2000-23815 RESO
RESOLUTION NO. 2000-23815
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF
THE CITY OF MIAMI BEACH, FLORIDA, AUTHORIZING THE
CITY MANAGER AND THE CITY ATTORNEY TO PREPARE THE
LEGAL DOCUMENTATION TO EFFECTUATE THE TERMS OF
THE REVISED SETTLEMENT AGREEMENT BETWEEN THE
CITY OF MIAMI BEACH AND AMERICAN RIVIERA REAL
ESTATE COMPANY.
WHEREAS, on January 12, 2000, the Mayor and City Commission directed the
Administration to proceed with a Quick Take of the Ablon Parcel while continuing to negotiate with
American Riviera Real Estate Company (AR) relative to the Cultural Campus; and
WHEREAS, on January 26,2000, an oral status report was provided to the Mayor and City
Commission, at which time the terms of a revised settlement agreement were distributed to them,
subject to further discussions with AR and negotiating finalized terms; and
WHEREAS, on February 9, 2000, the passage of a Resolution was deferred pending further
explanation of the negotiated settlement terms; and
WHEREAS, in accordance therewith, attached is the final revised settlement agreement,
dated as of February 17,2000, delineating the terms of the newly negotiated transaction; and
WHEREAS, the proposed final revised settlement agreement enables the City to purchase
the Ablon parcel and proceed immediately with the construction ofthe Library, and it guarantees the
development of a garage if AR exercises it option on the Fruitstand.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND THE CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City
Commission hereby authorize the City Manager and the City Attorney to prepare the legal
documentation to effectuate the terms of the revised Settlement Agreement between the City of
Miami Beach and American Riviera Real Estate Company.
PASSED and ADOPTED this 23th day of February, 2000.
~~
MAYOR
ATTEST:
c, ~wt ,Ct{ cfu---
CITY CLERK
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
LAL/CMC/rar
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PROPOSED/REVISED SETTLEMENT AGREEMENT BETWEEN
AMERICAN RIVIERA REAL ESTATE COMPANY AND
THE CITY OF MIAMI BEACH AND
THE MIAMI BEACH REDEVELOPMENT AGENCY
February 18,2000
. The City of Miami Beach ("City" or "CMB") will pay $1.5 million, inclusive of all
attorney's fees and expert costs, to American Riviera ("AR"), subject to requisite releases
from Judah Burstyn and Palm Court, conditioned upon final approval by the City
Commission. The purchase price of$1.5 million represents $1,150,000 (12,500 sf@ $92/sf)
for the Ablon parcel and an additional $350,000 for legal fees or expenses and CMB will not
be responsible to AR, Judah Burstyn, Palm Court or any other person or party for any other
legal fees or expenses. AR will sell and convey the Ab10n parcel to the City, on or before
May 1,2000.
. AR is given a 2 year option to purchase the Fruitstand at $1,380,000 (15,000 sf @ $92/sf).
The Fruitstand acquisition price is $1,380,000 based upon $92/sffor 15,000 sf. To the extent
the lot is less/greater than 15,000 sf, the price will be adjusted accordingly. The purchase
price will be paid 50% upon execution and closing of the option; the remainder of the
purchase price will be evidenced by a promissory note bearing interest at Wall Street Journal
prime rate, payable monthly, until issuance of TCO, at which time the principal and any
accrued and unpaid interest balloon. (An outside date for construction completion will be
negotiated in the Development Agreement.) The note will be secured by a purchase money
mortgage.
If AR exercises option on Fruitstand, parcel can only be used to build THE GREATER OF
a minimum 300 space garage OR, if CMB implements Stem Plan, the number of spaces
dictated by a demand study considering the number of spaces to be removed from Collins
and 21 st Street and based upon a three (3) year projection for demand from the construction
completion date of the garage.
. CMB will offer AR the option to lease the King parcel during the same two (2) year period
only if AR exercises the option and purchases the Fruitstand parcel. The base rental rate is
based upon the size of the lot area leased at $92/sf @ a 10% return to the City, subject to
escalations. The lease rental rate will be tied to the leasing as follows:
Year 1 - $0 - during construction
Year 2 - $0 - during construction
Year 3 - $ rent % of leased up space x $92,000
Year 4 - $ rent % ofleased up space x $92,000
Year 5 - $ rent % of leased up space x $92,000
Year 6 - $92,000 stabilized base rent
F:ICMGRI$ALLICHRISTINIBLOOMBG2.DOC
American Riviera/CMB/RDA
February 18, 2000
Page 2
. AR agrees, that if AR does not exercise its option on the Fruitstand parcel, then the CMB has
an option to acquire AR's leasehold interest in the Chevron parcel at $1,450,000, but only
in the event the City acquires the fee, or at $1,750,000 if the leasehold together with the fee
is delivered. AR and its counsel also agree not to contest any condemnation proceedings by
the City and its counsel agrees not to represent any of the Chevron parcel fee owners. The
CMB will have six (6) months to exercise the option and to initiate eminent domain
proceedings, on a Quick Take basis at the City's option, with diligence, if AR does not
deliver the fee interest in the property, and the closing of the City's option is contingent upon
acquiring the fee interest in the property. CMB agrees to allow Palm Court the right to lease
no less than 30 parking spaces at prevailing market rates for City owned parking within the
area, including the on-street bagged metered spaces.
. CMB will develop finished permanent surface parking on Fruitstand during interim period
at the sole discretion of the City taking staging of other construction into consideration.
. CMB will not guarantee the closure of the 21 st and Collins surface parking lot when garage
opens subject to the Stem master plan which includes on street parking and some off street
ROS parking. CMB will agree not to enter into any new private use agreements at the
Collins and 21 st Street lot, exclusive of the MCB, Bass, Library to meet parking
requirements.
. CMB will allow AR to file application with DRB prior to possession of the Fruitstand and
King parcels.
. To the extent legally permissible, CMB agrees to enter into a Development Agreement with
AR to protect the DRB approval granted on the Chevron pending either parties exercise of
their respective option.
. AR will be entitled to receive reimbursement of impact fees for the Palm Court to the extent
permitted by the City Code, in effect on the date such payment was made.
. City agrees to lease to AR the metered spaces on Liberty Avenue north of23rd Street for as
long as possible, but no longer than the date for which the TCO for the Garage is issued, at
the daily bagged meter rate. AR agrees to maintain Liberty Avenue north of 23rd Street in
a clean.
· Parties agree to jointly dismiss any pending/proposed legal proceedings/litigation or any
other dispute between the parties, with respect to the subject sites.
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American Riviera/CMB/RDA
February 18,2000
Page 3
FRUITST AND PURCHASE OPTION TERMS:
TERMS:
Owner: City of Miami Beach
Optionee: American Riviera Real Estate Co. and/or assigns
Project Description: Minimum 300 space garage and approx. 25,000 gross sf retail (16,000 net useable sf)
Option Period: 2 Years from Execution
Option Price: $1,380,000 or $92/sfx lot sf.
Parking: . Cultural Campus users will have the parking rights for spaces in the garage at
comparable City parking rates.
. MCB/Library parking requirements to be met in the garage.
. ROS Replacement parking to be provided in the garage, if necessary.
. Parking easement agreement with City for King parcel office building.
Garage Parking All charges for parking in the Garage for Cultural Campus users, including, but not limited
Rates: to, the hourly, daily, weekly, monthly, evening flat rates and special event flat rates, shall
not be greater than the parking facility rate being charged by the City or the Miami Beach
Redevelopment Agency and shall be comparable with parking facility rates being charged
within the City. Parking rates shall not be increased for special events such as Art Deco
Weekend, boat shows or any similar events or activities that create high demand for parking
spaces.
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American Riviera/CMB/RDA
February /8, 2000
Page 4
KING-OFFICE BUILDING LEASE TERMS:
TERMS:
Owner: City of Miami Beach
Developer: American Riviera Real Estate Co. and/or its assigns
Project Description: Approx. 48,000 sf office/retail, subject to City zoning laws.
*subject to City/Stem review
Lease Term: 50 years, with 2, 20-year extension options, subject to re-appraisals
Possession Date: To be determined in the context of construction staging.
Base Rent: Year 1 - $0 - during construction
Year 2 - $0 - during construction
Year 3 - $ rent % of leased up space x $92,000
Year 4 - $ rent % of leased up space x $92,000
Year 5 - $ rent % of leased up space x $92,000
Year 6 - $92,000 stabilized base rent
Base Rent Base rent will be adjusted at the end of the 7th lease year and every 5th lease year
Adjustments: thereafter, based upon the lesser of 12% or the cumulative CPI over the previous 5 year
period.
Percentage Rent: Lessee shall pay percentage rent equal to 2.5% of gross revenue annually, commencing
(as a percentage of in year 6.
gross revenues):
Right of First City /Developer have right of first refusal to purchase each other's interest in the Project.
Refusal:
Environmental Property is leased "as is" and developer is responsible for remediation. City has
Matters: conducted preliminary environmental studies evidencing no contamination.
Real Estate Taxes: Lessee shall be responsible for all real estate taxes associated with the property
improvements and underlying land.
Real Estate Taxes will be included and defined as Additional Base Rent in the event
taxes are abated, waived or exempted. If taxes are reduced as a result of decline in
property values in the area, this provision will not apply.
Parking: AR's required parking needs will be provided at the garage to be built on the Fruitstand
parcel.
Easement Upon termination of the lease, the City will retain parking easement rights to assure
Agreement: parking requirement compliance.
