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Resolution 2022-32014RESOLUTION NO., 2022-32014 A RESOLUTION OF THE MAYOR AND CITY C6MMI9910N-OF-THE CITY OF MIAMI BEACH, FLORIDA, APPROVING, IN SUBSTANTIAL FORM, A FIFTH AMENDMENT, BY AND AMONG THE CITY OF MIAMI BEACH (CITY), MIAMI- DADE COUNTY (COUNTY), AND THE MIAMI BEACH REDEVELOPMENT AGENCY (RDA) TO THE NOVEMBER 16, 1993 INTERLOCAL COOPERATION AGREEMENT, AS AMENDED (THE "INTERLOCAL AGREEMENT"), RELATED TO THE CITY CENTER / HISTORIC CONVENTION CENTER VILLAGE REDEVELOPMENT AND REVITALIZATION AREA (CITY CENTER RDA); WITH SAID FIFTH AMENDMENT ATTACHED AS EXHIBIT "A" TO THE CITY COMMISSION MEMORANDUM ACCOMPANYING THIS RESOLUTION; AND FURTHER AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE THE FINAL FIFTH AMENDMENT, IN THE FORM APPROVED BY THE CITY ATTORNEY. WHEREAS, the Miami -Dade County Board of County Commissioners (the "Board") adopted Resolution No. R-317-93 on March 30, 1993, approving, among other things, the City Center/Historic Convention Village Redevelopment and Revitalization Plan (the "Plan") and delegated certain powers conferred on the Board by Part III, Chapter 163, Florida Statutes (the "Act"), to implement the Plan to the Mayor and City Commission of the City of Miami Beach (the "City Commission"), all for the project area commonly called "City Center/Historic Convention Village Redevelopment and Revitalization Area" (such Area previously referred to in the Interlocal Agreement described below, as the "Project" and herein referred to as the "Redevelopment Area"); and WHEREAS, the City Commission enacted Ordinance 93-2836 on February 24, 1993 and the Board also enacted Ordinance No. 93-28 on April 27, 1993, which among other things, established a trust fund ("Fund" or "Trust Fund") to fund improvements in the Redevelopment Area; and WHEREAS, the County and the City also approved and entered into the Interlocal Cooperation Agreement, executed on November 16, 1993, as amended by the First Amendment (defined below), by the Second Amendment (defined below), by the Third Amendment (defined below), and by the Fourth Amendment (defined below) (collectively, the "Interlocal Agreement"), by which the County delegated to the City certain redevelopment powers granted by the Act, including but not limited to the creation of the Redevelopment Area and implementation of the Plan; and WHEREAS, the Board, through Resolution No. R-889-03, and the City Commission, through Resolution No. 2003-2537, approved an amendment to the Plan to incorporate the development and implementation of community policing initiatives; and WHEREAS, the Board, through Resolution No. R-889-03, and the City Commission, through Resolution No. 2003-25241, also approved an amendment to the Interlocal Agreement ("First Amendment") to delegate to the City the power to implement the community policing initiatives; and WHEREAS, the Board, through Resolution No. R-958-05, the City Commission, through Resolution No. 2004-25560, and the Agency, through Resolution No. 470-2004, also approved a second amendment to the Interlocal Agreement ("Second Amendment") whereby: (i) the County, City, and Agency agreed that the Agency would remit one and one-half percent (1.5%) of the tax increment revenue paid to the Agency for said fiscal year to the County to defray administrative costs for oversight and processing Agency related items, after satisfaction each fiscal year of debt service and all other obligations related to the bonds or future indebtedness issued by the Agency and approved by the County, and (ii) the County approved the Agency's issuance of refunding bonds in an amount not to exceed a principal amount of $101,090,000.00 to refinance all or a portion of the outstanding principal amount of bonds issued with respect to the Redevelopment Area; and WHEREAS, the Board, through Resolution No. R-1110-14, the City Commission, through Resolution No. 2014-28835, and the Agency, through Resolution No. 607-2014, also approved a third amendment to the Interlocal Agreement ("Third Amendment"), which, among other terms, extended the life of the Agency to March 31, 2044, authorized the issuance of tax increment revenue bonds ("RDA Bonds") to support the Convention Center Renovation and Expansion Project (the "Convention Center Project"), and further provided for related payment terms, with the intent that all available excess Trust Fund revenues remaining on deposit in the Trust Fund be used for the prepayment or redemption of debt prior to maturity of the RDA Bonds, with such prepayment or redemption of debt commencing in FY 2023-24; and WHEREAS, the Board, through Resolution No. R-644-18, the City Commission, through Resolution No. 2018-30288, and the Agency, through Resolution No. 629-2018, also approved a fourth amendment to the Interlocal Agreement ("Fourth Amendment"), which, among other terms, recognized that the available revenues remaining on deposit in the Trust Fund, as of the Agency's year-end for FY 2016-17, were estimated to be at approximately $34,000,000 and: (i) in recognition of additional costs incurred by the City in connection with the Convention Center Project, including expenses resulting from Hurricane Irma and other unforeseen circumstances, authorized the allocation of excess Trust Fund revenues in the amount of $6,914,221.00 to the Convention Center Project, and (ii) in recognition of the joinder by the City, the County, and the City of Miami to the Rockefeller Foundation's 100 Resilient Cities network as Greater Miami and the Beaches and commitment to developing a resilience strategy that, among other things, aggressively combats the risks of rising sea levels, coastal erosion, and hurricanes, provides protection from storm surges associated with hurricanes and other storm events, maintains and protects our coastal beaches, which provide direct benefits and protection to the people, property, and infrastructure developed on the barrier islands and which are a major feature of the Greater Miami and the Beaches tourism industry, attracting visitors from all over the world to our community, authorized the distribution of excess Trust Fund revenues to the County and the City beginning FY 2017-18 and continuing until FY 2022-23, with the County and City