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25303
AGREEMENT INFORMATION AGREEMENT NUMBER 25303 NAME/TYPE OF AGREEMENT SHAKE -A -LEG MIAMI, INC. DESCRIPTION REVOCABLE LICENSE AGREEMENT/THE VIRRICK GYM PROPERTY & A PORTION OF THE DINNERY KEY PICNIC ISLANDS/FILE I D : 12856/R-22-0452/MATTER I D : 22-3323 EFFECTIVE DATE October 2, 2024 ATTESTED BY TODD B. HANNON ATTESTED DATE 10/29/2024 DATE RECEIVED FROM ISSUING DEPT. 12/16/2024 NOTE DOCUSIGN AGREEMENT BY EMAIL CITY OF MIAMI DOCUMENT ROUTING FORM ORIGINATING DEPARTMENT: Department of Real Estate & Asset Management DEPT. CONTACT PERSON: Gabriela Alfonsin, Lease Manager_ EXT. 1461 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: Shaine -A -Leg Miami,_ InC. IS THIS DOCUMENT TO BE EXPEDITED/RUSH ❑ YES ►1NO TOTAL CONTRACT AMOUNT: $ FUNDING INVOLVED? EYES TYPE OF AGREEMENT: E MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT E GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ▪ LICENSE AGREEMENT OTHER: (PLEASE SPECIFY): NO ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT PURPOSE OF ITEM (BRIEF SUMMARY): COMMISSION APPROVAL DATE: 11/17/22 FILE ID: 12856 ENACTMENT NO: R-22-0452 IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: APPROVAL BY DEPARTMENTAL DIRECTOR SUBMITTED TO RISK MANAGEMENT Initial ACA IMB Matter ID 22-332 .�f7 SUBMITTED TO CITY ATTORNEY October 28, 2 Date October 24, October 24, 2 PLEASE PRINT AND SIGN PRINT: ANDREW FREY DocuSigned by: 2024 I 12:45:09 E�T"'" Frei SIGNATURE: `-9AB076EOCF7E4C0 PRINT: ANN-MARIE-SHARPE 024 I 12:55:19 SIGNATURE: DocuSigned by: Et'Y f 6k11 ) PRINT: GEORGE K ]� 1( '7III (—DocuSigned by: Q *obelrl2�7,:42`O NATURE::49 E rot, wySbin.� (I( SP PRINT: LARRY RI1N10_F4aB... APPROVAL BY ASSISTANT CITY MANAGER RECEIVED BY CITY MANAGER SUBMITTED TO THE CITY CLERK October 28, ctober 28, 2124 1 16:27:09 E SIGNATURE: DocuSigned by: 2024 1 13:07:08 EDT SIGNATURE: I4 „/ (j V S f2� PRINT: ART NOR GX6o,97E54D4... DocuSigned by: F5C372D1)17o PRINT: TODD B. HANNON DocuSigned by: October 29, 2ifiTg4:36 E2/— E46D7560DCF1459 PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER REVOCABLE LICENSE AGREEMENT ISSUED BY THE CITY OF MIAMI TO SHAKE -A -LEG MIAMI, INC. FOR THE USE OF A PORTION OF THE VIRRICK GYM PROPERTY (FORMERLY THE U.S. COAST GUARD STATION) 2600 S BAYSHORE DRIVE MIAMI, FL 33133 & A PORTION OF THE DINNER KEY PICNIC ISLANDS CONTENTS (TO BE UPDATED WHEN FINAL) 1. PURPOSE. 7 2. OCCUPANCY AND USE PERIOD 15 3. INTEREST CONFERRED BY THIS AGREEMENT. 24 4. REVOCATION -AT -WILL. 24 5. USE FEE. 24 6. LATE FEE AND INTEREST. 26 7. RETURNED CHECK FEE. 26 8. GUARANTEE DEPOSIT. 