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25182
AGREEMENT INFORMATION AGREEMENT NUMBER 25182 NAME/TYPE OF AGREEMENT OMNI CRA & FUNDIMENSION LLC DESCRIPTION BUSINESS GRANT AGREEMENT/INSTALLATION OF TIKI HUT AWNING STRUCTURE & ELECTRICAL WORK/FILE ID: 14858/CRA-R-23-0050/MATTER I D : 24-1983 EFFECTIVE DATE September 13, 2024 ATTESTED BY TODD B. HANNON ATTESTED DATE 9/16/2024 DATE RECEIVED FROM ISSUING DEPT. 9/17/2024 NOTE DOCUSIGN AGREEMENT BY EMAIL BUSINESS GRANT AGREEMENT BY AND BETWEEN THE OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY AND FUNDIMENSION, LLC THIS BUSINESS GRANT AGREEMENT is entered into as of thel3ti-lay of September, 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 FunDimension LLC, a Florida limited liability company ("GRANTEE"), located and operating within the CRA boundaries at 2129 NW 1' Ct, Miami, FL 33127 ("PROPERTY"). RECITALS WHEREAS, GRANTEE submitted a grant application and proposals directly to the CRA requesting One -Hundred Seventy Three Thousand Dollars ($173,000.00) to underwrite the cost associated with the installation of a 4,000 square feet Tiki Hut Awning Structure and the Electrical Work for commercial business use within the boundaries of the CRA redevelopment area; and WHEREAS, on October 12, 2023, the CRA adopted Resolution No. CRA-R-23-0050, attached and incorporated as Exhibit "A" ("Authorizing Resolution"), which 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 One - Hundred Seventy Three Thousand Dollars ($173,000.00) ("Grant") for the Project as defined Page 1 of 21 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 and Application Exhibit C — Insurance Requirements Exhibit D— GRANTEE' S Corporate Resolution or Other Proof of Signing Authority and Corporate Status/Sunbiz Exhibit E — Anti -Human Trafficking Affidavit 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 installation of a 4,000 square feet Tiki Hut Awning Structure and the Electrical Work for business use within the of the CRA redevelopment area ("Project"), as described in Composite Exhibit "B", which includes GRANTEE's Business Incentive and Assistance Application. 4. COMPLIANCE WITH POLICIES AND PROCEDURES. GRANTEE understands that the Page 2 of 21 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 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. Page 3 of 21 6. REVERSION OF ASSETS. Upon the expiration, termination, or cancellation of the Term of 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 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. 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 One -Hundred Seventy -Three Thousand Dollars ($173,000.00) ("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 21 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 21 (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 21 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 interne 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 21 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 21 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 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 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 21 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 21 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: FUNDIMENSION, LLC Attn: Joyce Alarcon-Frohman Address: 2129 NW lst Ct. Page 11 of 21 Address: 1401 N. Miami Avenue Miami, FL 33127 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. ANTI -HUMAN TRAFFICKING. The GRANTEE confirms and certifies that it is not in violation of Section 787.06, Florida Statutes, and that it does not and shall not use "coercion" for labor or services as defined in Section 787.06, Florida Statutes. The GRANTEE shall execute and submit to the CRA an Affidavit in compliance with Section 787.06(13), Florida Statutes, attached an incorporated herein as Exhibit "E." If GRANTEE fails to comply with the terms of this Section, the CRA may suspend or terminate this Agreement immediately, without prior notice, and in no event shall the CRA be liable to GRANTEE for any additional compensation or for any consequential or incidental damages. Page 12 of 21 41. 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. 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 Page 13 of 21 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. 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. 42. 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. 43. 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 21 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: DocuSigned by: rFratat,s Uhr—tAbi BY: 723435FA41EF476... GRANTEE BY: DocuSigned by: 26EE590763904A4... NAME: Frances Llop-noy NAME: Joyce Alarcon-Frohman TITLE: Project Development Specialist TITLE: CEO ATTEST: BY: Signed by: ,—DocuSigned by: `— E46177560DCF1459... 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 BY: DocuSigned by: (Siaa jatA,c,s 60.K P4F48,3._. Isiaa A. Jones, Executive Director APPROVED AS TO LEGAL FORM AND APPROVED AS TO INSURANCE CORRECTNESS: BY: (—DocuSigned by: A, rat, UJ sau ffl ‘•-88776E9FE88248B... George K. Wysong III, General Counsel DJGS Matter ID: 24-1983 REQUIREMENTS: —DocuSigned by: BY:—27395C6318214E7... Ann -Marie Sharpe Director of Risk Management Page 15 of 21 EXHIBIT A OMNI CRA R- 23-0050, adopted October 12th, 2023 Page 16 of 21 ■r Omni CRA OMNI Community Redevelopment Agency Legislation OMNI CRA Resolution: CRA-R-23-0050 OMNI CRA 1401 N. Miami Avenue Miami, FL 33136 www.miamicra.com File Number: 14858 Final Action Date:10/12/2023 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. 