HomeMy WebLinkAboutR-2020-131 Dania Live 1748 and Dania Live 1748 II Contribution Agreement for EMSRESOLUTION 2020-131
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF DANIA
BEACH, FLORIDA, AUTHORIZING THE PROPER CITY OFFICIALS TO
EXECUTE A CONTRIBUTION AGREEMENT WITH DANIA LIVE 1748,
LLC AND DANIA LIVE 1748 II, LLC, BOTH DELAWARE LIMITED
LIABILITY COMPANIES, THE DEVELOPER OF DANIA POINTE, IN
WHICH AGREEMENT DANIA POINTE AGREES TO PROVIDE THE CITY
WITH $200,000.00 TO BE USED FOR THE CONSTRUCTION OF AN EMS
STATION, PURCHASE OF AN EMS TRUCK OR EQUIPMENT, AT THE
CITY'S OPTION; PROVIDING FOR CONFLICTS; FURTHER, PROVIDING
FOR AN EFFECTIVE DATE.
WHEREAS, Dania Live 1748, LLC and Dania Live 1748 II, LLC, both Delaware
limited liability companies, the Developer of the Dania Pointe project has completed much of the
construction for Dania Pointe, and has complied with the terms and conditions of the original
Development Agreement, dated November 14, 2016 and recorded under Instrument No.
114041766 of the Public Records of Broward County, Florida and the Amended and Restated
Development Agreement, dated November 27, 2017 and recorded under Instrument No.
114740477 of the Public Records of Broward County, Florida; and
WHEREAS, during the negotiations for the Development Agreement and Amended and
Restated Agreement, the parties discussed but never executed an agreement relating to the
Developer's proffer to contribute $200,000.00 to the City for use in upgrading or improving an
existing EMS station, or constructing a EMS substation in lieu of building one on site at Dania
Pointe, or alternatively to use the funds towards purchasing an EMS truck or EMS equipment;
and
WHEREAS, when the Dania Pointe project was initially proposed, the Fire Department
did not request a substation, and the Developer built a police substation without the fire
substation per agreement with the Director of Community Development; thereafter, the parties
agreed to determine if an EMS Substation could be placed on site; and
WHEREAS, the only location Developer could place this facility would have been in the
ground level of a parking garage located along the northern edge of Dania Pointe, however the
location did not meet code requirements for the Building Inspector and the Fire Department, and
as a result Developer cannot build the EMS substation at Dania Pointe; and
WHEREAS, Developer has offered to contribute/donate $200,000.00 to the City for
alternative fire, EMS or both types of purchases in place of constructing the EMS facility; and
WHEREAS, the parties seek to memorialize the foregoing;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF DANIA BEACH, FLORIDA:
Section 1. That the above "WHEREAS" clauses are ratified and confirmed, and they
are made a part of and incorporated into this Resolution by this reference.
Section 2. That the City Commission authorizes the proper City officials to execute a
Contribution Agreement with Dania Live 1748, LLC and Dania Live 1748 II, LLC, both
Delaware limited liability companies, the Developer of the Dania Pointe project, pursuant to
which agreement, Developer shall provide the City with a $200,000.00 contribution, as provided
in the Agreement attached as Exhibit A to this Resolution.
Section 3. That all resolutions or parts of resolutions in conflict with this Resolution
are repealed to the extent of such conflict.
Section 4. That this Resolution shall become effective upon its passage and adoption.
PASSED and ADOPTED on October 27, 2020.
ATTEST:
THOMAS SCHNEIDER, CMC
CITY CLERK RUISH
APPROVED A TO FORM AND CORRECTNESS:
1 it
THOMAS J.
CITY ATTIC
LORI LEWELLEN
MAYOR
2 RESOLUTION #2020-131
CONTRIBUTION AGREEMENT BETWEEN THE
CITY OF DANIA BEACH, FLORIDA, DANIA LIVE 1748, LLC
AND DANIA LIVE 1748 II, LLC
This Contribution Agreement ("Contribution Agreement") is made on
, 2020 (the "Effective Date"), by and between DANIA LIVE 1748, LLC and
DANIA LIVE 1748 II, LLC, both Delaware limited liability companies (referred to jointly as the
Developer of the Dania Pointe project, referred to as the "Developer") and the CITY OF DANIA
BEACH, a municipal corporation and political subdivision of the State of Florida (referred to the
"City").
