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Resolution No. 2024-33 Gulfstream Park LLC Term Sheet - June 4, 2024 CITY OF AVENTURA RESOLUTION NO. 2024-33 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF AVENTURA, FLORIDA, APPROVING A TERM SHEET WITH GULFSTREAM PARK, LLC IN FURTHERANCE OF THE ACQUISITION OF A THREE-ACRE PARCEL OF LAND; AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A PURCHASE AND SALE AGREEMENT BETWEEN GULFSTREAM PARK AND THE CITY TO USE SAID PARCEL FOR FUTURE USE AS A CHARTER SCHOOL SITE; AUTHORIZING THE CITY MANAGER TO DO ALL THINGS NECESSARY TO CARRY OUT THE AIMS OF THIS RESOLUTION; PROVIDING FOR IMPLEMENTATION; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Aventura ("City") operates two charter schools within the City limits and, based on all relevant metrics, both are classified as high performing schools; and WHEREAS, due to the overwhelming demand from residents in the community to enroll their children in these schools and the limited number of available seats, many are denied access to these outstanding schools; and WHEREAS, the City has recognized the importance of expanding its educational infrastructure by opening a third charter school in the City to provide more children of City residents the opportunity to attend a municipal charter school; and WHEREAS, on February 6, 2024, the City Commission approved the Letter of Intent submitted by Gulfstream Park ("GSP") in connection with the City's interest in acquiring a three-acre parcel of land for future use as a charter school site; and WHEREAS, the Term Sheet submitted by GSP, and attached hereto as Exhibit "A", sets forth the terms and conditions whereby GSP will convey a three-acre parcel of land located in the City of Aventura to the City for future use as an additional charter school site in return for non-monetary considerations such as approval for permanent increased density and intensity on GSP's remaining property within the City, enhanced access from 2131h Street, the granting of necessary easements and the waiver of, or reduction of, certain fees; and WHEREAS, the City of Aventura hereby finds that it is in the best interest of the City's residents to approve the Term Sheet and authorize the City Manager to negotiate and execute a Purchase and Sale Agreement with GSP to obtain this parcel of land in order to build and operate a third charter school in the City. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF AVENTURA, FLORIDA: City of Aventura Resolution No. 2024-33 Section 1. Recitals Incorporated. That each of the above stated recitals are hereby adopted and confirmed. Section 2. GSP Term Sheet Approved. That the City Commission hereby approves the Term Sheet attached hereto as Exhibit "A." Section 3. City Manager Authorized. That the City Manager is hereby authorized to negotiate and execute a Purchase and Sale Agreement with GSP, in furtherance of, and consistent with, the Term Sheet. Section 4. Effective Date. That this Resolution shall become effective immediately upon its adoption. The foregoing Resolution was offered by Commissioner Kruss, who moved its adoption. The motion was seconded by Commissioner Friedland, and upon being put to a vote, the vote was as follows: Commissioner Amit Bloom Yes Commissioner Rachel S. Friedland Yes Commissioner Billy Joel Yes Commissioner Paul A. Kruss Yes Commissioner Michael Stern Yes Vice Mayor Dr. Linda Marks Yes Mayor Howard S. Weinberg Yes PASSED AND ADOPTED this 4th day of June, 2024. 4bWARD S. WEINBERG, E ` MAYOR ATTEST: ELLISA L. HORVATH, MMC CITY CLERK APPROVED AS TO LEGAL SUFFICIENCY: . 1 '� ROBERT MEYERS CITY ATTORNEY WEISS SEROTA HELFMAN COLE + BIERMAN, P.L. Page 2 of 2 CITY OF AVENTURA / GULFSTREAM PARK RACING ASSOCIATION, INC. 2024 CITY SCHOOL SITE AGREEMENT "TERM SHEET" This term sheet (the "Term Sheet") outlines the key terms which the City of Aventura, a Florida municipal corporation (the "City") and Gulfstream Park Racing Association, Inc. a Florida corporation ("GSP") have agreed upon in principle in connection with the conveyance of a three -acre site (the "School Parcel") to the City to allow for the development of a City -owned charter school. In exchange for GSP's conveyance of the School Parcel to the City, the City has agreed to process Comprehensive Plan, zoning, and development agreement approvals for GSP's remaining property (the "Development Property") that together will permit a mixed -use development on the site. Promptly following the approval of this Term Sheet by the Mayor and City Commission, the parties will negotiate in good faith, and execute a purchase and sale agreement (the "PSA") incorporating the key terms set forth in this Term Sheet. Subsequent to execution of the PSA, GSP will prepare, submit to the City and process the Comprehensive Plan, zoning, and development agreement applications referenced in this Term sheet and the PSA (collectively, the "Development Approvals") for City Commission review. 