C7C-Amend Resolution No 2011-27713 Extend Due Diligence Period As Defined ThereCOMMISSION ITEM SUMMARY
Condensed Title:
A Resolution approving a second 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 1ih Street for the purpose of constructing the
West Avenue Bridge, extending the Due Diligence period until May 1, 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:
I 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.
On September 14, 2011, the Mayor and City Commission approved Amendment No. 1 to the
Agreements, extending the Inspection Period and Due Diligence Period for a period not to exceed six (6)
months, until March 15, 2012. On September 20, 2011, the HACMB board approved an extension of four
(4) months, or January 15, 2012, and further requested that the City Administration provide the HACMB
board with a status update at their December meeting. On December 13, 2011, following the status
report by the Administration, the HACMB board approved an extension of the Inspection Period and Due
Diligence Period until May 1, 2011, in order to allow the City to complete the PD&E study.
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 April2012.
The Administration recommends that the Mayor and City Commission adopt the resolution and approve
the Second Amendment to the Purchase and Sale Agreement.
Advisory Board Recommendation:
N/A
Financial Information:
Source of Funds: n/a
OBPI
Total
islative Trackin
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AGENDA ITEM _C_7_C __
DATE 1-//-12.
~ MIAMI BEACH
City of Miami Beach, 1700 Convention Center Drive, Miami Beach, Florida 33139, www.miamibeachfl.gov
TO:
FROM:
DATE:
SUBJECT:
COMMISSION MEMORANDUM
Mayor Matti Herrera Bower and Members of the City Commission
Jorge M. Gonzalez, City Manager ~ ~
January 11, 2012 U
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.
2 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 17TH 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,
UNTIL MAY 1, 2012; AND 2) AMENDMENT NO 2. 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 MAY 1, 2012.
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 17th
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
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 17th 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.
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Commission Memorandum
January 11, 2012
Housing Authority of Miami Beach -Amendment to Easement Purchase
Page 2 of3
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, 201 0.
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.
On September 14, 2011, the Mayor and City Commission approved Amendment No. 1
to the Agreements, extending the Inspection Period and Due Diligence Period for a
period not to exceed six (6) months, until March 15, 2012. On September 20, 2011, the
HACMB board approved an extension of four (4) months, or until January 15, 2012, and
further requested that the City Administration provide the HACMB board with a status
report on the PD&E process at their December meeting. On December 13, 2011,
following the status report by the Administration, the HACMB board approved an
extension of the Inspection Period and Due Diligence Period until May 1, 2011, in order
to allow the City to complete the PD&E study and public hearing in April 2012.
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, which
was Alternatives Workshop, took place in December.
111
Commission Memorandum
January 11, 2012
Housing Authority of Miami Beach -Amendment to Easement Purchase
Page 3 of3
CONCLUSION
Currently, the Inspection Period and Due Diligence Period under the Purchase and Sale
Agreement and Development Agreement between the City and HACMB expire on March
15, 2012. Since the HACMB board has approved an extension of the Inspection Period
and Due Diligence Period until May 1, 2012, a second amendment to the Agreements is
necessary to conform the dates to those approved by the HACMB board.
The Administration recommends that the City Commission approve the Second
Amendment to the Purchase and Sale Agreement and Development Agreement
between the City and HACMB, providing for an extension until May 1, 2012, of the
Inspection Period and Due Diligence Periods under the Agreements and, if approved,
that the City Commission further authorize the Mayor and City Clerk to execute the
corresponding amendments to the Agreements.
JMGIJ~KP
T:\AGENDA\2011\9-14-11\Housing Authority Amendment Memo.docx
112
RESOLUTION NO.-----
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE
CITY OF MIAMI BEACH, FLORIDA, AMENDING RESOLUTION NO.
2011-27713, WHICH APPROVED AND AUTHORIZED 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 17TH STREET, MIAMI BEACH, FLORIDA,
FOR THE PURPOSE OF CONSTRUCTING A BRIDGE CONNECTING
WEST AVENUE AND DADE BOULEVARD; SAID AMENDMENT TO
EXTEND THE "INSPECTION PERIOD", AS DEFINED THEREIN; 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 TO EXTEND THE "DUE DILIGENCE PERIOD", AS
DEFINED THEREIN; SAID AMENDMENT TO RESOLUTION NO. 2011-
27713 TO REFERENCE THE ACTUAL DATES OF THE EXTENSIONS
TO THE INSPECTION AND DUE DILIGENCE PERIODS, AS GRANTED
BY THE HACMB, TO MAY 11, 2012.
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 1 th 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. 201 0-27 451, 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, 201 0; and
113
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, 201 0; 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 expired 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 also 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 and is still underway 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, was necessary; and
WHEREAS, the City 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; and
WHEREAS, on September 14, 2011, pursuant to Resolution No. 2011-27713,
the Mayor and City Commission approved Amendment No. 1 to the Purchase and Sale
Agreement, and Amendment No. 1 to the Development Agreement, extending the
114
Inspection Period and Due Diligence Period therein for a period not to exceed six (6)
months, until March 15, 2012; and
WHEREAS, on September 20, 2011, the HACMB board approved an initial
extension of the Inspection Period and Due Diligence Period for four (4) months, or until
January 15, 2012, and reserved its rights to grant the full (i.e. 6 month) extension
requested by the City, pending the City Administration's providing the HACMB board
with a status report on the PD&E process at its December HACMB board meeting; and
WHEREAS, on December 13, 2011, following the requested status report by the
City, the HACMB board approved the extension of the Inspection Period and Due
Diligence Period, until May 1, 2011, in order to allow the City to complete the PD&E
study and conduct a public hearing on the West Avenue Bridge Project in April 2012;
and
WHEREAS, accordingly the Administration recommends that the City
Commission approve an amendment to Resolution No. 2011-27713, to reference the
actual date that the City and HACMB have agreed upon with regard to extending the
Inspection Period and Due Diligence Periods under, respectively, the Purchase and Sale
Agreement and Development Agreement between the City and HACMB; said extension
until May 1, 2012; and
WHEREAS, the Administration further requests that the City Manager and City
Attorney's Office be authorized to take such action(s), as they deem necessary, to
memorialize the extension date (of May 1, 2012), and authorize the Mayor and City
Clerk to execute such corresponding amendments to, respectively, the Purchase and
Sale Agreement and the Development Agreement.
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 amend Resolution No. 2011-27713, which approved and authorized
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 1ih Street, Miami Beach, Florida, for
the purpose of constructing a bridge connecting West Avenue and Dade Boulevard; said
amendment to extend the "Inspection Period:, as defined therein; and 2) Amendment
No. 1 to the accompanying Development Agreement between the City and HACMB,
having a commencement date of September 15, 201 0; said amendment to extend the
"Due Diligence Period", as defined therein; with this amendment to Resolution No. 2011-
27713 having the purpose of to referencing the actual dates of the extensions, to the
Inspection and Due Diligence Periods, as granted by the HACMB, to May 11, 2012.
PASSED AND ADOPTED this 11th day of January 2012.
ATTEST:
CITY CLERK
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115
MAYOR APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
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