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HomeMy WebLinkAbout2023-161-2051_-_Easement_Agreement_-_Sewer_Facilities_PACE_-_Adopted.docxRESOLUTION NO. 2023-161-2051 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MIAMI GARDENS, FLORIDA, AUTHORIZING THE CITY MANAGER AND CITY CLERK TO EXECUTE AND ATTEST, RESPECTIVELY, THAT CERTAIN EASEMENT AGREEMENT WITH MIAMI GARDENS TOWN CENTER LLC TO PROVIDE SEWER FACILITIES TO THE FUTURE HOME OF THE MIAMI GARDENS’ PERFORMING ARTS CENTER AND CULINARY INSTITUTE; ATTACHED HERETO AS EXHIBIT “A”; PROVIDING FOR THE ADOPTION OF REPRESENTATIONS; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, Miami Gardens Town Center LLC is the current owner of 35 acres of vacant land located at 19199 NW 27th Avenue, and WHEREAS, the site is slated to become Miami Gardens' City Center with a mix of residential, retail, restaurant, hotel, and entertainment uses, and WHEREAS, in order to accommodate the planned future development, infrastructure improvements will be required inclusive of expansion of the existing sewer lines, and WHEREAS, the nearest sewer connection is located to the east of the site near NW 24th Avenue, and WHEREAS, in order to make the connection, the developer is requesting that the City grant it a non-exclusive sewer force main easement through City owned property located east of the City Hall parking garage and south of the 35 acres as outlined in Exhibit “A”, and WHEREAS, this City-owned property is the future home of the Miami Gardens' Performing Arts Center and Culinary Institute, and WHEREAS, the easement will also help to ensure there is sufficient sewer capacity for these City projects once they come online, and WHEREAS, Staff recommends that the City Council approve an easement to Miami Gardens Town Center LLC, NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF MIAMI GARDENS, FLORIDA AS FOLLOWS: Section 1: ADOPTION OF REPRESENTATIONS: The foregoing Whereas paragraphs are hereby ratified and confirmed as being true, and the same are hereby made a specific part of this Resolution. DocuSign Envelope ID: 5F2FF97B-5701-47E8-B8F9-A1FAF862FA7D Page 2 of 2 Resolution No. 2023-161-2051 Section 2: AUTHORIZATION: The City Council of the City of Miami Gardens hereby authorizes the City Manager and City Clerk to execute and attest, respectively, that certain easement agreement with Miami Gardens Town Center LLC to provide sewer facilities to the future home of The Miami Gardens’ Performing Arts Center and Culinary Institute, attached hereto as Exhibit “A”. Section 3: EFFECTIVE DATE: This Resolution shall take effect immediately upon its final passage. PASSED AND ADOPTED BY THE CITY COUNCIL OF THE CITY OF MIAMI GARDENS AT ITS REGULAR MEETING HELD ON NOVEMBER 8, 2023. ________________________________ RODNEY HARRIS, MAYOR ATTEST: ________________________________ MARIO BATAILLE, CMC, CITY CLERK PREPARED BY: SONJA KNIGHTON DICKENS, CITY ATTORNEY SPONSORED BY: CAMERON BENSON, CITY MANAGER Moved by: Councilman Leon Seconded by: Councilwoman Campbell VOTE: 7-0 Mayor Harris Yes Vice Mayor Wilson Yes Councilwoman Campbell Yes Councilwoman Ighodaro Yes Councilwoman Julien Yes Councilman Leon Yes Councilwoman Stephens, III Yes DocuSign Envelope ID: 5F2FF97B-5701-47E8-B8F9-A1FAF862FA7D City of Miami Gardens Agenda Cover Memo Meeting: City Council - Nov 08 2023 23-224 Department City Manager's Office Sponsored By City Manager Agenda Item Title A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MIAMI GARDENS, FLORIDA, AUTHORIZING THE CITY MANAGER AND CITY CLERK TO EXECUTE AND ATTEST, RESPECTIVELY, THAT CERTAIN EASEMENT AGREEMENT WITH MIAMI GARDENS TOWN CENTER LLC TO PROVIDE SEWER FACILITIES TO THE FUTURE HOME OF THE MIAMI GARDENS’ PERFORMING ARTS CENTER AND CULINARY INSTITUTE; ATTACHED HERETO AS EXHIBIT “A”; PROVIDING FOR THE EFFECTIVE AN PROVIDING FOR OF ADOPTION REPRESENTATIONS; DATE. Staff Summary Miami Gardens Town Center LLC is the current owner of 35 acres of vacant land located at 19199 NW 27th Avenue. The site is slated to become Miami Gardens' City Center with a mix of residential, retail, restaurant, hotel, and entertainment uses. In order to accommodate the planned future development, infrastructure improvements will be required inclusive of expansion of the existing sewer