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HomeMy WebLinkAbout25056AGREEMENT INFORMATION AGREEMENT NUMBER 25056 NAME/TYPE OF AGREEMENT OMNI CRA & KUSH HOSPITALITY GROUP LLC DESCRIPTION BUSINESS GRANT AGREEMENTINTERIOR RENOVATIONS & STRUCTURAL FA?ADE REPAIRS/FILE ID: 14858/CRA-R-23- 0050/MATTER I D : 24-1091 EFFECTIVE DATE June 27, 2024 ATTESTED BY TODD B. HANNON ATTESTED DATE 6/28/2024 DATE RECEIVED FROM ISSUING DEPT. 6/28/2024 NOTE DOCUSIGN AGREEMENT BY EMAIL BUSINESS GRANT AGREEMENT BY AND BETWEEN THE OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY AND KUSH HOSPITALITY GROUP LLC THIS BUSINESS GRANT AGREEMENT is entered into as of the 27tl1ay of June , 2024, by and between the OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes, with principal address at 1401 N. Miami Avenue, Miami Florida 33136 ("CRA"), and Kush Hospitality Group LLC, a Florida limited liability company ("GRANTEE"), located and operating within the CRA boundaries at 2003 N Miami Ave, Miami, FL 33127 ("PROPERTY"). RECITALS WHEREAS, GRANTEE submitted a grant application and proposals directly to the CRA requesting Two -Hundred Thousand Dollars ($200,000.00) to underwrite the cost associated with the interior renovations and structural facade repairs of the building for commercial business use within the boundaries of the CRA redevelopment area; and WHEREAS, the CRA through CRA- Resolution No. CRA-R-23-0050, adopted October 12, 2023 by the Board of Commissioners of the CRA, attached and incorporated as Exhibit "A" ("Authorizing Resolution"), has authorized a Business Grant Program ("Program") for the purposes of business development in the OMNI Redevelopment Area ("Area"); and WHEREAS, pursuant to the Authorizing Resolution, the Program authorizes the Executive Director of the CRA ("Executive Director") to disburse funds from the Program, at his/her discretion, on a reimbursement basis or directly to vendors upon presentation of invoices and satisfactory documentation to qualifying businesses; and WHEREAS, GRANTEE and the CRA wish to enter into this Agreement to set forth the terms and conditions relating to the use by GRANTEE of a grant in the not to exceed amount of Two - Page 1 of 23 Hundred Thousand Dollars ($200,000.00) ("Grant") for the Project as defined below; NOW, THEREFORE, in consideration of the promises and the mutual covenants contained herein, the parties agree to as follows: TERMS 1. RECITALS AND INCORPORATIONS. The recitals and all statements contained therein are true and correct and are hereby incorporated as part of this Agreement. The following exhibits are attached hereto and are hereby incorporated into a made a part of this Agreement: Exhibit A — Authorizing Resolution Exhibit B — Project Description Exhibit C — Insurance Requirements Exhibit D — GRANTEE'S Corporate Resolution or Other Proof of Signing Authority and Corporate Status/Sunbiz In the event of a conflict between the provisions of this Agreement or any of its exhibits, the conflict shall be resolved in favor of this Agreement, then in the priority order indicated above. 2. GRANT. Subject to the terms and conditions set forth herein and GRANTEE's compliance with all of its obligations hereunder, the CRA hereby agrees to make available to the GRANTEE, the Grant to be used for the purpose and Project (as defined below), and as disbursed in the manner hereinafter provided. 3. USE OF GRANT. The Grant shall be used by GRANTEE as follows: to underwrite the cost associated with the interior renovations and structural facade repairs of the building for business use within the of the CRA redevelopment area ("Project"), as described in Composite Exhibit "B", which includes GRANTEE's CRA Business Incentive and Assistance Application. 4. COMPLIANCE WITH POLICIES AND PROCEDURES. GRANTEE understands that the use of the Grant is subject to specific reporting, record keeping, administrative and contracting guidelines, audit, and other requirements affecting the activities funded by the Grant for the Page 2 of 23 Project. GRANTEE covenants and agrees to comply with such requirements, and represents and warrants to the CRA that the Grant shall be used in accordance with all of the requirements, terms and conditions contained therein, as the same may be amended during the term hereof. Without limiting the foregoing, GRANTEE represents and warrants that it will comply with, and the Grant will be used in accordance with, all applicable federal, state, and local codes, laws, rules and regulations. 5. RECORDS, INSPECTIONS, REPORTS/AUDITS AND EVALUATION. To the extent required by law, the Inspection and Audit provisions set forth in Sections 18-101 and 18-102 of the Code of the City of Miami, as amended ("City Code"), are deemed as being incorporated by reference herein and additionally apply to this Agreement. GRANTEE understands, acknowledges, and agrees that: (a) the CRA must meet certain record keeping and reporting requirements with regard to the Grant and that in order to enable the CRA to comply with its record keeping and reporting requirements, GRANTEE shall maintain all records as required by the CRA; and (b) at the CRA's request, and no later than thirty (30) calendar days thereafter, GRANTEE shall deliver to the CRA such reports and written statements relating to the use of the Grant as the CRA may require from time to time; and (c) all costs and expenses of the Project shall be at actual cost with no markups and the CRA may request any and all receipts or paid checks to substantiate such costs and expenses; and (d) the CRA shall have the right to conduct audits of GRANTEE's records pertaining to the Grant and to visit and to inspect the Project, in order to conduct its monitoring and evaluation activities, and that GRANTEE shall cooperate with the CRA in the performance of these activities; and (e) GRANTEE's failure to comply with these requirements or the receipt or discovery (by monitoring, evaluation, or audit) by the CRA of any inconsistent, incomplete, or inadequate information shall be grounds for the immediate termination of this Agreement by the CRA. 6. REVERSION OF ASSETS. Upon the expiration, termination, or cancellation of the Term of Page 3 of 23 this Agreement, any unspent Grant funds shall immediately revert to the possession and ownership of the CRA, and GRANTEE shall transfer to the CRA all unused Grant funds at the time of such expiration, termination, or cancellation. 7. INSURANCE REQUIREMENTS: GRANTEE shall, at all times during the term hereof, maintain insurance coverage in accordance with Exhibit "C 1" attached and incorporated by this reference. The GRANTEE shall add the City of Miami ("City") and the CRA as an additional insured and named certificate holder to its insurance policies. GRANTEE shall correct any insurance certificates as requested by the CRA/City. The CRA/City reserves the right to require additional coverage as may be warranted in connection with this agreement. GRANTEE understands and agrees that any and all liabilities regarding the use of GRANTEE'S employees or subcontractors for the Project shall be borne solely by the GRANTEE and that the insurance requirements set forth herein shall not act as a limitation of liability. The terms of this provision shall survive termination of this Agreement. Grantee shall require its contactors to provide a certificate of insurance pursuant to Exhibit C2. 8. DISBURSEMENT OF GRANT. Subject to the terms and conditions contained in this Agreement, and at the time of execution of this Agreement, the CRA shall make available to GRANTEE, on a reimbursement basis, an amount not to exceed Two -Hundred Thousand Dollars ($200,000.00) ("Grant Amount") in Grant funds. Payments will be made only after GRANTEE has submitted to the CRA and the CRA has received and approved in writing such Project specific invoices, (a) which shall be accompanied by sufficient supporting documentation and contain sufficient details, to constitute a "Proper Invoice" as defined by Florida Statutes Section 218.73 and 218.74, and (b) which are subject to verification by the CRA of acceptable work product for the Project. In no event shall payments to GRANTEE under this Grant Agreement exceed the Grant Amount, nor shall Grant funds be used in any form inconsistent with the terms, conditions, obligations, and requirements contained herein. 9. TERM. The term of this Agreement shall commence on the date first above written and shall terminate upon full disbursement of either (a) the Grant Amount or (b) such lesser amount should the final completion of the Project not require the entire the Grant Amount from the Grant; provided, however, that all rights of the CRA to audit or inspect, to require reversion of Page 4 of 23 assets, to enforce representations, warranties and certifications, to default remedies, to limitation of liability and indemnification, and to recovery of fees, expenses, and costs shall survive the expiration or earlier termination of this Agreement. 10. REMEDIES FOR NON-COMPLIANCE. If GRANTEE fails to perform any of its obligations or covenants hereunder, or materially breaches any of the terms, conditions, obligations, or requirements contained herein, then the CRA shall have the right to take one or more of the following actions, in addition to any other remedies available to it in law and/or equity: (a) Withhold cash payments, pending correction of the deficiency by GRANTEE; (b) Recover payments made to GRANTEE; (c) Disallow (that is, deny the use of the Grant for) all or any part of the cost for the activity or action for the Project not in compliance; (d) Withhold further awards for the Project; and (e) Take such other actions and/or remedies that may be legally permitted. 