each setting aside $1.5 million per year from the foregoing distribution of excess Trust Fund revenues to fund beach renourishment efforts, which can be used to leverage State or Federal funding for beach renourishment purposes, and (iii) in recognition of the continuing need to refurbish the Lincoln Road pedestrian mall from Collins Avenue to West Avenue and adjacent corridors, authorized the 2 distribution of an amount up to $20,000,000 to fund the Lincoln Road Project previously authorized as part of the Third Amendment, for a total project amount of up to $40,000,000 for the Lincoln Road Project; and WHEREAS, after distribution of Tax Increment revenues in the order, priority, and amounts required by this Interlocal Agreement, the available revenues remaining on deposit in the Trust Fund, as of the Agency's year-end for FY 2020-21, are projected at approximately $31,900,000.00; and WHEREAS, the County desires to expand the use of the excess Trust Fund revenues set aside by the County for the purpose of funding beach renourishment to be used for any beaches located within Miami -Dade County, as determined in the County's sole discretion; and WHEREAS, the County and the City recognize the importance to both the County and the City of renourishing all beaches throughout Miami -Dade County; and WHEREAS, the Agency has served as a prominent funding mechanism for the transformative renovation and expansion of the Miami Beach Convention Center ("Convention Center Project"), which is the largest convention center in Miami -Dade County and a significant economic asset for the City and the entire County, hosting major recurring events such as Art Basel and periodic sports tourism events like the NFL Superbowl Experience; and WHEREAS, the City was engaged in complex litigation relating to the work performed on the Convention Center Project and the City Commission, through Resolution No. 2021-31870, approved a final settlement agreement dated as of September 30, 2021 by and among the City, Clark Construction Group, LLC ("Contractor"), and Hill International Inc. (the "Final Settlement Agreement") pursuant to which the parties settled all claims among them in connection with the Convention Center Project; and WHEREAS, pursuant to the Final Settlement Agreement, the City is responsible for generating $33,500,000.00 payable for the remaining project costs in connection with the Convention Center Project, including payments to the Contractor, of which amount the City has already appropriated approximately $6,400,000.00, which was part of the Convention Center Project budget contingency, and $27,100,000.00 remains unfunded; and WHEREAS, the Convention Center Project budget had included a contingency of $35,000,000.00, which represents only approximately six percent (6%) of the total Convention Center Project budget; and WHEREAS, the remaining unfunded Convention Center Project costs in the amount of $27,100,000.00 represents approximately four percent (4%) of the total Convention Center Project budget, and when combined with the original contingency amount, effectively brings the total Convention Center Project contingency to approximately ten percent (10%) of the budget, which is well within industry standards; and WHEREAS, completion of the Convention Center Project is essential to the success of the Redevelopment Area and implementation of the Plan, and accordingly, the City is requesting to access $27,100,000.00 of the approximately $31,900,000.00 in excess Trust Fund revenues for purposes of funding the balance of, and reimbursing the City for, the remaining project costs in connection with the Convention Center Project, including payments to the Contractor pursuant to the Final Settlement Agreement; and WHEREAS, given the importance of the Convention Center Project to their economic vitality, both the County and the City recognize the mutual benefits of resolving all claims pursuant to the Final Settlement Agreement and achieving completion of the Convention Center Project; WHEREAS, to effectuate the foregoing purposes, the County, City, and Agency have negotiated a proposed amendment to the Interlocal Agreement ("Fifth Amendment"), attached in substantial form as Exhibit "A" to the Memorandum accompanying this Resolution, with said Fifth Amendment providing in material part: • Until FY 2022-23, the County shall set aside $1.5 million per year of the excess Trust Fund revenue payments received from the Agency for the purpose of funding beach renourishment for any beaches within Miami -Dade County, as opposed to only beaches within or adjacent to the City of Miami Beach, as determined in the County's sole discretion. • of the approximately $31,900,000.00 in excess Trust Fund revenues remaining on deposit in the Trust Fund as of the Agency's year-end for FY 2020-21, the Agency shall distribute $27,100,000.00 to the City, for the limited purpose of funding, and reimbursing the City for, the remaining project costs in connection with the Convention Center Project, including payments to the Contractor pursuant to the Final Settlement Agreement. WHEREAS, upon approval by the Agency and the City Commission, respectively, the Fifth Amendment will be transmitted to the County, for consideration and approval by the Board. NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City Commission hereby approve, in substantial form, a Fifth Amendment, by and among the City of Miami Beach (City), Miami -Dade County (County), and the Miami Beach Redevelopment Agency (RDA) to the November 16, 1993 Interlocal Cooperation Agreement, as amended (the "Interlocal Agreement"), related to the City Center / Historic Convention Center Village Redevelopment and Revitalization Area (City Center RDA); with said Fifth Amendment attached as Exhibit "A" to the City Commission Memorandum accompanying this Resolution; and further authorizing the Mayor and City Clerk to execute the final Fifth Amendment, in the form approved by the City Attorney. PASSED and ADOPTED THIS -" day of Ju„ka y 2022. ATTEST: 7XIL /Ul 2;. RAFA E. GRANADO, CITY CLERK INCORP ORATE[. k, -Hl 216��/ 4 DAN GELBER, MAYOR APPROVED AS TO FORM & LANGUAGE & FOR EXECUTION CAYY T'� Z a- Resolutions - R7 E MIAMI BEACH COMMISSION MEMORANDUM TO: Honorable Mayor and Members