1. Recitals. a) GSP is the fee owner of the land identified by Miami Dade County Property Appraiser folio numbers 28-1234-019-0011 and 28-1234-019-0021, as well as adjacent land to the north within the City of Hallandale. b) The City acquired the land identified by Miami Dade County Property Appraiser folio numbers 28-1234-019-0016, 28-1234-019-0017, and 28- 1234-019-0020 (the "City Land") from GSP in two previous similar transactions in 2006 and 2016. The City Land has been developed with Waterways Park and Aventura Don Soffer High School. c) The School Parcel is a three -acre portion of Folio Number 28-1234-019- 0011 located immediately west of Folio Number 28-1234-019-0017. The School Parcel is directly accessible from NE 213 Street. 2. The Conveyance Agreement. The main elements of the PSA are proposed as follows: a) GSP will convey the School Parcel through a Warranty Deed or other instrument acceptable to both the City and GSP in "as is" condition, with the only exception being the removal of the existing structure on the site, which GSP will complete within ninety (90) days of the City's written request following the conveyance. No representations or warranties are being 1 provided by GSP, except that GSP warrants that it is the Owner of the School Parcel and has the authority to convey it at the time of the conveyance. Since the School Parcel is intended to be conveyed "as is", GSP will require the City to indemnify and hold GSP harmless from and against any and all costs, losses or claims demands and liabilities, including reasonable attorney fees, which might arise out of or relate to any and all acts or omissions alleged against GSP, as it relates to the School Parcel. b) As part of the conveyance, the City will grant new easements or modify or existing easements across the School Parcel, as reasonably needed for utility and drainage purposes and to amend or create any other declaration or covenant deemed reasonably necessary by GSP, or its designees. c) As an inducement for GSP to convey the School Parcel, the City will waive any and all application fees, excluding advertising costs and public notices to the general public, and likewise waive any other expenses directly or indirectly necessary to implement the intention of the parties throughout the conveyance and development approval process, such as fees for third -party consultants engaged by the City. In addition, throughout the incremental development of the Development Property, the City likewise will waive any and all application fees and costs, residential impact fees for parks and transportation, and non-residential impact fees for transportation up to 1.17 million square feet of non-residential development. Additionally, the City agrees to waive other fees or impositions that may be routinely required of developers as a condition of the future development on the Development Property, whether such fees or impositions are existing or as may be adopted in the future, such as community benefit and affordable housing fees or any other impositions. It shall be expressly understood and agreed that there may be required fees and costs that are not imposed by the City. The fee waivers will not include waiver of police impact fees or building permit fees charged pursuant to City Resolution 20 20-48. d) As a portion of the School Parcel serves as stormwater retention for the Development Property, the City and GSP will coordinate on a plan to replace, at the City's sole expense, the stormwater retention capacity on the School Parcel with an improvement on the Development Property. A technical memorandum of understanding regarding the redesign of the stormwater system will be developed and finalized by GSP's professional consultants and the City's consultants as part of and prior to the granting of entitlements. e) The conveyance of the School Parcel will be effective upon the Development Approvals becoming final and unappealable. f) Nothing in the PSA will limit the City's legislative or quasi-judicial authority to take any action on the Development Approvals. K g) This Term Sheet is an expression of the parties' intent and is not an enforceable document. The PSA, when executed, will be the binding and enforceable agreement between the parties. 3. Development Approvals. The Development Approvals are contemplated to involve the following: a) An amendment to the text of the City Comprehensive Plan Land Use Element creating the Town Center North designation and providing for one or more of the following elements: i) The designation shall be applied as an exclusive land use category on the future land use plan map. ii) All development shall be subject to a planned development approval under the relevant terms of the City Code of Ordinances. iii) Maximum permitted development shall be, subject to development equivalency: (a) up to 1,633 residential units, with flexibility to develop all building types, including, low-rise or high-rise units; (b) 150,000 square feet of office, 300 hotel rooms, and 300,000 square feet of commercial uses. iv) Maximum building height of 30 stories. v) Maximum residential floor area ratio of 4.0 based on the gross acreage. vi) Maximum non-residential floor area ratio of 2.0 on the gross acreage. b) A Comprehensive Plan Future Land Use Map amendment redesignating the Development Property from Business and Office to the newly created Town Center North designation. c) An amendment to Section 31-145 of the City's Code of Ordinances to create the "Town Center North Planned Development District (TC5) District." The TC5 zoning regulations shall provide as follows: i) The TC5 zone implements, and is limited by, the "Town Center North" Comprehensive Plan designation. ii) The TC5 zone shall be implemented through the approval of a general plan of development and design guidelines by the City Commission following a duly noticed public hearing. The approved general plan and design guidelines shall establish: 0 (1) the internal streetscape and the project's connection to the surrounding urban context; and (2) the project's development standards, including, but not limited to: (a) setbacks; (b) building height; (c) parking requirements, and (d) landscaping requirements. In the event of a conflict between an approved general plan or design guidelines and the City Code of Ordinances, the general plan or design guidelines shall prevail. d) A rezoning of the Development Property to the newly created TC5 District. e) A Chapter 163 Development Agreement between the City and GSP, amending the existing agreements for the Development Property and providing, in relevant part: i) The reservation of development rights on the Development Property for a period of up to thirty (30) years to include: (1) up to 1,633 residential units, with flexibility to develop all building types, including, low-rise or high-rise units, with a maximum height of 30 stories, and a residential floor area ratio of 4.0 on the gross acreage, and (2) non-residential development, to include up to 150,000 square feet of office, 300 hotel rooms, and 300,000 square feet of commercial uses, and a commercial floor area ratio of 2.0 on the gross acreage. The development program may be modified and the uses and intensities may vary from the above pursuant to an Equivalency Matrix approved as part of the Development Agreement that establishes a maximum external PM peak hour trip generation for the Development Property. ii) A total of three (3) "unrestricted" north -south roadways (inclusive of existing driveways), at locations mutually acceptable to GSP and the City, linking the Development Property to NE 213 Street. While the specific location of the roadways is undetermined at this time, it is understood that the number of entrances will not exceed three. "Roadways" do not include school entrances or driveways, nor does the E term include any streets or roads that do not connect directly to NE 213 Street. iii) City conceptual approval for a future connection of the Development Property to the Intracoastal Waterway, and City agreement to support such connection in writing in the future, if requested by GSP. The future connection of the Development Property to the Intracoastal Waterway will require the following: (1) The City's conveyance of any portion of the Waterways Dog Park deemed necessary by GSP to connect the Development Property to the Intracoastal Waterway. (2) GSP's relocation of the Waterways Dog Park to an alternative parcel within the Development Property of similar size and comparable amenities. GSP agrees that the work on the relocated Dog Park shall be completed prior to the commencement of any work that will impact reasonable use of the existing Dog Park.