Loading...
RESOLUTION 90-20087 RESOLUTION NO. 90-20087 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A FIRST AMENDMENT TO THE CONTRACT FOR SALE AND PURCHASE BETWEEN THE CITY OF MIAMI BEACH AND MIAMI CHILD' S WORLD, INC. , TO EXTEND THE CLOSING DATE TO JANUARY 31, 1991 IN CONSIDERATION OF PAYMENT OF A FEE TO THE CITY OF $40,000, PAYABLE $10,000 MONTHLY. BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF MIAMI BEACH: WHEREAS, on January 18, 1990, the City of Miami Beach ("City") entered into a contract for sale and purchase (the "Contract") with Miami Child's World, Inc. (the "Buyer") for property located at 1511 N.E. 207 Street, Miami, Dade County, Florida, and commonly known as the "Ojus Property" ; and WHEREAS, the Contract provided for a closing date of no later than June 29, 1990, with an option to extend by the Buyer until September 28, 1990, which the Buyer has exercised; and WHEREAS, the Buyer has requested that the closing date be extended to January 31, 1991, and in consideration of the City extending the closing date, the Buyer wishes to pay the City a non- refundable fee of $10, 000 per month for the months of October, November, December, 1990 and January, 1991, for a total of $40, 000. NOW, THEREFORE, BE IT DULY RESOLVED BY THE CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA that the Mayor and City Clerk are hereby authorized to execute the First Amendment to the Contract for sale and purchase between the City of Miami Beach and Miami Child's World, Inc. , to extend the closing date to January 31, 1991 in consideration of payment of a fee to the City of $40, 000, payable $10, 000 monthly. PASSED and ADOPTED this 5th day of Septetber , 1990. I - VICE-MAYOR ATTEST: FORM APPROVED 'at! LEGAL DEPT. CITY CLERK By Date - -3/ff° eee, cad FLORIDA 3 3 1 3 9 %M et Mf •r" ti'',, * INCORP ORATED)* "VA CA TIONL A NIS U. S. A. " 'k�H 26 OFFICE OF THE CITY MANAGER CITY HALL ROB W.PARKINS 1700 CONVENTION CENTER DRIVE CITY MANAGER TELEPHONE: 673-7010 NO. COMMISSION MEMORANDUM 14��- DATE: September ,5 1990 TO: Mayor Alex Daoud - • Members of th: ity Commi .j. d FROM: Rob W. Par ' s 41/At City Manager SUBJECT: STATUS REPORT - CONTRACT OF SALE OF OJUS PROPERTY TO MIAMI CHILD'S WORLD, INC. HISTORY AND BACKGROUND Pursuant to City Commission Resolution No. 83-17483 the City and Miami Child's World, Inc. entered into a lease agreement for the use of the 143 .75 acre Ojus property, a portion of which (46 acres) is the site of an inactive landfill used by the City from 1938 to 1977. In the Fall of 1989, the Lessee proposed a mechanism for purchase of the property for further development. The City selected an appraiser to complete a current appraisal of the value of the property. That appraisal resulted in a finding that the fair market value of the property, without consideration of the costs of clean-up, closure, monitoring and testing requirements for the landfill or the values of the Urban Land Forest or state concurrency was $8, 745, 000. Concurrently a Closure and Cost Estimate Study was undertaken by ECOS: Environmental Planning and Design Group, Inc. The resulting • estimated cost of closing the Landfill was $3 , 114 , 850, including permits and construction. Pursuant to City Commission Resolution No. 90-19861, the City and Miami Child's World, Inc. entered into a Contract for Sale and Purchase of the property. TERMS OF THE CONTRACT FOR SALE AND PURCHASE Under the contract, Miami Child's World, Inc. agreed to purchase the entire Ojus property for the Total Appraisal Purchase Price of $8,745, 000, with said Price discounted for the value of the Urban Land Forest and concurrency. A deposit of $50, 000, previously held under the lease was transferred from the City' s Bid Bond Account to a separate Trust Account upon execution of the Contract of Sale. Closing was scheduled on or before June 29, 1990, with one extension permissible upon payment of an additional, non-refundable fee of $15, 000. 