of the City Commission FROM: Alina T. Hudak, City Manager DATE: January 20, 2022 4:30 p.m. SUBJECT.A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, APPROVING, 1N SUBSTANTIAL FORM, A FI FTH AMENDMENT, BYAND AMONG THE CITY OF MIAMI BEACH (CITY), MIAMI-DADE COUNTY (COUNTY), AND THE MIAMI BEACH REDEVELOPMENT AGENCY (RDA) TO THE NOVEMBER 16, 1993 INTERLOCAL COOPERATION AGREEMENT, AS AMENDED (THE "INTERLOCAL AGREEMENT"), RELATED TO THE CITY CENTER/HISTORIC CONVENTION CENTER VILLAGE REDEVELOPMENT AND REVITALIZATION AREA (CITY CENTER RDA); WITH SAID FIFTH AMENDMENT ATTACHED AS EXHIBIT "A" TO THE CITY COMMISSION MEMORANDUM ACCOMPANYING THIS RESOLUTION; AND FURTHER AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE THE FINAL FIFTH AMENDMENT, IN THE FORM APPROVED BY THE CITY ATTORNEY. JOINT CITY COMMISSION AND REDEVELOPMENT AGENCY. RECOMMENDATION Approve the Resolution as presented by the Administration authorizing the, fifth amendment to the Interlocal Agreement by and among the City of Miami Beach, Miami -Dade County, and the Miami Beach Redevelopment Agency. On January 26, 1993, Miami -Dade County Board of County Commissioners (the "Board") adopted Resolution No. R-14-93, which among other things (i) found the area of Miami Beach (the "City") bounded on the East by the Atlantic Ocean, on the North by 24th Street, on the West by West Avenue, and on the South by 14th Lane (the "City Center Redevelopment Area" or "Redevelopment Area") to be a "blighted area" as defined by Part III of Chapter 163 (the "Act"), Florida Statutes, and (ii) delegated to the City of Miami Beach, pursuant to Section 163. 410, Florida Statutes, certain powers conferred upon the County Commission as the goveming body of Miami -Dade County (the "County") by Part 111 'of Chapter 163, Florida Statutes, with regard to the Redevelopment Area, so that the City Commission, either directly or through its duly designated community redevelopment agency, could exercise such powers. On February 3, 1993, the City adopted Resolution No. 93-20709, which established a Page 804 of 1313 community redevelopment agency (the "Miami Beach Redevelopment Agency" or the "Agency' or the "RDA") and declared the members of the City Commission as the members of the Agency. Subsequently, on February 12, 1993, the City adopted Resolution No. 93- 20721, Mich adopted the Agency's City Center /Historic Convention Village Redevelopment and Revitalization Area Plan (the "Plan") for the redevelopment and revitalization of the Redevelopment Area. The Board adopted Resolution No. R-317-93 on March 30, 1993, approving the Plan, among other things. Subsequently on April 27, 1993, the Board enacted Ordinance No. 93-28 which established a trust fund ("Fund" or "Trust Fund") to fund improvements in the Redevelopment Area. The County and the City then approved and entered into the I ntedocal Cooperation Agreement, executed on November 16, 1993 (as amended by the First, Second, Third and Fourth Amendments defined below, the "I ntedocal Agreement "), by which the County delegated to the City certain redevelopment powers granted by the Act, including but not limited to the creation of the Redevelopment Area and implementation of the Plan. First Amendment The Board, through Resolution No. R-889-03, and the City Commission, through Resolution No. 2003-2537, approved an amendment to the Plan to incorporate the development and implementation of community policing initiatives. Additionally, the Board, through Resolution No. R-889-03, and the City Commission, through Resolution No. 2003-25241, also approved an amendment to the I ntedocal Agreement ("First Amendment") to delegate to the City the power to implement the community policing initiatives incorporated in the Plan. Second Amendment The Board, through Resolution No. R-958-04, the City Commission, through Resolution No. 2004-25560, and the Agency, through Resolution No. 470-2004, also approved a second amendment to the I ntedocal Agreement ("Second Amendment) whereby: (i) the County, City, and Agency agreed that the Agency would remit one and one- half percent (1.5%) of the Tax Increment Revenue paid to the Agency for said fiscal year to the County to defray administrative costs for oversight and processing Agency related items, after debt service and all other obligations related to the bonds or future indebtedness issued by the Agency and approved by the County was satisfied for the fiscal year, and (ii) the County approved the Agency's issuance of refunding bonds in an amount not to exceed a principal amount of $101,090,000.00 to refinance all or a portion of the outstanding principal amount of bonds issued with respect to the Redevelopment Area. Third Amendment The Board, through Resolution No. R-1110-14, the City Commission, through Resolution No. 2014-28835, and the Agency, through Resolution No. 607-2014, also approved a third amendment to the Interlocal Agreement ("Third Amendment"), which, among other terms, Page 805 of 1313 extended the life of the Agency to March 31, 2044, authorized the issuance of tax increment revenue bonds ("RDA Bonds") to support the Convention Center Renovation and Expansion Project (the "Convention Center Project'), and provided for related payment terms with the intent that all available excess Trust Fund revenues remaining on deposit in the Trust Fund be used for the prepayment or redemption of debt prior to maturity of the RDA Bonds, with the prepayment or redemption of debt commencing in FY 2023-24. Fourth Amendment The Board, through Resolution No. R-644-18, the City Commission, through Resolution No. 2018-30288, and the Agency, through Resolution No. 629-2018, also approved a fourth amendment to the Interlocal Agreement ("Fourth Amendment'), which, among other terms, recognized that the available revenues remaining on deposit in the Trust Fund, as of the Agency's year-end for FY 2016-17, were estimated to be at approximately $34,000,000.00 and: (i) in recognition of additional costs incurred by the City in connection with the Convention Center Project, including. expenses resulting from Hurricane Irma and other unforeseen circumstances, authorized the allocation of excess Trust Fund revenues in the, amount of $6,914,221.00 to the Convention Center Project, and (ii) in