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 City of Miami Page 1 of 2 File ID: 14858 (Revision:) Printed On: 9/4/2024 File ID: 14858 Enactment Number: CRA-R-23-0050 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 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. APPROVED AS TO FORM AND CORRECTNESS: dez, ity ttor ey ) 10/11/2023 City of Miami Page 2 of 2 File ID: 14858 (Revision:) Printed on: 9/4/2024 EXHIBIT B Project Description and Application Page 17 of 21 C R A 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 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 CRA Business Incentive & Assistance Application Applicant Contact Information Business Name FunDimension LLC Contact Name Joyce Frohman Mailing Address 2129 NW 1st Court, Miami- FL 22127 Telephone 305-458-5755 Fax Email Property Ownership and Corporation Corporation Name joyce@fundimensionusa.com Information FunDimension LLC Mailing Address 2129 NW 1st Court, Miami - Corporation Officers & Titles Joyce Frohman -CEO Date & State of Incorporation JULY 2016 Tax I D# 81-3252227 Project Location & Scope Project Address Same as above Folio# 01-3125-054-0300 Year Built 1959 Total Retail (Sq. Ft.) 15,961 Leased Retail (Sq. Ft.) 15,961 Description of the business The business is an entertainment gaming center that offers a range of service: including a full -service restaurant, hosting for birthday parties, and private eve space for occasions such as weddings and bar mitzvahs. We also have an outdoor area where we plan to enhance the entertainment experience by providing food and beverage options, thereby increasing our revenue potential. Scope of Work for entire project. We're in need of installing a tiki hut covering approximately 3,000 to 4,000 square feet to offer sufficient shade and shelter for our outdoor area. At present, the space lacks protection from the sun, rain, or adverse weather conditions, resulting in canceled events and subsequent revenue loss. Furthermore, this situation requires labor cuts, depriving our employees of potential additional work hours. Estimated Costs for entire project $173,000 Estimated Start Date As soon as possible Estimated Completion Date 30 days Omni CRA Business Incentive & Assistance Program 2023-2024 Scope of CRA-Funding Request Description of Item Estimated Cost 1' Tiki Hut Awning Structure 1. 145,000 2. Electrical Work 2. 28,000 3. 3. 4. 4. 5. 5. 6. 6. 7. 7. 8. 8. 9. 9. 10. 10. TOTAL $173,000 A cknowledgemen ,w 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 grant. I be awarded a Sign / Prin e o Business Owner May 14, 2024 Z / Joyce Frohman 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 Date / May 14, 2024 Mrs. Isiaa Jones Executive Director Omni CRA Miami, FL Dear Mrs. Jones: I am writing to respectfully request a grant to support an essential outdoor project for FunDimension, designed to enhance our revenue and stabilize our financial health amidst challenging times. Background and Challenges: Last year, our business faced a significant regulatory challenge when new fire safety codes necessitated the closure of our indoor playground area. This area was vital to our revenue, especially for hosting children's parties. While adapting to these changes, we introduced a duckpin bowling attraction to cater to a broader adult audience, but the need to host families and children remains at the heart of our mission. Current Need and Community Impact: FunDimension is unique in our area as the only entertainment center focused on both children and family activities. Since our opening, we have been committed to giving back to the community. We regularly host children from various local organizations, such as Care Elementary School and Overtown Youth Center, providing free access to those who might not otherwise afford such experiences. Additionally, we provide employment opportunities to individuals from our neighborhood, including those from low-income backgrounds and some who are homeless. In fact, the majority of our employees reside in these low income areas. This grant will not only help sustain our business but also our ability to continue these community services. Project Details: To improve our offerings and guarantee uninterrupted service, we need to construct an awning Tiki Hut -style covered area. This new structure will enable us to host events and activities in all weather conditions, ensuring that our services are always available. Importantly, this structure will also require electrical installations to ensure full functionality, including lighting DIMENSION and potentially heating elements to extend its usability into the evening and cooler months. Securing funds for these electrical installations is crucial, as they will enable us to offer a safe and welcoming environment for our guests. This development will not only help us recover lost revenue but also create new opportunities for growth and community engagement. Conclusion: A grant from the Omni CRA would be instrumental in helping us achieve these goals, ensuring the long-term sustainability of our