00. At closing, the Buyer agreed to pay the City $5, 000, 000. 00 (applying the $50, 000 deposit toward this amount) . Mortgage notes will also be supplied at closing totalling $3, 114,850. 00: a first mortgage on the G.U. Interim zoned property and a second mortgage on the I.U. Zoned property. Once paid, this amount ($3 , 114 , 850) will be held in an interest bearing Trust Account for the purpose of financing the cost of 90 closing the Landfill. In the event the costs of closing the AGENDA ITEM DATE — -c-?- • - T6 W1:HHM•dbiU •pa4pu mnsuoo sT aspgoand alp uo buTSOTO SP 9111T4 gons TT4un 'gpuout aad 000 '5$ A T3 eq; APd o4 sasodo.zd aaAng ago 'uoTsuawxa sp l 103 uoT 4P1apT Suoo sy • (pagoP;4P aouapuodsaaaoo go Adoz) sgpuou (8T) uaa.1.15Ta TPUOT.TppP UP 04 do autT4 go uoTsuaq.xa UP pa4sanbaa pup 4oacoad aq4 103 bUTOUPUT3 A T1noas UT A4TnoTggTp paouaTaadxa PPq 4T 4pg4 '4T3 ag4 paT3T4ou aaAng ago '066T '8Z .snbny pa4pp aouapuodsa11oo Ag '0661 '6Z 1agma4d9S TT .un aTPS age uo asoTo O . auIT 4 go UOT Sua4xa UP paAT aoa1 pup 0 0 0 'S T$ 30 aa; a T gppun3 as-uou age pTPd aaAng ago 'eTPS go 4opa4uop ago uT uoTSTAoad P bUTSTD1axg sllsftss SH2Nno 000'SPL'8 $ :eoTia espqoand Tv4os OST'0E9 uoT;pubTsep 4seaoa pupZ upgin ao; 4Tpeao OS8'P►TT'£ TTT;Pup' buTsoTO 3o 4soo moo; pesn eq o. 4unooay 4sn11 puna o4 sebpb41oX 000'0S6'P esoTo o4 tgsvo 000'05 :4Tsodea eTgvpun;ea-uoH :sMoTTo3 SP pazT1autuzns a1P 4uautaaabP pasodoad ago go Suz1a4 TPToupuT3 ags • •buTSOTo go Sgpuouz (09) Aq.xTs uppTM SaT4TAT4op alnsoIo gons a4aTdutoo pup buTsoIo go ST4uouI (tz) 1no3-A4uai4 uTg�TM aansoTo TTT pupT uTbaq 04 SPM aaAng alp '.uamaaabp ag� aapun '000 '6Z0 'Z$ 3o 1 nuzTuTuz P aq 04 pa4PuIT.Sa a1P aansoTo buTMoTT0g poTaad xpaA-AuaM4 ag4 go uoT panp ao 3 s1soo aansoTo 4sod ags •buT1o4Tuout puP A4TTTgTsuodsa1 TPToupuT3 'TTT3pupT 19uzz03 age go aapo aansoTo 4sod log A4T TTgTsuodsaa TTn� ago go anpg TTPgs aaAng ago 'aspgoand age. buTMoTToa •asuadxa UMO STg 4p S4Soo TPuoT4Tppp gons TTP 103 aTgTsuodsa1 aq TTPgs aaAng alp uag4 '4Saaa4uT panaoop snid 'qun000y 4Sna j, ago uT .unoutP ago paaoxa TTT3pupT -z- abed 066T 's aegme des 'OKI 'Q'I2ioA s o m'IIHo BMW all M I doUd maim ao ?WWB IO so sNmo - LUodau sns'ss • .R • • • 14 4:Fr IN% ‘• ‘10* %CO o* FRANK GUARINO Developer be' b 6 */ Oa SZ%71 August 26, 1990 ' a Mr . Rob Parkins City Manager City of Miami Beach 1700 Convention Center Dr . Miami Beach, FL 33139 ..o b Re: Ojus Property Dear Mr . Parkins: Reference is made to the closing on thepurchase of the Ojus tract which was anticipated on or about September P 30 , 1990 . Since entering into the Contract for Sale on the 0 ° us tract , Miami Child ' s World , Inc . has been actively pursuing the g financing and development of the property . We have been • negotiating the financing with major financial institutions and have pursued the sale of a portion of the land for industrial development. The Dade County School Board has also explored the acquisition of 30 acres for