2011-27713 Reso Inc. RESOLUTION NO. 2011 -27713
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE
CITY OF MIAMI BEACH, FLORIDA, APPROVING AND AUTHORIZING
THE MAYOR AND CITY CLERK TO EXECUTE: 1) AMENDMENT NO. 1
TO THE PURCHASE AND SALE AGREEMENT, DATED JULY 14,
2010, BETWEEN THE CITY OF MIAMI BEACH AND THE HOUSING
AUTHORITY OF THE CITY OF MIAMI BEACH (HACMB), FOR THE
PURCHASE OF A PERPETUAL EASEMENT OVER THE PROPERTY
LOCATED AT 1231 -1251 17 STREET, MIAMI BEACH, FLORIDA,
FOR THE PURPOSE OF CONSTRUCTING A BRIDGE CONNECTING
WEST AVENUE AND DADE BOULEVARD; SAID AMENDMENT
EXTENDING THE "INSPECTION PERIOD ", AS DEFINED THEREIN,
FOR A PERIOD OF UP TO SIX MONTHS (OR UNTIL MARCH 15,
2012) OR, IF LESS, SUCH OTHER TIME PERIOD AS HACMB MAY
APPROVE; AND 2) AMENDMENT NO 1. TO THE ACCOMPANYING
DEVELOPMENT AGREEMENT BETWEEN THE CITY AND HACMB,
HAVING A COMMENCEMENT DATE OF SEPTEMBER 15, 2010; SAID
AMENDMENT EXTENDING THE "DUE DILIGENCE PERIOD ", AS
DEFINED THEREIN, UNTIL MARCH 15, 2012, OR, IF LESS, SUCH
OTHER TIME PERIOD AS HACMB MAY APPROVE; FURTHER
RATIFYING THE CITY MANAGER AND HACMB'S AGREEMENT TO A
SHORT -TERM EXTENSION OF THE INSPECTION AND DUE
DILIGENCE PERIODS THROUGH AND UNTIL SEPTEMBER 28, 2011;
SAID SHORT -TERM EXTENSION GRANTED IN ORDER TO
PRESERVE THE CITY'S RIGHT TO TERMINATE THE AGREEMENTS
AND, FURTHER, TO GIVE THE CITY AND HACMB TIME TO BRING
THE EXTENSIONS REQUESTED IN THIS RESOLUTION BEFORE
THEIR RESPECTIVE GOVERNING BOARDS.
WHEREAS, in 1999, the City Commission approved the West Avenue Bridge
Project as Municipal Mobility Plan (MMP) Project #30, which envisioned corridor
improvements to the intersection of Dade Boulevard at 17 Street/Bay Road, to be
combined with a connection between Dade Boulevard and West Avenue through the
construction of a new bridge (the West Avenue Bridge Project or the Project); and
WHEREAS, the implementation of the Project requires that the City acquire a
right -of -way via the City's purchase of an easement (the City Easement) through
property presently owned by the Housing Authority of the City of Miami Beach (HACMB);
and
WHEREAS, current funding for the Project includes federal funds, and the
estimated cost of the Project, including land acquisition and the planning and design, is
approximately $6.5 -7 million; and
WHEREAS, the Administration and City Attorney's Office worked with HACMB
and its counsel to develop 1.) a Purchase and Sale Agreement, for the City's purchase
of the City Easement, in the amount of $1,635,000, to develop the West Avenue Bridge
Project; and 2.) a Development Agreement, setting forth the City and HACMB's
respective rights and obligations pertaining to the City's development and construction of
the West Avenue Bridge Project, and HACMB's development and construction of an
affordable housing project (the HACMB Project); and
WHEREAS, on June 22, 2010, the HACMB's Board considered both agreements
and passed a resolution approving same, and
WHEREAS, on July 14, 2011, the Mayor and City Commission adopted
Resolution No. 2010- 27451, approving the Purchase and Sale Agreement, in substantial
form; the Purchase and Sale Agreement was finalized and subsequently executed by
the parties with an effective date of September 15, 2010; and
WHEREAS, on September 15, 2010, the Mayor and City Commission adopted
Resolution No. 2010 - 27490, approving, on second and final reading, and authorizing the
Mayor and City Clerk to execute, the Development Agreement; the Development
Agreement was executed with a Commencement Date of September 15, 2010; and
WHEREAS, in accordance with the terms of the Purchase and Sale Agreement
and the Development Agreement, the City was permitted an Inspection Period (under
the Purchase and Sale Agreement) and Due Diligence Period (under the Development
Agreement), within which to inspect and investigate the physical and other conditions of
the City Easement property, as well as the HACMB property, as it deemed appropriate,
in order to determine whether or not to proceed with the purchase of the City Easement,
and the development of the proposed West Avenue Bridge Project thereon; and
WHEREAS, the City has the right, during the Inspection Period /Due Diligence
Period (as such terms are defined, respectively, in the Purchase and Sale Agreement
and the Development Agreement), to terminate the Purchase and Sale Agreement and
the Development Agreement if, in the City's sole opinion, the City Easement property is
not suitable or feasible for the City's intended purpose of developing the Project, or that
such development and use may be unusually expensive; and
WHEREAS, the Inspection Period and Due Diligence Period will both expire on
September 15, 2011; and
WHEREAS, the City is still in the process of inspecting and investigating the City