recognition of the joinder by the City, the County, and the City of Miami to the Rockefeller Foundation's 100 Resilient Cities network as Greater Miami and the -Beaches and the commitment to developing a resilience strategy that, among other things, aggressively combats the risks of rising sea levels, coastal erosion, and hurricanes, provides protection from* storm surges associated with hurricanes and other storm events, maintains and protects our,coastal beaches, which provide direct benefits and protection to the people, property and infrastructure developed on the barrier islands and which are a'major feature of the' Greater Miami and the Beaches tourism industry attracting visitors from all over the world to our community, authorized the distribution of excess Trust Fund revenues to the County and the City beginning FY 2017-18 and continuing until FY 2022-23, with the County and City each setting aside $1.5 million per year from the foregoing distribution of excess Trust Fund revenues to fund beach renourishment efforts, which can be used to leverage State or Federal funding for beach renourishment purposes, and (iii) in recognition of the continuing need to refurbish the Lincoln Road pedestrian mall from Collins Avenue to West Avenue and adjacent corridors, authorized the distribution of an amount up to $20,000,000 to fund the Lincoln Road Project, previously authorized as part of the Third Amendment, for a total project amount of up to $40,000,000 for the Lincoln Road Project. ANALYSIS Beach Renourishment The Fourth Amendment provided a mechanism to close a funding gap in the joint County/City multiyear beach renourishment program to enhance resiliency and combat the risks of environmental conditions such as rising *sea levels, coastal erosion, hurricanes, and storm events. The County and the City recognize the importance to both the County and the City of renourishing all beaches throughout Miami -Dade County. As such, there is a desire to expand Page 806 of 1313 the use of the $1.5 million in excess Trust Fund revenues set aside by the County for the purpose of funding beach renourishment to be used for any beaches located within Miami -Dade County, as determined in the County's sole discretion. Convention Center Project & Litigation As the largest convention center in Miami -Dade County, the Miami Beach Convention Center is a significant economic asset for the City and the entire County, hosting major recurring events such as Art Basel and periodic sports tourism events like the National Football League (NFL) Superbowl Experience. On October 21, 2015, the Mayor and City Commission adopted Resolution No. 2015-29188 authorizing the City to enter into a Construction Manager at Risk Agreement with Clark Construction Group ("Clark") for the renovation and expansion of the Miami Beach Convention Center ("Convention Center Project'). Despite varied project challenges including natural disasters and an obligation to keep the facility open for events throughout construction, the Convention C-snter Project achieved a temporary certificate of occupancy (TCO) on April 13, 2020. Just months earlier, the City and Clark became involved in complex litigation surrounding work on the project initiated by the $100 million+ lawsuit filed by Clark against the City and Hill International Inc. ("Hill'), the City's owners representative for the Convention Center Project. To date, the final Certificate of Occupancy has not been achieved but is in process. Final Settlement Agreement After almost two years of litigation, the City Commission, through Resolution No. 2021-31870, approved a final settlement agreement on September 30, 2021 by and among the City, Clark,, and Hill (the "Final Settlement .Agreement"). Pursuant to the Final Settlement Agreement, the parties settled all claims among them in connection with the Convention Center Project. Pursuant to the Final Settlement Agreement, the City is responsible for generating $33.5 million payable to. Claris for the remaining project costs in connection with the Convention Center Project, of which amount the City appropriated approximately $6,400,000.00, which was part of the Convention Center Project construction retainage. Additionally, the City temporarily appropriated $12,900,000.00 originally earmarked for a limited purpose in hopes of reimbursement through another funding source, such as RDA excess Trust Fund revenues. In consideration of the temporary appropriation, $27,100,000.00 remains unfunded or in need of reimbursement. The Convention Center Project budget originally included a contingency of $35,000,000.00, which only represents approximately six percent (6%) of the total Convention Center Project budget. The remaining Convention Center Project costs in the amount of $27,100,000.00 represents approximately four percent (4%) of the total Convention Center Project budget, and Men combined with the original contingency amount, effectively brings the total Convention Center Project contingency to approximately ten percent (10%) of the budget, which is well within industry standards. The Final Settlement Agreement includes performance-based payments and four guaranteed payments which commenced on October 15, 2021 and will end no later than December 31, 2022. The Final Settlement Agreement stipulates that Clark will complete the performance obligations outlined below and allow the Convention Center Project to achieve final completion Page 807 of 1313 with a Certificate of Occupancy. Performance Obligations Amount Cooling Tower Completion One Million Two Hundred Thousand Dollars Less Amount Paid by Hill Directly to Clark $1,200,000 from the City Stormwater Skimmers/ Baffles One Hundred Thousand Dollars ($10,500,000), comprised as follows: $100,000 from Clark's retainage (PAID) Grand Ballroom Flex Ducts One Hundred Thousand Dollars No later than ($100,000)from Clarks retainage PAID Lighting Completion One Hundred Thousand Dollars $100,000 from Clark's retainage Identified Building Leaks One Hundred Thousand Dollars the City; and $100,000 from Clark's retainage (PAID) Guaranteed Payments Payment No. Amount Payment Deadline Less Amount Paid by Hill Directly to Clark Ten Million Five Hundred Thousand Dollars Total City Obligation $33,500,000 ($10,500,000), comprised