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HomeMy WebLinkAboutBack-Up DocumentsDocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 REVOCABLE LICENSE AGREEMENT ISSUED BY THE CITY OF MIAMI TO PADL LLC FOR THE OCCUPANCY OF CERTAIN CITY -OWNED PROPERTY DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 TABLE OF CONTENTS 1. Purpose. 2. Occupancy and Use Term. 3. Interest Conferred By This License. 4. Continuous Duty to Operate. 5. Fees. 6. Late Fee. 7. Returned Check Fee. 8. Guarantee Deposit. 9. Safety. 10. Licenses, Authorizations and Permits. 11. Accounting Records. 12. Condition of the Area and Maintenance. 13. Alterations, Additions or Replacements. 14. Violations, Liens and Security Interests. 15. City Access to Facility. 16. Indemnification and Hold Harmless. 17. Insurance. 18. No Liability. 19. Taxes and Fees. 20. Cancellation By the City Without Cause. 21. Termination By City Manager For Cause. 22. Notices. 23. Advertising. 24. Ownership of Improvements. 25. Surrender of Area. 26. Default by Licensee. 27. Public Records. 28. Severability. 29. No Assignment or Transfer. ii DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 30. Nondiscrimination, Equal Employment Opportunity, And Americans With Disabilities Act. 31. Conflict of Interests. 32. Waiver of Jury Trial. 33. Non -waiver of Violation. 34. Further Acts. 35. No Partnership 36. Authority. 37. Amendments and Modifications. 38. Compliance with All Applicable Laws. 39. Captions. 40. Interpretation. 41. Entire License/Agreement. 42. Third -Party Beneficiary. 43. Venue/Attorney(s)' Fees. 44. Sovereign Immunity. 45. Counterparts and Electronic Signatures. EXHIBITS Exhibit "A": The Area- Legal Description & Sketch Exhibit "B": List of Equipment/Materials to be stored on Area Exhibit "C": Insurance Requirements Exhibit "D": Company Resolution Exhibit "E": City Resolution DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 REVOCABLE LICENSE AGREEMENT This Revocable License Agreement ("License" or "Agreement") is made this 29th day of November 202 2by and between the CITY OF MIAMI, FLORIDA, a municipal corporation of the State of Florida ("City") and PADL LLC, a Florida Limited Liability Company or Corporation whose principal address is 951 Crandon Blvd 491346 Key Biscayne, FL 33149 ("Licensee"). RECITALS WHEREAS, the City is the owner of the Property described in Exhibit "A," attached and incorporated ("Property"); and WHEREAS, Licensee is requesting permission to temporarily use of one (1) site at the Virginia Key Beach North Point Park Property for a paddle board, kayak and bicycle concession and such other uses as may be needed; and WHEREAS, this License is revocable -at -will by the City and without the consent of the Licensee; and WHEREAS, this License does not transfer an interest in real property including any leasehold interest in real property owned by the City; and WHEREAS, this License does not confer a right to use any real property for any general or unspecified purposes; and WHEREAS, this License does not convey or transfer any right to exclude the City from any real property; and WHEREAS, this License permits only certain, enumerated, specific, listed Permitted Use, and does not permit anything further; and WHEREAS, in order to carry out the intent as expressed herein , City and Licensee agree as follows: 1. Purpose. The City is the owner of certain real property listed in Exhibit "A," attached hereto and made a part hereof ("Property"). The City has determined that one (1) site within the Property, as more particularly described in Exhibit "A" ("Area"), is suitable for a concession for recreational 4 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 rentals as described herein for the benefit of park patrons. The Licensee wishes to use the Area for a paddle board, kayak, and bicycle concession and such other uses as may be needed upon the Area ("Permitted Uses"). The City is willing to assist the Licensee by temporarily authorizing the Licensee to occupy and use the Area for the Permitted Uses, under the conditions hereinafter set forth. Any use of the Area not authorized under the Permitted Uses must receive the prior written consent of the City Manager, which consent may be withheld or conditioned for any or no reason, including, but not limited to additional financial consideration. 2. Occupancy and Use Period. This License is effective as of Nov. 29th , 202 2("Effective Date") and shall expire on the earlier of: (a) The effective date of the executed agreement resulting from the City's issuance of a competitive Request for Proposals; or (b) Cancellation or termination of the express written License by the City; or (c) Cancellation by the City, subject to the notice provisions of Section 20, "Cancellation By the City Without Cause"; or (d) Cancellation pursuant to Section 21, "Termination by City Manager for Cause"; The City may exercise an option to extend this License one time for a period of an additional six (6) months at the sole discretion of the City Manager. The City reserves the right to automatically extend this contract for up to one hundred eighty (180) calendar days beyond the stated contract term in order to provide City with continual service and supplies while a new contract is being solicited, evaluated, awarded, and executed. If the right is exercised, the City shall notify the Licensee, in writing, of its intent to extend the contract at the same price, terms and conditions for a specific number of days. Additional extensions over the first one hundred eighty (180) day extension may occur, if, the City and the Licensee are in mutual agreement of such extensions. 3. Interest Conferred By This License. Licensee agrees that this License has been issued by the City to authorize Licensee to occupy the Area solely for the limited purpose of the Permitted Use and no other purpose. The parties hereby agree that the provisions of this License do not constitute a lease and the rights of Licensee hereunder are not those of a tenant but are a mere personal privilege to do certain acts of a temporary nature and to otherwise use the Area subject to the terms of this License. No leasehold 5 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 interest in the Area is conferred upon Licensee under the provisions hereof and Licensee does not and shall not claim at any time any leasehold estate or ownership interest in the Area by virtue of this License or its use of the Area hereunder. Additionally, Licensee does not and shall not claim at any time any interest or estate of any kind or extent whatsoever in the Area by virtue of any expenditure of funds by the Licensee for improvements, construction, repairs, partitions, or alterations to the Area even if such improvements, construction, repairs, partitions, or alterations are authorized by the City. 4. Continuous Duty To Operate. Except where the Area is rendered unusable by reason of fire, flood, or other casualty, Licensee shall at all times during this Agreement, use the Area only for the permitted uses upon the Effective Date and shall thereafter continuously conduct operations only for the permitted uses in the Area in accordance with the terms of this Agreement. 5. Fees. In consideration of this License, commencing on the Effective Date, Licensee agrees to pay to the City, monthly, an amount equal to twenty percent (20%) (plus tax) of Monthly Gross Receipts hereinafter referred to as "Percentage Fee" on the tenth (l0th) day of each month for the preceding calendar month without notice or demand during the term of this License Agreement. Gross Receipts Defined: "Gross Receipts" means all monthly receipts collected by the Licensee from the sale of services or merchandise by Licensee, concessionaires of Licensee and sub-Licensee(s) of Licensee, sold in, upon or from the Concession, including such sales as shall in good faith be credited by Licensee, its concessionaires, and sub -Licensees in the regular course of its or their business to personnel employed at the time of sale at the Concession, including sub - concession Agreements or contract employee payments to the Licensee and mail, internet and telephone orders received at the Concession and off -premises sales; but shall not be deemed to mean or include the following: amounts credited by Licensee or its concessionaires or sub - concessionaires for returned or defective merchandise; sales, excise and similar taxes; or the proceeds of sales of Licensee's trade fixtures, operating equipment or other property used by Licensee or its concessionaires in the operation of its business and not acquired or held by it for the purpose of sale. Sales shall be deemed to have been made when services or merchandise has 6 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 been served, shipped or delivered or when charged against the purchaser on the books of Licensee, or its concessionaires, whichever of such events shall first occur. Payments shall be made payable to the "City of Miami" and shall be submitted to Finance Depailinent, Attn: Treasury/Receipts 444 S.W. 2nd Avenue, 6th Floor, Miami, Florida 33130 or such other address as may be designated from time to time. Licensee shall submit with each Monthly Use Fee, a written statement, signed by Licensee and certified by it to be true and correct, showing the amount of Gross Receipts during the preceding month. Examination of Licensee's Books and Records: Such books and records as are necessary to determine the amount of any Percentage Fee payable to the City shall be subject to examination by the City or its authorized representatives at reasonable times during Licensee's business hours, at the City's expense and in such manner as not to interfere unreasonably with the conduct of Licensee's business. All information obtained by the City or its authorized representatives from Licensee's books and records shall be kept confidential by the City and all such representatives except if subject to the requirements of Florida Public Records Act. Licensee's Receipts Records: For the purpose of computing and verifying the Percentage Fee due hereunder, Licensee shall prepare and keep, for a period of not less than three (3) years following the end of the Occupancy and