Easement property; as part of its ongoing due diligence, the City has retained a
consultant to perform a Project Development & Environmental (PD &E) study on the
West Avenue Bridge Project; and
WHEREAS, the PD &E study will evaluate if the Project will improve
transportation connectivity; support economic development; and enhance transit,
pedestrian and bicycle usage; and
WHEREAS, public involvement is a significant component of the PD &E study;
and
WHEREAS, a Public Involvement Program regarding the Project has been
created to ensure that the PD &E study reflects the values and needs of the community;
and
WHEREAS, in order to ensure that the City obtains sufficient information, which
includes collecting sufficient public comment as to its proposed purchase of the City
Easement and development of the Project, an extension of the Inspection Period, under
the Purchase and Sale Agreement, and of the Due Diligence Period, under the
Development Agreement, is in the best interest of the City; and
WHEREAS, the City has requested that the HACMB grant an up to six (6) month
extension of, respectively, the Inspection Period and Due Diligence Period in order for
the City to review and consider the recommendations identified in the PD &E study; if
HACMB grants the full six (6) month extension, it would commence upon expiration of
both Periods, or September 15, 2011, and terminate on March 15, 2012; and
WHEREAS, the HACMB's board is not scheduled to meet until September 20,
2011; notwithstanding, and in the interim, the HACMB has authorized its Executive
Director to grant a short-term extension of the Inspection Period and Due Diligence
Period, until September 28, 2011, in order for: 1) the City Commission to consider the up
to six (6) months extension request at its September 14, 2011 meeting; 2) the HACMB to
consider such request at its September 20, 2011 meeting; and 3) to continue to preserve
the City's rights to terminate the Agreements, in the event that either the City
Commission or HACMB does not approve the extension; and
WHEREAS, accordingly the Administration recommends that the City
Commission approve, and request that the HACMB grant the City, an up to six (6) month
extension of the Inspection Period and Due Diligence Periods under, respectively, the
Purchase and Sale Agreement and Development Agreement between the City and
HACMB and, if approved, that the City Commission further authorize the Mayor and City
Clerk to execute the corresponding amendments to the Agreements; and
WHEREAS, in the event that the HACMB does not grant the full six (6) month
requested extension, then Administration further requests that the City Manager be
authorized to request, negotiate, and accept a shorter extension period; provided the
City Manager deems, in his reasonable discretion and judgment, that such shorter time
period would be sufficient so as to allow the City to conclude its due diligence regarding
the proposed transaction.
NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City
Commission hereby approve, and authorize the Mayor and City Clerk to execute: 1)
Amendment No. 1 to the Purchase and Sale Agreement dated July 14, 2010, between
the City of Miami Beach and the Housing Authority of the City of Miami Beach, for the
purchase of a perpetual easement over the property located at 1231 -1251 17 Street,
Miami Beach, Florida, for the purpose of constructing a bridge connecting West Avenue
and Dade Boulevard, said amendment extending the "Inspection Period ", as defined
therein, for up to a period of six months, (or until March 15, 2012) or, if less, such other
timie period as HACMB may approve; and 2) Amendment No. 1 to the Development
Agreement between the City and HACMB, having a commencement date of September
15, 2010; said amendment extending the "Due Diligence Period ", as defined therein until
March 15, 2012, or, if less,, such other time period as HACMB may approve; further
ratifying the City Manager and HACMB's agreement to a short-term extension of the
Inspection and Due Diligence Periods through and until September 28, 2011; said
extensions granted in order to preserve the City's right to terminate the Agreements and,
further, to give the City and HACMB time to bring the extension requested in this
Resolution to their respective governing boards.
PASSED AND ADOPTED this 1 - I 4 da y of 12011.
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COMMISSION ITEM SUMMARY
Condensed Title:
A Resolution approving a first amendment to the purchase and sale agreement between the
City and the Housing Authority of the City of Miami Beach for the purchase of a perpetual
easement over the property located at 1231 -1251 17 Street for the purpose of constructing the
West Avenue Bridge, extending the Due Diligence period by 6 months, until March 15, 2012.
