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HomeMy WebLinkAboutCity of Tamarac Resolution R-2021-142Temporary Resolution #13712 Page 1 November 18, 2021 CITY OF TAMARAC, FLORIDA RESOLUTION NO. R-2021"14-2 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA, AUTHORIZING AND DIRECTING, HOWARD STEINHOLZ AS CO - TRUSTEE UNDER THE DECLARATION OF APPOINTMENT OF CO -TRUSTEE DATED APRIL 13, 2016 OF THE TAMARAC LAND TRUST AGREEMENT DATED JULY 10, 2013 TO EXECUTE THE SECOND AMENDMENT TO THE GROUND LEASE AGREEMENT FOR THE COMMERCIAL PARCEL, ATTACHED HERETO AS EXHIBIT "1", BY AND BETWEEN HOWARD STEINHOLZ AS CO - TRUSTEE AND JKM TV C, LLC; FOR THE PURPOSE OF EXTENDING THE COMMERCIAL PARCEL ELECTION OPTION FOR THE TAMARAC VILLAGE PROPERTY BEING MORE PARTICULARLY DESCRIBED IN EXHIBIT "1" ATTACHED HERETO AND INCORPORATED HEREIN; PROVIDING FOR CONFLICTS; PROVIDING FOR SEVERABILIfY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Tamarac has long had the vision of a Mixed -Use District, where residents would live, work and play; and WHEREAS, in support of this vision, in 2005 the City Commission approved the first ever Mixed -Use District in the City; and WHEREAS, the City of Tamarac has assembled seventeen properties ("Tamarac Village Lands") over a seven (7) year period, beginning in 2006, in the Tamarac Village area which is located along NW 57 Terrace between Pine Island Road and NW 94 Avenue; and WHEREAS, on June 10, 2013, the City Commission approved Resolution R-2013- 77 establishing the Tamarac Land Trust, a Florida Land Trust, for the purpose of holding Temporary Resolution #13712 Page 2 November 18, 2021 ownership of the Tamarac Village Lands, with the City of Tamarac as the sole beneficiary, in anticipation of the development of Tamarac Village; and WHEREAS, on July 10, 2013, the City of Tamarac entered into a Florida Land Trust Agreement with Alan J. Polin, P.A. ("Trustee") to serve as Trustee for the Trust; and WHEREAS, on September 10, 2013, the City of Tamarac transferred sixteen (16) properties to the Tamarac Land Trust, said properties located north of Commercial Boulevard along NW 57 Terrace between Pine Island Road and NW 94 Avenue; and WHEREAS, on December 11, 2013, the City transferred one additional parcel into the Tamarac Land Trust; and WHEREAS, Trustee took title to the Property in accordance with the provisions of Section 689.071, Florida Statutes and will hold the title in trust for the uses and purposes and subject to the terms and conditions of the Trustee Agreement; and WHEREAS, On July 1, 2014, the City issued a Request for Proposal entitled Master Developer for Purchase qnd Development of a Mixed Use City Center (AKA Tamarac Village) with a response date of September 3, 2014. The City received one response that was deemed non -responsive; and WHEREAS, subsequent to the Request for Proposal, staff contact and met with various entities potentially interested in developing Tamarac Village; and WHEREAS, the City Commission approved Resolution R-2015-98 authorizing and directing Alan J. Polin, P.A. as Trustee of the Tamarac Land Trust dated July 10, 2013 to execute a Ground Lease Agreement dated October 15, 2016, by and between Alan J, Polin, PA as Trustee and JKM Tamarac Village LLC for the purpose of developing the Tamarac Village Property, and Temporary Resolution #13712 Page 3 November 18, 2021 WHEREAS, JKM Tamarac Village approached the City requesting that the Ground Lease Agreement dated October 15, 2015 be terminated in favor of three leases associated with each phase of the project; and WHEREAS, the City Commission approved Resolution R-2018-77, terminating the Ground Lease Agreement dated October 15, 2015 by and between Alan J. Polin, PA as Trustee and JKM Tamarac Village LLC and replaced said Ground Lease Agreement with three separate leases, dated June 22, 2018, with JKM TV MF1 LLC for Multifamily Parcel 1; JKM TV MF2, LLC for Multifamily Parcel 2 and JKM TV C, LLC for the Commercial Parcel; and WHERAS, pursuant to City of Tamarac Resolution R-2016-34, dated April 13, 2016, the City entered into a Declaration of Appointment of Co -Trustee of the Tamarac Land Trust Agreement dated July 10, 2013, and appointed Howard Steinholz to serve as Co -Trustee under the Land Trust Agreement, as Alan J. Polin, P.A. was inaccessible; and WHEREAS, the ongoing pandemic has significantly impacted the state of nation's commercial and development economy and JKM TV C, LLC's ability to deliver the highest and best use on the Commercial Parcel; and WHEREAS, due to the ongoing effects of the pandemic on the commercial and retail industry, JKM TV C, LLC a Florida Limited Liability Company ("Tenant") requested an extension to December 22, 2021 to provide notice of its intent to exercise the options available regarding developing the Commercial Parcel; and WHEREAS, pursuant to City of Tamarac Resolution R-2020-102, dated October 14, 2020, authorized and directed the Trustee of the Tamarac Village Land Trust to execute the First Amendment to the Ground Lease Agreement for the Commercial Parcel Temporary Resolution #13712 Page 4 November 18, 2021 for the development of Tamarac Village that included an extension to December 22, 2021 to provide notice of its intent to exercise the options available regarding developing the Commercial Parcel; and WHEREAS, due to the ongoing effects of the pandemic on the commercial and retail industry, Tenant has requested an additional extension to September 9, 2022 to provide notice of its intent to exercise the options available regarding developing the Commercial Parcel; and WHEREAS, The City Commission of the City of Tamarac, Florida, deems it to be in the best interest of the citizens and residents of the City of Tamarac to authorize and direct the Trustee for the Tamarac Village Land Trust to execute the Second Amendment to the Ground Lease Agreement for the Commercial Parcel for the development of Tamarac Village attached hereto and incorporated herein as Exhibit 1 ". NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA: SECTION 1: The foregoing "WHEREAS" clauses are HEREBY ratified and confirmed as being true and correct and are hereby made a specific part of this Resolution upon adoption hereof and all exhibits referenced and attached hereto are incorporated herein and made a specific part of this resolution. SECTION 2: That Howard Steinholz as Co -Trustee for the Tamarac Village Land Trust is hereby authorized and directed, pursuant to this resolution and that certain Florida Land Trust Agreement dated July 10, 2013, and that certain Declaration of Appointment of Co -Trustee Agreement dated April 13, 2016 to execute the Second Amendment to Ground Lease Agreement for the Commercial Parcel by and between Temporary Resolution #13712 Page 5 November 18, 2021 Howard Steinholz as Co -Trustee under the Tamarac Land Trust Agreement and JKM TV C, LLC, attached hereto and incorporated herein as Exhibit "1". SECTION 3: All resolutions or parts of resolutions in conflict herewith are hereby repealed to the extent of such conflict. SECTION 4: If any clause, section or other part or application of this Resolution is held by any court of competent jurisdiction to be unconstitutional or invalid, in part or application, it shall not affect the validity of the remaining portions or applications of this Resolution. SECTION 5: This Resolution shall become effective immediately upon its passage and adoption. THIS PORTION OF THE PAGE HAS BEEN INTENTIONALLY LEFT BLANK. Temporary Resolution #13712 Page 6 November 18, 2021 PASSED AND ADOPTED BY T , E CITY COMMISSION OF THE CITY OF TAMARAC, FLORIDA THIS R DAY OF 2021. CITY OF TAMARAC FLORIDA ATTEST: JE FER J ; HNS N MC CITY CLER1 RECORD OF COMMISSION VOTE: MAYOR GOMEZ DIST 1: COMM. BOLTON DIST 2: V/M GELIN DIST 3: COMM. VIL,LALOBOS DIST 4: COMM. PLACKO I HEREBY CERTIFY THAT I HAVE APPROVED THIS RESOLUTION AS TO IkOR4 1 JO RI!`�JR., CITY ATTORNEY This Resolution was filed in the Office of the City Clerk on this day of 202_. SECOND AMENDMENT TO GROUND LEASE This Second Amendment to Ground Lease (the "Amendment") is made and entered into effective as of November _, 2021, by and between Howard Steinholz, as Co -Trustee under the Declaration of Appointment of Co -Trustee dated April 13, 2016 of the Tamarac Land Trust Agreement dated July 10, 2013 ("Landlord"), and JKM TV C, LLC, a Florida limited liability company ("Tenant"). BACKGROUND On July 10, 2013, the City entered into the Tamarac Land Trust Agreement ("Land Trust Agreement") with Alan J. Polin, P.A. to serve as the Trustee under the Land Trust Agreement which governs the conveyance and administration of the property which is the subject of the Land Trust Agreement. Pursuant to City of Tamarac Resolution R-2016-34, dated April 13, 2016, the City entered into a Declaration of Appointment of Co -Trustee of the Tamarac Land Trust Agreement dated July 10, 2013, and appointed Howard Steinholz to serve as Co -Trustee under the Land Trust Agreement, when Alan J. Polin, P.A. was unable to serve. Landlord and Tenant entered into that certain Ground Lease with an effective date of June 22, 2018, regarding portions of real property located in Tamarac, Florida, commonly known as "Tamarac Village", as amended by that certain First Amendment to Ground Lease effective as of October _, 2020 (collectively, the "Lease"). Landlord and Tenant have agreed to amend the terms and provisions of the Lease as more particularly set forth herein. Agreement 1. Recitals. The above recitals are true and correct and are incorporated herein by reference. Capitalized terms which are not defined in this Amendment shall have the same meaning as defined in the Lease. 2. Amendment to Section 20. Section 20 of the Lease is hereby deleted in its entirety and replaced with the following: "SECTION 20. Commercial Parcel Options. "20.1 Notice of Option. On or before 5:00pm September 9, 2022, Tenant shall advise Landlord in writing (the "Commercial Parcel Notice") if it has elected not to develop the Property as contemplated as of the Effective Date. Landlord shall have ninety (90) calendar days following receipt of the Commercial Parcel Notice to advise Tenant in writing (the "Commercial Parcel Election") either (i) that Landlord intends to terminate this Lease (the "Commercial Termination Option"), or (ii) that Landlord will allow Tenant to amend the Site Plan to develop the Property pursuant to a plan of development as agreed upon by both Landlord and Tenant within the ninety (90) day Commercial Parcel Election Period, which may include (subject to applicable law), without limitation, for multi -family residential or other residential purposes (the "Commercial Repositioning Option"). If Landlord does not timely deliver the Commercial Parcel Election to Tenant, Landlord shall be deemed to have elected the Commercial Termination Option as of the last date of such ninety (90) calendar day period. "20.2 Commercial Termination Option. In the event the Landlord elects the Commercial Termination Option, then both the Landlord and Tenant shall enter into a termination of this Lease; such termination shall not impose any additional costs, obligations, or liabilities upon Tenant. The parties shall agree to execute such termination of this Lease no later than forty-five (45) calendar days subsequent to the date of Landlord's Commercial Parcel Election. The failure to do so shall nevertheless result in a termination of the Lease. Thereafter, within thirty (30) calendar days following receipt of the Commercial Parcel Election, Tenant shall remove any personal property remaining upon the Property. For the avoidance of doubt, upon election of the Commercial Termination Option, this Lease shall only terminate with respect to the Property, and any other lease between the Landlord and any affiliate of Tenant shall continue in full force and effect with respect to the property leased pursuant to such other leases. "20.3 Commercial Repositioning Option. If Landlord elects the Commercial Repositioning Option, then Tenant shall have the right to timely seek all approvals, permits and licenses deemed by Tenant to be necessary or advisable in connection with the development of the Property. Landlord agrees to execute all consents and other documents requested by Tenant in connection with seeking such approvals and to otherwise cooperate with Tenant in obtaining all licenses, platting and zoning approvals, and other permits and governmental approvals as may be necessary or required for the development of the Property in accordance with Tenant's intended use." 3. Counterparts. Landlord and Tenant hereby agree that this Amendment may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which shall constitute one and the same instrument. 4. Conflict and Ratification. In the event of any conflict between the terms of the Lease and the terms of this Amendment, the terms of this Amendment shall control. Except as amended and modified herein, the remaining terms and provisions of the Lease shall remain in full force and effect as originally set forth therein. [SIGNATURES APPEAR ON THE FOLLOWING PAGE(S) j NA r IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first set forth above. WITNESSES: Name: Name: ,1' �,, �s LANDLORD: Howard Steinholz., as Co -Trustee under the Declaration of Appointment of Co - Trustee dated April 13, 2016 of the Tamarac Land Trust Agreement dated July 10, 2013 Howard Steinholz, as Co -Trustee TENANT: JKM TV C, LLC, a Florida limited liability company By: JKM Tamarac Village, LLC, a Florida limited liability company, its Manager By: JKM Tamarac Village Capital, LLC, a Florida limited li ility company, its Ill its ki IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first set forth above. WITNESSES: Name: n Name: LANDLORD: Howard Steinholz., as Co -Trustee under the Declaration of Appointment of Co - Trustee dated April 13, 2016 of the Tamarac Land Trust Agreement dated July 10, 2013 By:3W I S�= Howard Steinholz, as Co - TENANT: JKM TV C, LLC, a Florida limited liability company By: JKM Tamarac Village, LLC. a Florida limited liability company, its Manager By: JKM Tamarac Village Capital, LLC, a Florida limited lighility company, its M i GOUT RN AMONW