Use Period, adequate books and records, including but not limited to those relating to inventories, purchases, and receipts of merchandise, and all sales and other pertinent transactions by Licensee. Such records shall subsequently conform to Generally Accepted Accounting Principles requirements, as applicable, and shall only address those transactions related to this License Agreement. Licensee shall record at the time of sale each receipt from sales or other transactions, whether for cash or on credit, in one or more sealed cash register or registers having a cumulative total. Licensee shall keep, for at least three (3) years following the end of the Occupancy and Use Period, all pertinent original sales records, which records shall include (i) cash register tapes; (ii) serially -numbered sales slips; (iii) mail order; (iv) telephone orders; (v) settlement report sheets of transactions with subtenants, concessionaires, and licensees; (vi) records showing that merchandise returned by customers was purchased by such customers; (vii) receipts or other records of merchandise taken out on approval; (viii) income and sales tax returns; and (ix) such other records which would normally be examined and required to 7 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 be kept by an independent accountant pursuant to generally accepted auditing standard in performing an audit of Licensee's Gross Receipts. The acceptance by the City of payments of Percentage Fee or reports thereon shall be without prejudice and shall in no case constitute a waiver of the City's right to examination of Licensee's books and records of its Gross Receipts and inventories of merchandise. Audit of Business Affairs and Records: City shall have the right to cause, upon five (5) business days' written notice to Licensee, a complete audit to be made by a designated external auditing firm or other certified public accounting firm selected by the City or the Auditor General of the City. Licensee shall make all such records available for said examination at the Concession or at some other mutually agreeable location. If the result of such audit shall show that Licensee's statement of Gross Receipts for any period has been understated, Licensee shall pay City the amount due. If such understatement is three percent (3%) or more, Licensee shall pay City the cost of such audit in addition to any deficiency payment required, plus ten percent (10%) of any such deficiency, all of which shall be collectible hereunder as payment. A report of the findings of said accountant shall be binding and conclusive upon City and Licensee. The furnishing by Licensee of any grossly inaccurate statement shall constitute a breach of the Agreement. Any information, excluding written documents, obtained by City as a result of such audit shall be held in strict confidence by City except in any proceeding or action to collect the cost of such audit or deficiency, or except if subject to the requirements of Florida Public Records Act. If Licensee fails to record, maintain, or make available sales supporting documentation as specified above, then Licensee may be deemed by the City to be in default of the Agreement. The acceptance by the City of payments of Percentage Fee or reports thereon shall be without prejudice and shall in no case constitute a waiver of the City's right to examination of Licensee's books and records of its Gross Receipts and inventories of merchandise. 6. Late Fee. In the event City does not receive any installment of the Monthly Use Fee within five (5) days of the date in which it is due, Licensee shall pay to the City a late charge in an amount equal to five (5%) percent of the Monthly Use Fee. Such late fee shall constitute additional fees due and payable to the City by Licensee upon the date of payment of the delinquent payment referenced above. Acceptance of such late charge by the City shall in no event, constitute a waiver of 8 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 Licensee's violations with respect to such overdue amount, nor shall it prevent the City from the pursuit of any remedy to which the City may otherwise be entitled. 7. Returned Check Fee. In the event, any check is returned to the City as uncollectible, the Licensee shall pay to City a returned check fee ("Returned Check Fee"), and pay a minimum service fee of $25.00 or five percent (5%) of the face amount of the check, whichever is greater, plus any subsequent bank fees. For each such dishonored check, such payment shall be made within not more than five (5) days from written notice of such default. Further, in such event, the City may require that future payments required pursuant to this Agreement be made by cashier's check or other means acceptable to the City. The Returned Check Fee shall constitute additional fees due and payable, to the City by Licensee, upon the date of payment of the delinquent payment referenced above. Acceptance of Returned Check Fee by City shall, in no event, constitute a waiver of Licensee's violations with respect to such overdue amount nor prevent City from the pursuit of any remedy to which City may otherwise be entitled. 8. Guarantee Deposit. Simultaneously with the execution of this Agreement, the Licensee shall deposit with City a Guarantee Deposit in the amount of Ten thousand dollars ($10,000.00) as guarantee for the full and faithful performance by Licensee of all obligations of Licensee under this Agreement or in connection with this Agreement. If Licensee is in violation (as provided in Section 5 or other applicable provision herein) beyond any applicable notice or cure period, the City may use, apply or retain all or any part of the Guarantee Deposit for the payment of: (i) any fee, cost, or other sum of money which Licensee was obligated to pay but did not pay, (ii) any sum expended by City on Licensee's behalf in accordance with the provisions of this Agreement, or (iii) any sum which City may expend or be required to expend as a result of Licensee's violation(s). The use, application, or retention of the Guarantee Deposit or any portion thereof by City shall not prevent City from exercising any other right or remedy provided for under this Agreement or at law and shall not limit any recovery to which City may be entitled otherwise. At any time or times when City has made any such application of all or any part of the 9 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 Guarantee Deposit, the Licensee shall deposit the sum or sums equal to the amounts so applied by City within ten (10) days of written notice by the City. Provided Licensee is not in violation of this Agreement, the principal of the Guarantee Deposit or balance thereof, shall be returned to Licensee upon the termination of this Agreement or upon any later date after which Licensee has vacated the Area or Property in the same condition or better as existed on the Effective Date, ordinary wear and tear excepted. Upon the return of the Guarantee Deposit (or balance thereof) to the Licensee, City, shall be completely relieved of liability with respect to the Guarantee Deposit. Licensee shall not be entitled to receive any interest on the Guarantee Deposit. 9. Safety. Licensee will allow City inspectors, agents or representatives the ability to monitor its compliance with safety precautions as required by federal, state or local laws, rules, regulations and ordinances. By performing these inspections, the City, its agents, or representatives are not assuming any liability by these laws, rules, regulations and ordinances. Licensee shall have no recourse against the City, its agents, or representatives from the occurrence, non- occurrence or result of such inspection(s). 10. Licenses, Authorizations and Permits. Licensee shall obtain, or cause to be obtained, and maintain in full force and effect throughout the term of this Agreement, at its sole expense, all licenses, authorizations and permits that are necessary for Licensee to conduct its commercial activities. Licensee shall be responsible for paying the cost of said applications and obtaining said licenses, authorizations and permits 11. Accounting Records. All records and accounts including invoices, bank statements or duplicate deposit slips, and all other supporting records, shall be available for inspection and audit by the City and its duly authorized agents or representatives during business hours, and shall be maintained in accordance with generally accepted accounting principles. The Licensee shall comply with 18- 99, 18-100, 18-101 and 18-102 of the City of Miami Code, which are deemed as incorporated by 10 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 reference herein. The Licensee shall keep and preserve, or cause to be kept and preserved, said records for not less than thirty-six (36) months after the termination of this Agreement. For the same period of time, Licensee shall also retain copies of all sales and tax returns covering its operations at the Area, in its local office of operations, and any other governmental tax or other returns, which show the Licensee's reasonable sales therein, and shall, upon demand, deliver copies thereof to the City at no cost. The Licensee will cooperate with the City's internal auditors and/or such other auditors designated by the City in order to facilitate the City's examination of records and accounts. If such examination of records and accounts shall disclose a liability for additional Percentage Fees more than the Percentage Fees theretofore paid by the Licensee for the period in question, the Licensee shall promptly pay such additional Percentage Fees. If such examination of records and accounts shall disclose an overpayment of the Percentage Fees theretofore paid, the City shall promptly credit the excess to the Licensee. However, upon the cancellation of termination of the Agreement, and provided Licensee is not in violation of this Agreement, if such overpayment has not been fully credited by the City, the City shall pay the Licensee the balance of the outstanding overpayment within thirty (30) days of such cancellation or termination. 