Key Intended Outcome Supported:
Maintain or Improve Traffic Flow
Supporting Data (Surveys, Environmental Scan, etc.): Residents in the 2007 Community
Satisfaction Survey cited traffic congestion as the second most import factor affecting their
quality of life in the City.
Issue:
Should the City Commission approve the resolution?
Item Summary /Recommendation:
On July 14, 2010, the Mayor and City Commission approved a Purchase and Sale Agreement
between the City and HACMB, for the purchase of a perpetual easement through the HACMB
Parcel for construction of the project. The purchase price of the easement is $1.635 million.
The Agreement provided the City with a one (1) year "Inspection Period" (commencing upon
execution of the Purchase and Sale Agreement) to do its due diligence, including whatever
inspections and investigations it needs to make to determine whether or not it wants to proceed
with the purchase of the City Easement, and /or whether or not the Easement is suitable for the
development and construction of the proposed West Avenue Bridge Project. Additionally, the
City has the right to terminate the Purchase and Sale Agreement during the Inspection Period if
it determines, in its sole opinion, that the property is not suitable or feasible for the Project.
The City is in the process of performing the West Avenue Bridge Project Development and
Environmental (PD &E) study. Public involvement is a significant portion of the PD &E study. A
Public Involvement Program (PIP) has been created to generate public participation. The
overall goal of the PIP is to ensure that the study reflects the values and needs of the
community. As part of the due diligence for the purchase of the easement, the City and the
PD &E consultant will collect and review the public input and commentary prior to the PD &E's
Public Hearing which will take place in April 2012.
The Administration recommends that the Mayor and City Commission adopt the resolution and
approve the First Amendment to the Purchase and Sale Agreement.
Advisory Board Recommendation:
N/A
Financial Information:
Amount Account Approved
Source of Funds: n/a
OBPI
Total
City Clerk's Office Legislative Tracking:
Kevin Crowder, Jorge Gomez
Sign -Offs:
D •F • ent Director Assi tant City Manager City Manager
KC ioo JGG i 'U JMG /1111111■ ��_
T:\AGE'i2'W,Ti[,1l1mEgg • egular\Housing Authoruty Aire" ents - Summary.docx
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M I AAA I BEAC H AGENDA ITEM G 7 !7
��' DATE
t____D MIAMI BEACH
City of Miami Beach, 1 700 Convention Center Drive, Miami Beach, Florida 33139 www.miamibeachfl.gov
a ov g
COMMISSION MEMORANDUM
TO: Mayor Matti Herrera Bower and Members of the City Commission
FROM: Jorge M. Gonzalez, City Manager
DATE: September 14, 2011
1 0
SUBJECT: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, APPROVING AND AUTHORIZING THE
MAYOR AND CITY CLERK TO EXECUTE: 1) AMENDMENT NO. 1 TO THE
PURCHASE AND SALE AGREEMENT, DATED JULY 14, 2010, BETWEEN
THE CITY OF MIAMI BEACH AND THE HOUSING AUTHORITY OF THE
CITY OF MIAMI BEACH (HACMB), FOR THE PURCHASE OF A
PERPETUAL EASEMENT OVER THE PROPERTY LOCATED AT 1231 -1251
17 STREET, MIAMI BEACH, FLORIDA, FOR THE PURPOSE OF
CONSTRUCTING A BRIDGE CONNECTING WEST AVENUE AND DADE
BOULEVARD; SAID AMENDMENT EXTENDING THE "INSPECTION
PERIOD ", AS DEFINED THEREIN, FOR A PERIOD OF UP TO SIX MONTHS,
(OR UNTIL MARCH 15, 2012) OR, IF LESS, SUCH OTHER TIME PERIOD
AS HACMB MAY APPROVE; AND 2) AMENDMENT NO 1. TO THE
ACCOMPANYING DEVELOPMENT AGREEMENT BETWEEN THE CITY
AND HACMB, HAVING A COMMENCEMENT DATE OF SEPTEMBER 15,
2010; SAID AMENDMENT EXTENDING THE "DUE DILIGENCE PERIOD ",
AS DEFINED THEREIN, UNTIL MARCH 15, 2012, OR, IF LESS, SUCH
OTHER TIME PERIOD AS HACMB MAY APPROVE; FURTHER RATIFYING
THE CITY MANAGER AND HACMB'S AGREEMENT TO A SHORT -TERM
EXTENSION OF THE INSPECTION AND DUE DILIGENCE PERIODS,
THROUGH AND UNTIL SEPTEMBER 28, 2011; SAID SHORT -TERM
EXTENSION GRANTED IN ORDER TO PRESERVE THE CITY'S RIGHT TO
TERMINATE THE AGREEMENTS AND, FURTHER, TO GIVE THE CITY AND
HACMB TIME TO BRING THE EXTENSION REQUESTED IN THIS
RESOLUTION BEFORE THEIR RESPECTIVE GOVERNING BOARDS.