business and its positive impact on the community. Thank you for considering this application. I look forward to the possibility of discussing this proposal further. Warm regards, eye fie` -rta L Joyce Frohman Founder & CEO FPL.com Page 1 E001 FPL FUNDIMENSION, LLC, Here's what you owe for this billing period. CURRENT BILL $2,526.33 TOTAL AMOUNT YOU OWE May 16, 2024 NEW CHARGES DUE BY BILL SUMMARY Amount of your last bill Payments received 2,578.97 -2,578.97 Balance before new charges Total new charges Total amount you owe 0.00 2,526.33 $2,526.33 FPL automatic bill pay - DO NOT PAY (See page 2 for bill details.) An approved rate decrease is in effect. Rates will decrease again in May. Learn more at FPL.com/Rates. Customer Service: (305) 442-0388 Outside Florida: 1-800-226-3545 Electric Bill Statement For: Mar 26, 2024 to Apr 25, 2024 (30 days) Statement Date: Apr 25, 2024 Account Number: 45328-33102 Service Address: 2129 NW 1ST CT # 2 MIAMI, FL 33127 ENERGY USAGE HISTORY 25,800 kWh° 20,640 kWh 15,480 kWh 10,320 kWh 5,160 kWh 0 kWh 2023 AMJJ AS ONDJ F MA 2024 KEEP IN MIND • Payments received after May 16, 2024 are considered late; a late payment charge, the greater of $5.00 or 1.5% of your past due balance will apply. Your account may also be billed a deposit adjustment. • The amount due on your account will be drafted automatically on or after May 15, 2024. If a partial payment is received before this date, only the remaining balance due on your account will be drafted automatically. Report Power Outages: 1-800-4OUTAGE (468-8243) Hearing/Speech Impaired: 711 (Relay Service) 0 FPL FUNDIMENSION, LLC 1295 S VENETIAN WAY MIAMI BEACH FL 33139-1100 / 3* FPL AUTOMATIC BILL PAY - DO NOT PAY * The amount enclosed includes the following donation: FPL Care To Share: Make check payable to FPL in U.S. funds and mail along with this coupon to: FPL GENERAL MAIL FACILITY MIAMI FL 33188-0001 Visit FPL.com/PayBill for ways to pay. 45328-33102 ACCOUNT NUMBER $2,526.33 TOTAL AMOUNT YOU OWE May 16, 2024 $ Auto pay - DO NOT PAY NEW CHARGES DUE BY AMOUNT ENCLOSED Q FPL Customer Name: FUNDIMENSION, LLC Account Number: 45328-33102 BILL DETAILS Amount of your last bill Payment received - Thank you Balance before new charges New Charges Rate: GSD-1 GENERAL SERVICE DEMAND Base charge: Non -fuel: ( $0.028120 per kWh) Fuel: ( $0.037280 per kWh) Demand: ($13.02 per KVIO $30.21 $554.27 $734.83 $690.06 Electric service amount 2,009.37 Gross receipts tax (State tax) Franchise fee (Reqd local fee) Utility tax (Local tax) Florida sales tax (State tax) County sales tax (Local tax) Taxes and charges Voluntary solar program Regulatory fee (State fee) Total new charges Total amount you owe 51.56 122.73 158.07 151.89 21.86 506.11 9.00 1.85 2,578.97 -2,578.97 $0.00 $2,526.33 $2,526.33 FPL automatic bill pay - DO NOT PAY FPL.com Page 2 E001 METER SUMMARY Meter reading - Meter KLL7949. Next meter reading May 28, 2024. Usage Type Current Previous = kWh used 43339 23628 Demand KW 53.43 ENERGY USAGE COMPARISON This Month Service to Apr 25, 2024 kWh Used 19711 Service days 30 kWh/day 657 Amount $2,517.33 Last Month Mar 26, 2024 19116 29 659 $2,569.97 Usage 19711 53 Last Year Apr 26, 2023 16356 30 545 $2,401.83 KEEP IN MIND • Taxes, fees, and charges on your bill are determined and required by your local and state government to be used at their discretion. • The fuel charge represents the cost of fuel used to generate electricity. It is a direct pass -through to customers. FPL does not profit from fuel, although higher costs do result in higher state and local taxes and fees. Download the app Programs for your business Get instant, secure access to outage and billing info from your mobile Discover rebates, tips and tools to save on your bill - plus, business device. solutions. Download now Find resources When you pay by check, you authorize FPL to process your payment electronically or as a draft. If your payment is processed electronically, your checking account may be debited on the same day we receive the check and your check will not be returned with your checking account statement. FPL does not agree to any restrictions, conditions or endorsements placed on any bill statement or payments such as check, money order or other forms of payment. We will process the payment as if these restrictions or conditions do not exist. Form (Rev. October2018) Department of the Treasury Internal Revenue Service Request for Taxpayer Identification Number and Certification ► Go to www.irs.gov/FormW9 for instructions and the latest information. Give Form to the requester. Do not send to the IRS. Print or type. See Specific Instructions on page 3. 1 Name (as shown on your income tax return). Name is required on this line; do not leave this line blank. FunDimension LLC 2 Business name/disregarded entity name, if different from above 3 Check appropriate box for federal tax classification of the person whose name is entered on line 1. Check only one of the following seven boxes. 