as follows: -$6,400,000 Remaining City Obligation (Including $12.9 million temporary appropriation (a) One Million Five Hundred Thousand No later than Payment 1 Dollars ($1,500,000) from Hill I ntemational; October 15, 2021 (b)Three Million Dollars ($3,000,000) from (PAID) the City; and (c) Six Million Dollars ($6,000,000) from Clark's retainage Nine Million Nine Hundred Thousand Dollars No later than Payment 2 ($9,900,000) from the City December 31, 2021 PAID Six Million Five Hundred Thousand Dollars No later than Payment 3 ($6,500,000) from the City April 15, 2022, subject to 30-dayextension. Payment 4 Six Million Five Hundred Thousand Dollars No later than $6,500,000 from the City I December 31, 2022 Settlement Summary Total Settlement $35,000,000 Less Amount Paid by Hill Directly to Clark -$1,500,000 Total City Obligation $33,500,000 Less Amount Paid by Retainage Held by the City -$6,400,000 Remaining City Obligation (Including $12.9 million temporary appropriation $27,100,000 Completion of the Conventional Center Project is essential to the implementation of the Plan and the economic success of the County, the City, and the Redevelopment Area. Accordingly, the City is requesting to access $27,100,000.00 of the projected $31,900,000.00 in excess Trust Fund revenues for purposes of funding the balance of, and reimbursing the City for, the remaining project costs in connection with the Convention Center Project. Given the importance of the Convention Center Project to the economic vitality of the County and the City, the parties recognize the mutual benefits of resolving all claims pursuant to the Final Settlement Agreement and achieving completion of the Convention Center Project. Page 808 of 1313 Proposed Fifth Amendment To effectuate , the foregoing purposes, the County, City, and Agency have negotiated a proposed amendment to the I nterlocal Agreement ("Fifth Amendment"), attached in substantial form as Exhibit "A" to this Memorandum, with said Fifth Amendment providing in material part: • Until FY 2022-23, the County shall set aside $1.5 million per year of the excess Trust Fund revenue payments received from the Agency for the purpose of funding beach renourishment for any beaches within Miami -Dade County (as opposed to only beaches within or adjacent to the City of Miami Beach), as determined in the County's sole discretion. • Of the approximately $31,900,000.00 in excess Trust Fund revenues remaining on deposit in the Trust Fund as of the Agency's year-end for FY 2020-21, the Agency shall distribute $27,100,000.00 to the City, for the limited purpose of funding, and reimbursing the City for, the remaining project costs in connection with the Convention Center Project, including payments to the Contractor pursuant to the Final Settlement Agreement. SUPPORTING SURVEY DATA The Fifth Amendment supports the objectives of the City's 2019 Strategic Plan: Through the Lens of Resilience, including promoting Miami Beach as a resilient coastal city with a thriving environment and developing the Convention Center campus to market the city as a world class destination. Furthermore, according to the ETC Institute's 2019 Miami Beach Community Satisfaction Survey, our residents believe that ensuring the quality of our beaches ranks among the top three most important services provided by the City. Further, 84% of businesses polled believe that the Miami Beach Convention Center contributes positively to overall business performance in Miami Beach and an overwhelming majority of both residents and businesses believe that quality of life is impacted by tourism and culture, two vital functions of the Convention Center. The Miami Beach Redevelopment Agency has served as a prominent funding mechanism for the Convention Center Project with bonds approved by Miami -Dade County pursuant to the Interlocal Agreement. Under the Interlocal Agreement, the excess Trust Fund revenues can only be used for the early prepayment of RDA Bonds. As the City Center RDA is inextricably linked to the funding of the Convention Center, the City is requesting to access $27.1 million of the projected $31.9 million in excess Trust Fund revenue, currently available and reserved to pay down debt related to the Convention Center, or, with Miami -Dade County, City, and Agency approval, to defray the costs of an RDA capital project like the Convention Center Project. The debt on the Miami Beach Convention Center is over $200 million and the RDA has until 2044 to sunset or pay the debt, whichever is sooner. The Administration currently projects that the debt would be paid off by 2032. CONCLUSION The City Center RDA was established in 1993 as a funding mechanism to foster convention hotel development within the proximity of the Miami Beach Convention Center and to establish necessary linkages between the City's many core area civic, cultural, and entertainment uses. Since its success with attracting hotel investment, the RDA has focused efforts on several Page 809 of 1313 initiatives such as upgrading the area's infrastructure (including the Convention Center campus) and encouraging tourism and arts and cultural activities. Since 2003, the City and County have negotiated four previous amendments to the I nterlocal Agreement which have strengthened our mutual commitment to the economic and cultural prosperity of the Redevelopment Area. The proposed Fifth Amendment provides funding for activities identified in the Plan and consistent with previous amendments to the I nteriocal Agreement. In light of the foregoing, the Administration recommends that the City Commission and the Agency adopt the Resolutions approving the Fifth Amendment to the Interlocal Agreement, specifically providing that: 1. Until FY 2022-23, the County shall set aside $1.5 million per year of the payments received from the Agency for the purpose of funding beach renourishment for any beaches within Miami -Dade County in the County's sole discretion. 