ADMINISTRATION RECOMMENDATION
Adopt the Resolution.
ANALYSIS
In 1999, the City Commission approved the Municipal Mobility Plan (MMP). The West
Avenue Bridge Project (the Project) was developed from MMP Project #30, which
envisioned corridor improvements to the intersection of Dade Boulevard at 17
Street/Bay Road, to be combined with a connection between Dade Boulevard and West
Avenue through the construction of a new bridge. The MMP suggested that this
f - -
Commission Memorandum
September 14, 2011
Housing Authority of Miami Beach — Amendment to Easement Purchase
Page 2 of 3
crossing could serve to relieve congestion at nearby intersections.
The implementation of the Project requires that the City acquire a right -of -way through a
parcel presently owned by the Housing Authority of the City of Miami Beach (HACMB),
located at 1231 -1251 17 Street. Current funding for the Project includes federal funds,
the use of which requires an environmental impact study (EIS). The estimated cost of
the Project, including land acquisition and the EIS, is approximately $6.5 -7 million.
On July 14, 2010, the Mayor and City Commission approved a Purchase and Sale
Agreement, for the City's purchase of the City Easement, in the amount of $1,635,000,
over a portion of the HACMB property to develop the West Avenue Bridge Project, and a
Development Agreement, setting forth the City and HACMB's respective rights and
obligations pertaining to the City's development and construction of the West Avenue
Bridge Project, and HACMB's development and construction of an affordable housing
project (the HACMB Project).
On June 22, 2010, the HACMB's Board considered both agreements and passed a
resolution approving the same, and on July 14, 2011, the Mayor and City Commission
adopted Resolution No. 2010- 27451, approving the Purchase and Sale Agreement in
substantial form. The Purchase and Sale Agreement was finalized and subsequently
executed by the parties with an effective date of September 15, 2010. On September 15,
2010, the Mayor and City Commission adopted Resolution No. 2010 - 27490, approving
on second and final reading the Development Agreement which also has a
Commencement Date of September 15, 2010.
The City also has the right during the Inspection Period /Due Diligence Period, to
terminate the Purchase and Sale Agreement and the Development Agreement if, in the
City's sole opinion, the City Easement property is not suitable or feasible for the City's
intended purpose of developing the Project, or that such development and use may be
unusually expensive. The Inspection Period and Due Diligence Period will both expire on
September 15, 2011.
The City is still in the process of inspecting and investigating the City Easement
property, including the performance of a Project Development & Environmental (PD &E)
study on the West Avenue Bridge Project, which will consider the construction of the
project with the following goals:
• Improve multimodal transportation connectivity across Collins Canal and offer an
alternative to driving on Alton Road;
• Support economic development in the Sunset Harbor neighborhood and vicinity;
• Enhance transit, pedestrian and bicycle use and safety across the Collins Canal
and Dade Boulevard.
Public involvement is a significant portion of the PD &E study. A Public Involvement
Program (PIP) has been created to generate public participation. The overall goal of the
PIP is to ensure that the study reflects the values and needs of the community. As part
of the due diligence for the purchase of the easement, the City and the PD &E consultant
conducted the kick -off meeting on September 13, and the second public meeting will be
an Alternatives Workshop, which will take place in December. Therefore, an extension of
the Purchase and Sale Agreement is appropriate and in the best interest of the City. To
Commission Memorandum
September 14, 2011
Housing Authority of Miami Beach — Amendment to Easement Purchase
Page 3 of 3
this end, the City has requested that the HACMB grant a six (6) month extension of the
Inspection Period and Due Diligence Period in order for the City to review and consider
the recommendations identified in the PD &E study. The proposed extension would
commence on September 15, 2011, and terminate on March 15, 2012.
The HACMB board is not scheduled to meet until September 20, 2011; however, the
HACMB has authorized its Executive Director to execute a short -term extension of the
Inspection Period and Due Diligence Period until September 28, 2011, in order for the
City Commission to consider the extension request at its September 14, 2011 meeting;
the HACMB to consider such request at its September 20, 2011 meeting; and to
preserve the City's rights to terminate the Agreements, should the extension not be
approved by either the City Commission or HACMB.
CONCLUSION
The Administration recommends that the City Commission approve, and request that the
HACMB grant the City, an up to six (6) month extension of the Inspection Period and
Due Diligence Periods under, respectively, the Purchase and Sale Agreement and
Development Agreement between the City and HACMB and, if approved, that the City
Commission further authorize the Mayor and City Clerk to execute the corresponding
amendments to the Agreements.
JMG /JGG /kc
Attachment — First Amendment
T:\AGENDA\2011 \9- 14-11 \Housing Authority Amendment Memo.docx