items underlined) as follows: 1.1 It is the intent of the parties hereto that the term of this Agreement, innli d*Rg any renewal terms, is to run concurrent with the term of that certain Lease Agreement between the City of Miami Beach and Jewish Community Services of South Florida, Inc., dated September 9, 2009 (hereinafter,' the "Lease Agreement"). Accordingly, this Concession Agreement shall be for an initial term of fni it //I1 „eaF and three hundFed Qmvt X fnllr (3 64) days, n RGin��+he 2nd day of C)Gtob r� 7009 (the ��rnmmennement rl�+e��\ �niJ an An the '2nth day of CeptemheF 2014. �vrrrrr r���-r r�-rr-��r , �0 �Fr�rrrv� , a term of five (5) years, retroactively commencing on the 1St day of October, 2014 (the "Commencement Date") and ending on the 30t" day of September 2019. For purposes of this Agreement, and i R G di.m. , lli iii ,SubseGtinn 1.2 below, a "contract year" shall be defined as that certain period commencing on the 1st day of October, and ending on the 30th day of September. EXHIBIT 1 IL 1 2 At the expiFiraati�nf th�i �eFFn herein and pFE)Vided that CTT� OT- T GT�TI�ILTL7T7 j G���"' F'��Y�G�- GGRGe iS in geed standing and free from default(S) t Rder Sentinn 1_3_ hereof,. TaTcre Tnnt int�tn utilize the GeRGession AFea an aGGGFdaRGe with the stated puFpese(s)iuse(s) f 7 parties hereto (with_the Gity, h by aut�ra th Gity Manager to event tte OR behalf of the Gity) ",,� Notwithstanding the piee•ediner within •nets (90) days nrinr tnfhe e vc R i n�rvrnrvf the-tFtFttQt-tG'tttt, the C.1.Y ..-.. t wrotteR REACe of Gt te•h e!eE n. If, fnllOWeRg geed-faith negetiatinnS betweeR the Gity and GGRGessiE)RauFe, the parties are t tnahle to agFee' then the Gity Manaer r may ft trFher eleGt't``n'' RG-t rene��i the AgFeemen�� aTr�Tr �r��tir�v-rrvrT�T�-v'T �r��rr�r� , LW MR } +k.-A+ OMM.& -- -C! 4�,T ;, t Ily Rt shall t t t %%01111111% K%M n^ ft t er fnAr ne anal effee•t lg 2. Section 3, entitled "Use(ss}', on Page 3 of the Concession Agreement, shall be amended (deleted items , and rase d items underh, as follows: 3.1.1 Concessionaire shall be required to meet certain performance benchmarks more specifically described as follows: Senior Meals Program: 9,000 meals served annually (100% shall be Miami Beach residents). 3. Section 4, entitled "Concession Fees", on Pages 3-4 of the Concession Agreement, shall be amended (deleted items StruGk through and inserted items underlined) as follows: 4.2.1 Operating Expenses. wrT �'nn mire shall nay Cat tr I--It tnrlred FeFty Sox Dollars and 49/100 /Q4421 � 9 n ORth far its nmpnyFtienate share of. " eeFati.R.n. FEXqA-Rse6" whie•h are defined as fnllow Throughout the first year of the Term, Concessionaire shall pay Five Hundred Twelve Dollars and 45/100 ($512.45) per month, for its proportionate share of "Operating Expenses" which are defined 2 below. Throughout the second year of the Term, Concessionaire shall pay Five Hundred Seventy Eight Dollars and 18/100 ($578.18) per month, for its proportionate share of Operating Expenses. Throughout the third year of the Term, Concessionaire shall pay Six Hundred Forty Three Dollars and 91/100 ($643.91) per month, for its proportionate share of Operating Expenses. Thereafter, the Operating Expenses shall be subject to adjustment pursuant to Subsection 3.2.1.1 below. "Operating Expenses" shall mean the following costs and expenses incurred in operating, repairing, and maintaining the Common Facilities (as hereinafter defined) and shall include electrical service, water service, sewer service, stormwater costs, maintenance and repairs costs, and janitorial service to the Building (including the Demised Premises). "Common Facilities" shall mean all Building areas, spaces, equipment, as well as certain services, available for use by or for the benefit of Concessionaire and/or its employees, agents, servants, volunteers, customers, guests and/or invitees. Commencing the fourth year of the Term, irrespective Irrespective of the items listed above, amounts due by Concessionaire, associated with Common Facilities Operating Expenses, will be determined based on Concessionaire's pro-rata share of the items more specifically described in "Exhibit 4.2.1", which is hereby made a part of this Concession Agreement. Pro-rata share shall mean the percent which the Concession Area bears to the total square footage of leasable space within the Building, which share is hereby agreed to be six (6%) turner,+ 5.506%. Concessionaire agrees and understands that the costs incurred for Operating Expenses may increase or decrease and, as such, Concessionaire's pro-rata share of Operating Expenses shall increase or decrease accordingly. 4. Except as otherwise specifically amended herein, all other terms and conditions of the Concession Agreement by and between the Landlord and Concessionaire shall remain in full force and effect. In the event there is a conflict between the provisions provided herein and the Concession Agreement, the provisions of this Amendment No. 1 to Concession Agreement shall govern. [The remainder of this page has been left intentionally blank] i 3 IN WITNESS WHEREOF, this Amendment has been duly executed by the parties hereto as of the day and year first written above. Attest: CITY OF MIAMI BEACH, FLORIDA Rafael Granado, CITY CLERK Philip Levine, MAYOR Attest: JEWISH COMMUNITY SERVICES OF SOUTH FLORIDA, INC. Signature Fred Stock, CEO Print Name i Signature Print Name CORPORATE SEAL (affix seal here) 1i F:\RHCD\$ALL\ECON\$ALL\ASSET\6STREET.CTR\LEASES\JCSWCS Concession-First Amendment DRAFT(10-10-14).docx J 4 EXHIBIT 4.2.1 Operating Expenses South Shore Community Center 833 6th Street 2013 Fiscal Year Operating Expenses(Total without Insurance) Per Leasable Total Square Foot Cost Cost Utilities Electricity 49,263 3.89 Water 3,454 0.27 Sewer 2,951 0.23 Stormwater(estimate) 2,500 0.20 Subtotal $ 58,172 $ 4.59 Maintenance Janitorial 33,189 2.62 Elevator 1,428 0.11 Cooling Tower Treatment 1,644 0.13 Fire Services 362 0.03 Pest Control 642 0.05 Repairs& Maintenance 44,691 3.53 Subtotal $ 81,962 $ 6.47 Insurance Property Insurance Hurricane Exposure Subtotal $ - $ - Total Annual Operating Expenses $ 140,135 $ 11.06 Building Square Footage Distribution 1st Floor 2nd Floor Total Leasable Area 8,850 3,826 12,676 Common Area 4,198 990 5,188 Total 13,048 4,816 17,864 5