a school site. Current conditions in the financial market reflect the tremendous problems in the banking and savings and loan industry as well as recessionary conditions in many parts of the country. The, near- war conditions in the Mideast have further exacerbated obtaining financing in the foreseeable future . As such , favorable financing for projects of this nature are not viable at this time. Under the circumstances , Miami Child' s World, Inc . requests an extension of the closing for a period of up to eighteen months at which time greater stability in the financial markets and more favorable conditions should exist. As consideration for the closing extension, Miami Child' s World, Inc. will pay $5,000 , on a monthly basis, until such time as the closing is consummated. 92 7121 Collins Avenue, Miami Beach, Fla. 33160 (305) 935-2557 (305) 944-514 . . '.-i.g,".(-i�::..y.:.r•y:.►...7.:.�!C�-ie 4l.iA.'-a.7�:1+.'+•1 :rs:_`-t�id'4.}.L..id'ii�1.+(i f�C. ..-i✓:?S'1.SYI.w:=ArJ."vi.+i:�ir�-�ir-iY - -�.r� r,r sr.�.. ....�._..:.-�. _•_._.�...c..�......�.�....•.�tea.._....-a.:•..-.c-.___.-.�...__�_-'— r• . • • • • 1j ji Mr . Rob Parkins City Manager August 28, 1990 Page two Let me assure you of Miami Child ' s World , Inc . ' s continued interest in the acquisition of the Ojus tract and our continuino pursuit of a viable financing and developmentro ram. P 9 Sincerely yours, V° 1'61 s • t Frank Guarino 4.4( President FG:as cc: Ira Giller Harold Rosen Bill Harrison • y • { } rt ' .Q+ t1 •r� • V{ n • 93 r• • • • • • • • • • • • ........_}.-,...,, x,,. ...�...,..y�.,.},••�•�:..!r ./,''.�• •. + i' .. a •,� .r..P. :r '.F �._ •� +. 'i •; .,•.. a�.^li+='i►:l-��, .y...x.. �. FIRST AMENDMENT TO CONTRACT OF SALE AND PURCHASE THIS First Amendment to Contract for Sale and Purchase made and entered into this 27th day of September, 1990, by and between the City of Miami Beach, a Florida municipal corporation, hereinafter called the "City" or "Seller" and Miami Child' s World, Inc. , a Florida corporation, hereafter called the "Buyer" . WITNESSETH WHEREAS, on January 18, 1990, the City of Miami Beach entered into a contract for sale and purchase (the "Contract") with Miami Child' s World, Inc. for property located 1511 N.E. 207 Street, Miami, Dade County, Florida and commonly known as the Ojus Property; and WHEREAS, the Contract provided for a closing date of no later than June 29, 1990, with an option to extend by the Buyer until September 28, 1990, which the Buyer has exercised; and WHEREAS, the Buyer has requested that the closing date be extended to January 31, 1991, and in consideration of the City extending the closing date, the Buyer wishes to pay the City a non- refundable fee of $10, 000 per month for the months of October, November, December, 1990 and January, 1991; and 1 WHEREAS, the City and the Buyer wish to amend the Contract to provide for the above extension and payments. NOW THEREFORE, in consideration of the mutual covenants hereby exchanged and ten dollars and other good and valuable consideration, the receipt of which is hereby acknowledged, City and Buyer hereby agree as follows: 1. Paragraph 3B on pages 6 and 7 of the Contract is hereby amended to read as follows: CLOSING AND CONVEYANCE. B. Closing The closing shall take place at the offices of Buyer' s Lender in Dade County, Florida no later than 5: 00 p.m. , June 29, 1990. Buyer shall have the option to extend the date of closing until September 28 , 1990 by