4 Exemptions certain entities, instructions Exempt payee Exemption code (if any) (Applies to accounts (codes apply only to not individuals; see on page 3): code (if any) • Individual/sole proprietor or 0 C Corporation • S Corporation • Partnership . Trust/estate single -member LLC company. Enter the tax classification (C=C corporation, S=S corporation, P=Partnership) the appropriate box in the line above for the tax classification of the single -member owner. is classified as a single -member LLC that is disregarded from the owner unless the is not disregarded from the owner for U.S. federal tax purposes. Otherwise, a single from the owner should check the appropriate box for the tax classification of its owner. ► ► C 0 Limited liability Note: Check LLC if the LLC another LLC that is disregarded Other (see instructions) from FATCA reporting Do not check owner of the LLC is -member LLC that maintained outside the U.S.) 5 Address (number, street, and apt. or suite no.) See instructions. 2129 NW 1st Ct Requester's name and address (optional) 6 City, state, and ZIP code Miami, FL 33127 7 List account number(s) here (optional) Part I Taxpayer Identification Number (TIN) Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid backup withholding. For individuals, this is generally your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later. For other entities, it is your employer identification number (EIN). If you do not have a number, see How to get a TIN, later. Note: If the account is in more than one name, see the instructions for line 1. Also see What Name and Number To Give the Requester for guidelines on whose number to enter. Social security number or Employer identification number 8 1 3 2 5 1 1 1 7 Part II Certification Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me); and 2. I am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding; and 3. I am a U.S. citizen or other U.S. person (defined below); and 4. The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct. Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured propert ran(' Ilation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments other than interest and dividends, you ar . re. ire sign the certification, but you must provide your correct TIN. See the instructions for Part II, later. Sign Here Signature of U.S. person ► General Instructions Section references are to the Internal Revenue Code unless otherwise noted. Future developments. For the latest information about developments related to Form W-9 and its instructions, such as legislation enacted after they were published, go to www.irs.gov/FormW9. Purpose of Form An individual or entity (Form W-9 requester) who is required to file an information return with the IRS must obtain your correct taxpayer identification number (TIN) which may be your social security number (SSN), individual taxpayer identification number (ITIN), adoption taxpayer identification number (ATIN), or employer identification number (EIN), to report on an information return the amount paid to you, or other amount reportable on an information return. Examples of information returns include, but are not limited to, the following. • Form 1099-INT (interest earned or paid) Date ► 01/17/2024 • Form 1099-DIV (dividends, including those from stocks or mutual funds) • Form 1099-MISC (various types of income, prizes, awards, or gross proceeds) • Form 1099-B (stock or mutual fund sales and certain other transactions by brokers) • Form 1099-S (proceeds from real estate transactions) • Form 1099-K (merchant card and third party network transactions) • Form 1098 (home mortgage interest), 1098-E (student loan interest), 1098-T (tuition) • Form 1099-C (canceled debt) • Form 1099-A (acquisition or abandonment of secured property) Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TIN. If you do not return Form W-9 to the requester with a TIN, you might be subject to backup withholding. See What is backup withholding, later. Cat. No. 10231X Form W-9 (Rev. 10-2018) FunDimension LLC Profit and Loss January - December 2023 TOTAL Income 40000 Income 40010 Food Income 40012 Acelerate Income 40041 Food -party 40045 Food - private events 40046 N/A Beverage Total 40010 Food Income 40011 Attraction Income 40013 Party Income 40014 Private Events 40015 Wine Sales 40016 Beer Sales 40017 Liquor Sales 40030 Camps 40035 Field Trips 40050 Sales of Product Income 40080 Services 40085 Parking Lot Rental 40090 Event Income Refunds -Allowances Total 40000 Income Other Income Reimbursed Expenses Total Income Cost of Goods Sold 55000 Cost of Goods Sold 55001 Beer Purchases 55005 Liquor Purchases 55006 Bar supplies 55015 Food Purchases 55020 NA Beverages 55025 Wine Purchases 55030 Cleaning Products 55035 Supplies Cost of labor - COS 55040 Disposable paper products 55045 Game Rewards 55048 Party Rentals 55050 Party Supplies 55055 Linen Service 55070 Soda Machine Refill 256,490.16 2,144.13 98,473.12 48,818.98 97,206.67 503,133.06 1,621,249.00 411,500.31 41,892.74 39,824.28 68,021.98 125,380.95 2,458.00 107,120.21 -105,629.17 3,025.11 28,812.06 307,692.31 -1,870.48 3,152,610.36 75,552.65 1,131.90 $3,229,294.91 7,072.97 28,348.92 30,585.43 100.61 186,762.43 1,637.60 16,178.80 9,800.79 932.09 8,936.69 70,295.30 19,280.51 10,522.51 2,944.23 15,235.12 Accrual Basis Sunday, April 28, 2024 03:26 PM GMT-04:00 FunDimension LLC Profit and Loss January - December 2023 TOTAL 55075 Event Expenses 55085 Supplies 55095 VR Machine Rental- N. Rice Total 55000 Cost of Goods Sold Total Cost of Goods Sold GROSS PROFIT Expenses 60000 Sales & Marketing 60005 Advertising 60010 Promotional 60012 Casual Labor 60015 Credit Card Merchant Fees 60015.1 Square Fees 60015.2 3rd Party