lines. The nearest sewer connection is located to the east of the site near NW 24th Avenue. In order to make the connection, the developer is requesting that the City grant it a non-exclusive sewer force main easement through City owned property located east of the City Hall parking garage and south of the 35 acres as outlined in Exhibit A. This City-owned property is the future home of the Miami Gardens' Performing Arts Center and Culinary Institute. The easement will also help to ensure there is sufficient sewer capacity for these City projects once they come online. Fiscal Impact There will be no fiscal impact to the budget. Recommended Action It is recommended that the City Council approve the resolution granting a non- exclusive sewer force main easement to Miami Gardens Town Center LLC Attachments Resolution Authorizing Easement Agreement - Sewer Facilities Exhibit A - Sewer Force Main Easement Agreement This Instrument Prepared By: Stephanie J. Toothaker, Esq. Stephanie J. Toothaker, Esq., P.A. 501 SW 2nd Avenue, Suite 1 Fort Lauderdale, FL 33301 Folio Nos: 34-2103-001-0716 and 34-2103-001-0710 GRANT OF EASEMENT FOR SEWER FACILITIES THIS GRANT OF “Easement” FOR SEWER FACILITIES is made and entered into this ____________ day of ________________, 2023, by and between CITY OF MIAMI GARDENS, a municipal corporation duly organized and existing under the laws of the State of Florida, having an address at 18605 NW 27th Avenue, Miami Gardens, FL 33056, hereinafter “Grantor”, and MIAMI GARDENS TOWN CENTER LLC, a Florida limited liability company, hereinafter referred to as “Grantee”. RECITALS WHEREAS, Grantor is the fee simple owner of certain real property described in Exhibit A attached hereto and made a part hereof (“Subject Property”), Folio No. 34-2103-001-0716; and WHEREAS, Grantee is the fee simple owner of certain real property located at 19199 NW 27th Avenue, Miami Gardens, Florida (Property Folio No. 34-2103-001-0710); and WHEREAS, Grantor has agreed to grant a non-exclusive easement over that certain portion of the Subject Property specifically described on Exhibit B, attached hereto and made a part hereof (the “Easement Area”), upon the terms and conditions set forth herein; and WHEREAS, Grantor has agreed to grant a non-exclusive easement to Grantee for the sole purpose of construction, operation, maintenance and replacement of sewer facilities, including transmission mains, distribution mains, supply pipes, manholes, valves, connections, pumps, sanitary force mains, collection pipes, lateral connections and all other physical facilities and property installations that are required for the collection of sewage and its transmission across, under and through the Easement Area, as may be required by Grantee in connection with its use and operation of the sanitary sewer facilities; and WHEREAS, Grantee shall bear any and all costs of maintenance, utilities, replacements, repairs, taxes, insurance, and any and all other costs and expenses involved in its operation and use of the sewer facilities (the "Operating Costs"); and NOW THEREFORE, in consideration of the sum of Ten Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1.Recitals. The above recitals are true and correct and by this reference are incorporated as if fullyset forth herein. 2.Sewer Facilities Easement. Grantor hereby grants to Grantee, for the use and benefit of Grantee,its successors and assigns and its agents and employees, a non-exclusive easement over, across, through and under the Easement Area solely for the construction, operation, maintenance, and replacement of the sewer facilities located on the Easement Area. Hereafter, unless specified to the contrary; use of the term "sewer facilities" shall include sanitary force mains, collection pipes, manholes, valves, lateral connections, pumps, and all other physical facilities and property installations that are required for sewer facilities. 