11. NON-DISCRIMINATION. GRANTEE, for itself and on behalf of its contractors and sub- contractors, agrees that it shall not discriminate as to race, sex, color, religion, national origin, age, marital status, sexual orientation, or disability in connection with its performance under this Agreement. Furthermore, GRANTEE represents that no otherwise qualified individual shall, solely, by reason of his/her race, sex, color, religion, national origin, age, marital status, sexual orientation, or disability be excluded from the participation in, be denied benefits of, or be subjected to discrimination under any program or activity receiving financial assistance pursuant to this Agreement. 12. CONFLICT OF INTEREST. GRANTEE has received copies of, or is familiar with, the following provisions regarding conflict of interest in the performance of this Agreement by GRANTEE. GRANTEE covenants, represents and warrants that it will comply with all applicable conflict of interest provisions including, but not limited to, the: Page 5 of 23 (a) Code of the City of Miami, Florida, Chapter 2, Article V; and (b) Miami -Dade County Code, Section 2-11.1. 13. CONTINGENCY CLAUSE. Funding for this Agreement is contingent on the availability of funds and continued authorization for Project activities, and is subject to amendment or termination due to lack of funds or authorization, reduction of funds, and/or change in regulations. 14. CERTIFICATIONS RELATING TO THE GRANT. GRANTEE certifies that: (a) All expenditures of the Grant shall be made only for the Project and in accordance with the provisions of this Agreement; (b) Reasonable accounting records for the Project shall be maintained by GRANTEE; (c) The expenditures of the Grant shall be properly documented and such documentation shall be maintained on file at the Project site; (d) Periodic progress reports shall be provided to the CRA as requested from time to time; (e) No expenditure of Grant funds shall be used for political activities; and (f) GRANTEE shall be liable to the CRA for any amount of the Grant expended in a manner inconsistent with this Agreement. 15. MARKETING. (a) GRANTEE shall consult with the CRA's Executive Director regarding all uses and displays of the recognition of the CRA. (b) GRANTEE shall prominently display signage acknowledging the CRA's Grant contribution to the Project at GRANTEE's primary place of business, and for a period of (2) years after expiration of this Agreement. (c) GRANTEE shall produce, publish, advertise, disclose, or exhibit the CRA's name and/or logo, in acknowledgement of the CRA's contribution to the Project, in all forms of media and Page 6 of 23 communications created by GRANTEE in relation to this Agreement and/or the Project, for the purpose of publication, promotion, illustration, advertising, trade or any other lawful purposes, including, but not limited to, stationary, newspapers, periodicals, billboards, posters, email, direct mail, flyers, telephone, public events, and television, radio, or internet advertisements or postings, or interviews. (d) The CRA shall have the right to approve the form and placement of all acknowledgements, which approval shall not be unreasonably withheld. (e) GRANTEE further agrees that the CRA's name and logo may not be otherwise used, copied, reproduced, altered in any manner, or sold to others for purposes other than those specified in this Agreement. Nothing in this Agreement, or in GRANTEE's use of the CRA's name and logo, confers or may be construed as conferring GRANTEE any right, title, or interest whatsoever in the CRA's name, identifying information, and logo beyond the limited right granted in this Agreement. 16. DEFAULT. If GRANTEE fails to comply with any term or condition of this Agreement, or fails to perform any of its obligations hereunder, then GRANTEE shall be in default. Upon the occurrence of a default hereunder the CRA, in addition to all remedies available to it by law or equity, may immediately, upon written notice to GRANTEE, terminate this Agreement whereupon all payments, advances, or other compensation paid by the CRA to GRANTEE while GRANTEE was in default shall be immediately returned to the CRA. GRANTEE understands and agrees that termination of this Agreement under this section shall not release GRANTEE from any obligations accruing prior to the effective date of termination. 17. NO LIABILITY OF THE CRA OR THE CITY. None of the respective officers, employees, agents, representatives, or principals, whether disclosed or undisclosed, of the CRA and of the City shall have any personal liability with respect to any of the provisions of this Agreement. Nothing herein is intended to waive the CRA or City's sovereign immunity beyond the limitations imposed by Section 768.28, Florida Statutes. 18. SPECIFIC PERFORMANCE. In the event of breach of the Grant Agreement by the CRA, the GRANTEE may only seek specific performance of the Grant Agreement and any recovery Page 7 of 23 shall be limited to the actual amount of the Project costs not to exceed the amount of Grant funding authorized for the Project. In no event shall the CRA be liable to GRANTEE for any additional compensation, other than that provided herein, or for any consequential or incidental damages. 19. INDEMNIFICATION OF THE CRA AND THE CITY. GRANTEE hereby agrees to indemnify, protect, defend, save, release, and hold harmless, at its sole cost and expense, the CRA, the City, and their respective officers, employees, agents, representatives, and principals from and against any and all claims, actions, damages, liability and expense (including fees, costs, and expenses of attorneys, investigators and experts) in connection with loss of life, personal injury, or damage to property arising out of the performance or non-performance of this Agreement and the Project, except to the extent such loss, injury or damage was caused by the gross negligence of the CRA, the City, or their respective officers, employees, agents, representatives, and principals. In the event that any action, claim, demand, or proceeding is brought against the City in connection with any of GRANTEE'S indemnification obligations stated herein, the GRANTEE shall, upon written notice from the CRA or City, resist and defend such action or proceeding by counsel satisfactory to the CRA General Counsel or City Attorney's Office. The obligations in this provision shall survive termination of the Agreement. Nothing herein is intended to waive the CRA or City's sovereign immunity beyond the limitations imposed by Section 768.28, Florida Statutes. Grantee shall require its contractors to comply with the provisions of this section. 20. DISPUTES. In the event of a dispute between the Executive Director of the CRA and GRANTEE as to the terms and conditions of this Agreement, the Executive Director of the CRA and GRANTEE shall notify each in writing of the dispute and proceed in good faith to resolve the dispute within thirty (30) calendar days of such written notice. If the dispute is not resolved within such thirty (30) calendar days, the dispute shall be submitted to the CRA's governing body ("Board") for resolution within ninety (90) calendar days thereof or the next available meeting of the Board if after ninety (90) calendar days, or such longer period as may be agreed to by the parties to this Agreement. The Board's decision shall be deemed final and binding on the parties. Page 8 of 23 21. CAPTIONS. The captions in this Agreement are for convenience only and are not a part of this Agreement and do not in any way define, limit, describe, or amplify the terms and provisions of this Agreement or the scope or intent thereof. 22. ENTIRE AGREEMENT. This instrument constitutes the sole and only agreement of the parties hereto relating to the Grant, and correctly set forth the rights, duties, and obligations of the parties. There are no collateral or oral agreements or understandings between the CRA and GRANTEE relating to this Agreement or the Grant and/or Project. Any promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. This Agreement shall not be modified in any manner except by an instrument in writing executed by the authorized representatives of the parties. 23. CONSTRUCTION. Should the provisions of this Agreement 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 vile 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 Agreement. 24. COVENANTS. Each covenant, agreement, obligation, term, condition or other provision herein contained shall be deemed and construed as a separate and independent covenant of the party bound by, undertaking or making the same, not dependent on any other provision of this Agreement unless otherwise expressly provided. All of the terms and conditions set forth in this Agreement shall apply throughout the term of this Agreement unless otherwise expressly set forth herein. 25. CONFLICTING TERMS. In the event of conflict between the terms of this Agreement and any terms or conditions contained in any attached documents, the terms of this Agreement shall govern. 26. WAIVER. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing by the non -breaching party. Page 9 of 23 27. SEVERABILITY. Should any provision contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal, or otherwise unenforceable under the laws of the State of Florida, then such provision shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable to conform with such laws, that same shall be deemed severable, and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and effect. 28. NO THIRD -PARTY BENEFICIARY RIGHTS. No provision of this Agreement shall, in any way, inure to the benefit of any third parties so as to constitute any such third party a beneficiary of this Agreement, or of anyone or more of the terms hereof, or otherwise give rise to any cause of action in any party not a party hereto. 29. AMENDMENTS. No amendment to this Agreement shall be binding on either party, unless in writing and signed by the authorized representatives of both parties. 30. OWNERSHIP OF DOCUMENTS. Upon request by the CRA, all documents developed by GRANTEE shall be delivered to the CRA upon completion of this Agreement, and may be used by the CRA, without restriction or limitation. GRANTEE agrees that all documents maintained and generated pursuant to this Agreement shall be subject to all provisions of the Public Records Law, Chapter 119, Florida Statutes. It is further understood by and between the parties that any document which is given by the CRA to GRANTEE pursuant to this Agreement shall at all times remain the property of the CRA, and shall not be used by GRANTEE for any other purposes whatsoever, without the written consent of the CRA. 31. AWARD OF AGREEMENT. GRANTEE warrants that it has not employed or retained any person employed by the CRA to solicit or secure this Agreement, and that it has not offered to pay, paid, or agreed to pay any person employed by the CRA any fee, commission percentage, brokerage fee, or gift of any kind contingent upon or resulting from the award of the Grant. 32. NON-DELEGABILITY. The obligations of GRANTEE under this Agreement shall not be delegated or assigned to any other party without the CRA's prior written consent which may be withheld by the CRA, in its sole discretion. 33. GOVERNING LAW AND VENUE. This Agreement shall be construed and enforced in Page 10 of 23 accordance with Florida law without regard to its conflicts of law provisions. In the event of litigation, controversies, or legal problems arising out of or as a result of this Agreement and/or the Project, shall be submitted to the jurisdiction of the State of Florida courts in the Eleventh Judicial Circuit in and for Miami -Dade County, Florida. The venue shall be Miami -Dade County, Florida. Each party shall be responsible for its own attorney's fees, costs, and expenses. Moreover, GRANTEE acknowledges that it shall adhere to any and all state, local, and federal laws, rules and regulations in undertaking the Project and in complying with this Agreement, to include the Code of the City of Miami, Florida, as amended. 34. WAIVER OF JURY TRIAL. GRANTEE and the CRA hereby knowingly, irrevocably, voluntarily, and intentionally waive any right either may have to a trial by jury in respect to any action, proceeding, claim, or counterclaim based on this Agreement and/or the Project, or arising out of, under, or in connection with this Agreement, the Project, any renewal(s) hereof, any amendment, extension, or modification of this Agreement, or any other agreement executed between the parties in connection with this Agreement, the Project, or any other course of conduct, course of dealing, statements (whether verbal or written), or any other actions of any party hereto. This waiver is a material inducement for the CRA and the GRANTEE to enter into this Agreement. 35. TERMINATION OF CONTRACT FOR CONVENIENCE. The CRA retains the right to terminate this Agreement at any time for convenience, without penalty to the CRA. In that event, the CRA shall give five (5) days written notice of termination to GRANTEE. 36. NOTICE. All notices or other communications which shall or may be given pursuant to this Agreement shall be in writing and shall be delivered by personal service, or by registered mail, addressed to the party 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 mail, on the fifth (5th) day after being posted, or the date of actual receipt, whichever is earlier. To CRA: Omni Redevelopment District Community Redevelopment Agency Attn: Isiaa A. Jones Executive Director To GRANTEE: Company Name: Kush Hospitality Group LLC Attn: Matthew Kuscher Address: 2911 Grand Ave., Suite 400D Page 11 of 23 Address: 1401 N. Miami Avenue Miami, FL 33133 Miami, Florida, 33136 With a copy to: Office of the City Attorney Attn: George K. Wysong III City Attorney 444 S.W. 2nd Avenue, 9th Floor Miami, Florida 33130 37. INDEPENDENT CONTRACTOR. GRANTEE, its contractors, subcontractors, employees, and agents shall be deemed to be independent contractors, and not agents or employees of the CRA, and shall not attain any rights or benefits under the civil service or pension programs of the CRA, or any rights generally afforded its employees; further, they shall not be deemed entitled to Florida Workers' Compensation benefits as employees of the CRA. 38. SUCCESSORS AND ASSIGNS. This Agreement shall be binding upon the parties hereto, and their respective heirs, executors, legal representatives, successors, and assigns. 39. AUTHORITY. Both the CRA and GRANTEE certify that each possesses the legal authority to enter into this Agreement. A resolution, motion or similar action has been duly adopted as an official act of each party as a governing body, authorizing the execution of this Agreement, and identifying the official representative of each to act in connection herewith and to provide such additional information as may be required by the terms of this Agreement. 40. PUBLIC RECORDS. GRANTEE understands that the public shall have access, at all reasonable times, to all documents and information pertaining to the CRA, subject to the provisions of Chapter 119, Florida Statutes, and any specific exemptions there from, and GRANTEE agrees to allow access by the CRA and the public to all documents subject to disclosure under applicable law unless there is a specific exemption from such access. GRANTEE's failure or refusal to comply with the provisions of this section shall result in immediate termination of the Agreement by the CRA. Page 12 of 23 Pursuant to the provisions of Section 119.0701, Florida Statutes, GRANTEE must comply with the Florida Public Records Laws, specifically the GRANTEE must: (a) Keep and maintain public records that ordinarily and necessarily would be required by the public agency in order to perform the service. (b) Provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. (d) Meet all requirements for retaining public records and transfer, at no cost, to the public agency all public records in possession of the GRANTEE upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. (e) All records stored electronically must be provided to CRA in a format compatible with the information technology systems of the public agency. GRANTEE agrees that any of the obligations in this section will survive the term, termination and cancellation hereof. IF THE GRANTEE HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE GRANTEE'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (305) 416-1800, PUBLICRECORDS@MIAMIGOV.COM, AND 444 S.W. 2nd AVENUE SUITE 945, MIAMI, FL 33130. GRANTEE MAY ALSO CONTACT THE RECORDS CUSTODIAN AT THE CRA AT: (305) 679-6868, OMNICRA@MIAMIGOV.COM. Page 13 of 23 Should GRANTEE determine to dispute any public access provision required by Florida Statutes, GRANTEE shall do so in accordance with applicable Florida law, and shall do so at its own cost and expense. Any lawsuits filed against the CITY or Indemnitees in connection with GRANTEE'S dispute to public access will fall under the GRANTEE'S indemnification obligations specified in the Indemnification Section above. 41. SURVIVAL. All obligations (including but not limited to indemnity and obligations to defend, release, and hold harmless) and rights of any party arising during or attributable to the period prior to expiration or earlier termination of this Agreement shall survive such expiration or earlier termination. 42. COUNTERPARTS; ELECTRONIC SIGNATURES. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. Facsimile, .pdf and other electronic signatures to this Agreement shall have the same effect as original signatures. [SIGNATURES APPEAR ON THE FOLLOWING PAGE] {Remainder of Page Intentionally Left Blank} Page 14 of 23 IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized as of the day and year above written. ATTEST: GRANTEE DocuSigned by: Fra tat,S BY: (,(ap—� a� BY: 4.3544 EF4;6 .. NAME: Frances Llop-noy e—DocuSigned by: Ma}flu.w 6sat.t.r 0208638B0A904E3... NAME: Matthew Kuscher TITLE: Project Development Specialist TITLE: Owner ATTEST: �— DocuSigned by: DocuSigned by: BY:—Fd6D156nD.c.F1dFA BY: Todd B. Hannon, Clerk of the Board OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY, of the City of Miami, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes DocuSigned by: (Sian jolAAvS Isiaa A. Jones, Executive Director APPROVED AS TO LEGAL FORM AND APPROVED AS TO INSURANCE CORRECTNESS: �Docusigned by: REQUIREMENTS: ,--DocuSigned by: BY: A ,arC, wtiSat4 III 88776E9FE88248B... BY: FratA aawAvy �27395C6318214E7... George K. Wysong III, General Counsel Ann -Marie Sharpe Director of Risk Management RP #24-1091 Page 15 of 23 EXHIBIT A OMNI CRA R- 23-0050, adopted October 12th, 2023 Page 16 of 23 4/30/24, 11:19 AM CRA-R-23-0050 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE OMNI REDEVELOPMENT DISTRICT COM... Miami FL OMNI CRA Resolution CRA-R-23-0050 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY ("CRA") ALLOCATING ONE MILLION DOLLARS $1,000,000.00 TO A BUSINESS GRANT PROGRAM FOR THE PURPOSES OF BUSINESS DEVELOPMENT IN THE OMNI REDEVELOPMENT AREA FROM ACCOUNT NO. 10040.920501.883000; AUTHORIZING THE INTERIM EXECUTIVE DIRECTOR TO DISBURSE FUNDS SOLELY IN HIS/HER DISCRETION AS A GRANT OR A LOAN TO BUSINESS ENTITIES, ON A REIMBURSEMENT BASIS TO BUSINESS ENTITIES, OR DIRECTLY TO VENDORS UPON PRESENTATION OF INVOICES AND/OR SATISFACTORY DOCUMENTATION TO QUALIFYING BUSINESSES IN ORDER TO DISBURSE FUNDS AS STATED HEREIN SUBJECT TO THE AVAILABILITY OF FUNDS; FURTHER AUTHORIZING THE INTERIM EXECUTIVE DIRECTOR TO NEGOTIATE ANY AND ALL NECESSARY DOCUMENTS, ALL IN A FORM ACCEPTABLE TO THE GENERAL COUNSEL, FOR THE PURPOSES STATED HEREIN. Information Department: OMNI Community Redevelopment Agency Category: Grant Attachments Agenda Summary and Legislation 14858 Business Incentive Grant Application 14858 Business Microgrant Application Sponsors: Body/Legislation WHEREAS, the Omni Redevelopment District Community Redevelopment Agency ("CRA") is responsible for carrying out community redevelopment activities and projects within the Omni Redevelopment Area ("Area") in accordance with the 2010 Omni CRA Redevelopment Plan ("Plan"); and WHEREAS, Section 4.4, C., D-1, at page 41 of the Plan; Section 4.4, D., A02, at page 42 of the Plan; and Section 4.4, E., D-7, at page 42 of the Plan all list maximizing conditions for residents to live in the area, the elimination of conditions which contribute to blight, and minimizing condemnation and relocation as stated redevelopment objectives; and WHEREAS, Section 5 of the Plan titled "Projects and Strategies" also authorizes the CRA to authorize "small business development through the creation of financial resource pools"; and WHEREAS, Page 97 of the Plan authorizes the CRA to engage in the "encouragement of small business opportunities in the redevelopment area"; and WHEREAS, the Board of Commissioners of the CRA has previously allocated funds to programs that rehabilitate facades, small business improvements, and improvements to the quality of life within the Area; and WHEREAS, these programs have all been successful and have moved towards accomplishing the goals and objectives of the Plan; and WHEREAS, the Board of Commissioners wishes to further allocate an additional one million dollars ($1,000,000) to a Business Program ("Program") to continue with similarly needed programs in the Area; and WHEREAS, funds are available from Account No. 10040.920501.883000 for the Program; and WHEREAS, the Interim Executive Director is further requesting authority to disburse funds from the Program to eligible participants as a grant, as a loan, on a reimbursement basis, or directly to vendors upon https://miamifl.igm2.com/Citizens/Detail_LegiFile.aspx?ID=14858&highlightTerms=business grant&Print=Yes 1/2 4/30/24, 11:19 AM CRA-R-23-0050 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE OMNI REDEVELOPMENT DISTRICT COM... presentation of invoices and satisfactory documentation without the need for further approval from the Board of Commissioners and within the Interim Executive Director's sole discretion; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble of this Resolution are adopted by reference hereto and incorporated herein as if fully set forth in this Section. Section 2. The Program is hereby established with funds in the amount of one million dollars $1,000,000.00 allocated from Account No. 10040.920501.883000. Section 3. The Interim Executive Director is authorized to disburse funds in his/her sole discretion as either a grant, a loan, on a reimbursement basis, or directly to vendors upon presentation of invoices and satisfactory documentation to qualifying businesses. Section 4. The Interim Executive Director is authorized to negotiate and execute any and all documents necessary to effectuate the Program, all in a form acceptable to the General Counsel. Section 5. This Resolution shall become effective immediately upon adoption. Meeting History Oct 12, 2023 9:30 AM OMNI Community Redevelopment Special Meeting Agency RESULT: ADOPTED [UNANIMOUS] MOVER: Christine King, Board Member, District Five SECONDER: Joe Carollo, Vice Chair, District Three AYES: Sabina Covo, Joe Carollo, Manolo Reyes, Christine King Powered by Granicus https://miamifl.igm2.com/Citizens/Detail_LegiFile.aspx?ID=14858&highlightTerms=business grant&Print=Yes 2/2 COMPOSITE EXHIBIT B- PROJECT DESCRIPTION Page 17 of 23 Try Omni CRA 2023-2024 CRA Business Incentive & Assistance Program Program Guidelines • Procedures • Application Program Description: The CRA Business Incentive & Assistance Program assists qualified business or property owners with building and property improvements that are directly related to opening of a new business, improving an existing business, remedying code violations, providing ADA access, assisting existing businesses struggling due to blight or natural disasters and eliminating blighting neighborhood conditions in the targeted areas of the Omni CRA. Additionally, the program offers assistance with other governmental fees. Business incentive & assistance funds may be used for improvements to properties that are not eligible for grant funding from other sources available in the area, or to supplement grant funds awarded by other agencies. Funds may not cross Omni CRA District Boundaries and are targeted at specific areas in the Omni CRA District. This program is a match assistance program requiring a 25% match from the property or business owner. The program has a project cap of $200,000. In addition to the required private match, the grant recipient is responsible for all project costs that exceed $200,000 provided by the CRA. The CRA may recommend and approve business funding at a lesser amount than requested. Awards are given subject to the availability of funds and based on priorities outlined below. Funds from this program are paid on a reimbursement basis or directly to the contractors performing the work upon the provision of satisfactory invoices to the CRA. All Grantees requesting grant funding must have at least three estimates from different Florida licensed general contractors. Program Areas and Priorities: While both Downtown Miami and the Wynwood area have benefited from the boom in commercial and residential development, areas within the CRA district have not seen the benefit of this investment. Various business corridors of the Omni CRA suffer from neglected properties and a general aesthetic that is not conducive for businesses to thrive in the community. The Omni CRA has prioritized improvements to properties within the limits of the boundaries of the entire Omni CRA district (see map). In the Omni CRA, priorities include projects that can use CRA funds to leverage other public and private investments and bring new business and restaurant/entertainment venues to distressed areas. In addition, this program seeks to bring needed improvement to the Multi -family residential units within the program boundaries. Since buildings with a high level of vacancy are eligible, the requirement of Certificates of Use, Occupational License and Fire Fee for each business location will be waived. Individual property owners using these funds cannot sell building for a period of five (5) years after rehabilitation work is complete. If the building is sold during the five-year period, the building owner will repay funds in full. Funds will be guaranteed by lien, mortgage note or deed covenant tied to the property. All work must meet local neighborhood building/appearance codes and performed with applicable permits and inspections. Eligibility: These funds are usually not made for routine maintenance and should be part of a larger scope of improvements to the property or area. Additionally, the property should have an active or soon -to -be active business or residential use located on the property. Businesses receiving business incentive funds must create or maintain one full-time or equivalent job for a resident living in the area for every $30,000 in awarded grant funds. Completion: All projects shall be completed within a 6-month period from the date the contract is signed. Extensions beyond the 6-month completion date can only be made with the approval of the CRA Director. Such approval shall be in writing and noticed to all parties. Project Procedures: CRA= CRA Staff; CNTR = Contractor; PROP = Property Owner; TNT = Tenant A) Application Process CRA meets with Tenant and/or Property Owner, verifies that the property is an eligible address and that the tenant/business and the improvements meet basic criteria for the CRA Business Incentive & Assistance Program. 1. Review Tenant Business Model — CRA 2. Review Improvement Activities funded by the program (Eligible Activities List) — CRA, TNT, PROP 3. Eligible Scope of Work and Budget is Prepared — CRA, TNT, PROP 4. Tenant and Property Owner prepare Application, attach Scope and Budget — TNT, PROP 5. BEFORE pictures are taken — CRA, TNT 6. Application is reviewed — CRA & CRA 7. Letter of Grant Award or denial is sent to Property Owner and/or tenant — CRA B) Contract Process A Contract outlining all conditions of receiving the grant, scope of work and all insurance requirements. Additional documents such as sub -contractor lists (for release of lien) and Work Authorization Form are used for project monitoring. 1. Tenant or Property Owner secures pricing (3 bids) and selects contractor (lowest bid wins) — TNT, PROP & CRA 2. Tenant submits contractor list and copies of estimates to CRA — TNT 3. DMP Prepares Contract with Scope of Work as exhibit — CRA 4. Contract is executed — CRA, TNT, CNTR 5. Work Authorization Form is executed — CRA, TNT, PROP 6. CRA may give 30% to the Contractor to begin the work (This amount is subject to the discretion of the CRA and may be amended) 7. Permits are pulled and work begins — TNT, CNTR 8. CRA monitors progress — CRA C) Project Completion Final contract payments are made after all building permits are closed and all liens are released. 1. AFTER Pictures are Taken — TNT 2. Release of Lien letter for each contractor is obtained — TNT, CNTR 3. Closed Permit Report submitted —TNT, CNTR 4. Final Invoice Submitted for payment — CNTR 5. CRA makes the final payment to the Contractor Payment (2-4 weeks) — CRA Omni CRA Business Incentive & Assistance Program 2023-2024 CRA Business Incentive & Assistance Application Applicant Contact lnformrrtion Business Name osit { �1r { 11�y ,,,p /L C u� Contact Name cA444) V,d her Mailing Address )00 3 IAI,14r`oun i ' vain k Telephone 305 7CoS )3 -7 - Fax 0 `n_ Email Property Ownership and Corporation ki , i khos 6. i C =r Information Corporation Name 45t-• 7cop{"r ! ),1. C Mailing Address 2 61 1 I 6114 J Corporation Officers & Titles matikioasc `` - i / n ,f4ez_ Date & State of Incorporation 1 0 1'— is:/ N61 Tax ID# Project Location & Scope Project Address , 7' 3o\ 2100 3s7q O jI y I 33 127 Folio# -3125-a.:; -bto Year Built 194 Total Retail (Sq. Ft.) Leased Retail (Sq. Ft.) Description of the business 5 � I, �SiN7S.6< Icy Vkrs S� v'l 1)uT,!s, S40nz�s A4 sQ‘14s J Scope of Work for entire project. r (i'a Cf�nuti1 1 ', : 5 ,�ri) tort, Orna (A Estimated Costs for entire project 1 2001000 Estimated Start Date tql,i2 L� Estimated Completion Date 9 ) 1 i Omni CRA Business Incentive & Assistance Program 2023-2024 Eligible Improvements: The general rule of thumb for improvements is that the improvement should remain with the property. Where special cases arise, the CRA staff will render a decision. Grant funds cannot be used for Fixtures, Furniture or Inventory. Generally acceptable improvements include but is not limited to: • Paint/Pressure Clean • Roofing Repairs • Signage • Tile • Masonry/Stucco • Outdoor Hardscape Improvements (Fountains, Walkways, Pavers, Fencing, etc.) • Outdoor Landscape • Outdoor Lighting • Windows/Doors • Security Enhancements • Awnings • ADA Compliance (Restrooms/Entrances) • Interior Renovations or Buildout • Plumbing Upgrades • Mechanical Upgrades • Electrical Upgrades • Life/Safety (Fire) System Upgrades • Impact Fees • Grease traps • Other improvements deemed necessary for the overall enhancement of the property. Contractor Requirements: All Contractors, working in the CRA Business Incentive & Assistance Program including Painters, Awning Companies, Shutter Companies, and Sign Companies must provide copies of the following documents when providing an estimate/bid for the project, if applicable: 1. Contractor Certificate of Competency or License 2. Contractor's Current Liability Insurance Certificate and Workers Compensation Certificate. If exempt from Workers Comp Contractor must provide copy of exemption for each employee that will be working. NOTE: If awarded a contract, both insurances must have the CRA as the Certificate Holder with the address: 1401 N. Miami Ave., Miami FL 33136 and the Liability insurance MUST have the CRA as additional insured 3. Contractor and Manufacturer's Warranty (if applicable) 4. Building permit, Special Permit or Certificate of Compliance (except paint jobs) 5. Release of Lien (provided by CRA or Property Owner or Tenant) NOTARIZED Recipient will post and maintain in good condition a sign substantially similar to the sign hereto at the entrance of the Premises. Omni CRA Business Incentive & Assistance Program 2023-2024 Description of Item Estimated Cost 10. 9. 10. TOTAL Acknowledgements As a current business owner in this community or a business seeking to improve business in this community, I wish to participate in the OMNI CRA BUSINESS ASSISTANCE MICROGRANT. I acknowledge that I have received a copy of the Microgrant Grant Program Procedures and will comply with all requirements should I be awarded a grant. Sign / Print Name of Business Owner Date I acknowledge that Tenant, is seeking assistance using the OMNI CRA BUSINESS ASSISTANCE & INCENTIVE GRANT PROGRAM and that the general terms of their lease conform to the terms above. Should the applicant win a grant award, I understand that funds will be used to make improvements to my property. Sign / Print Name of Property Owner k'UJ5ck e I / 4 d Omni CRA Business Incentive & Assistance Program 2023-2024 Date f 2 I'm asking the CRA for the opportunity to help us revitalize a building in this community that's full of historical importance yet because of lack of funds is currently set to be demolished. This building is over 100 years old, currently named the Dubbins Apartments, after one of the city's pioneering families, Murray Dubbin, a former member of the Florida House of representatives, an intrical part in modernizing Florida government and an instrumental piece in making Florida International University a 4 year university. He served as the chairman of the all- important House Rules committee. In addition to the rich political history behind the building's previous owners it was also once home to the infamous Whitey Bulger, head of the Winter Hill gang, the same figure where many movies were made about him including Johnny Depp's Black Mass and Martin Scorsese's The Departed. The last 10 years it has been home to a Miami institution, named for every best of award in every category, best service, burger, key lime, veggie burger, and much more and a pioneer in the Wynwood neighborhood, a restaurant called Kush. Kush is owned by Matthew Kuscher, is a fixture in the Miami community, he is the owner of Kush Hospitality which is known for restoring the oldest bar in Miami, Tobacco Road, the oldest deli in Florida, Stephens in Hialeah, in addition to his concepts LoKal and the Spillover in Coconut Grove and others. He is also a professor of Hospitality at Florida International University, a supporter and board member of Pace Center for Girls in Allapattah and a board member of the local pediatric cancer organization, Sebastian Strong. A percentage of his sales goes directly to these organizations. Mr. Kuscher has also partnered up with the team behind the Amparo experience, the important interactive play showcasing the Cuban -American story and will be hosting a new experience of the Cuban and Jewish communities of Miami. With his experience and willingness to give back, Mr. Kuscher can do many things within the community to help restore the neighborhood to the highest levels. He currently employees over 50 local workers, with more than 80% living in the overtown and wynwood neighborhood. With this expansion it will be closer to 100 employees he will employ. He offers community out reach programs by offering culinary classes to the students at Pace Center for Girls, hosting career days and also does classes for his students at Florida International University at the restaurant. With the team behind the Amparo experience he can help bring the arts in the community by hosting events here and involving members of the immunity in the play. Mr. Kuscher also puts on several events to raise money for the community within the community. The Taste of Pace event he puts on in the Southern wine and spirits building down the street raises hundreds of thousands of dollars to Pace Center for Girls by hosting 10 Michelin star and James Beard winning chefs, with local artists, comedians, magicians and mixologists all dontaing theor time to raise funds for the community. He also puts on a neighborhood cleanup every year on earth day, offering free incentives to all who join in and clean, to make this a community event to bring everyone together for the greater good. Once the construction is done this is something he plans to make a bigger deal and turn into a monthly event. By granting funds towards restoring this building, your not just saving a building to be demolished, your also saving a piece of history on a street that is quickly losing its authenticity to make room new high rises. Although those are important and have their place in the city, if you don't grant funds for projects like this the CRA will be missing out on its main objective of saving the history and buildings of the past and history will be lost. The current facade and building structure will stay in tact where these funds will help fix the structural issues this old building faces. EXHIBIT Cl INSURANCE REQUIREMENTS GRANTEE KUSH HOSPITALITY GROUP, LLC L 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 & OMNI CRA listed as an Additional Insured Contingent and Contractual Liability Premises and Operations Liability Primary Insurance Clause Endorsement II. Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Any Auto Including Hired, Borrowed or Non -Owned Autos Any One Accident $ 1,000,000 B. Endorsements Required City of Miami & OMNI CRA included as an Additional Insured Page 18 of 23 Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of subrogation Employer's Liability A. Limits of Liability $1,000,000 for bodily injury caused by an accident, each accident. $1,000,000 for bodily injury caused by disease, each employee $1,000,000 for bodily injury caused by disease, policy limit 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. Page 19 of 23 KUSHPROP01 SSRINI , ,d►coRO CERTIFICATE OF LIABILITY INSURANCE �� DATD/YYYY) 5/10/2024 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 have ADDITIONAL INSURED provisions or 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 Highlight Risk Services, LLC 66 West Flagler Suite 900 Miami, FL 3 130 CONTACT Chrystal Martinez NAME: PHONE FAX (A/C, No, Ext): (786) 791-8270 (A/C, No): E-L ADDRESS: chrystal@highlightins.com INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: Evanston Insurance Company 35378 INSURED Kush Property, LLC 2911 Grand Ave Ste 400D Miami, FL 33133--6029 Coconut Grove, FL 33133 INSURER B INSURERC: INSURER D : INSURER E: INSURER F : COVERAGES CERTIFICATE NUMBER: 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 POLICES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTRINSD TYPE OF INSURANCE ADDL SUBR W VD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY X 3AA772400 4/8/2024 1/8/2025 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L X AGGREGATE POLICY OTHER: LIMIT APPLIES JEC PER: LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS-COMP/OPAGG $ $ AUTOMOBILECOMBINED LIABILITY ANY AUTO OWNED SCHEDULED AUTOS NON-OWNEDUUON SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per PROPERTY $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N / A PER STATUTE OTH- ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Additional Insured status applies in favor of the certificate holder when required by written contract with regards to General Liability. CERTIFICATE HOLDER CANCELLATION Cityof Miami 444 SW 2nd Ave. Miami, FL 33130 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVEVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD KUSHPROP01 SSRINI , ,d►coRO CERTIFICATE OF LIABILITY INSURANCE �� DATD/YYYY) 5/10/2024 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 have ADDITIONAL INSURED provisions or 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 Highlight Risk Services, LLC 66 West Flagler Suite 900 Miami, FL 3 130 CONTACT Chrystal Martinez NAME: PHONE FAX (A/C, No, Ext): (786) 791-8270 (A/C, No): E-L ADDRESS: chrystal@highlightins.com INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: Evanston Insurance Company 35378 INSURED Kush Property, LLC 2911 Grand Ave Ste 400D Miami, FL 33133--6029 Coconut Grove, FL 33133 INSURER B INSURERC: INSURER D : INSURER E: INSURER F : COVERAGES CERTIFICATE NUMBER: 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 POLICES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTRINSD TYPE OF INSURANCE ADDL SUBR W VD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY X 3AA772400 4/8/2024 1/8/2025 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L X AGGREGATE POLICY OTHER: LIMIT APPLIES JEC PER: LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS-COMP/OPAGG $ $ AUTOMOBILECOMBINED LIABILITY ANY AUTO OWNED SCHEDULED AUTOS NON-OWNEDUUON SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per PROPERTY $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N / A PER STATUTE OTH- ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Additional Insured status applies in favor of the certificate holder when required by written contract with regards to General Liability. CERTIFICATE HOLDER CANCELLATION Omni CRA 1401 N. Miami Ave. Miami, FL 33136 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVEVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD CERTIFICATE OF PROPERTY INSURANCE SSRINI DATE (MM/DD/YYYY) 05/10/2024 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. PRODUCER Highlight Risk Services, LLC 66 West Flagler Suite 900 Miami, FL 33130 CONTACT Chrystal Martinez PHONE (A/C, Ext): 786 791-8270 E-MAIL ch stal hi hli htins.com ADDRESS: rY @ 9 9 FAX No): PRODUCER KUSHPROP01 CUSTOMER ID: INSURER(S) AFFORDING COVERAGE NAIC # INSURED Kush Property, LLC 2911 Grand Ave Ste 400D Miami, FL 33133--6029 Coconut Grove, FL 33133 INSURER A : Scottsdale Insurance Company INSURER B : First Community Insurance Company INSURER C : 41297 13990 INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: LOCATION OF PREMISES / DESCRIPTION OF PROPERTY (Attach ACORD 101, Additional Remarks Schedule, if more space is required) 1 1 2003 N Miami Ave, Miami, FL, 331274913 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 POLICY NUMBER POLICY EFFECTIVE DATE (MM/DD/YYYY) POLICY EXPIRATION DATE (MM/DD/YYYY) COVERED PROPERTY LIMITS A X PROPERTY OF LOSS DEDUCTIBLES CPS7973933 04/08/2024 01/08/2025 X BUILDING PERSONAL PROPERTY BUSINESS INCOME EXTRA EXPENSE RENTAL VALUE BLANKET BUILDING BLANKET PERS PROP BLANKET BLDG & PP $ 1,200,000 CAUSES $ BASIC BUILDING $2,500 $ BROAD $ CONTENTS X SPECIAL $ EARTHQUAKE $ WIND $ FLOOD $ $ $ INLAND MARINE OF LOSS NAMED PERILS TYPE OF POLICY $ CAUSES $ POLICY NUMBER $ $ CRIME OF POLICY $ TYPE $ $ BOILER & MACHINERY / EQUIPMENT BREAKDOWN $ $ B Builders Risk 09 0410032078 9 00 04/09/2024 01/09/2025 x Remodel/Renovation $ 1,260,000 $See Special Conditions SPECIAL CONDITIONS / OTHER COVERAGES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Deductible: $5,000 All other Perils 5% maximum on Wind/Hail 100% Coinsurance CERTIFICATE HOLDER CANCELLATION City of Miami 444 SW 2nd Ave Miami, FL 33130 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 24 (2016/03) © 1995-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: KUSHPROP01 SSRINI LOC #: 1 AFRO ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY Highlight Risk Services, LLC POLICY NUMBER SEE PAGE 1 CARRIER SEE PAGE 1 NAIC CODE SEE P 1 NAMED INSURED Kush Property, LLC 2911 Grand Ave Ste 400D Miami, FL 33133--6029 Coconut Grove, FL 33133 Miami -Dade EFFECTIVE DATE: SEE PAGE 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 24 FORM TITLE: Certificate of Property Insurance COVERAGE EXTENSIONS Additional Debris Removal Expenses Emergency Removal Emergency Removal Expenses Fraud And Deceit Limited Fungus Coverage Waterborne Property SUPPLEMENTAL COVERAGES Expediting Expenses Expense To Re -Erect Scaffolding Ordinance Or Law (Undamaged Parts Of A Ordinance Or Law (Increased Cost To Repair And Cost To Demolish/Clear Site) Personal Property Pollutant Cleanup And Removal Rewards Sewer Backup Temporary Storage Locations Transit Trees, Shrubs, And Plants Limits $5,000 10 days $10,000 $50,000 $15,000 $10,000 Limits $10,000 $5,000 Building) Covered $50,000 $10,000 $25,000 $1,000 $10,000 $10,000 $10,000 $10,000 ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD CERTIFICATE OF PROPERTY INSURANCE SSRINI DATE (MM/DD/YYYY) 05/10/2024 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. PRODUCER Highlight Risk Services, LLC 66 West Flagler Suite 900 Miami, FL 33130 CONTACT Chrystal Martinez PHONE (A/C, Ext): 786 791-8270 E-MAIL ch stal hi hli htins.com ADDRESS: rY @ 9 9 FAX No): PRODUCER KUSHPROP01 CUSTOMER ID: INSURER(S) AFFORDING COVERAGE NAIC # INSURED Kush Property, LLC 2911 Grand Ave Ste 400D Miami, FL 33133--6029 Coconut Grove, FL 33133 INSURER A : Scottsdale Insurance Company INSURER B : First Community Insurance Company INSURER C : 41297 13990 INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: LOCATION OF PREMISES / DESCRIPTION OF PROPERTY (Attach ACORD 101, Additional Remarks Schedule, if more space is required) 1 1 2003 N Miami Ave, Miami, FL, 331274913 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 POLICY NUMBER POLICY EFFECTIVE DATE (MM/DD/YYYY) POLICY EXPIRATION DATE (MM/DD/YYYY) COVERED PROPERTY LIMITS A X PROPERTY OF LOSS DEDUCTIBLES CPS7973933 04/08/2024 01/08/2025 X BUILDING PERSONAL PROPERTY BUSINESS INCOME EXTRA EXPENSE RENTAL VALUE BLANKET BUILDING BLANKET PERS PROP BLANKET BLDG & PP $ 1,200,000 CAUSES $ BASIC BUILDING $2,500 $ BROAD $ CONTENTS X SPECIAL $ EARTHQUAKE $ WIND $ FLOOD $ $ $ INLAND MARINE OF LOSS NAMED PERILS TYPE OF POLICY $ CAUSES $ POLICY NUMBER $ $ CRIME OF POLICY $ TYPE $ $ BOILER & MACHINERY / EQUIPMENT BREAKDOWN $ $ B Builders Risk 09 0410032078 9 00 04/09/2024 01/09/2025 x Remodel/Renovation $ 1,260,000 sSee Special Conditions SPECIAL CONDITIONS / OTHER COVERAGES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Deductible: $5,000 All other Perils 5% maximum on Wind/Hail 100% Coinsurance CERTIFICATE HOLDER CANCELLATION Omni CRA 1401 N. Miami Ave Miami, FL 33136 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 24 (2016/03) © 1995-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: KUSHPROP01 SSRINI LOC #: 1 AFRO ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY Highlight Risk Services, LLC POLICY NUMBER SEE PAGE 1 CARRIER SEE PAGE 1 NAIC CODE SEE P 1 NAMED INSURED Kush Property, LLC 2911 Grand Ave Ste 400D Miami, FL 33133--6029 Coconut Grove, FL 33133 Miami -Dade EFFECTIVE DATE: SEE PAGE 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 24 FORM TITLE: Certificate of Property Insurance COVERAGE EXTENSIONS Additional Debris Removal Expenses Emergency Removal Emergency Removal Expenses Fraud And Deceit Limited Fungus Coverage Waterborne Property SUPPLEMENTAL COVERAGES Expediting Expenses Expense To Re -Erect Scaffolding Ordinance Or Law (Undamaged Parts Of A Ordinance Or Law (Increased Cost To Repair And Cost To Demolish/Clear Site) Personal Property Pollutant Cleanup And Removal Rewards Sewer Backup Temporary Storage Locations Transit Trees, Shrubs, And Plants Limits $5,000 10 days $10,000 $50,000 $15,000 $10,000 Limits $10,000 $5,000 Building) Covered $50,000 $10,000 $25,000 $1,000 $10,000 $10,000 $10,000 $10,000 ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 110B1 AF7-4609-4F8C-AA4C-01456B43D665 KUSH PROPERTY, LLC., 2003 North Miami Ave Miami, FL 33127, 305-763-2377 05/13/2024 Auto Exemption Letter Re: KUSH PROPERTY, LLC 2003 North Miami Ave Miami, FL 33127 To whom it may concern, We do not believe that the automobile insurance and workers compensation requirements should apply to this project. There will be no company owned vehicles used throughout the duration of this project, nor will there be additional employees that require workers' compensation. Feel free to contact me with any questions. ,-DocuSigned by: hatt us�l�cv Matt Kuscher Kush Property, LLC EXHIBIT C2 INSURANCE REQUIREMENTS KUSH CONSTRUCTION PROJECT GC REQUIREMENTS I. Commercial General Liability C. 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 D. Endorsements Required City of Miami & OMNI CRA listed as an additional insured Contingent and Contractual Liability Premises and Operations Liability Explosion, Collapse and Underground Hazard Primary Insurance Clause Endorsement III. Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Any Auto Including Hired, Borrowed or Non -Owned Autos Any One Accident $ 1,000,000 B. Endorsements Required City of Miami & OMNI CRA listed as an additional insured Page 20 of 23 Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of subrogation Employer's Liability B. Limits of Liability $1,000,000 for bodily injury caused by an accident, each accident. $1,000,000 for bodily injury caused by disease, each employee $1,000,000 for bodily injury caused by disease, policy limit IV. Umbrella Policy A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $ 2,000,000 Aggregate $ 2,000,000 City of Miami & OMNI CRA listed as an additional insured. Coverage is excess follow form over all liability polices contained herein. VI. Payment and Performance Bond $1,200,000 City of Miami & OMNI CRA listed as Obligees VII. Builders' Risk Causes of Loss: All Risk -Specific Coverage Project Location Valuation: Replacement Cost Deductible: $10,000 All other Perils 5% maximum on Wind/Hail and Flood City of Miami & OMNI CRA listed as loss payees A. Coverage Extensions: As provided by carrier Page 21 of 23 The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer not less than (30) days prior to any such cancellation or material change, or in accordance to policy provisions. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: The company must be rated no less than "A-" as to management, and no less than "Class V" as to Financial Strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All policies and /or certificates of insurance are subject to review and verification by Risk Management prior to insurance approval. Page 22 of 23 A� O$ CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) O5/13/2024 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 have ADDITIONAL INSURED provisions or 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 Brown & Brown Insurance Services, Inc. P.O. Box 2412 Daytona Beach FL 32115-2412 CONTACT Ashley Ridenour NAME: PHONE N , Ext): (386) 243-3541 (NC, No): E-MAIL Ashley.Ridenour@bbrown.com ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Specialty Builders Insurance Company 16826 INSURED Mass Construction Corporation 2201 Tequesta Way Miami FL 33133 INSURER B: American Builders Insurance Company 11240 INSURER C: Nautilus Insurance Company 17370 INSURER D : INSURER E : INSURERF: COVERAGES CERTIFICATE NUMBER: 24-25 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 INSD SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY Y GLP 0344957 01 03/28/2024 03/28/2025 EACH OCCURRENCE 1,000,000 $DAMAGE CLAIMS -MADE X OCCUR TRENTED PREMISESO(Ea occurrence) $ 300,000 X XCU INCLUDED MED EXP (Any one person) $ 10,000 PERSONAL &ADV INJURY $ 1,000,000 GEN'L AGGREGATE X LIMIT APPLIES JEPCT PER: LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS-COMP/OPAGG $ 2,000,000 $ A AUTOMOBILE XHIRED LIABILITY ANYAUTO OWNED AUTOS ONLY AUTOS ONLY �/ /• SCHEDULED AUTOS NON -OWNED AUTOS ONLY GLP 0344957 01 03/28/2024 03/28/2025 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ A X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE UMB 0370015 00 03/28/2024 03/28/2025 EACH OCCURRENCE $ 5,000,000 AGGREGATE $ 5,000,000 DED X RETENTION $ 0 $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N N /A WCV 0314433 03 03/28/2024 03/28/2025 X PER STATUTE OTH ER E.L. EACH ACCIDENT 1,000,000 $ E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE- POLICY LIMIT 1,000,000 $ C Professional Liability CPP2042686-10 02/15/2024 02/15/2025 Each Occurrence Aggregate Limit of Liability $1,000,000 $1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) PROFESSIONAL LIABILITY RETRO DATE: 02/15/2018 CITY OF MIAMI AND OMNI CRAARE ADDITIONAL INSUREDS ON THE GENERAL LIABILITY AND HIRED AND NON -OWNED AUTO. THE GENERAL LIABILITY APPLIES ON A PRIMARY & NONCONTRIBUTORY BASIS. A WAIVER OF SUBROGATION IN FAVOR OF CITY OF MIAMI APPLIES ON THE GENERAL LIABILITY AND WORKERS COMPENSATION. THE EXCESS LIABILITY FOLLOWS FORM OVER THE GENERAL LIABILITY AND THE EMPLOYERS LIABILITY. CONTRACTUAL LIABILITY IS INCLUDED IN THE GENERAL LIABILITY. CONTINGENT LIABILITY INCLUDED PER FORM NUMBER CG 00 01 04 13. CERTIFICATE HOLDER CANCELLATION I City of Miami 444 SW 2nd Ave. 4th Floor Miami FL 33130 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ��7 — -- ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: 00382467 LOC #: 8 ACCIRE1 ADDITIONAL REMARKS SCHEDULE Page of AGENCY Brown & Brown Insurance Services, Inc. NAMED INSURED Mass Construction Corporation POLICY NUMBER CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance: Notes PER FORM CG 00 01 04 13: 4. OTHER INSURANCE IF OTHER VALID AND COLLECTIBLE INSURANCE IS AVAILABLE TO THE INSURED FORA LOSS WE COVER UNDER COVERAGES A OR B OF THIS COVERAGE PART, OUR OBLIGATIONS ARE LIMITED AS FOLLOWS: A. PRIMARY INSURANCE THIS INSURANCE IS PRIMARY EXCEPT WHEN PARAGRAPH B. BELOW APPLIES. IF THIS INSURANCE IS PRIMARY, OUR OBLIGATIONS ARE NOT AFFECTED UNLESS ANY OF THE OTHER INSURANCE IS ALSO PRIMARY. THEN, WE WILL SHARE WITH ALL THAT OTHER INSURANCE BY THE METHOD DESCRIBED IN PARAGRAPH C. BELOW. B. EXCESS INSURANCE (1) THIS INSURANCE IS EXCESS OVER: (A) ANY OF THE OTHER INSURANCE, WHETHER PRIMARY, EXCESS, CONTINGENT OR ON ANY OTHER BASIS: (I) THAT IS FIRE, EXTENDED COVERAGE, BUILDERS RISK, INSTALLATION RISK OR SIMILAR COVERAGE FOR "YOUR WORK"; (II) THAT IS FIRE INSURANCE FOR PREMISES RENTED TO YOU OR TEMPORARILY OCCUPIED BY YOU WITH PERMISSION OF THE OWNER; (III) THAT IS INSURANCE PURCHASED BY YOU TO COVER YOUR LIABILITY AS A TENANT FOR "PROPERTY DAMAGE" TO PREMISES RENTED TO YOU OR TEMPORARILY OCCUPIED BY YOU WITH PERMISSION OF THE OWNER; OR (IV) IF THE LOSS ARISES OUT OF THE MAINTENANCE OR USE OF AIRCRAFT, "AUTOS" OR WATERCRAFT TO THE EXTENT NOT SUBJECT TO EXCLUSION G. OF SECTION I — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY. (B) ANY OTHER PRIMARY INSURANCE AVAILABLE TO YOU COVERING LIABILITY FOR DAMAGES ARISING OUT OF THE PREMISES OR OPERATIONS, OR THE PRODUCTS AND COMPLETED OPERATIONS, FOR WHICH YOU HAVE BEEN ADDED AS AN ADDITIONAL INSURED. (2) WHEN THIS INSURANCE IS EXCESS, WE WILL HAVE NO DUTY UNDER COVERAGESA OR B TO DEFEND THE INSURED AGAINST ANY "SUIT" IF ANY OTHER INSURER HAS A DUTY TO DEFEND THE INSURED AGAINST THAT "SUIT". IF NO OTHER INSURER DEFENDS, WE WILL UNDERTAKE TO DO SO, BUT WE WILL BE ENTITLED TO THE INSURED'S RIGHTS AGAINST ALL THOSE OTHER INSURERS. (3) WHEN THIS INSURANCE IS EXCESS OVER OTHER INSURANCE, WE WILL PAY ONLY OUR SHARE OF THE AMOUNT OF THE LOSS, IF ANY, THAT EXCEEDS THE SUM OF: (A) THE TOTAL AMOUNT THAT ALL SUCH OTHER INSURANCE WOULD PAY FOR THE LOSS IN THE ABSENCE OF THIS INSURANCE; AND (B) THE TOTAL OF ALL DEDUCTIBLE AND SELF -INSURED AMOUNTS UNDER ALL THAT OTHER INSURANCE. (4) WE WILL SHARE THE REMAINING LOSS, IF ANY, WITH ANY OTHER INSURANCE THAT IS NOT DESCRIBED IN THIS EXCESS INSURANCE PROVISION AND WAS NOT BOUGHT SPECIFICALLY TO APPLY IN EXCESS OF THE LIMITS OF INSURANCE SHOWN IN THE DECLARATIONS OF THIS COVERAGE PART. ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD A� O$ CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) O5/15/2024 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 have ADDITIONAL INSURED provisions or 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 Brown & Brown Insurance Services, Inc. P.O. Box 2412 Daytona Beach FL 32115-2412 CONTACT Ashley Ridenour NAME: PHONE N , Ext): (386) 243-3541 (NC, No): E-MAIL Ashley.Ridenour@bbrown.com ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Specialty Builders Insurance Company 16826 INSURED Mass Construction Corporation 2201 Tequesta Way Miami FL 33133 INSURER B: American Builders Insurance Company 11240 INSURER C: Nautilus Insurance Company 17370 INSURER D : INSURER E : INSURERF: COVERAGES CERTIFICATE NUMBER: 24-25 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 INSD SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY GLP 0344957 01 03/28/2024 03/28/2025 EACH OCCURRENCE 1,000,000 $DAMAGE CLAIMS -MADE X OCCUR TRENTED PREMISESO(Ea occurrence) $ 300,000 X XCU INCLUDED MED EXP (Any one person) $ 10,000 PERSONAL &ADV INJURY $ 1,000,000 GEN'L AGGREGATE X LIMIT APPLIES JEPCT PER: LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS-COMP/OPAGG $ 2,000,000 $ A AUTOMOBILE XHIRED LIABILITY ANYAUTO OWNED AUTOS ONLY AUTOS ONLY �/ /• SCHEDULED AUTOS NON -OWNED AUTOS ONLY GLP 0344957 01 03/28/2024 03/28/2025 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ A X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE UMB 0370015 00 03/28/2024 03/28/2025 EACH OCCURRENCE $ 5,000,000 AGGREGATE $ 5,000,000 DED X RETENTION $ 0 $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N N /A WCV 0314433 03 03/28/2024 03/28/2025 X PER PEATUTE OTH ER E.L. EACH ACCIDENT 1,000,000 $ E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE- POLICY LIMIT 1,000,000 $ C Professional Liability CPP2042686-10 02/15/2024 02/15/2025 Each Occurrence Aggregate Limit of Liability $1,000,000 $1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) PROFESSIONAL LIABILITY RETRO DATE: 02/15/2018 CITY OF MIAMI AND OMNI CRA (1401 N. MIAMI AVE. MIAMI, FL 33136) ARE ADDITIONAL INSUREDS ON THE GENERAL LIABILITY AND HIRED AND NON -OWNED AUTO. THE GENERAL LIABILITY APPLIES ON A PRIMARY & NONCONTRIBUTORY BASIS. A WAIVER OF SUBROGATION IN FAVOR OF CITY OF MIAMI APPLIES ON THE GENERAL LIABILITY AND WORKERS COMPENSATION. THE EXCESS LIABILITY FOLLOWS FORM OVER THE GENERAL LIABILITY AND THE EMPLOYERS LIABILITY. CONTRACTUAL LIABILITY IS INCLUDED IN THE GENERAL LIABILITY. CONTINGENT LIABILITY INCLUDED PER FORM NUMBER CG 00 01 04 13. CERTIFICATE HOLDER CANCELLATION I OMNI CRA 1401 N. MIAMI AVE. MIAMI FL 33136 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ��7 ‹::: -- ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: 00382467 LOC #: 8 ACCIRE1 ADDITIONAL REMARKS SCHEDULE Page of AGENCY Brown & Brown Insurance Services, Inc. NAMED INSURED Mass Construction Corporation POLICY NUMBER CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance: Notes PER FORM CG 00 01 04 13: 4. OTHER INSURANCE IF OTHER VALID AND COLLECTIBLE INSURANCE IS AVAILABLE TO THE INSURED FORA LOSS WE COVER UNDER COVERAGES A OR B OF THIS COVERAGE PART, OUR OBLIGATIONS ARE LIMITED AS FOLLOWS: A. PRIMARY INSURANCE THIS INSURANCE IS PRIMARY EXCEPT WHEN PARAGRAPH B. BELOW APPLIES. IF THIS INSURANCE IS PRIMARY, OUR OBLIGATIONS ARE NOT AFFECTED UNLESS ANY OF THE OTHER INSURANCE IS ALSO PRIMARY. THEN, WE WILL SHARE WITH ALL THAT OTHER INSURANCE BY THE METHOD DESCRIBED IN PARAGRAPH C. BELOW. B. EXCESS INSURANCE (1) THIS INSURANCE IS EXCESS OVER: (A) ANY OF THE OTHER INSURANCE, WHETHER PRIMARY, EXCESS, CONTINGENT OR ON ANY OTHER BASIS: (I) THAT IS FIRE, EXTENDED COVERAGE, BUILDERS RISK, INSTALLATION RISK OR SIMILAR COVERAGE FOR "YOUR WORK"; (II) THAT IS FIRE INSURANCE FOR PREMISES RENTED TO YOU OR TEMPORARILY OCCUPIED BY YOU WITH PERMISSION OF THE OWNER; (III) THAT IS INSURANCE PURCHASED BY YOU TO COVER YOUR LIABILITY AS A TENANT FOR "PROPERTY DAMAGE" TO PREMISES RENTED TO YOU OR TEMPORARILY OCCUPIED BY YOU WITH PERMISSION OF THE OWNER; OR (IV) IF THE LOSS ARISES OUT OF THE MAINTENANCE OR USE OF AIRCRAFT, "AUTOS" OR WATERCRAFT TO THE EXTENT NOT SUBJECT TO EXCLUSION G. OF SECTION I — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY. (B) ANY OTHER PRIMARY INSURANCE AVAILABLE TO YOU COVERING LIABILITY FOR DAMAGES ARISING OUT OF THE PREMISES OR OPERATIONS, OR THE PRODUCTS AND COMPLETED OPERATIONS, FOR WHICH YOU HAVE BEEN ADDED AS AN ADDITIONAL INSURED. (2) WHEN THIS INSURANCE IS EXCESS, WE WILL HAVE NO DUTY UNDER COVERAGESA OR B TO DEFEND THE INSURED AGAINST ANY "SUIT" IF ANY OTHER INSURER HAS A DUTY TO DEFEND THE INSURED AGAINST THAT "SUIT". IF NO OTHER INSURER DEFENDS, WE WILL UNDERTAKE TO DO SO, BUT WE WILL BE ENTITLED TO THE INSURED'S RIGHTS AGAINST ALL THOSE OTHER INSURERS. (3) WHEN THIS INSURANCE IS EXCESS OVER OTHER INSURANCE, WE WILL PAY ONLY OUR SHARE OF THE AMOUNT OF THE LOSS, IF ANY, THAT EXCEEDS THE SUM OF: (A) THE TOTAL AMOUNT THAT ALL SUCH OTHER INSURANCE WOULD PAY FOR THE LOSS IN THE ABSENCE OF THIS INSURANCE; AND (B) THE TOTAL OF ALL DEDUCTIBLE AND SELF -INSURED AMOUNTS UNDER ALL THAT OTHER INSURANCE. (4) WE WILL SHARE THE REMAINING LOSS, IF ANY, WITH ANY OTHER INSURANCE THAT IS NOT DESCRIBED IN THIS EXCESS INSURANCE PROVISION AND WAS NOT BOUGHT SPECIFICALLY TO APPLY IN EXCESS OF THE LIMITS OF INSURANCE SHOWN IN THE DECLARATIONS OF THIS COVERAGE PART. ACORD 101 ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD COMPOSITE EXHIBIT D GRANTEE'S Certificate of Corporate Authorization And Corporate Status/ Sunbiz Page 23 of 23 CERTIFICATE OF AUTHORITY STATE OF FLORIDA SS / EIN: 46-3548569 COUNTY OF MIAMI-DADE I HEREBY CERTIFY that a meeting of the members KUSH HOSPITALITY GROUP LLC, a Florida Limited Liability Company (the "Company"), whose mailing address is 4627 Ponce de Leon Blvd, Coral Gables, FL 33146 organized and existing under the laws of the State of Florida held on Zo , of 1 2024, the following resolution was duly passed and adopted: "RESOLVED the following: 1. Kush Hospitality Group is the registered owner of Kush Property LLC operating as "Kush", a restaurant that is physically located within the boundaries of the Omni CRA at 2003 N. Miami Ave. Wynwood, FL 33127. 2. Matthew J. Kuscher, Manager of Kush Hospitality Group LLC, is hereby authorized to execute all agreements, each made by the Omni Redevelopment District Community Redevelopment Agency ("CRA") to the Company and dated on or about the date hereof." I further certify that said resolution is now in full force and effect. IN WITNESS WHEREOF, the undersigned has hereunto set its hand as of the day and year first above written. (Printed typed or stamped commissioned) Sworn to and subscribed before me this day of Manager of Kush Hospitality Group LLC, on behalf of said entit has provided the following identification — j+ �• 'tit Notary Public State of Florida kst Zion !Maas r My Commission NH 126403 j, ,, ° Expires 09/05/2025 FI . (Printed, typed or stamped commissioned Kush Hospitality Group LLC a Florida Limited Liability Company By Print Name: Matthew J. Kuscher Title: Manager Notary Public State of Florida M com . ' . ion expires atthew Kuscher, known by me or 4/29/24, 3:56 PM Detail by Entity Name DIVISION OF CORPORATIONS !Uc +r1(tl t!+? 'ir(!!• +/) i Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Florida Limited Liability Company KUSH HOSPITALITY GROUP LLC Filing Information Document Number L13000123326 FEUEIN Number 46-3548569 Date Filed 08/30/2013 Effective Date 08/30/2013 State FL Status ACTIVE Last Event LC NAME CHANGE Event Date Filed 10/12/2017 Event Effective Date NONE Principal' Address 2911 GRAND AVENUE, SUITE 400D MIAMI, FL 33133 Changed: 10/24/2017 Mailing A dress C/O JOSEPH JACKSON 4627 PONCE DE LEON BLVD CORAL GABLES, FL 33146 Changed: 01/09/2019 Registered Agent Name & Address JACKSON, JOSEPH, CPA 4621 PONCE DE LEON BLVD CORAL GABLES, FL 33146 Name Changed: 02/05/2021 Address Changed: 02/27/2024 Authorized Person(s) Detail Name & Address Title MGRM https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&searchNameOrder=KUSHHO... 1/2 4/29/24, 3:56 PM Detail by Entity Name KUSCHER, MATTHEW J 2911 GRAND AVE, STE 400D MIAMI, FL 33133 Annual Reports Report Year Filed Date 2022 02/17/2022 2023 03/30/2023 2024 02/27/2024 Document Images 02/27/2024 --ANNUAL REPORT View image in PDF format 03/30/2023 --ANNUAL REPORT View image in PDF format Q2'17/2922 --ANNUAL REPORT View image in PDF format 02/05/2021 --ANNUAL REPORT View image in PDF format 01/24/2020 --ANNUAL REPORT View image in PDF format 01/09/2019 --ANNUAL REPORT View image in PDF format 02/15/2018 --ANNUAL REPORT View image in PDF format 10/12/2017 -- LC Name Changg View image in PDF format 09/29/2017 -- LC Name Changg View image in PDF format 02/15/2017 --ANNUAL REPORT View image in PDF format 04/28/2016 — ANNUAL REPORT View image in PDF format 04/23/2015 --ANNUAL REPORT View image in PDF format 01/16/2014 --ANNUAL REPORT View image in PDF format 08/30/2013 -- Florida Limited Liability View image in PDF format p s r f r a aC n hops://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&search NameOrder-KUSHHO... 2/2 Olivera, Rosemary From: De Los Santos, Jesly Sent: Friday, June 28, 2024 12:21 PM To: Olivera, Rosemary; Ewan, Nicole; Hannon, Todd Cc: Jones, Isiaa; Llop-Noy, Frances; Codio, Charice; Pereira, Raymond Subject: (24-1091) Kush Hospitality Group LLC Attachments: Fully Executed - Kush Hospitality Group LLC - 06-28-2024.pdf Good morning, Please find attached a fully executed copy of an agreement from DocuSign that is to be considered an original agreement for your records. Thank you, Jesly Jesly De Los Santos Executive Assistant, OMNI-CRA 1401 N. Miami Avenue, Miami, FL 33136 Off: 305 679-6856 Email: jdelossantos@miamigov.com Website: www.omnicra.com #ii• Omni CRA Disclaimer: This e-mail is intended only for the individual(s) or entity(s) named within the message. This e-mail may contain legally privileged and confidential information. If you properly received this e-mail as a client or retained expert, please hold it in confidence to protect the attorney -client or work product privileges. Should the intended recipient forward or disclose this message to another person or party, that action could constitute a waiver of the attorney -client privilege. If the reader of this message is not the intended recipient, or the agent responsible to deliver it to the intended recipient, you are hereby notified that any review, dissemination, distribution or copying of this communication is prohibited by the sender and to do so might constitute a violation of the Electronic Communications Privacy Act, 18 U.S.C. section 2510-2521. Please notify us by reply e-mail and delete the original message. Nothing in this e-mail message shall, in and of itself, create an attorney -client relationship with the sender. Under Florida Law, e-mail addresses and the contents of the e-mail are public records. If you do not want your e-mail address, or the contents of the e-mail, released in response to a public records request, do not send electronic mail to this entity. Instead, contact this office by phone or in writing. 1