notifying City in writing on or before 5: 00 p.m. , June 29, 1990 by hand-delivery and payment to City the sum of fifteen thousand and 00/100 ($15, 000) dollars in the form of a cashier' s check drawn on a local banking institution in Dade County, Florida. Payment shall represent a non-refundable extension fee and Buyer will not receive a credit towards the purchase price at closing. Buyer shall have 2 the further right to extend the date of closing to January 31, 1991 by notifying the Seller in writing on or before 5: 00 p.m. on September 28, 1990 by hand-delivery and making payment to the City on or before 5: 00 p.m. September 28, 1990 of the sum of ten thousand and 00/100 ($10, 000) dollars in form of a cashier's check drawn on a local banking institution in Dade County, Florida, and $10, 000 on or before 5: 00 p.m. on November 1, 1990, December 1, 1990 and January 1, 1990, for a total of $40, 000. The failure of Buyer to make any $10, 000 payment within five (5) days of the due date shall constitute a default, and notwithstanding any other term in the Contract, City shall have the right to terminate the Contract without further notice, and Bu er shall thereb forfeit its •ood faith deposit. The foregoing payments shall represent a non-refundable extension fee and Buyer will not receive a credit towards the purchase price at closing. 2 . This First Amendment shall supercede the Contract, and in the event of any inconsistency between the terms and conditions of the contract and this First Amendment, this First Amendment shall prevail. All other terms and conditions of the Contract are 3 hereby ratified and confirmed. IN WITNESS WHEREOF, we have hereunder set out hands and seals, this 27th day of September, 1990. Signed, Sealed and Delivered in the presence of: CI lg/ A I ACH (y/ Lwatex- A:244-te (,) VICE-MAYOR � J Attest: as to CITY FORM APPROVED In44� ��� �t-✓ LEGAL DEPT. CITY CLERK By t7.0°I0 010,taN., // ) j/ Date 7//ay(50 MIAMI CHILD'S WORLD, INC. By:�C�� '�• K J. RINO, PRES. Attest: as to BUYER 'IAN J. GI E? , yECRE'?'AkY 4 STATE OF FLORIDA) ) SS COUNTY OF DADE ) BEFORE ME, the undersigned authority, personally appeared Abe Hirschfeld, Vice Mayor of the City of Miami Beach and Elaine M. Baker, City Clerk of the City of Miami Beach, who upon first being duly sworn and cautioned acknowledged executing the foregoing Contract for Sale and Purchase for the purposes therein expressed. SWORN TO AND SUBSCRIBED before me this _ t day of r' , t r p; 1' , , 1990. / ----/ r' My Commission Expires: ' -e-`-a `r-.�...-., •- .. -�.•1•• r.. r.,\ NOTARY PUBLIC - State of ► 3 Florida L .: ' is (_.: ;;W ii;':ti 'i: )e STATE OF FLORIDA) ) SS COUNTY OF DADE ) BEFORE ME, the undersigned authority, personally appeared Frank J. Guarino and Brian J. Giller, who upon first being duly sworn and cautioned acknowledged executing the foregoing Contract for Sale and Purchase for the purposes therein expressed. SWORN TO AND SUBSCRIBED before me this /,9 day of 4 1990. My omm�.ssion Expires: RY P I - State o± IMAM, ruttuC SIATr e► FLORIDA Florida BY CONAISSIO$ EXP. RAT 11,1191 BOWED TNNY $E/EIAL IRS. MIO. 5 . OtUGINA.L RESOLUTION NO. 90-20087 Authorizing the Mayor and City Clerk to execute a first amendment to the contract for sale and purchase between the City of Miami Beach and Miami Child's World, Inc. , to extend the closing date to January 31, 1991 in consideration of payment of a fee to the City of $40,000, payable $10,000 monthly.