2. Of the approximately $31,900,000.00 in excess Trust Fund revenues remaining on deposit as of the Agency's year-end for FY 2020-21, the Agency shall distribute $27,100,000.00 to the City, for the limited purpose of funding, and reimbursing the City for, the remaining .project costs in connection with the Convention Center Project, including payments to the Contractor pursuant to the Final Settlement Agreement. Subject to any direction from either body, upon approval by the City Commission and the Agency, the Administration recommends that that the Fifth Amendment be transmitted to the County for consideration and approval by the Board. Applicable Area South Beach Is this a "Residents Right to Know" item, pursuant to City Code Section 2-14? No Does this item utilize G.O. Bond Funds? No Strategic Connection Prosperity - Develop the Convention Center campus. Legislative Tracking Economic Development ATTACHMENTS: Description D Attachment A- Interlocal Fifth Amendment D Resolution Page 810 of 1313 FIFTH AMENDMENT TO THE INTERLOCAL COOPERATION AGREEMENT This Fifth Amendment to the Interlocal Cooperation Agreement (the "Fifth Amendment"), made this day of , 2022 (the "Effective Date"), by and among Miami - Dade County, a political subdivision of the State of Florida (the "County"), the City of Miami Beach, a municipal corporation under the laws of the State of Florida (the `'City"), and the Miami Beach Redevelopment Agency, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes (the "Agency"). WHEREAS, the Miami -Dade County Board of County Commissioners (the "Board") adopted Resolution No. R-317-93 on March 30, 1993, approving, among other things, the City Center/Historic Convention Village Redevelopment and Revitalization Plan (the "Plan"), and delegated certain powers conferred on the Board by Part III, Chapter 163, Florida Statutes (the "Act"), to implement the Plan to the Mayor and City Commission of the City of Miami Beach (the "City Commission"), all for the project area commonly called "City Center/Historic Convention Village Redevelopment and Revitalization Area" (the "Area"), and such Area previously referred to in the Interlocal Agreement described below as the "Project", and herein referred to as the "Redevelopment Area"; and WHEREAS, the Board also enacted Ordinance No. 93-28 on April 27, 1993, which among other things, established a trust fund (the "Fund" or "Trust Fund") to fund improvements in the Redevelopment Area; and WHEREAS, the County and the City also approved and entered into the Interlocal Cooperation Agreement, executed on November 16, 1993 (the "Interlocal. Agreement), as amended by the First Amendment (defined below), by the Second Amendment (defined below), 1 Page 811 of 1313 by the Third Amendment (defined below), and by the Fourth Amendment (defined below), by which the County delegated to the City certain redevelopment powers granted by the Act, including but not limited to the creation of the Redevelopment Area and implementation of the Plan; and WHEREAS, the County and the City adopted Resolution No. R-889-03 and Resolution No. 2003-2537, respectively, approving an amendment to the Plan to incorporate the development and implementation of community policing initiatives; and WHEREAS, the Board, through Resolution No. R-889-03, and the City Commission, through Resolution No. 2003-25241, also approved an amendment to the Interlocal Agreement (the "First Amendment") to delegate to the City the power to implement the community policing initiatives; and WHEREAS, the Board, through Resolution No. R-958-05, and the City Commission, through Resolution No. 2004-25560, also approved a second amendment to the Interlocal Agreement ("Second Amendment") whereby (i) the County, City, and Agency agreed that the Agency would remit one and one-half percent (1.5%) of the Tax Increment Revenue paid to the Agency for said fiscal year to the County to defray administrative costs for oversight and processing Agency related items, after debt service and all other obligations related to the bonds or future indebtedness issued by the Agency and approved by the County was satisfied for the fiscal year, and (ii) the County approved the Agency's issuance of refunding bonds in an amount not to exceed a principal amount of $101,090,000.00 to refinance all or a portion of the outstanding principal amount of bonds issued with respect to the Redevelopment Area; and WHEREAS, the Board, through Resolution No. R-1110-14, and the City Commission, through Resolution No. 2014-28835, also approved a third amendment to the Interlocal Agreement 2 Page 812 of 1313 (the "Third Amendment"), which, among other terms, extended the life of the Agency to March 31, 2044, authorized the issuance of tax increment revenue bonds (the "RDA Bonds") to support the Convention Center Renovation and Expansion Project (the "Convention Center Project"), and further provided for related payment terms, with the intent that all available excess Trust Fund revenues remaining on deposit in the Trust Fund be used for the prepayment or redemption of debt prior to maturity of the RDA Bonds, with such prepayment or redemption of debt commencing in FY 2023-2024; and WHEREAS, the Board, through Resolution No. R-644-18, the City Commission, through Resolution No. 2018-30288, and the Agency, through Resolution No. 629-2018, also approved a fourth amendment to the Interlocal Agreement (the "Fourth Amendment"), which, among other terms, recognized that the available revenues remaining on deposit in the Trust Fund, as of the Agency's year-end for FY 2016-17 were estimated to be at approximately $34,000,000 and (a) in recognition of additional costs incurred by the City in connection with the Convention Center Project, including expenses resulting from Hurricane Irma and other unforeseen circumstances, authorized the allocation of excess Trust Fund revenues in the amount of $6,914,221.00 to the Convention Center Project, and (b) in recognition of the joinder by the City, the County and the City of Miami to the Rockefeller Foundation's 100 Resilient Cities network as Greater Miami and the Beaches and commitment to developing a resilience strategy that, among other things, aggressively combats the risks of rising sea levels, coastal erosion, and hurricanes, provides protection from storm surges associated with hurricanes and other storm events, maintains and protects our coastal beaches, which provide direct benefits and protection to the people, property and infrastructure developed on the barrier islands and which are a major feature of the Greater Miami