3.Maintenance. Grantee agrees to install, maintain, repair and replace (as necessary) the sewer facilities, or necessary portions thereof, so that same is at all times in good working order andcondition and free of material defects, subject only to occasional interruption of service due to (i)ordinary wear and tear and use thereof; (ii) routine or extraordinary maintenance, repair orreplacement; or (iii) events beyond Grantee's reasonable control. Grantee shall have the right toselect the contractor(s) of its choice in connection with all aspects of installation, maintenance,repair, and replacement of the sewer facilities. Grantee shall only be obligated to restore pavement,curb-gutter, sidewalk and/or sod, to restore the surface of the Easement Area to the condition inwhich it existed immediately prior to the performance of such work (the cost of which shall beincluded in Operating Costs). The Grantor shall, at all times, have full and unrestricted access to the Easement Area in order to maintain, repair and replace necessary portions of the surface of the Easement Area. In the eventthat the sewer facilities are damaged by the Grantor during any such maintenance, repair orreplacement, the Grantor shall make all necessary repairs to the sewer facilities at Grantor's sole expense. 4.Encroachments. Grantor agrees to keep Easement Area easily accessible, with no structures to be placed within or immediately adjacent to the Easement Area impeding access to the Easement area.Grantor will immediately remove, at its own expense, any encroachment, or structure locatedwithin the Easement Area. 5.Third Party Agreements. Grantor agrees to use its best efforts to immediately notify Grantee ofany third parties intending to use, install, or otherwise encroach on the Easement Area. 6.Payment Covenants. Grantee shall be responsible for the Operating Costs of the sanitary sewerand force main facilities. Grantor shall be responsible for any costs associated ·with damage to thesanitary sewer and force main facilities resulting from Grantor's maintenance, repair or replacementrelated to the surface portion of the Easement Area. 7.Term. The term of this Easement shall be perpetual unless terminated by the parties in a writingexecuted by both or by court order. This Easement shall not merge with any deed to the Subject Property or any part thereof but shall survive for the Term described herein. 8.Successors and Assigns. This Easement shall bind, and the benefit thereof shall inure to the respective successors and assigns of Grantee. 9.Limitation. It is the intention of the parties hereto that this Easement shall be limited to and utilized solely for the purposes expressed herein. 10.Indemnification and Hold Harmless. The Grantee will assume and defend all liability of Grantor,with respect to the Grantee’s activities within the Easement Area, except for liability arising inwhole or in part from the negligence or willful acts of the Grantor, its officers, owners, residents,guests, employees, or any other third party permitted by the Grantor to be within the EasementArea. Nothing contained in this paragraph or elsewhere in this Grant of Easement Agreement is intended to be a waiver of limitations on the Grantee’s liability to third parties as set forth in Section 768.28, Florida Statutes. 11. Default by Grantee. In the event of a default by Grantee in the maintenance, operation or repair of the sanitary sewer and force main facilities, Grantor shall give written notice to Grantee, specifying the nature of such default. Grantee shall have a period of ten (10) days following receipt of said notice in which to remedy the default (or such longer time as may be necessary and reasonable, provided Grantee shall have commenced a cure within said ten (10) day period and is diligently and continuously prosecuting same); failing which Grantor shall have the right to access the sanitary sewer and force main facilities, for the limited purpose of effecting the required repair or maintenance. Notwithstanding the foregoing, if the default is of such a nature that an emergency situation arises constituting an unsafe or unsanitary condition, the period for cure of such default shall be accelerated to be a period of time determined by Grantor in its sole discretion, but which is reasonable in light of the nature of the emergency. All costs incident to curing a default by Grantee under this subsection shall be the sole responsibility and obligation of and, accordingly, shall be borne by, the Grantee. 