Delivery Fees Total 60015 Credit Card Merchant Fees 60020 Meals and Entertainment 60024 Sales Commission 60025 Travel 65000 Parking 65001 Travel - Airfare 65002 Travel - Hotel 65003 Travel - Meals 65004 Travel - Taxi Total 60025 Travel 61005 Rent or Lease 61010 Repair & Maintenance Building Supplies Total 61010 Repair & Maintenance 61020 Insurance 61030 Sanitizing Services 62000 Utilities 62005 Alarm Expense 62010 Electricity, Water & Gas 62015 Phone & Data Service 62020 Waste Pick Up Total 62000 Utilities 63000 Salaries & Wages 63004 Medical Coverage 63010 Payroll Expense Fees 63020 Payroll Taxes 63023 Wages Expenses 22,775.93 14,180.83 180.50 445,771.26 $445,771.26 $2,783,523.65 33,175.82 61,739.44 8,392.57 61,453.20 76,327.99 558.09 2,689.15 79,575.23 6,887.33 19,403.23 916.03 -4,122.47 6,449.51 4,277.76 1,002.98 1,580.93 10,104.74 648,669.55 42,185.55 714.76 42,900.31 129,971.19 17,631.98 1,431.69 56,847.83 17,410.08 10,381.43 86,071.03 27,239.30 15,715.93 68,911.65 729,408.15 Accrual Basis Sunday, April 28, 2024 03:26 PM GMT-04:00 FunDimension LLC Profit and Loss January - December 2023 TOTAL 63024 Tips Paid 63025 Workers Comp Insurance Total 63000 Salaries & Wages 64005 Accounting Services 64010 Auto Expense 64014 Bank Charges 64020 Consulting Consulting - Project Mgmt Total 64020 Consulting 64025 Dues & Subscriptions 64028 Equipment Lease 64029 Equipment Rental 64030 Exterminating Expenses 64040 Interest Expense 64045 LAWNCARE EXPENSES 64050 Legal & Professional Fees 64065 Mechanical Assistance 64070 Non Capitalized Equipment & Supplies 64075 Office Expenses 64080 Part for Attractions & Equipment 64105 Security Services 64115 Taxes & Licenses 64125 Uniforms 64140 Website/Database 64145 Permit & Fees 64150 Postage & Shipping 64155 Printing & Stationary 64178 Valet Parking 64180 Contractor Pay Casual Labor - Party Room Temp Help Charitable Contributions Health Insurance reimbursement Kitchen Supplies Sales Tax Expense Paid Team Building Trade Shows & Conferences Total Expenses NET OPERATING INCOME Other Income Interest Earned Total Other Income 43,040.07 17,515.56 901,830.66 10,350.00 2,496.81 2,048.61 4,000.00 1,750.00 5,750.00 33,145.84 42,825.08 635.12 3,457.50 37,845.61 6,379.50 31,317.39 120.00 863.84 14, 753.47 33,800.55 20,106.67 18,961.46 3,263.75 3,299.60 26,978.83 3,301.40 242.01 -2,014.68 4,365.90 770.89 1,100.00 149.00 7,852.97 178,689.80 5,312.04 2,683.74 $2,608,658.98 $174,864.67 238.34 $238.34 Accrual Basis Sunday, April 28, 2024 03:26 PM GMT-04:00 3/4 FunDimension LLC Profit and Loss January - December 2023 TOTAL Other Expenses 70000 Other Expense 70015 Management Fees Total 70000 Other Expense Ask my accountant Total Other Expenses NET OTHER INCOME NET INCOME 30.03 150,000.00 150,030.03 206.69 $150,236.72 $-149,998.38 $24,866.29 Accrual Basis Sunday, April 28, 2024 03:26 PM GMT-04:00 4/4 DATE: March 4/2.4 Miami Florida Attention Joyce Frohman s, SEMINOLE TRIBE OF FLORIDA - BIG CYPRESS - CLEWISTON, FL SHOWROOM LOCATION: 2325 S. F arningo road, Davie, FL 33325 Telephone: 954.931.7733 RONNIESCHICKEEHUTS.COM #18422 Fun Dimensions 2129 NW 1st Ct JOB ESTIMATE # JOB NAME: MATERIALS DESCRIPTION Chickee Hut- 54' by 67' All wood is cut to order 9-10" Posts PT foundation Beams and Ribs PT All galvanized roofing hardware Tie down/ hurricane straps Roof seam/ metal Palmetto Thatch Spray/ Insecticide Total cost w/labor $126,630 DATE: AUTHORIZED SIGNAURE: PAYMENT TERMS: SO% OUE ON ACCEPTANCE. WE RESERVE THE RIGHT TO WITHDRAW THIS PROPOSAL. IF NOT ACCEPT EO N100 DAYS. BALANCE DUE AND PAYABLE UPON COMPLETION. 1. % PER MONTH (10'%PER ANNUM) LATE CI IARGE ON LIMITED TO. REASONADLEAITORNETS rr.ESANO INTEREST. ACCEPTANCE OF PROPOSAL, THE ABOVE TERMS ANO CONDITIONS ARE ACCEPTA13LE, 711E 1 IKI I IU r SIIOWI1OOM IS AUTHORIZED TO 00 THE WORK AND PAYMENT SILL DE AS OUTLINED ABOVE. 11:43 .I 5G 33 5- Chickee Umbrellas - Miami Florida AA DATE: SEMINOLE TRIBE OF FLORIDA - BIG CYPRESS - CLEWISTON, FL SHOWROOM LOCATION: 2325 S. Flamingo road, Davie, FL 33325 Telephone:954.931.7733 RONNIESCHICKEEHUTS.COM JOB ESTIMATE/v�,�%/ AID / JOB NAME: v /.t, / L_ �t,ifrt; v1 �/ ,/Al,�9• al' �1*a{r MATERIALS DESCRIPTION lf/'B"� 4—' A/b''9- ',Li- I- G v-1- - LO rD dZ-E fi • L- / 1 ,r , //^i_ /f-�C- L.✓ll-ic p--- 7YL e C/ � r/ `d�'� 4,_k-, / ' a- p4y g _ Ai / / %/ _ 9-Z g4-�{i c/ e_ A ___,A, - /N / 64z-- T DATE: AUTHORIZED SIGNAURE: PAYMENT TERMS SO% DUE ON AOCEP TANCE, WE RESERVE THE RIGHT TO WITHDRAW TINS PROPOSAL IF NOT ACCEPTED IN 30 DAYS. BALANCE OUE AND PAYABLE UPON COMPLETION .5% PER MONTH(1E% PER ANNUM) LATE CHARGE ON LIMITED TO, REASONABLE ATTORNETS FEES AND INTEREST ACCEPTANCE OF PROPOSAL. THE ABOVE TERMS A.NO CONDITIONS ARE ACCEPTABLE. THE TAD NUT SHOWROOM L4 AUTNOR¢0O TO DO THE WORN AND PAYMENT SHALL BE AS OUnINEO ABOVE twsik I, 1vag -44H 0 As 7,1 ("vit. 0 iw fief v•ti, 4011t&i i51LAN T (KJ HITS _.� 21155 sw 264 st Homestead , FL 33031 (786) 237-1777 Juan Carlos Arrojo Customer Fun Dimension +1 (305) 458-5755 Estimate #1373 Date: May 11, 2024 Status: Estimate Items Unit Price Quantity Taxed Amount Tiki Hut 135000.00 Custom 4,500 sq ft Chickee Hut 1.00 135000.00 Permit 6000.00 Permit and plans 1.00 6000.00 Subtotal $ 141,000.00 Taxable (7%) $ 0.00 Tax Due (7%) $ 0.00 Total Thank you for your business! $ 141,000.00 This document is a building contract between Island Tiki Hut, Inc. and the customer name stated below. The signor acknowledges that they are ready, willing and able to purchase the tiki hut described above. A deposit of 50% of the cost of the project is required to commence construction and the balance is to be paid in full upon completion. Once the deposit has been made, construction will proceed within 30 days. Any alteration or deviation from above specifications may incur additional costs to the customer. Cancellation of construction will result in forfeiture of the deposit. Island Tiki Hut, Inc. provides a three year no leak guarantee, provided customer maintains structure free from debris or any obstacles that may cause damage. Warranty on existing tiki huts built by any other company will be stated upon review. By signing this document, the customer agrees to the services and terms outlined in this document. Signature ®786 217 2357 J&R Tiki Huts Miami LLC 28040 SW 169 ct Homestead, Florida 33030 Phone: (786) 217-2357 Email: edgarbece@yahoo.com Description Prepared For FunDimension 2129 NW First CT Miami, FL 33127 (786) 448-6655 Estimate # 6 Date 12/01/2023 Build a new 50'X60' Tiki Hut 50'X60' $105,000 1500 SQFT $35,000 Includes all materials and labor Subtotal $140,000.00 Total $140,000.00 Page 1 of 2 By signing this document, the customer agrees to the services and conditions outlined in this document. TERMS AND CONDITIONS OF PAYMENT: * 50% (DUE AT SIGNING), BALANCE WHEN COMPLETE *ALL CREDIT CARDS PAYMENTS WILL BE CHARGED AND ADDITIONAL 3% CONVENIENCE FEE ** I HEREBY AUTHORIZE THE ABOVE REPAIR WORK TO BE DONE ALONG WITH THE NECESSARY MATERIALS, AND HEREBY GRANT JRTIKI HUTS MIAMI LLC AND ITS EMPLOYEES PERMISSION TO WORK ON PROPERTY. CUSTOMER AGREES TO PUT VALUABLES ITEMS IN A SECURE LOCATION. ACCORDING TO FLORIDA'S CONSTRUCTION LIEN LAW (SECTIONS 713.001 - 713.37, FLORIDA STATUTES), THOSE WHO WORK ON YOUR PROPERTY OR PROVIDE MATERIALS AND ARE NOT PAID IN FULL HAVE A RIGHT TO ENFORCE THEIR CLAIM FOR PAYMENT AGAINST YOUR PROPERTY. THIS CLAIM IS KNOWN AS A CONSTRUCTION LIEN. IF YOUR CONTRACTOR OR A SUBCONTRACTOR FAILS TO PAY SUBCONTRACTORS, SUB -SUBCONTRACTORS, OR MATERIAL SUPPLIERS OR NEGLECTS TO MAKE OTHER LEGALLY REQUIRED PAYMENTS, THE PEOPLE WHO ARE OWED MONEY MAY LOOK TO YOUR PROPERTY FOR PAYMENT, EVEN IF YOU HAVE PAID YOUR CONTRACTOR IN FULL. IF YOU FAIL TO PAY YOUR CONTRACTOR, YOUR CONTRACTOR MAY ALSO HAVE A LIEN ON YOUR PROPERTY. THIS MEANS IF A LIEN IS FILED YOUR PROPERTY COULD BE SOLD AGAINST YOUR WILL TO PAY FOR LABOR, MATERIALS, OR OTHER SERVICES THAT YOUR CONTRACTOR OR A SUBCONTRACTOR MAY HAVE FAILED TO PAY. FLORIDA'S CONSTRUCTION LIEN LAW IS COMPLEX AND IT IS RECOMMENDED THAT WHENEVER A SPECIFIC PROBLEM ARISES, YOU CONSULT AN ATTORNEY. FunDimension Page 2 of 2 EXHIBIT C Insurance Requirements Business Grant Omni CRA 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 Personal and Adv. Injury $ 1,000,000 Products/Completed Operations $ 1,000,000 B. Endorsements Required City of Miami listed as additional insured OMNI CRA listed as additional insured Primary Insurance Clause Endorsement II. Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Owned/Scheduled Autos Including Hired, Borrowed or Non -Owned Autos Any One Accident $ 300,000 B. Endorsements Required City of Miami and OMNI CRA listed as an additional insured Letter will be accepted if no auto exposure is anticipated with regards to this agreement. III. 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 Page 18 of 21 Letter will be accepted if less than (4) employees The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer 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 21 i"""' FUNDI-2 4 J RCr CERTIFICATE OF LIABILITY INSURANCE `--^ OP ID: F DATE(MM/DD/YYYY) 09/03/2024 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 540-343-4309 HAWK Advisers Inc. SafeparkUSA 206 Williamson Rd Suite 100 Roanoke, VA 24011 Rand Wright CONTACT PHONE FAX (A/C, No, Ext): 540-343-4309 (A/C, No): E-MAIL customerservice@hawkemail.com ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A :Arch Insurance Company 11150 INSURED FunDimension LLC 1295 S Venetian Way Miami Beach, FL 33139 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 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 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 SNCGL0968705 11/02/2023 11/02/2024 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE OCCUR pREMISES(Eaoccu ence) $ 1,000,000 MED EXP (Any one person) 0 $ PERSONAL & ADV INJURY $ 1,000,000 GEN'L X AGGREGATE POLICY OTHER: LIMIT APPLIES PRO- JECT PER: LOC GENERAL AGGREGATE $ 5,000,000 PRODUCTS - COMP/OPAGG $ 5,000,000 Deductibl $ 5,000 A AUTOMOBILE X LIABILITY ANY AUTO OWNED X SCHEDULED AUTOS AUUTOS ONLY SNAUT0062905 11/02/2023 11/02/2024 COMBINED SINGLE LIMIT (Ea accident) 1,000,000 $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY (Per PROPERTY accident) $ $ A X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE SNFXS0064205 11/02/2023 11/02/2024 EACH OCCURRENCE $ 3,000,000 AGGREGATE $ 3,000,000 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 $ A Liquor Liability SNLIQ0063605 11/02/2023 11/02/2024 Occurrenc Aggregate 1,000,000 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) The City of Miami Beach is listed as an additionally insured & Primary Non- contributory. CERTIFICATE HOLDER CANCELLATION CITYO50 City of Miami Office of Film & Entertainment 444 SW 2nd Avenue, 9th 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 l24L fit/. 044`10r. ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD NOTEPAD INSURED'S NAME FunDimension LLC FUNDI-2 PAGE 2 OP ID: FG Date 09/03/2024 In regards to the Excess Liability policy, per the insuring agreement in policy form CX0001 (attached), Any additional insured under any policy of "controlling underlying insurance" will automatically be an additional insured under this insurance. If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance required by the contract, less any amounts payable by any "controlling underlying insurance". Additional insured coverage provided by this insurance will not be broader than coverage provided by the "controlling underlying insurance". i"""' FUNDI-2 4 J RCr CERTIFICATE OF LIABILITY INSURANCE `--^ OP ID: F DATE(MM/DD/YYYY) 09/03/2024 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 540-343-4309 HAWK Advisers Inc. SafeparkUSA 206 Williamson Rd Suite 100 Roanoke, VA 24011 Rand Wright CONTACT PHONE FAX (A/C, No, Ext): 540-343-4309 (A/C, No): E-MAIL customerservice@hawkemail.com ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A :Arch Insurance Company 11150 INSURED FunDimension LLC 1295 S Venetian Way Miami Beach, FL 33139 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 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 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 SNCGL0968705 11/02/2023 11/02/2024 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE OCCUR PTO RENTED PREMSES(Eaoccurrrence) $ 1,000,000 MED EXP (Any one person) 0 $ PERSONAL & ADV INJURY $ 1,000,000 GEN'L X AGGREGATE POLICY OTHER: LIMIT APPLIES PRO- JECT PER: LOC GENERAL AGGREGATE $ 5,000,000 PRODUCTS - COMP/OPAGG $ 5,000,000 Deductibl $ 5,000 A AUTOMOBILE X LIABILITY ANY AUTO OWNED X SCHEDULED AUTOS AUUTOS ONLY SNAUT0062905 11/02/2023 11/02/2024 COMBINED SINGLE LIMIT (Ea accident) 1,000,000 $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY (Per PROPERTY accident) $ $ A X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE SNFXS0064205 11/02/2023 11/02/2024 EACH OCCURRENCE $ 3,000,000 AGGREGATE $ 3,000,000 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 $ A Liquor Liability SNLIQ0063605 11/02/2023 11/02/2024 Occurrenc Aggregate 1,000,000 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Omni CRA is listed as as an additionally insured per endorsement CG 20 26 12 19 /7 Primary Non -Contributory. 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 DRREPRESENTATIVE /r' ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD NOTEPAD INSURED'S NAME FunDimension LLC FUNDI-2 PAGE 2 OP ID: FG Date 09/03/2024 In regards to the Excess Liability policy, per the insuring agreement in policy form CX0001 (attached), Any additional insured under any policy of "controlling underlying insurance" will automatically be an additional insured under this insurance. If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance required by the contract, less any amounts payable by any "controlling underlying insurance". Additional insured coverage provided by this insurance will not be broader than coverage provided by the "controlling underlying insurance". ACO D® CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) 08/26/2024 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 certiflcate holder in lieu of such endorsement(s). PRODUCER Easton Insurance and Risk Management, LLC 13323 W. Hillsborough Ave. Suite D104 Tampa, FL 33635 INSURED Fortem HR, LLC L/C/F Fundimension, LLC 2420 Enterprise Rd. Ste 103 Clearwater, FL 33763 CONTACT NAME: PHONE 813-444-3557 INC. No. Est): E-MAIL ADDRESS: FAX IA1C No): INSURER(S) AFFORDING COVERAGE INSURER A :Sunz Insurance Company INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : NAIC 34762 COVERAGES CERTIFICATE NUMBER:CUKKQ6G2 • THIS IS TO CERTIFY INDICATED. NOTWITHSTANDING CERTIFICATE MAY BE EXCLUSIONS AND CONDITIONS THAT ISSUED THE POLICIES OF INSURANCE ANY REQUIREMENT, OR MAY PERTAIN, OF SUCH POLICIES. SUBR VD W LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD POLICY NUMBER DfPOLICY EFF POLICYEXP IMM1DYYYYy jMMID MIDOIS'YYY) � LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE _ $ CLAIMS -MADE OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ _ PER: MED EXP (Any one person) $ — PERSONAL 8 ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PRO - POLICY JECT OTHER: GENERAL AGGREGATE $ LOC PRODUCTS - COMP/OP AGG $ $ AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOS ONLY HIRED AUTOS ONLY _ SCHEDULED AUTOS) NON -OWNED AUTOS ONLY COMBINED SINGLE LIMIT IEa accident) S BODILY INJURY (Per person) $ BODILYINJURY(Peraccident $ PROPERTY DAMAGE IPer accident) $ $ UMBRELLA LIAB EXCESS LIAB 3 I r _ OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE I $ DED RETENTION _ $ _ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory In NH) If yes, describe under DESCRIPTION OF OPERATIONS Y / N N / A WC081-00001-023 10/01/2023 10/01/2024 X PER I IOTH- STATUTE L 1 ER N E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 below E.L. DISEASE - POLICY LIMIT $ 1,000,000 DESCRIPTION Coverage Client 1 $ $ $ $ $ OF OPERATIONS 1 LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) provided for all leased employees but not subcontractors of: Fundimension, LLC Effective: 10/1/2023 E HOLDER CANCELLATION Fundimension, LLC Attn: City of Miami Attn: OMNI CRA 2129 NW lst Court Miami, FL 33127 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 Page 1 of 1 © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD COMPOSITE EXHIBIT D GRANTEE'S Certificate of Corporate Authorization And Corporate Status/ Sunbiz Page 20 of 21 CERTIFICATE OF AUTHORITY STATE OF FLORIDA ) ) SS / EIN: 81-3251117 COUNTY OF MIAMI-DADE ) I HEREBY CERTIFY that a meeting of the members of Fundimension, LLC, a Florida Limited Liability Company (the "Company"), whose mailing address is 2129 NW 15" Cou , Mia i, FL 33127 organized and existing under the laws of the State of Florida held on. , of JE T?') 2024, the following resolution was duly passed and adopted: "RESOLVED, that, Joyce Alarcon-Frohman, Manager of FunDimension, LLC, is authorized to execute all Grant agreement, each made by the Omni Redevelopment District Community Redevelopment Agency ("CRA") to FunDimension, LLC, 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) FunDimension, LLC a Florida Limited Liability Company By: Print Name: Joyceedlarcon-Frohman Title: Manager The foregoing instrument was acknowledged before eeyme by means of 0 physical_presence or 0 online notarization, this day of ��.�i _ _ " , !C ,2024 , by J/X1C6 &Ary Q , as t� on behalf of said entity ?( who is personally yknown by me or has provided-fhe following identification (NOTARY PUBLIC SEAL) lie i$`'''F" 44%. FRANCES LLOP-NOY MY COMMISSION # HH 3$9636 OFF4,.• ,�s� EXPIRES: August 21, 2027 •.._ � (Printed, typed or stamped commissioned Notatrublic — State of Flo' My commission expires 5/17/24, 11:33 AM Detail by Entity Name DIVISION OF CORPORATIONS 1r ;Ijf 1 i tD -LP r1`frf jl tin official a tm? of f Iw1!lu srr %a'ide Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Florida Limited Liability Company FUNDIMENSION, LLC Filing Information Document Number L16000129299 FEI/EIN Number 81-3251117 Date Filed 07/07/2016 State FL Status ACTIVE Last Event LC AMENDMENT Event Date Filed 09/23/2019 Event Effective Date NONE Principal Address 2129 NW 1ST CT MIAMI, FL 33127 Changed: 09/23/2019 Mailing Address 2129 NW 1st Court Miami, FL 33127 Changed: 09/16/2019 Registered Agent Name & Address ALARCON-FROHMAN, JOYCE 1295 SOUTH VENETIAN WAY MIAMI BEACH, FL 33139 Authorized Person(s) Detail Name & Address Title MGR ALARCON-FROHMAN, JOYCE 1295 SOUTH VENETIAN WAY MIAMI BEACH, FL 33139 Annual Reports Report Year Filed Date https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&search NameOrder=FUNDIM ... 1 /2 5/17/24, 11:33 AM 2022 01/22/2022 2023 01/18/2023 2024 02/02/2024 Document Images 02/02/2024 --ANNUAL REPORT 01 /18/2023 --ANNUAL REPORT 01/31/2022 --AMENDED ANNUAL REPORT 01/22/2022 --ANNUAL REPORT 03/04/2021 --ANNUAL REPORT 06/26/2020 --ANNUAL REPORT 09/23/2019 -- LC Amendment 09/16/2019 --AMENDED ANNUAL REPORT 06/12/2019 --ANNUAL REPORT 04/30/2018 --AMENDED ANNUAL REPORT 03/12/2018 --ANNUAL REPORT 01/26/2017 --ANNUAL REPORT 07/07/2016 -- Florida Limited Liability Detail by Entity Name 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 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 View image in PDF format Florida Department of State, Division of Corporations https://search.sunbiz.org/I nquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=Initial&search NameOrder=FUN DIM... 2/2 EDIT E ANTI -HUMAN TRAFFICKING AFFIDAVIT The undersigned affirms, certifies, attests, and stipulates as follows: The entity/individual is a nongovernmental entity authorized to transact business in the State of Florida (hereinafter, "nongovernmental entity"). The nongovernmental entity is either executing, renewing, or extending a contract (including, but not limited to, any amendments, as applicable) with the City of Miami ("City") or one of its agencies, authorities, boards, trusts, or other City entity which constitutes a governmental entity as defined in Section 287.138(1), Florida Statutes (2024). c. The nongovernmental entity is not in violation of Section 787.06, Florida Statutes (2024), titled "Human Trafficking." The nongovernmental entity does not use "coercion" for labor or services as defined in Section 787.06, Florida Statutes (2024). I have read and understand the foregoing Anti -Human Trafficking Affidavit and that the facts, statements and representations provided in Section 1 are true and correct. I am an officer, a representative, or individual of the nongovernmental entity authorized to execute this Anti -Human Trafficking Affidavit. 1. Under penalties of perjury, pursuant to Section 92.525, Florida Statutes, I declare the following: FURTHER AFFIANT SAYETH NAUGHT. Nongovernmental Enti /In ividual: _ Name: _301 Ce. 111 �T'itle: ((' r) Signature: Office Address: r9- 9 1- Email Address:Olkkoyi . So Cc ® Main Phone Number: (� c36 - * &rm1►' I. C Page 21 of 21 Olivera, Rosemary From: De Los Santos, Jesly Sent: Tuesday, September 17, 2024 11:33 AM To: Olivera, Rosemary; Ewan, Nicole; Hannon, Todd Cc: Jones, Isiaa; Gibbs-Sorey, Domini; Garcia, Aida; Llop-Noy, Frances Subject: 24-1983 FunDimension LLC Attachments: Fully Executed - FunDimension LLC - 9.16.24.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 De Los Santos Executive Assistant, OMNI-CRA 1401 N. 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