and the Beaches tourism industry attracting visitors from all over the world to our 3 Page 813 of 1313 community, authorized the distribution of excess Trust Fund Revenues to the County and the City beginning FY 2017-18 and continuing until FY 2022-23, with the County and City each setting aside $1.5 million per year from the foregoing distribution of excess Trust Fund revenues to fund beach renourishment efforts, which can be used to leverage State or Federal funding for beach renourishment purposes, and (c) in recognition of the continuing need to refurbish the Lincoln Road pedestrian mall from Collins Avenue to West Avenue and adjacent corridors, authorized the distribution of an amount up to $20,000,000 to fund the Lincoln Road Project previously authorized as part of the Third Amendment, for a total project amount of up to $40,000,000 for the Lincoln Road Project; and WHEREAS, after distribution of Tax Increment Revenues in the order, priority, and amounts required by this Interlocal Agreement, the available revenues remaining on deposit in the Trust Fund, as of the Agency's year-end for FY 2020-21, are projected at approximately $31,900,000.00 and WHEREAS, the County is requesting to expand the use of the excess Trust Fund revenues set aside by the County for the purpose of funding beach renourishment to be used for any beaches within Miami -Dade County in the County's sole discretion; and WHEREAS, the County and the City recognize the importance to both the County and the City of renourishing all beaches within Miami -Dade County; and WHEREAS, the Agency has served as a prominent funding mechanism for the transformative renovation of the Convention Center Project, which is the only convention center in Miami -Dade County and is an important economic asset of the County and the City, hosting major recurring events such as Art Basel and periodic sports tourism events like the NFL Superbowl Experience; and 4 Page 814 of 1313 WHEREAS, the City was engaged in complex litigation relating to the work performed on the Convention Center Project and the City Commission, through Resolution No. 2021-31870, approved a final settlement agreement dated as of September 30, 2021 by and among the City, Clark Construction Group, LLC (the "Contractor") and Hill International Inc. (the "Final Settlement Agreement") pursuant to which the parties settled all claims among them in connection with the Convention Center Project; and WHEREAS, pursuant to the Final Settlement Agreement, the City is responsible for generating $33,500,000.00 payable for the remaining project costs in connection with the Convention Center, Project, including payments to the Contractor, of which amount the City has already appropriated approximately $6,400,000.00, which was part of the Convention Center Project budget contingency, and $27,100,000.00 remains unfunded; and WHEREAS, the Convention Center Project budget had included a contingency of $35,000,000.00, which represents only approximately six percent (6%) of the total Convention Center Project budget; and WHEREAS, the remaining unfunded Convention Center Project costs are $27,100,000.00, which represents approximately four percent (4%) of the total Convention Center Project budget, and when combined with the original contingency amount, effectively brings the total Convention Center Project contingency to approximately ten percent (10%) of the budget, which is well within industry standards; and WHEREAS, completion of the Conventional Center Project is essential to the success of the Redevelopment Area and implementation of the Plan, and accordingly, the City is requesting to access $27,100,000.00 of the projected $31,900,000.00 in excess Trust Fund revenues for purposes of funding the balance of, and reimbursing the City for, the remaining project costs in 5 Page 815 of 1313 connection with the Convention Center Project, including payments to the Contractor pursuant to the Final Settlement Agreement; and WHEREAS, the County and City recognize the importance of the Convention Center Project to the economic vitality of both the County, and the City and the benefits to both the County and the City of resolving all claims pursuant to the Final Settlement Agreement and achieving completion of the Convention Center Project. NOW, THEREFORE, for and in consideration of the premises and the mutual covenants recorded herein, the County, the City and the Agency agree as follows: A. The recitations set forth above are true and correct and adopted as part of this Fifth 1 Amendment. B. Paragraph XII, "Distribution of Trust Fund Revenues," sub -paragraphs "E and H" of the Interlocal Agreement, are hereby amended to read as follows: E. The Agency agrees to: Beginning FY 2017-18, and until the earlier of March 31, 2044, or the termination or expiration of the taxing authorities' obligation to appropriate the Tax Increment Revenues to the Fund, grant to the County an amount equal to the County's proportionate share of the total payments expended by the Agency in the prior fiscal year for Administration, Community Policing, and Capital Project Maintenance (defined below). Such grant shall be paid to the County by March 31 of each year and shall be based on the previous year's expenses for Administration, Community Policing, and Capital Project Maintenance. The amount granted annually shall be calculated as follows: The County's share of total Tax Increment Revenues deposited into the Trust Fund for that particular year divided by the total Tax Increment Revenues collected from all taxing authorities and deposited ' in the Trust Fund for that particular year, multiplied by the amount of expenses paid by the Agency in the previous fiscal year for Administration, Community Policing and Capital Project Maintenance. 6 Page 816 of 1313 Beginning FY 2017-18, and until FY 2022-23, the County shall set aside $1.5 million per year of the payments received from the Agency for the purpose of funding beach renourishment for a_yl beaches within or adja6efit to the City of Nfiami Beae Miami-Dade County in the Count sole discretion. This funding can be used to leverage State or Federal funding for beach renourishment purposes. Such .funding shall be set aside in a separate account established by the County to be used for the purposes described herein. 