12. Default by Grantor. In the event of a default by Grantor in the repair of the sanitary sewer and force main facilities resulting from damage caused by Grantor to the sanitary sewer and force main facilities pursuant to Grantors activities provided for herein, Grantee shall give written notice to Grantor, specifying the nature of such default. Grantor shall have a period of ten (10) days following receipt of said notice in which to remedy the default (or such longer time as may be necessary and reasonable, provided Grantor shall have commenced a cure within said ten (10) day period and is diligently and continuously prosecuting same); failing which Grantee shall have the right to effect the required repair of the sanitary sewer and force main facilities. All costs incident to repair of the sanitary sewer and force main facilities shall be borne by the Grantor. 13. Enforcement. In the event it becomes necessary for any party to defend or institute legal proceedings as a result of the material failure of either party to comply with the terms, covenants and conditions of this Easement, the prevailing party in such litigation shall recover from the other party all costs and expenses incurred or expended in connection therewith, including, without limitation, reasonable attorneys' fees and costs, at all levels. 14. Venue; Jurisdiction. This Easement shall be governed and construed in all respects in accordance with the laws of the State of Florida, without regard to its conflict of laws provisions. Further, all parties hereto agree to avail themselves of and submit to the personal jurisdiction of the Courts of the State of Florida in Miami-Dade County. 15. Interpretation. No provision of this Easement will be interpreted in favor of, or against, any of the parties hereto by reason of the extent to which any such party or its counsel participated in the drafting thereof or by reason of the extent to which any such provision is inconsistent with any prior draft hereof or thereof. 16. Counterparts. This Easement may be executed in any number of counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute a single document. 17. Notices. All notices, demands, requests or other communications required or permitted to be given hereunder shall be deemed delivered and received upon actual receipt or refusal to receive same, and shall be made by United States certified or registered mail, return receipt requested or by hand delivery. To Grantor: City Manager City of Miami Gardens 18605 NW 27th Avenue Miami Gardens, FL 33056 With a copy to: City Attorney City of Miami Gardens 18605 NW 27th Avenue Miami Gardens, FL 33056 To Grantee: Roland Faith 2627 NE 203rd Street, Suite 202 Aventura, FL 33180 With a copy to: Stephanie J. Toothaker, Esq. 501 SW 2nd Avenue, Suite 1 Fort Lauderdale, FL 33301 stephanie@toothaker.org 18. Entire Easement. This Easement constitutes the entire agreement between the parties hereto with respect to the specific subject matter hereof and supersedes all prior negotiations, agreements, understandings and arrangements, both oral and written, between the parties with respect to such specific subject matter. This Easement may not be modified in any way, except by a written instrument executed by each of the parties. 19. Severability. If any clause or provision of this Easement is deemed illegal, invalid or unenforceable under present or future laws effective during the term hereof, then the validity of the remainder of this Easement shall not be affected thereby and shall be legal, valid and enforceable. [SIGNATURES TO FOLLOW] IN WITNESS WHEREOF, the Grantor and Grantee have executed this Agreement the day and year first above written. CITY OF MIAMI GARDENS, a Florida municipal corporation By: Cameron D. Benson, City Manager ATTEST: By: Mario Bataille, City Clerk APPROVED AS TO FORM: By: Sonja K. Dickens, City Attorney GRANTEE: MIAMI GARDENS TOWN CENTER LLC, a Florida limited liability company By: Print Name: Roland Faith Print Name: Title: Manager Print Name: STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me by means of ___ physical presence or ___ online notarization this day of 2023, by Roland Faith, as Manager of MIAMI GARDENS TOWN CENTER LLC a Florida limited liability company. He/she is personally known to me or has produced as identification, (SEAL) Notary Public, State of Florida Print Name: My Commission Expires: