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HomeMy WebLinkAboutExhibitSimply Healthcare Corporation ("NAME") LETTER OF AGREEMENT (LOA) December 15, 2017 Organization: City of Miami 444 SW 2nd Avenue, 5th Floor Miami, FL 33130 Lillian Blondet Event Date or Program Term: From: 01/01/2018 to 12/31/2018 The Simply Healthcare ("Company") has approved the City of Miami ("Recipient") for funding in the amount of $25,000.00 ("Funds") for the Live Healthy Little Havana - Miami Diabetes Initiative ("Project") project. The Funds shall be used as described in Recipent's proposal for the purpose of decreasing Type 2 Diabetes. Recipient will comply with the purposes, terms and conditions set out in this agreement ("Agreement"), including: Purposes, Terms and Conditions: 1. Purpose of Funds: Recipient will use the Funds only for the purposes described in Recipient's proposal received on 12/06/2017 to help fund the physical activity programming and cooking demonstrations as part of the Miami -Dade AHEC's DEEP program for the Live Healthy Little Havana - Miami Diabetes Initiative project. Recipient will use the Funds only for the charitable purposes described in Section 501(c)(3) of the Internal Revenue Code. Recipient is solely responsible for content and programming related to the physical activity instruction and cooking demonstrations. 2. Change in Purpose: In the event that Recipient is unable to use the Funds for the approved purposes outlined in Paragraph 1, Recipient must notify the Company immediately. A change in purpose may result in a change of the terms of this Agreement up to and including an immediate return of any unspent funds to the Company. 3. Misuse or Underuse of Grant Funds: If the Company determines that the Recipient used the Funds for any unauthorized purpose, failed to use the Funds in accordance with the terms and conditions of this Agreement, or did not use the Funds entirely, then the Company may unilaterally change the terms of this Agreement. The Company may take actions it deems appropriate to ensure proper use of the Funds. The Company has sole discretion to take such remedial action, which may include, but is not limited to, the total revocation of the Agreement, and require Recipient to refund all Funds. Recipient agrees to refund such Funds within thirty (30) days of written notice from the Company. 4. Change in Tax Status: Recipient must notify the Company immediately if: (a) the IRS revokes Recipient's tax-exempt status under Section 501(c)(3) effective as of any date within four (4) years of the date of this letter, or (b) the IRS classifies the Recipient's organization as a private foundation or as a Type III supporting organization. Should Recipient's tax status change, the Company may unilaterally change the terms of this Agreement, which may include the total revocation of the Agreement, and require Recipient to refund immediately all used and unused Funds. 5. Prohibition on Political Activities: No part of the Funds shall be used for lobbying or political activities. 6. Project Expectations: The expectations of the Project are as follows: • The Project is considered to align with the Signature Objective of Decrease Type 2 Diabetes. • The Project will involve 200 participants. • Recipient will use the Funds on the Project as such: Funds are used to complement and enhance the AHEC DEEP Program to engage 200 active adults: 15 sites, each site will offer a 6 week program; Interactive workshops (physical activity programs, nutritional/cooking demonstrations); Various health topics (cooking, dance, yoga) 7. Release of Information and Publications: The Company may release information concerning the Funds in such ways it deems appropriate. Recipient shall not use the Company's name in any publication (e.g., press release, annual report, newsletter, invitation, etc.) without obtaining prior written approval from the Company. 8. Recipient's Publicity Obligation: Recipient agrees to publicize the Agreement using the following methods: • Check Presentation, E-Newsletter, Facebook, Media Release, On -Air (Radio or TV) Opportunity, Print Materials, Signage, Twitter and Website • City of Miami will publicize the program through all channels at strategic intervals with the okay from all partners. City of Miami will also develop a social media tool kit so all partners can align messaging and branding. Within thirty (30) days of signed Letter of Agreement, City of Miami will place the Simply Healthcare's Iogo on its website and social media outlets, and other agreed upon locations and will send sample collateral and/or screen shots to Maggie Bowden. 9. Final Evaluation Report: By January 31, 2019, Recipient will provide the Company a Final Evaluation Report on the progress of Live Healthy Little Havana - Miami Diabetes Initiative project. The Company will provide the format of the Final Evaluation Report by the end of the term of the Project. The Company may request and Recipient will provide additional information after submitting the Final Evaluation Report. 10. Unsatisfactory or Late Final Evaluation Report: If Recipient submits a Final Evaluation Report that the Company deems unsatisfactory, the Company reserves the right to revoke all or any portion of the Funds and Recipient agrees to refund such Funds within thirty (30) days of written notice. If the Company does not receive the Final Evaluation Report within sixty (60) days ofthc above referenced due date, Recipient fbrfcits subsequent payment under the original terms ofthis Agreement. 1. Company Chan2cs: The purposes, terms and conditions of this Agreement remain in effect should Simply Healthcare undergo a name change or reorganization. By signing this agreement, agrees to the purposes, terms and conditions of this Agreement. Return the signed copy of the Agreement to the Company via fulaggic Bowden at: rriaggie.bowden@anthern.co Daniel J. AI onto, City Manager Date Signature ( ) I Agree By checking "I Agree," I hereby provide my electronic signature on this letter of agreement, which shall be deemed equivalent to an original ink signature. ACKNOWLEDGED AND AGREED: Name of Organization Representative's Name Signature ( ) l Agree By checking "I Agree," you hereby provide the Company with your electronic signature on this letter of figreemeut, whi'` shall be deemed equivalent to an original ink signature. rr i . `T'itle�,�•, .f _ Y Date t Please email this electronically signed copy to: Maggie Bowden rrtaggie.bowden@antltcnt.cont