WHEREAS, the Developer owns a portion of the approximately one hundred three (103)
acres of land located in City, Broward County, Florida, now known as Dania Pointe (the
"Property"); and
WHEREAS, the City has established a Regional Activity Center ("RAC") land use
designation to provide for development of mixed land uses of regional significance; and
WHEREAS, on October 13, 2015, pursuant to Ordinance No. 2015-022, the City
established the Planned Mixed -Use Development District ("PMUD"); and
WHEREAS, Section 340-40(c) of the City of Dania Beach Land Development Code (the
"City Code") provides that no building permit for a structure or building may be issued pursuant
to PMUD zoning except in conformance with City Commission approval of Development
Design Guidelines, including a Master Plan; and
WHEREAS, on May 24, 2016, pursuant to Ordinance No. 2016-008, the City
Commission approved the Dania Pointe Development Design Guidelines (the "DDG") for a
mixed use development on the Property, including a Master Development Plan ("MDP"), all as
more particularly set forth in the DDG (collectively, the "Project"); and
WHEREAS, Developer prepared, and City and Developer entered into, that certain
Development Agreement dated November 14, 2016, and recorded under Instrument No.
114041766 of the Public Records of Broward County, Florida pursuant to proceedings taken in
accordance with the aforementioned City rules and regulations as cited above (the "Original
Agreement"); and
WHEREAS, thereafter, the parties entered into an Amended and Restated Development
Agreement, dated November 27, 2017, and recorded under Instrument No. 114740477 of the
Public Records of Broward County, Florida pursuant to proceedings taken in accordance with the
aforementioned City rules and regulations; and
WHEREAS, subsequent to the negotiations for the Development Agreement and
Amended and Restated Agreement, the parties discussed but never executed an agreement
relating to the Developer's proffer to contribute Two Hundred Thousand and 00/100ths Dollars
($200,000.00) to the City for use in upgrading or improving an existing EMS station, or
3 RESOLUTION #2020-131
constructing a EMS substation in lieu of building one on site at Dania Pointe, or alternatively to
use the funds towards purchasing an EMS truck or EMS equipment; and
WHEREAS, when the Dania Pointe Project was initially proposed, the fire department
did not request a substation, and the Developer built the police substation without the fire
substation per agreement with the Director of Community Development;
WHEREAS, thereafter, the parties agreed to see if an EMS Substation could be placed
on site; and
WHEREAS, the only location Developer could fit this facility would be in the ground
level of a parking garage located along the northern edge of Dania Pointe, however, the location
might not meet code requirements for the Building Inspector and the Fire Department, and as a
result Developer cannot build the EMS substation at Dania Pointe; and
WHEREAS, Developer offers to contribute/donate Two Hundred Thousand and
00/100ths Dollars ($200,00.00) to the City in place of constructing the EMS facility; and
WHEREAS, the City and Developer agree and acknowledge this Contribution
Agreement shall not be construed or characterized as a development agreement under F.S. §§
163.3220 through 163.3243 (the "Florida Local Government Development Agreement Act"); and
receipt of which are acknowledged and agreed upon, the parties agree as follows:
1. The foregoing recitations contained in the "Whereas Clauses" are true and
correct and are incorporated into and made a part of this Contribution Agreement.
2. Developer, or its successors or assigns, agrees to contribute Two Hundred
Thousand and 00/100ths Dollars ($200,000.00) (the "Contribution Payment") to the City for
statutorily permitted use in upgrading or improving an existing EMS station, or constructing an
EMS substation in lieu of building one on site at Dania Pointe, or alternatively to use the funds
towards purchasing an EMS truck or EMS equipment, in the City's sole and absolute discretion.
Developer shall pay the contribution to City within thirty (30) days after the Effective Date.
3. Upon payment of the Contribution Payment to the City, Developer shall
have no further obligation with respect to constructing, maintaining or providing for an EMS
station on the Project site. City releases and discharges Developer (and its assignees, transferees,
and affiliates) of those obligations, and City agrees that it hereafter will not seek to impose that
obligation on Developer (and its assignees, transferees, and affiliates) or the Project, either under
existing agreements, nor as a condition of consent or approval by the City on any future activities
at the Project.
4. This Contribution Agreement shall be construed and governed in
accordance with the laws of the State of Florida. The parties to this Contribution Agreement
have participated fully in the negotiation and preparation of it, and accordingly, this Contribution
Agreement shall not be more strictly construed against any one of the parties.
4 RESOLUTION #2020-131
5. No modification, amendment, or release of the terms or conditions
contained in this Contribution Agreement shall be effective unless contained in a written
document executed by City and Developer. In the event state or federal laws are enacted after
the execution of this Contribution Agreement, which are applicable to and preclude in whole or
in part the parties' compliance with the terms or conditions of this Contribution Agreement, then
in such event this Contribution Agreement shall be modified or revoked as is necessary to
comply with such laws, in a manner which best reflects the intent of this Contribution
Agreement.
5. The rights and obligations under this Contribution Agreement shall inure
to Developer's successors and assigns.
6. It is understood and agreed that this Contribution Agreement incorporates
and includes all prior negotiations, agreements or understandings applicable to the matters contained
in it and the parties agree that there are no commitments, agreements or understandings concerning
the subject matter of this Contribution Agreement that are not contained in this document.
Accordingly, it is agreed that no deviation from the terms of this Contribution Agreement shall be
predicated upon any prior representations or agreements, whether oral or written.
7. Any notice, demand or other communication required or permitted under
the terms of this Contribution Agreement shall be in writing, made by overnight delivery
services or certified mail, return receipt requested, and shall be deemed to be received by the
addressee one (1) business day after sending by overnight delivery services, and three (3)
business days after mailing, if sent by certified mail. Notices shall be addressed as provided
below:
As to CITY:
Ms. Ana Garcia, ICMA-CM
City Manager
City of Dania Beach
100 W. Dania Beach Boulevard
Dania Beach, Florida 33004
with a copy to:
Thomas J. Ansbro, Esq.
City Attorney
City of Dania Beach
100 W. Dania Beach Boulevard
Dania Beach, Florida 33004
5 RESOLUTION #2020-131
As to DEVELOPER:
Dania Live 1748, LLC
c\o Kimco Realty
500 North Broadway, Suite 201
Jericho, New York 11753
With a copy to:
Dennis Mele, Esq.
Greenspoon Marder, P.A.
200 E. Broward Boulevard
Suite 1800
Fort Lauderdale, FL 33301
And a copy to:
Gary J. Bazydlo, Esq.
Regional Counsel
Kimco Realty Corporation
6060 Piedmont Row Drive South, Suite 200
Charlotte, NC 28287
8. The parties agree that this Contribution Agreement may be executed in
counterparts, and that collectively the counterparts shall be considered an original agreement and
shall be deemed legally sufficient and binding upon the parties.
9. In the event of a dispute under this Contribution Agreement, either party
may file an action for injunctive relief in the Circuit Court of Broward County, Florida, to
enforce the terms of this Contribution Agreement, such remedy being cumulative with any and
all other remedies available to the parties for the enforcement of this Contribution Agreement.
[REMAINDER OF PAGE LEFT INTENTIONALLY BLANK]
6 RESOLUTION #2020-131
IN WITNESS WHEREOF, the parties have made this Agreement on the date first
above written.
THOMAS SCHNEIDER, CMC
CITY CLERK
APPROVED AS TO FORM AND
CORRECTNESS
THOMAS J. ANSBRO
CITY ATTORNEY
STATE OF FLORIDA )
SS
COUNTY OF BROWARD )
CITY:
CITY OF DANIA BEACH, FLORIDA,
a Florida municipal corporation
LORI LEWELLEN
MAYOR
ANA GARCIA, ICMA-CM
CITY MANAGER
The foregoing instrument was acknowledged before me by means of ❑ physical presence
or ❑ online notarization, on , 2020, by Lori Lewellen, as Mayor of
the City of Dania Beach, Florida, a municipal corporation, on behalf of the municipal
corporation, who is personally known to me.
(SEAL)
My Commission expires:
NOTARY PUBLIC:
Print Name:
7
RESOLUTION #2020-131
WITNESSES:
Signature
PRINT Name
DEVELOPER:
DANIA LIVE 1748 LLC, a Delaware
limited liability company
By: Dania Live JV, LLC, a Delaware
limited liability company, its sole member
By: Kim Dania Manager, LLC, a Delaware
limited liability company, its manager
By: Kimco PL Retail, Inc, a Delaware
corporation, its sole member
Signature
PRINT Name
Signature Title
PRINT Name
ACKNOWLEDGEMENT:
STATE OF )
COUNTY OF
The foregoing instrument was acknowledged before me by means of ❑ physical presence
or ❑ online notarization _day of , 2020,
by , as of DANIA
LIVE 1748, LLC, a Delaware limited liability company, who is personally known to me or
produced as identification.
(SEAL)
My Commission expires:
NOTARY PUBLIC:
Print Name:
8 RESOLUTION #2020-131
WITNESSES:
Signature
PRINT Name
Signature
PRINT Name
DEVELOPER:
DANIA LIVE 1748 II LLC, a Delaware
limited liability company
By: Dania Live JV, LLC, a Delaware
limited liability company, its sole member
By: Kim Dania Manager, LLC, a Delaware
limited liability company, its manager
By: Kimco PL Retail, Inc, a Delaware
corporation, its sole member
Signature
PRINT Name
Title
ACKNOWLEDGEMENT:
STATE OF )
COUNTY OF
The foregoing instrument was acknowledged before me by means of ❑ physical presence
or ❑ online notarization day of , 2020,
by , as of DANIA
LIVE 1748 II, LLC, a Delaware limited liability company, who is personally known to me or
produced as identification.
(SEAL)
My Commission expires:
NOTARY PUBLIC:
Print Name:
9 RESOLUTION #2020-131