Re-appraisals: If developer exercises extension options, the land will be re-appraised, based upon the
terms set forth in the Lease Agreement, to determine the new base rent based upon the
value in use in the 49th year and 69th year. The Base Rent will never be less than the
prior year's base rent.
Sale: Sale of the project will be subject to City consent.
Sub-Leases: Subject to City's consent.
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American Riviera/CMB/RDA
February 18, 2000
Page 5
CHEVRON PURCHASE OPTION TERMS:
TERMS:
Owner: American Riviera Real Estate Co. and Fee owners
Optionee: City of Miami Beach.
Project Description: N/A
Option Period: 6 months after the expiration of AR's option on the Fruitstand parcel.
Option Price: $1,450,000 for leasehold interest OR $1,750,000 for fee simple interest
Environmental: AR agrees to assign the Environmental Indemnification provided by Chevron regarding
the Chevron site. If environmental remediation is required, the City will recover any
costs incurred in connection therewith from the Indemnification Agreement or State EDI
laws. To the extent the Indemnification Agreement or the State ED! fund, in which said
site participates, does not provide reimbursement for such costs, the parties agree to
share any costs borne equally.
Parking: Palm Court will have the parking right to use not less than 13 spaces on the Chevron
parcel.
F:ICMGRI$ALLICHRlSTINIBLOOMBG2.DOC
CITY OF MIAMI BEACH
CITY HALL 1700 CONVENTION CENTER DRIVE MIAMI BEACH, FLORIDA 33139
http:\\ci.miami-beach.fl.us
COMMISSION MEMORANDUM NO. ~
TO:
Mayor Neisen O. Kasdin and
Members of the City Commission
Lawrence A. Lev~
City Manager
DATE: February 23, 2000
FROM:
SUBJECT:
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE
CITY OF MIAMI BEACH, FLORIDA, AUTHORIZING THE CITY
MANAGER AND THE CITY ATTORNEY TO PREPARE THE LEGAL
DOCUMENTATION TO EFFECTUATE THE TERMS OF THE REVISED
SETTLEMENT AGREEMENT BETWEEN THE CITY OF MIAMI BEACH
AND AMERICAN RIVIERA REAL ESTATE COMPANY.
ADMINISTRATION RECOMMENDATION
Adopt the Resolution.
ANALYSIS
On January 12,2000, the Mayor and City Commission directed the Administration to proceed with
a Quick Take of the Ab10n Parcel while continuing to negotiate with American Riviera Real Estate
Company (AR) relative to the Cultural Campus.
On January 26,2000, an oral status report was provided to the Mayor and City Commission at which
time the terms of a revised settlement agreement were distributed to the Commission, subject to
further discussions with AR and negotiating finalized terms. On February 9, 2000, the Mayor and
City Commission deferred the attached resolution to further explain the negotiated terms.
In accordance therewith, attached is the final revised settlement agreement, dated as of February 17,
2000, delineating the terms of the newly negotiated transaction.
The City of Miami Beach (CMB) will purchase the Ablon parcel from AR for $1,150,000 or $92/sf
and pay $350,000 to settle all legal costs and expenses. For a period of two (2) years, AR will have
the option to purchase the Fruitstand parcel conditioned upon its construction of a minimum 300
space garage, for $1,380,000, or $92/sf. If AR exercises this option, it will also have the option to
lease the King parcel to construct a retail/office project within the existing development envelope
under the City's present Land Use Regulations. If AR does not exercise its option, the CMB will
have an option, for six (6) months thereafter, to purchase the Chevron parcel for $1,750,000,
including the fee interest or for $1,450,000 for the leasehold interest. The CMB will have six (6)
months to initiate eminent domain proceedings if AR does not deliver the fee interest in the property.
AGENDA ITEM
RlA
'2 - '2.3..00
DATE
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American Riviera
February 23, 2000
Commission Memorandum
Page 2
Although the purchase price of the Ablon parcel may seem somewhat high in light of the price AR
paid for the parcel two years ago, the Administration believes that it is a fair price due to:
(1) the existing leases on the Ablon that AR has executed with other parties (for a
nightclub and parking on the property for which the City may be liable for severance
damages);
(2) the uncertainty of further eminent domain litigation and all other pending litigation
being terminated by the settlement;
(3) the certainty of being able to move forward with construction of the Library as soon
as the construction documents can be bid out; and
(4) the option on the Fruitstand being offered at the same price per square foot.
The proposed final revised settlement agreement enables the City to purchase the Ablon parcel and
proceed immediately with the construction of the Library, and it guarantees the development of a
garage if AR exercises its option on the Fruitstand. Further, if AR does not purchase the Fruitstand,
the City has the right to purchase the Chevron leasehold at a stated price, therefore gaining site
control and securing the potential development of a garage.
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