2. Beginning FY 2017-18, until FY 2022-23, grant to the City an amount equal to the City's proportionate share of the total payments expended by the Agency in the prior fiscal year for Administration, Community Policing, and Capital Project Maintenance (defined below). Such grant shall be paid to the City by March 31 of each year and shall be based on the previous year's expenses for Administration, Community Policing, and Capital Project Maintenance. The amount granted annually shall be calculated as follows: The City's share of total Tax Increment Revenues deposited into the Trust Fund for that particular year divided by the total Tax Increment Revenues collected from all taxing authorities and deposited in the Trust Fund for that- particular year, multiplied by the amount of expenses paid by the Agency in the previous fiscal year for Administration, Community Policing and Capital Project Maintenance. Beginning FY 2017-18, and until FY 2022-23, the City shall set aside $1.5 million per year of the grant received from the Agency for the purpose of funding beach renourishment for beaches within the City of Miami Beach. This funding can. be used to leverage State or Federal funding for beach renourishment purposes. Such funding shall be set aside in a separate account established by the City to be used for the purposes described herein. H. Beginning FY 2014-15 and ending on the earlier of March 31, 2023, or the termination or expiration of the taxing .authorities' obligation to appropriate Tax Increment Revenue to the Trust Fund, the Agency shall, within ninety (90) days from the conclusion of each fiscal year, deposit any ' Words stricken through shall be deleted. Words underscored constitute the amendment proposed. Remaining provisions are now in effect and remain unchanged. 7 Page 817 of 1313 unencumbered amounts on deposit in the Trust Fund and all available revenues remaining after distribution of Tax Increment Revenues in the order, priority and amounts set forth in Sections A through G above, into a fund to be used for the purposes of financing any shortfalls associated with the payment of the expenses as listed in Section F above. Such deposits to such fund shall only be made if it will not negatively affect the exclusion from gross income, for federal income tax purposes, of interest on any tax- exempt Agency Indebtedness. After the above application, the excess funds in the Trust Fund: 1. as of the end of FY 2016-17 shall be distributed as follows: of the approximately $34 million in revenues remaining on deposit in the Trust Fund as of the Agency's year-end for FY 2016-17, the Agency shall distribute $6,914,221.00 to the City, for the limited purpose of funding a portion of the construction costs for the Convention Center Project; and 2. after disbursement to the City pursuant to Section H.1 above, the Agency may distribute an amount up to $20,000,000 to the City, for the limited purpose of funding a portion of the design and construction costs for the Lincoln Road / Collins Avenue to West Avenue Project, for the refurbishment of the Lincoln Road pedestrian mall from Collins Avenue to West Avenue, and adjacent corridors (the "Lincoln Road Project"), which distribution pursuant to this Section H.2, together with the $20 million previously authorized for the Lincoln Road Project, provides for total funding from excess Tax Increment Revenues of up to $40,000,000 for the Lincoln Road Project; and 3. as of the end of FY 2020-21 shall be distributed as follows: of the approximately $31,900,000.00 in excess Trust Fund revenues remaining on deposit in the Trust Fund as of the Agency's year-end for FY 2020-21, the Agency shall distribute $27,100,000.00 to the City, for the limited purpose of funding, and reimbursing the City for, the remaining project costs in connection with the Convention Center Project, including payments to the Contractor pursuant to the Final Settlement Agreement. All other remaining revenues in the Trust Fund (including, without limitation, any remaining excess revenues at the end of FY 2020-2.1) will be used to extinguish Agency Indebtedness early, but not prior to FY 2023- 24, to the extent such Agency Indebtedness is subject to prepayment or redemption prior to maturity at such time or, if such Agency Indebtedness is not then subject to prepayment or redemption prior to maturity, to establish an escrow for the prepayment or redemption prior to maturity of such Agency Indebtedness at such time as the Agency Indebtedness is 8 Page 818 of 1313 subject to prepayment or redemption prior to maturity; provided, however, that such escrow shall only be established if it will not negatively affect the exclusion from gross income, for federal tax purposes, of interest on any such tax-exempt Agency Indebtedness. The City and the Agency agree not to issue Capital Appreciation Bonds or similar debt that does not pay interest on a current basis. The City and the Agency also agree that any Agency Indebtedness pledging Tax Increment Revenues issued for the purposes set forth herein shall include a call provision allowing such Agency Indebtedness to be called no later than ten (10) years after initial issuance. If the Agency Indebtedness is not subject to repayment or redemption prior to maturity, and an escrow cannot be established, then the Agency shall distribute annually any revenues remaining on deposit in the Fund after distribution as set forth in Sections A through H of this Paragraph XII, to the taxing authorities in the proportionate manner as it was deposited. C. All provisions of the (Interlocal Agreement, other than the provisions specifically amended herein, remain in full force and effect. [SIGNATURES APPEAR ON THE FOLLOWING PAGE] 9 Page 819 of 1313 IN WITNESS WHEREOF, the parties have executed this Fifth Amendment as of the date first written above. CITY OF MIAMI BEACH By: Dan Gelber Mayor ATTEST By: City Clerk MIAMI BEACH REDEVELOPMENT AGENCY By: Dan Gelber Chairman Attest: Secretary Approved for form and legal sufficiency By: t Z 21 Z KCRafael A. Paz ity Attorney MIAMI-DADE COUNTY By: Daniella Levine Cava Mayor ATTEST By: Deputy Clerk Approved for form and legal sufficiency Assistant County Attorney 10 Page 820 of 1313