12. Condition of the Area and Maintenance. Licensee accepts the Site, Area, or Property "As Is/Where Is", in its present condition and state of repair and without any representation by or on behalf of the City, and agrees that the City shall, under no circumstance, be liable for any latent, patent or other defects in the Area. Licensee, at its sole cost, shall maintain the Area in good order and repair at all times and in an attractive, clean, safe and sanitary condition and shall suffer no waste or injury thereto. Licensee shall be responsible for all repairs to the Area required or caused by Licensee's use of any part thereof. Licensee agrees to make all changes necessary to the Area at Licensee's sole cost and expense in order to comply with all City, County, State and Federal requirements for Licensee's use or occupancy thereof. Additionally, Licensee agrees to maintain the Area at its own cost and expense in accordance and in compliance with the terms and conditions specified herein. Moreover, Licensee agrees to only install and maintain the materials and equipment identified in Exhibit "B" attached hereto and made a part hereof under terms and conditions consistent with this License. 11 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 13. Alterations, Additions or Replacements. Except in the event of an emergency, Licensee shall not make any repair or alteration required or permitted to be performed by Licensee without first receiving the written approval of the City Manager, which approval may be conditioned or withheld for any or no reason. If the City approves such request, no repair or alteration shall be commenced until plans and specifications therefore shall have been submitted to and approved by the City Manager. Licensee acknowledges that any approval given by the City Manager pursuant to this Section shall not constitute an opinion or License by the City that the plans and specifications are structurally sufficient or in compliance with any laws, codes or other applicable regulations. In the event of an emergency, Licensee may reasonably proceed to perform such repair work and shall immediately notify City of such work. 14. Violations, Liens and Security Interests. Licensee, at its sole expense and with due diligence and dispatch, shall secure the cancellation, discharge, or bond off, in the manner permitted by law, all notices of violations arising from, or otherwise in connected with, Licensee's improvements, use, occupancy, or operations in the Area which shall be issued by any public authority having or asserting jurisdiction. Licensee shall promptly pay its contractors, subcontractors, and suppliers for all work and labor done at Licensee's request. Should any lien, claim, or encumbrance be asserted or filed, Licensee shall bond against or discharge the same regardless of validity, within ten (10) calendar days of Licensee's receipt of notice of the filing of said lien, claim, or encumbrance. In the event Licensee fails to remove or bond against said lien or claim in the full amount stated, the City without obligation to do so, may bond, settle, or otherwise remove such lien or claim and Licensee shall pay the City upon demand any amounts paid out by City to extinguish such claim or lien, including City's costs, expenses, and reasonable attorneys' fees. Licensee further agrees to hold City harmless from and to indemnify the City against any and all claims, demands and expenses, including attorney's fees, of any contractor, subcontractor, material person, laborer or any other third person with whom Licensee has contracted or otherwise is found liable, in respect to the Area. Nothing contained in this License shall be deemed, construed or interpreted to imply any consent or License on the part of City to subject the City's interest or estate to any liability under 12 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 any mechanic's or other lien asserted by any contractor, subcontractor, material person or supplier against any part of the Area or any of the improvements thereon. All contracts, subcontracts, purchase orders, or other Licenses involving the Area shall provide for the waiver of any lien rights in the Area and provide that the contracting party agrees to be bound by such provision and include the waiver provision in any sub -License. 15. City Access to Facility. The City and its authorized representative(s) shall at all times have access to the Area. The City shall have access to and entry into the Area at any time to (a) inspect the Area, (b) to perform any obligations of Licensee hereunder which Licensee has failed to perform after written notice thereof to Licensee (c) to assure Licensee's compliance with the terms and provisions of this License and all applicable laws, ordinances, rules and regulations, (d) to show the Area, to prospective purchasers or tenants, and for other purposes as may be deemed necessary by the City Manager in the furtherance of the City's corporate purpose; provided, however, that City shall make a diligent effort to provide at least 24-hour's advanced notice and Licensee shall have the right to have one or more of its representatives or employees present during the time of any such entry. The City shall not be liable for any loss, cost or damage to the Licensee by reason of the City's exercise of the right of entry described herein for the purposes listed above. The making of periodic inspection or the failure to do so shall not operate to impose upon the City any liability of any kind whatsoever nor relieve the Licensee of any responsibility, obligations or liability assumed under this License. 16. Indemnification and Hold Harmless. Licensee shall indemnify, defend, at its own cost and expense, save and hold harmless the City and its officials, employees, and agents (collectively referred to as "Indemnitees"), jointly and severally, and each of them from and against all losses, costs, penalties, fines, damages, claims, expenses, including attorneys' fees, or liabilities (collectively referred to as "Liabilities") by reason of any injury to or death of any person or damage to or destruction or loss of any property arising out of, resulting from, or in connection with (i) the negligent performance or non-performance of Licensee's operations upon the Area contemplated by this Agreement (whether active or passive) of Licensee or its employees or subcontractors (collectively referred 13 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 to as "Licensee") regardless of whether such Liabilities are caused, in whole or in part, by any act, omission, default or negligence (whether active or passive or in strict liability) of the Indemnitees, or any of them, or (ii) the failure of the Licensee to comply materially with any of the requirements herein, or the failure of the Licensee to conform to statutes, ordinances, or other regulations or requirements of any governmental authority, local, federal or state, in connection with the performance of this Agreement. Licensee expressly agrees to indemnify, defend and hold harmless the Indemnitees, or any of them, from and against all liabilities which may be asserted by an employee or former employee of Licensee, or any of its subcontractors, as provided above, for which the Licensee's liability to such employee or former employee would otherwise be limited to payments under state Workers' Compensation or similar laws. Licensee further agrees to indemnify, defend and hold harmless the Indemnitees from and against (i) any and all Liabilities imposed on account of the violation of any law, code, ordinance, order, rule, regulation, condition, or requirement, related directly to Licensee's negligent performance under this Agreement, compliance with which is left by this Agreement to Licensee, and (ii) any and all claims, and/or suits for supplies, equipment, labor and materials furnished by Licensee or utilized in the performance of this Agreement or otherwise. In the event that any third -party asserts claims against the Licensee and/or the Indemnitees for which Licensee is defending the Indemnitees relating to the services provided, Licensee shall have the right to select its legal counsel for such defense, subject to the approval of the City Attorney, which approval shall not be unreasonably withheld. It is understood and agreed that in the event that counsel selected by Licensee charges rates greater than those customarily paid by the City at the time that such claim is asserted, the parties shall, in good faith, attempt to agree upon such rates, notwithstanding that the payment of such rates remains the responsibility of the Licensee. Licensee's obligations to indemnify, defend and hold harmless the Indemnitees shall survive the termination/expiration of this Agreement. Licensee understands and agrees that any and all liabilities regarding the use of any subcontractor or consultant for operations related to this Agreement shall be borne solely by Licensee throughout the duration of this Agreement and that this provision shall survive the termination of this Agreement. The granting of this Agreement is acknowledged by Licensee as good and sufficient consideration for its obligations under this Section. 14 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 17. Insurance. A. Prior to Licensee, its agents, employees, representatives, contractors, sub -contractors, consultants or anyone else directly or indirectly employed by any of them entering upon the Area for the purpose of performing the Permitted Uses as defined herein, the Licensee shall obtain and maintain or cause to be obtained and maintained throughout the Occupancy and Use Period, the types and amounts of insurance coverages set forth in Exhibit "C," attached hereto and made a part hereof, in such reasonable amounts as approved by the City's Risk Management Director protecting the City, against all claims for personal injury, bodily injury, property damage, and regulatory actions by governmental agencies arising out of or related to the activities undertaken by the Licensee upon the Area and naming the City as an additional insured. All policies and/or certificates of insurance are subject to review and verification by the City's Risk Management Depailment prior to insurance approval. The City's Risk Management Depailment reserves the right to make reasonable changes in the types and amounts of insurance coverages as necessary and shall revise Exhibit "C" accordingly as necessary. B. The Licensee shall be responsible for assuring that the insurance certificates required under this License remain in full force and effect for the duration of this License, including any extensions hereof. If insurance certificates are scheduled to expire during the term of this License and any extension hereof, Licensee shall be responsible for submitting new or renewed insurance certificates to the City's Risk Management Administrator at a minimum of ten (10) calendar days in advance of such expiration(s). In the event that expired certificates are not replaced with new or renewed certificates which cover the Occupancy and Use Period: (i) the City shall suspend this License until such time as the new or renewed certificate(s) are received in acceptable form by the City's Risk Management Director; or (ii) the City may, at its sole discretion, terminate the License for cause and seek appropriate remedies in conjunction with the violation of the terms and conditions of this License. 15 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 Compliance with the foregoing insurance requirements shall not relieve Licensee of its liabilities and obligations under this License. C. Licensee shall require as well of its construction contractors, subcontractors, and vendors that come onto the Area to furnish the Licensee and the City, evidence of the following insurance coverage, unless this requirement is waived in writing by the City Manager: The Licensee's failure to require third parties to procure insurance shall in no way release the Licensee from its obligations and responsibilities as provided. Failure to require third parties to procure insurance required by this Section shall constitute a cause for default of this Agreement as provided in Section 26 herein. D. If it can be determined that any loss or part thereof, shall be the fault of a third party (i.e. a contractor or contractors, visitors to the building or any other person, persons or organizations) except the City, then and in that event, the Licensee may take all necessary actions to cause such third party to pay such costs and the Licensee shall be responsible for the restoration of any and all losses incurred by the third party. In no event shall the City be liable for damage caused to the Area or Properties by fire or other casualty. If no third party or parties shall be found liable or if found liable, but unable to pay damages, then the costs of such repairs shall be ascribed to the Licensee 18. No Liability. In no event shall the City be liable or responsible for injury, loss or damage to the property, improvements, fixtures and/or equipment belonging to or rented by Licensee, its officers, agents, employees, invitees or patrons occurring in or about the Area that may be stolen, destroyed, or in any way damaged, including, without limitation, fire, flood, steam, electricity, gas, water, rain, vandalism or theft which may leak or flow from or into any part of the Area, or from the breakage, leakage, obstruction or other defects of the pipes, sprinklers, wires, appliances, plumbing, air conditioning or lighting fixtures of the Area, or from hurricane or any act of God or any act of negligence of any user of the facilities or occupants of the Area or any person whomsoever whether such damage or injury results from conditions arising upon the Area or from other sources. Licensee indemnifies the City its officers, agents and employees from and 16 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 against any and all such claims even if the claims, costs, liabilities, suits, actions, damages or causes of action arise from the negligence or alleged negligence of the City, including any of its employees, agents, or officials. Licensee further acknowledges that as lawful consideration for being granted the right to utilize and occupy the Area, Licensee, on behalf of their self, their agents, invitees and employees, does hereby release from any legal liability the City, its officers, agents and employees, from any and all claims for injury, death or property damage resulting from Licensee's use of the Area. 19. Taxes and Fees. Licensee shall pay before any fine, penalty, interest or cost is added for nonpayment, any and all charges, fees, taxes or assessments levied against the Area, or against any occupancy interest or personal property of any kind, owned by or placed in, upon or about the Area by Licensee, including, but not limited to, ad valorem taxes, fire fees, and parking surcharges. In the event Licensee appeals a tax or fee, Licensee shall immediately notify City of its intention to appeal said tax or fee and shall furnish and keep in effect a surety bond of a responsible and substantial surety company reasonably acceptable to City or other security reasonably satisfactory to City in an amount sufficient to pay one hundred percent of the contested tax together with all interest, costs and expenses, including reasonable attorneys' fees, expected to be incurred. 20. Cancellation By the City Without Cause. The City may cancel this License at any time by giving thirty (30) calendar days written notice to the Licensee prior to the effective date of the cancellation ("Notice Period"). Licensee shall have no recourse against the City for a cancellation effectuated pursuant to this Section, as it is understood and agreed that this cancellation is for convenience, without cause and without recourse. 21. Termination By City Manager For Cause. If, at the sole and complete discretion of the City, Licensee in any manner violates the restrictions and conditions of this License, then, and in such event, after ten (10) calendar days written notice given to Licensee by the City Manager within which to cease such violation or 17 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 correct such deficiencies, and upon failure of Licensee to do so after such written notice within said ten (10) day period, this License shall be automatically canceled without the need for further action by the City. 22. Notices. All notices or other communications which may be given pursuant to this License shall be in writing and shall be deemed properly served if delivered by personal service or by certified mail addressed to City and Licensee at the address indicated herein or as the same may be changed from time to time. Such notice shall be deemed given on the day on which personally served; or if by certified mail, on the fifth day after being posted or the date of actual receipt, whichever is earlier: CITY OF MIAMI City of Miami Office of the City Manager 444 SW 2 Avenue, 10th Floor Miami, Fl 33130 WITH A COPY TO City of Miami Depailinent of Parks and Recreation 444 SW 2nd Avenue, 8th Floor Miami, FL 33130 Annie Perez, CPPO Director, Depailment of Procurement 444 SW 2nd Avenue, 6th Floor Miami, FL 33130-1910 Victoria Mendez Office of the City Attorney 444 SW 2nd Avenue, 9th Floor Miami, FL 33130 LICENSEE PADL LLC 951 Crandon Blvd Key Biscayne, FL 33149 23. Advertising. Licensee shall not permit any signs, decoration, or advertising matter to be placed either in the interior or upon the exterior of the Area without having first obtained the written approval of the Director of Parks and Recreation ("Director") or his/her designee, which approval may be 18 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 withheld for any or no reason, at his sole discretion. Licensee shall, at its sole cost and expense, install, provide, maintain such sign, decoration, advertising matter or other things as may be permitted hereunder in good condition and repair at all times. Licensee must further obtain approval from all governmental authorities having jurisdiction, and must comply with all applicable requirements set forth in the City of Miami Code and Zoning Ordinance. Upon the cancellation of this License, Licensee shall, at its sole cost and expense, remove any sign, decoration, advertising matter or other thing permitted hereunder from the Area. If any part of the Area is in any way damaged by the removal of such items, said damage shall be repaired by Licensee at its sole cost and expense. Should Licensee fail to repair any damage caused to the Area within ten (10) days after receipt of written notice from City directing the required repairs, City shall cause the Area to be repaired at the sole cost and expense of Licensee. Licensee shall pay City the full cost of such repairs within five (5) days of receipt of an invoice indicating the cost of such required repairs. Licensee hereby understands and agrees that the City may, at its sole discretion, erect or place upon the Area an appropriate sign indicating City's having issued this License. 24. Ownership of Improvements. As of the Effective Date and throughout the Occupancy and Use Period, title to the Area and all improvements thereon shall be vested in City. Furthermore, title to all Alterations made in or to the Area, whether or not by or at the expense of Licensee, shall, unless otherwise provided by written License, immediately upon their completion become the property of the City and shall remain and be surrendered with the Area. 25. Surrender of Area. In event of cancellation pursuant to Section 20, "Cancellation By the City Without Cause," Section 21, "Termination By City Manager For Cause," at the expiration of the Notice Period, or at the natural expiration of this Agreement, as applicable, Licensee shall peacefully surrender the Area clean and in good condition and repair together with all alterations, fixtures, installation, additions and improvements which may have been made in or attached on or to the Area. Upon surrender, Licensee shall promptly remove all its personal property, trade fixtures and equipment and Licensee shall make any repairs necessary to bring the Area up to its preexisting condition. 19 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 Should Licensee fail to repair any damage caused to the Area within ten (10) days after receipt of written notice from City directing the required repairs, City shall cause the Area to be repaired at the sole cost and expense of Licensee. Licensee shall pay to the City the full cost of such repairs within five (5) calendar days of receipt of an invoice indicating the cost of such required repairs. At the City's option, City may require Licensee, at Licensee's sole cost and expense, to restore the Area to a condition acceptable to the City. In the event Licensee fails to remove its personal property, equipment and fixtures from the Area within the time limit set by the notice, said property shall be deemed abandoned and thereupon shall become the sole personal property of the City. The City, at its sole discretion and without liability, may remove and/or dispose of same as City sees fit, all at Licensee's sole cost and expense. 26. Default by Licensee. In the event Licensee is in default of the terms of this License the City shall have all remedies available to it at law or in equity. In the event that Licensee fails to peacefully surrender the Area at the expiration of the Notice Period provided in Section 20, "Cancellation By the City Without Cause," or as provided in Section 21, "Termination By City Manager For Cause," after delivery of a notice of cancellation of the License by the City ("City Notice"). 27. Public Records. A. Licensee understands that the public shall have access, at all reasonable times, to City agreements, subject to the provisions of Chapter 119, Florida Statutes, as amended, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable law. B. Licensee shall additionally comply with Section 119.0701, Florida Statutes, including without limitation: (1) keep and maintain public records that ordinarily and necessarily would be required by the City to perform this service; (2) upon request from the City's custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law; (3) ensure that public records that are exempt or 20 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the agreement term and following completion of the Agreement if the Licensee does not transfer the records to the City; (4) upon completion of the Agreement, transfer, at no cost, to the City all public records in possession of the Licensee or keep and maintain public records required by the City to perform the service, if the Licensee transfers all public records to the City upon completion of the Agreement, the Licensee shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements, if the Licensee keeps and maintains public records upon completion of the Agreement, the Licensee shall meet all applicable requirements for retaining public records, all records stored electronically must be provided to the City, upon request from the City's custodian of public records, in a format that is compatible with the information technology systems of the City. C. Should Licensee determine to dispute any public access provision required by Florida Statutes, then Licensee shall do so at its own expense and at no cost to the City. IF THE USER HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE LICENSEE'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE DIVISION OF PUBLIC RECORDS AT (305) 416-1800, VIA EMAIL AT PUBLICRECORDS@MIAMIGOV.COM, OR REGULAR MAIL AT CITY OF MIAMI OFFICE OF THE CITY ATTORNEY, 444 SW 2ND AVENUE, 9TH FL, MIAMI, FL 33130. THE LICENSEE MAY ALSO CONTACT THE RECORDS CUSTODIAN AT THE CITY OF MIAMI DEPARTMENT WHO IS ADMINISTERING THIS AGREEMENT. 28. Sever ability. Should any provisions, paragraphs, sentences, words or phrases contained in this License be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unlawful, such provisions, paragraphs, sentences, words or phrases shall be deemed modified to the extent necessary in order to conform with such laws, and the same may be deemed severable by the City, and in such event, the remaining terms and conditions of this License shall remain unmodified and in full force and effect. 21 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 It is the express intent of the parties that this License constitutes a revocable license and not a lease. To further this intent, the parties agree as follows: (i) if any provision of this License, or the application thereof to any circumstance, suggest that a lease, rather than a license, has been created, then such provision shall be interpreted in the light most favorable to the creation of a license and (ii) if any provision of this License, or the application thereof to any circumstance, is determined by a court of competent jurisdiction to have created a lease rather than a license, then such provision shall be stricken and, to the fullest extent possible, the remaining provisions of this License shall not be affected thereby and shall continue to operate and remain in full force and effect. 29. No Assignment or Transfer. This Agreement is personal to the Licensee . Licensee cannot assign, sell, pledge, grant, convey, encumber, dispose of or transfer, in whole or in part, its privilege of occupancy ,or any restricted use or right granted unto it by this Agreement. Any assignment, sale, encumbrance, pledge, conveyance, or disposition of this Agreement or any interest therein by Licensee shall result in the automatic cancellation of this Agreement for cause under Section 21 by the City. 30. Nondiscrimination Equal Employment Opportunity, and American With Disabilities Act. Licensee shall not unlawfully discriminate against any person in its operations and activities or in its use or expenditure of funds in fulfilling its obligations under this Agreement. Licensee shall affirmatively comply with all applicable provisions of the Americans with Disabilities Act (ADA) in the course of providing any services funded by City, including Titles I and II of the ADA (regarding nondiscrimination on the basis of disability), and all applicable regulations, guidelines, and standards. In addition, Licensee shall take affirmative steps to ensure nondiscrimination in employment against disabled persons. Licensee affirms that it shall not discriminate as to race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully used in connection with its performance under the Formal Solicitation. Furthermore, Licensee affirms that no otherwise qualified individual shall solely by reason of their race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital 22 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully used, be excluded from the participation in, be denied benefits of, or be subjected to, discrimination under any program or activity. In connection with the conduct of its business, including performance of services and employment of personnel, Licensee shall not discriminate against any person on the basis of race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully used. All persons having appropriate qualifications shall be afforded equal opportunity for employment. 31. Conflict of Interests. Licensee is aware of the conflict of interest laws of the City of Miami (Miami City Code Chapter 2, Article V), Dade County, Florida (Dade County Code, Section 2-11.1 et. seq.) and of the State of Florida as set forth in the Florida Statutes, and agrees that it will fully comply in all respects with the terms of said laws and any future amendments thereto. Licensee covenants that no person or entity under its employ, presently exercising any functions or responsibilities in connection with this Agreement, has any personal financial interests, direct or indirect, with the City. Licensee further covenants that, in the performance of this Agreement, no person or entity having such conflicting interest shall be utilized in respect to services provided hereunder. Any such conflict of interest(s) on the part of Licensee, its employees or associated persons, or entities must be disclosed in writing to the City. 32. Waiver of Jury Trial. The parties hereby knowingly, irrevocably, voluntarily and intentionally waive any right either may have to a trial by jury in respect of any action, proceeding or counterclaim based on this License, or arising out of, under or in connection with this License or any amendment or modification of this License, or any other License executed by and between the parties in connection with this License, or any course of conduct, course of dealing, statements (whether verbal or written) or actions of any party hereto. This waiver of jury trial provision is a material inducement for the City and Licensee entering into the subject transaction. 23 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 33. Non -waiver of Violation. Any waiver by either party or any breach by either party of any one or more of the restrictions, terms, requirements, duties, conditions or provisions of this Agreement shall not be construed to be a waiver of any subsequent or other breach of the same or any covenant, condition or provision of this Agreement, nor shall any failure on the part of the City to require or exact full and complete compliance by Licensee with any of the covenants, conditions or provisions of this Agreement be construed as in any manner changing the terms hereof to prevent the City from enforcing in full the provisions hereto, nor shall the terms of this Agreement be changed or altered in any manner whatsoever other than by written agreement of the City and Licensee. 34. Further Acts. In addition to the acts and deeds recited herein and contemplated to be performed, executed and/or delivered by the parties, the parties each agree to perform, execute and/or deliver or cause to be performed, executed and/or delivered any and all such further acts, deeds and assurances as may be necessary to consummate the transactions contemplatedhereby. 35. No Partnership. Nothing contained herein shall make, or be construed to make any party a principal, agent, partner or joint venture of the other. The City is not a guarantor or surety of the Licensee or of any third party. 36. Authority. Each of the parties hereto acknowledges it is duly authorized to enter into this Agreement and that the signatories below are duly authorized to execute this Agreement in their respective behalf. 37. Amendments and Modifications. No amendments or modifications to this Agreement shall be binding on either party unless in writing, signed by both parties and approved by the City Manager. The City Manager is further authorized to make non -substantive amendments to such License, as needed, with terms and conditions more particularly set forth in the License, subject to City Attorney approval. 24 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 38. Compliance with All Applicable Laws. The Licensee accepts this License and hereby acknowledges that Licensee's strict compliance with all applicable federal, state and local laws, ordinances and regulations is a condition of this License, and the Licensee shall comply therewith as the same presently exist and as they may be amended hereafter. This License shall be governed by and construed in accordance with the laws of the State of Florida regardless of any conflict of law or other rules which would require the application of the laws of another jurisdiction. 39. Captions. Title and paragraph headings are for convenient reference and are not a part of this License. 40. Interpretation. This License is the result of negotiations between the parties and has been typed/printed by one party for the convenience of both parties. Should the provisions of this License require judicial or arbitral interpretation, it is agreed that the judicial or arbitral body interpreting or construing the same shall not apply the assumption that the terms hereof shall be more strictly construed against one party by reason of the rule of construction that an instrument is to be construed more strictly against the party which itself or through its agents prepared same, it being agreed that the agents of both parties have equally participated in the preparation of this License. 41. Entire License/Agreement. This instrument and its attachments constitute the sole and only License of the parties hereto and correctly sets forth the rights, duties and obligations of each to the other as of its date. Any prior Licenses, promises, negotiations or representations not expressly set forth in this License are of no force or effect. 42. Third -Party Beneficiary. This Agreement is solely for the benefit of the parties hereto and no third party shall be entitled to claim or enforce any rights hereunder. There are no express or implied third -party beneficiaries. 25 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 43. Venue/Attorney(s)' Fees. Venue in all civil actions or other proceedings between the parties shall be in a court of competent jurisdiction within Miami -Dade County, Florida. The parties shall attempt to mediate any dispute without litigation. However, this is not intended to establish mediation as a condition precedent before pursuing specific performance, equitable or injunctive relief as may be available under Florida law. In the event it becomes necessary for either party to institute legal proceedings to enforce the provisions of this Agreement, each party shall bear its own attorneys' fees through all administrative, regulatory, trial and appellate levels. 44. Sovereign Immunity. Nothing in this Agreement is intended to waive or expand the limits of sovereign immunity beyond what is provided for in Section 768.28, Florida Statutes, as amended. 45. Counterparts and Electronic Signatures. This Agreement may be executed in counterparts, each of which shall be an original as against either Party whose signature appears thereon, but all of which taken together shall constitute but one and the same instrument. An executed facsimile or electronic scanned copy of this Agreement shall have the same force and effect as an original. The parties shall be entitled to sign and transmit an electronic signature on this Agreement (whether by facsimile, PDF or other email transmission), which signature shall be binding on the party whose name is contained therein. Any party providing an electronic signature agrees to promptly execute and deliver to the other parties an original signed Agreement upon request. [SIGNATURE PAGE FOLLOWS] 26 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 Title: COO Co -Founder (Corporate Seal) ATTEST: DocuSigned by: "Licensee" PADL LLC By: IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. ATTEST: - Felipe Jauregui Print Name: Print Name: Andres Avello Title: CEO and Cofounder (Authorized Corporate Officer) "City" CITY OF MIAMI, a municipal corporation By: LDocoslgnea by: ntur Nevity. Todd 13L4b k annon, City Clerk ` Arthur No`r'iega V, City Manager Cc--3-1C_3LL—=--- Dnnn5lgned brBy: APPROVED AS TO LEGAL FORM APPROVED AS TO INSURANCE AND CORRECTNESS: REQUIREMENTS: By: ,-DS Docnslgnea by: � r By: `- db rzn Victoria Mendez (Matter 22-2654) Ann -Marie Sharpe City Attorney Director of Risk Management 27 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 EXHIBIT "A" "AREA" LEGAL DESCRIPTION & SKETCH (1) Park Name: Virginia Key Beach Park Folio Number(s): 01-4216-000-0011 Street Address: 3801 Rickenbacker Causeway (on Arthur Lamb Jr. Road), in the vicinity of the old Jimbo's parcel, Miami, FL 33149 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 EXHIBIT "B" LIST OF EQUIPMENT/ MATERIALS TO BE STORED ON PROPERTY [TO BE PROVIDED] DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 EXHIBIT "C" INSURANCE REQUIREMENTS FOR A CERTIFICATE OF INSURANCE I. COMMERCIAL GENERAL LIABILITY A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $1,000,000 General Aggregate Limit $ 2,000,000 Products/Completed Operations $ 1,000,000 Personal and Advertising Injury $1,000,000 B. Endorsements Required City of Miami listed as an additional insured Premises and Operations Liability Primary Insurance Clause Endorsement Hired and Non Owned Auto Endorsement II. WORKER'S COMPENSATION Limits of Liability Statutory -State of Florida Waiver of subrogation Employer's Liability A. Limits of Liability $100,000 for bodily injury caused by an accident, each accident. $100,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit WC Exemption or letter, if less than (4) employees will also be accepted as may be applicable. III. PROPERTY Commercial Property Insurance covering the Business Personal Property owned by subject to the perils insured under the ISO Special Causes of Loss Special Form (CP 10 30), or a substitute form providing equivalent coverages written on an All Risk or Direct Physical Loss or Damage basis. The amount of insurance shall equal the full estimated replacement cost of all business personal property owned by 30 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 The City shall be included as loss payee under the commercial property insurance. USER may provide letter self insuring the risk. The City shall not be responsible for any damages, demands, claims, causes of actions, or suits resulting from the rental equipment or business personal property of the Licensee, or any damages to such rental equipment sustained while in storage or transit in connection with this agreement. The Licensee hereby accepts full responsibility for all business personal property losses including policy deductibles. The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer not less than (30) days prior to any such cancellation or material change, or in accordance to policy provisions. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: The company must be rated no less than "A-" as to management, and no less than "Class V" as to Financial Strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All policies and /or certificates of insurance are subject to review and verification by Risk Management prior to insurance approval. 31 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 EXHIBIT "D" COMPANY RESOLUTION AND UPDATED CORPORATE STATUS OF USER COMPANY RESOLUTION WHEREAS, PADL LLC ("User"), a Limited Liability Company qualified to do business in Florida, desires to enter into an Access License (the "License") with the City of Miami solely for the limited uses as described in the License to which this Company Resolution is attached; and WHEREAS, the Board of Managers of User at a duly held company meeting has considered the matter in accordance with the Articles and By -Laws of the company; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF MANAGERS that this company is authorized to enter into the License with the City, and that Andres Avello as the President, Director, and Secretary of PADL HOLDINGS INC, the sole managing member of User, is hereby authorized and directed to execute the License in the name of this User and to execute any other document and perform any acts in connection therewith as may be required to accomplish its purpose. IN WITNESS WHEREOF, this 29th day of November 2022 PADL LLC By: /(J, Corporate Secretary Print Name: ANDRES AVELLO STATE OF OKlahoma 6(//‘- Print Name: ANDRES AVELLO On behalf of PADL HOLDINGS INC (Corporate Seal) 32 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 COUNTY OF Kay The foregoing instrument was acknowledged before me this 29th November or KI has produced oath. day of , 20 22 byANDRES AVELLO who is ❑ personally known to me Driver's License Notary Stamp \'1� !'e �,ao _ _ 4o,`� Patricia Lynn Jones * r F \5 *= Notary Public, State of Oklahoma _. w�\ ,,i a c Commission Expires 07-01-2024 "'y'kx xw*�0�"Notary ID 20007911 '�IOl 1451\\�\\ Notarized Online with NotaryLive.com as identification and who did not take an Signature of Notary Public Taking Acknowledgment Print Name: Patricia Lynn Jones Serial Number (if any): 20007911 Commission Expires: 07/01 /2024 33 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 EXHIBIT "E" CITY RESOLUTION 34 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 This document is signed by PDF deePt Signatory CN=Patricia Lynn Jones, DNQ=A01410D0000017EA1117C4D000150B5, O=Oklahoma, C=US Date/Time Wed Nov 30 04:35:14 UTC 2022 Issuer -Certificate CN=IGC CA 1, OU=IdenTrust Global Common, O=IdenTrust, C=US Serial -No. 85078352371848989167946546018935288183 Method urn:adobe.com:Adobe.PPKLite:adbe.pkcs7.shal (Adobe Signature) DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 Revocable License Agreement PADL Signed Final Audit Report 2022-11-30 Created: 2022-11-30 By: Andres Avello (andres@padl.co) Status: Signed Transaction ID: CBJCHBCAABAAIR31ojAWsgR_HFt4Mw3fWJjgPduYToJ4 "Revocable License Agreement PADL - Signed" History Document created by Andres Avello (andres@padl.co) 2022-11-30 - 4:37:53 AM GMT- IP address: 65.34.228.219 Document emailed to Felipe Jauregui (felipe@padl.co) for signature 2022-11-30 - 4:38:53 AM GMT Email viewed by Felipe Jauregui (felipe@padl.co) 2022-11-30 - 11:02:09 AM GMT- IP address: 98.242.187.19 Document e-signed by Felipe Jauregui (felipe@padl.co) Signature Date: 2022-11-30 - 11:03:21 AM GMT - Time Source: server- IP address: 98.242.187.19 Agreement completed. 2022-11-30 - 11:03:21 AM GMT el Adobe Acrobat Sign Detail by Fntity Name DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 Page 1 of 2 Florida Department of State �J�yl;;frJi; 1f .org _pCi rfJr`1J an s f/iriul 5ture of Florida website Department of State / Division of Corporations / Search Records / Search by Entity Name / DIVISION OF CORPORATIONS Detail by Entity Name Florida Limited Liability Company PADL LLC Filing Information Document Number L17000176874 FEI/EIN Number 82-2522731 Date Filed 08/18/2017 Effective Date 08/21/2017 State FL Status ACTIVE Principal Address 951 Crandon Blvd 491346 KEY BISCAYNE, FL 33149 Changed: 04/10/2022 Mailing Address PO BOX 491346 KEY BISCAYNE, FL 33149 Changed: 11/10/2021 Registered Agent Name & Address AVELLO, ANDRES 951 Crandon Blvd 491346 KEY BISCAYNE, FL 33149 Address Changed: 04/10/2022 Authorized Person(s) Detail Name & Address Title Manager PADL HOLDINGS INC 951 Crandon Blvd 491346 KEY BISCAYNE, FL 33149 Annual Reports https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=Entit... 11/1/2022 Detail by Fntity Name DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 Page 2 of 2 Report Year Filed Date 2020 06/29/2020 2021 02/26/2021 2022 04/10/2022 Document Images 04/10/2022 -- ANNUAL REPORT 02/26/2021 --ANNUAL REPORT 06/29/2020 -- ANNUAL REPORT 01/08/2019 -- ANNUAL REPORT 01/28/2018 --ANNUAL REPORT 08/18/2017 -- Florida Limited Liability View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format Florida Department of State, Division of Corporations https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=Entit... 11/1/2022 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 CITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM TO: Arthur Noriega V City Manager 511Vbara Auvu tiuky 90 35IddB3C642B.. FROM: Bar le Hernandez Parks & Recreation Director DATE: 9/28/2022 SUBJECT: Emergency purchases REFERENCES: ENCLOSURES: Virginia Key Beach NPP Proposal Let The Department of Parks and Recreation respectfully requests your approval of the following emergency purchase(s) of kayak, paddle board & bicycle concession at Virginia Key Beach North Point Park The goods and/or services required herein are as a result of one or both of the following circumstance(s): 1) A public emergency (threats to health, life, welfare or safety); or 2) Convenience of the City. Per the emergency procurement procedures as defined in Section 18-90 of the City Code, authorization to waive the competitive bid process, albeit it is a retroactive authorization, is also requested for the aforementioned emergency purchase if greater than $25,000. This purchase is necessary for the following reason: The Parks department is requesting the emergency approval for PADL to operate the concession at Virginia Key Beach North Point Park due to the previous vendor's lease termination. PADL will continue to provide the same level of service for the benefit of the public of kayak, paddle board and bicycle rentals/tours. The services provided by the vendor will continue until the formal bidding process is completed and a new vendor is selected. CITY MANAGER: Qvf%.ur hbviila Arthur N F6C3I2DDd1A oriega V DIRECTOR, DEPARTMENT OF PROCUREMENT: tB„�A�466 Annie Perez, CPPO Date: APPROVED DISAPPROVED October 7, 2022 1 09:53:57 EDT x❑ APPROVED 0 DISAPPROVED Date: September 29, 2022 I 18:19:55 EDT DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 Additional certification required for emergency purchases greater than $25,000: DIRECTOR, OFFICE OF MANAGEMENT AND BUDGET: �oo��s4�ed F.P,1740/sa95. Marie "Maggie" Gouin ❑ I certify the funds to cover this emergency purchase are available October 4, 2022 1 09:20:23 EDT Date: DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 Virginia Key Concession Proposal for the City of Miami We are pleased to offer PADL for all current and future visitors of Virginia Key. We have currently installed two self-service rental stations and would like to offer a full concession on an emergency plan basis until the formal request for proposal (RFP) process is offered and completed. We will be happy to continue the terms in the existing month to month permit held by previous concessionaire, or our existing pilot agreement held by PADL LLC with the City of Miami at a payment rate of 20% share of revenue. In order to provide the highest value add for visitors, we offer services catered to both those who need to rent equipment, as well as those who may already have their own. Through the combination of full -service and self-service options, we are able to provide a consistent operation during all park hours with no downtime. Services that we are prepared to offer are listed as follows and we will work with the City, and Parks and Recreation teams, to ensure adherence to the highest level of quality and standards. Full -Service Options: Equipment Rentals Tours Lessons Maintenance Cleaning Paddleboard Kayak Canoe Bicycle ✓ ✓ ✓ Self -Service Options: Paddleboard Kayak ✓ Bicycle Vending (F&B) ✓ Additional Services: Convenience Health Energy Food Beverage Coffee ✓ ✓ ✓ ✓ DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 Additional Items Available for Purchase: Type Accessories Watersport Bicycle ✓ ✓ ✓ ✓ Clothing ✓ ✓ Sunscreen Repellant ✓ ✓ ✓ ✓ Program Events and Family: ear Round Winter Seasonal Camps Holiday Camps After School Specialty Clinics Corporate Events Field Trips ✓ ✓ The PADL Service: Customer Support: We're here to help. If there is ever an issue, we have someone ready to answer by phone, email, online or in-app request. We also provide on -the -water support. Maintenance: PADL will check all equipment to ensure they are in safe, clean and operable condition. Safety: Our rentals are equipped and ready with real-time GPS tracking, liability waivers, safety videos, personal flotation devices, helmets and other safety gear, as well as lockdown during inclement weather. Insurance: We will maintain an active commercial liability insurance policy with The City of Miami listed as additional insured. Thank you, and we will, of course, be pleased to discuss any questions you may have regarding our services, practices, or other matters. We thank you for the opportunity and look forward to continuing a working relationship. Sincerely, Andres Avello CEO & Founding Partner ocu Ign tnveiope iu:4441. 1H4li-t5UUt-4L/H-H 1Lt3-13ULUiHUZSHL/ H CERTIFICATE OF LIABILITY INSURANCE DA12/15/20222TE YY) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER FL Dean Jamie Eatmon 12800 UNIVERSITY DR STE 125 FORT MYERS, FL 33907-5335 CONTACT NAME: PHONE , Ext): 8007452409 FAX No): E-MAIL ADDREss: jeatmon@fdean.com INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: United States Fire Insurance 21113 INSURED SPORTS AND RECREATION PROVIDERS ASSOCIATION (PURCHASING GROUP) AND ITS PARTICIPATING MEMBERS: PADL LLC 478 BAY LN KEY BISCAYNE, FL 33149-1702 INSURER B: INSURERC: INSURER D : INSURER E: INSURER F : COVERAGES CERTIFICATE NUMBER: USP361582 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A GENERAL X LIABILITY COMMERCIAL GENERAL LIABILITY X SRPGAPML-101-0122 44( \�\\ "#��' 10/16/2022 12. s+ a 4c, 0 AM c 10/16/2023 12:01 AM EACH OCCURRENCE $1,000,000 FIRE DAMAGE (Any one fire) $300,000 CLAIMS -MADE X OCCUR MED EXP (Any one person) $0 PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 X INCLUDES ATHLETIC PARTICIPANTS PRODUCTS - COMP/OP AGG PRODUCTS $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: 71 POLICY 1-7PE0 1-7 LOC^ A AUTOMOBILE X LIABILITY ANYAUTO ALL OWNED AUTOS HIRED AUTO _ X SCHEDULED AUTOS NON -OWNED AUTOS X ///��� / `� A� SRPGAPML-101-0122 tii 12/15/2022 12:00 AM 10/16/2023 12:01 AM COMBINED SINGLE LIMIT (Ea accident) $1,000,000 BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE (Per accident) UMBRELLA LIAB EXCESS LIAB - OCCUR CLAIMS -MADE tilik4q._ EACH OCCURRENCE AGGREGATE DED RETENTION $ A Accident/Medical Coverage US1672988 10/16/2022 12:00 AM 10/16/2023 12:01 AM AD&D MAXIMUM MEDICAL DEDUCTIBLE $2,500 $10,000 $100 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Covered Activities: Paddleboard and Equipment Rentals City of Miami is added as an additional insured but only with respect to liability arising out of the named insured during the policy period. Primary & Non - Contributory coverage applies. Scheduled Activities Exclusion Applies -Please Refer to Named Insured Member Certificate of Coverage CERTIFICATE HOLDER CANCELLATION City of Miami 444 Southwest 2nd Avenue Miami, FL 33130 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE FI-a vt �i y L. P e,a.w ACORD 25 (2016/03) © 1988-2016 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 4// 1/ ? <</Cl(f 1(/19$ PQ iq . 1\9; ACORD 25 (2016/03) © 1988-2016 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 COMMERCIAL GENERAL LIABILITY CG 20 26 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION Policy Number: SRPGAPML-101-0122 / USP361582 Insured: PADL LLC This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) City of Miami 444 Southwest 2nd Avenue Miami, FL 33130 City of Miami Information required to complete this Schedule4* t slio wVabove will be shown in the Declarations. Section II - WHO IS AN INSURE is amended to include as an insured the person(s) br organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions of the acts or omissions of those acting on your behalf: A. In the performance of your ongoing operations; or B. In connection with your premises owned by or rented to you. To the extent that any of the additional insureds named herein are liable for occurrences arising out of the named insured's negligent acts or omissions, the insurance afforded to the additional insureds under this endorsement is primary insurance over any other valid or collectible insurance which the additional insureds may have with respect to loss under any of the listed policies. Other insurance of any additional insured applicable to loss is non- contributory and excess over the coverage provided by this endorsement, and the amount of the company's liability under this policy shall not be reduced by the existence of such other insurance. CG 20 26 07 04 © ISO Properties, Inc., 2004 Page 1 of 1 0 DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 PAD! PADL LLC 951 Crandon Blvd 491346 Key Biscayne, FL 33149 (786) 749-6730 The property letter to the City of Miami PADL LLC wishes to self -insure your property and ass the City is not liable for damages or theft to the pers agreement "City of Miami Revocable License Ag Sincerely, Andres Avello Cofounder and CEO 12/14/2022 ed by PADL LLC and agree that operty in connection with this DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 From: To: Subject: Date: Attachments: Gomez Jr., Francisco (Frank) Carbonell. Aileen; Quevedo, Terry RE: PROCUREMENT INSURANCE REVIEW FOR PADL LLC COI Thursday, December 15, 2022 9:25:41 AM imaoe001.onq image003.pnq Good morning Aileen, The COI and property letter are fine. Is the WC/letter on file? Thanks, Frank Gomez, PIAM, CPI I Property & Casualty Manager City of Miami Risk Management (305) 416-174o Office (305) 416-176o Fax fgomez@miamigov.com << (0, 0 1.<0' 4(z 1\ 4q- 9; PQ "Serving, Enhancing, and Transforming our Community" From: Carbonell, Aileen <ACarbonell@miamigov.com> Sent: Thursday, December 15, 2022 9:16 AM To: Gomez Jr., Francisco (Frank) <FGomez@miamigov.com>; Quevedo, Terry <TQuevedo@miamigov.com> Subject: RE: PROCUREMENT INSURANCE REVIEW FOR PADL LLC COI Good morning, Please find attached revised certificate and property letter as requested. DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 Should you have any questions or concerns, please do not hesitate to contact me at information listed below. Kind regards, Aileen Carbonell, MPA Procurement Assistant Department of Procurement 444 SW 2nd Avenue, 6th Floor Miami, Florida 33130 Office: (305) 416-1922 Facsimile: (305) 416-1925 Email: acarboneWmiamigov.com Website: https://www.miamigov.com/Government/Departments-Organizations/Procurement "Serving, Enhancing, and Transforming our Comm V Mission: The City of Miami Department . cureZins mission is to ethically procure quality goods and services, design, construction . on t5j .on management services at the best value for the City, while providing excellent Oi tame vice, process efficiency, transparency, fairness, competition, accountability, and mini p�iblic trust. Qo I\i Click on or scan the QR Cr as a new vendor for the City of Miami. :A; ie.tt :: iuir ..tt . k..g.n..aµ •i:i•c•r :n :is: ';:...tt.i: I s.:. `p Please consider the environment before printing this e-mail. CONFIDENTIAL COMMUNICATION The information contained in this transmission may contain privileged and confidential information. It is intended only for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original message. Thank you. *Please Note: DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 Due to Florida's very broad public records law, most written communications to or from City of Miami employees regarding City business are public records, available to the public and media upon request. Therefore, this e-mail communication may be subject to public disclosure. From: Quevedo, Terry <TQuevedoPmiamigov.com> Sent: Tuesday, November 29, 2022 8:49 AM To: Carbonell, Aileen <ACarboneMmiamigov.com>; Gomez Jr., Francisco (Frank) <FGomez( miamigov.com> Subject: RE: PROCUREMENT INSURANCE REVIEW FOR PADL LLC COI Aileen, Please revise the certificate to provide evidence of coverage for property or letter if they do not have any, also have them endorse non -owned auto to the CGL, and add primary & non-contributory basis wording. <(/ Thank you J V PJ-'J C z//�GeGtek n CISof City Miami V <f) Risk Management Department O 9th Floor Q 444 SW 2nd Avenue Q� ` Miami, Florida 33130SZ*4. (305) 416-1641 Office (305) 416-1710 Fax TquevedoPmiamigov.com -S'enoy, S� 4rrcary�a 9, a4ra' 7 ,404 Marys aam gewsu orcts f. y From: Carbonell, Aileen <ACarbonellPmiamigov.com> Sent: Tuesday, November 29, 2022 8:24 AM To: Gomez Jr., Francisco (Frank) <FGomezPmiamigov.com> Cc: Quevedo, Terry <TQuevedoPmiamigov.com> Subject: PROCUREMENT INSURANCE REVIEW FOR PADL LLC COI Importance: High Good morning, Please review the insurance attached at your earliest convenience and advise if adequate according to insurance requirements contained therein. Thank you! DocuSign Envelope ID: 444C1 A48-800E-427A-Al2B-13D2D3A08A27 Kind regards, Aileen Carbonell, MPA Procurement Assistant Department of Procurement 444 SW 2nd Avenue, 6th Floor Miami, Florida 33130 Office: (305) 416-1922 Facsimile: (305) 416-1925 Email: acarboneWmiamigov.com Remit W9 to: PurchasingSupplierAdminsl@miamigov.com Website: https://beta.miamigov.com/Government/Departments-Organizations/Procurement "Serving, Enhancing, and Tra 9' 9mi ur Community" CONFIDENTIAL COMMUNICATION 40 The information contained in this transrn sion Fna ij contain privileged and confidential information. It is intended only for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original message. Thank you. *Please Note: Due to Florida's very broad public records law, most written communications to or from City of Miami employees regarding City business are public records, available to the public and media upon request. Therefore, this e-mail communication may be subject to public disclosure. DocuSign Envelope ID: 17205151-F6FF-432C-AA8C-F05B9DF443ED Virginia Key Concession Proposal for the City of Miami We are pleased to offer PADL for all current and future visitors of Virginia Key. We have currently installed two self-service rental stations and would like to offer a full concession on an emergency plan basis until the formal request for proposal (RFP) process is offered and completed. We will be happy to continue the terms in the existing month to month permit held by previous concessionaire, or our existing pilot agreement held by PADL LLC with the City of Miami at a payment rate of 20% share of revenue. In order to provide the highest value add for visitors, we offer services catered to both those who need to rent equipment, as well as those who may already have their own. Through the combination of full -service and self-service options, we are able to provide a consistent operation during all park hours with no downtime. Services that we are prepared to offer are listed as follows and we will work with the City, and Parks and Recreation teams, to ensure adherence to the highest level of quality and standards. Full -Service Options: Equipment Rentals Tours Lessons Maintenance Cleaning Paddleboard Kayak Canoe Bicycle ✓ ✓ ✓ Self -Service Options: Paddleboard Kayak ✓ Bicycle Vending (F&B) ✓ Additional Services: Convenience Health Energy Food Beverage Coffee ✓ ✓ ✓ ✓ DocuSign Envelope ID: 17205151-F6FF-432C-AA8C-F05B9DF443ED Additional Items Available for Purchase: Type Accessories Safety Watersport Bicycle Clothing ✓ Sunscreen Repellant ✓ ✓ ✓ ✓ Program Events and Family: ear Round Winter Seasonal Camps Holiday Camps After School Specialty Clinics Corporate Events Field Trips ✓ ✓ The PADL Service: Customer Support: We're here to help. If there is ever an issue, we have someone ready to answer by phone, email, online or in-app request. We also provide on -the -water support. Maintenance: PADL will check all equipment to ensure they are in safe, clean and operable condition. Safety: Our rentals are equipped and ready with real-time GPS tracking, liability waivers, safety videos, personal flotation devices, helmets and other safety gear, as well as lockdown during inclement weather. Insurance: We will maintain an active commercial liability insurance policy with The City of Miami listed as additional insured. Thank you, and we will, of course, be pleased to discuss any questions you may have regarding our services, practices, or other matters. We thank you for the opportunity and look forward to continuing a working relationship. Sincerely, Andres Avello CEO & Founding Partner CASH ONLY IF ALL CheckLockr' SECURITY FEATURES LISTED ON BACK INDICATE NO TAMPERING OR COPYING _ - PADL LLC PO BOX 491346 Key Biscayne, FL 33149 (786) 749-6730 ORDERPAYTOTOHFE_ City of Miami JPMORGAN CHASE BANK, NA 320 Crandon Blvd Key Biscayne, FL 33149 63-8413/2670 12/14/22 $"10.000 00 Ten Thousand and oomo************************************************************************************************** DOLLARS 1320 4friTif F5t° MEMO ----- a PROTEC7E= AGA7NST 'FRAUD a — City of Miami Parks and Recreation Dept — 8th Floor MRC Attn: Dan Newhoff/Caridad Linares 444 SW 2nd Ave Miami. FL 33130 "00 L 3 200 1: 26 70134 L 3 id: 2 913 9 3E1E1 SO0 PADL LLC City of Miami VK Concession Deposit Checking - Chase 12/14/22 1320 10,000 00 10.000 00 Detail by Entity Name Page 1 of 2 Florida Department of State \+�1 uj .5/44p:.4.org ' PDi ArrrrDM an villein' &twe of Florida website Department of State / Division of Corporations / Search Records / Search by Entity Name / DIVISION OF CORPORATIONS Detail by Entity Name Florida Limited Liability Company PADL LLC Filing Information Document Number L17000176874 FEI/EIN Number 82-2522731 Date Filed 08/18/2017 Effective Date 08/21/2017 State FL Status ACTIVE Principal Address 951 Crandon Blvd 491346 KEY BISCAYNE, FL 33149 Changed: 04/10/2022 Mailing Address PO BOX 491346 KEY BISCAYNE, FL 33149 Changed: 11/10/2021 Registered Agent Name & Address AVELLO, ANDRES 951 Crandon Blvd 491346 KEY BISCAYNE, FL 33149 Address Changed: 04/10/2022 Authorized Person(s) Detail Name & Address Title Manager PADL HOLDINGS INC 951 Crandon Blvd 491346 KEY BISCAYNE, FL 33149 Annual Reports https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=Entit... 11/1/2022 Detail by Entity Name Page 2 of 2 Report Year Filed Date 2020 06/29/2020 2021 02/26/2021 2022 04/10/2022 Document Images 04/10/2022 -- ANNUAL REPORT 02/26/2021 --ANNUAL REPORT 06/29/2020 -- ANNUAL REPORT 01/08/2019 -- ANNUAL REPORT 01/28/2018 --ANNUAL REPORT 08/18/2017 -- Florida Limited Liability View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format Florida Department of State, Division of Corporations https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=Entit... 11/1/2022