26 9. INCREASE OF GUARANTEE. 27 10. ADJUSTMENT TO USE FEE AND GUARANTEE DEPOSIT 27 10(A). REPORTING REQUIREMENTS 27 11. CONDITION OF THE PROPERTY AND MAINTENANCE. 29 12. SERVICES AND UTILITIES. 32 13. ALTERATIONS, ADDITIONS OR REPLACEMENTS. 33 14. VIOLATIONS, LIENS AND SECURITY INTERESTS 34 15. CITY ACCESS TO FACILITY 34 16. INDEMNIFICATION AND HOLD HARMLESS. 35 17. INSURANCE 36 18. SAFETY. 36 19. AMERICAN WITH DISABILITIES ACT 36 20. NO LIABILITY. 36 21. TAXES AND FEES 37 22. CANCELLATION BY REQUEST OF EITHER OF THE PARTIES WITHOUT CAUSE37 23. VIOLATIONS. 38 24. NOTICES 38 25. ADVERTISING 39 26. COMMON AREAS. 39 27. OWNERSHIP OF IMPROVEMENTS. 39 28. SURRENDER OF AREA 44 29. SEVERABILITY 40 30. NO ASSIGNMENT OR TRANSFER. 41 31. NONDISCRIMINATION 41 32. WAIVER OF JURY TRIAL 42 33. WAIVER 42 34. AMENDMENTS AND MODIFICATIONS. 43 35. COURT COSTS AND ATTORNEY(S) FEES. 43 36. COMPLIANCE WITH ALL LAWS APPLICABLE 43 37. HAZARDOUS MATERIALS. 43 38. RADON GAS. 44 39. ENTIRE AGREEMENT 44 40. CONFLICT OF INTERESTS 45 41. PUBLIC RECORDS. 45 42. THIRD PARTY BENEFICIARY. 45 43. NO PARTNERSHIP. 45 44. AUTHORITY. 45 44. VENUE. 45 46. HEADINGS 46 47. COUNTERPARTS/ELECTRONIC SIGNATURES 45 48. NO CONVEYANCE 45 49. ACKNOWLEDGEMENT. 45 49.1. ANTI -HUMAN TRAFFICKING AFFIDAVIT 47 ATTACHMENT 1- NOT -FOR -PROFIT CORPORATION RESOLUTION ATTACHMENT 2 - CITY OF MIAMI AUTHORIZING RESOLUTION ATTACHMENT 3 - U.S. DEPARTMENT OF INTERIOR MAINLAND AREAS DEED ATTACHMENT 4 - LISTING OF GRANTS AND TAX-EXEMPT BOND FUNDING REQUIRING ONGOING COMPLIANCE ATTACHMENT 5 - ANTI -HUMAN TRAFFICKING AFFIDAVIT EXHIBIT A - THE MAINLAND AREA (BUILDINGS) EXHIBIT B - FLOOR PLANS EXHIBIT C - THE PICNIC ISLANDS AND FLOATING DOCK EXHIBIT D - PUBLIC DOCK, BOAT RAMP, CITY SUBMERGED LANDS AND STATE SUBMERGED LANDS AREAS, WITH STATE SUBMERGED LANDS LEASE TO THE CITY EXHIBIT E - INTENTIONALLY DELETED EXHIBIT F - REPORTING REQUIREMENTS EXHIBITG - PROVIDER'S SERVICES, PROGRAMS AND USE AREAS AT TIME OF EXECUTION OF AGREEMENT (SHAKE A LEG MIAMI ANNUAL PLAN) EXHIBIT H -DINNER KEY PICNIC ISLANDS OPERATING PLAN EXHIBIT I - INSURANCE REQUIREMENTS EXHIBIT 7 - CAPITAL IMPROVEMENTS PLAN REVOCABLE LICENSE AGREEMENT This Revocable License Agreement, (hereinafter the "(Agreement)") is made and entered into this day of , 2024 ("Effective Date"), between the City of Miami, a municipal corporation of the State of Florida, located at 444 S.W. Second Avenue, Miami, Florida 33130 (hereinafter the "City") and Shake -A -Leg Miami, Inc., a Florida non-profit corporation, located at 2600 South Bayshore Drive, Miami, Florida 33133 (hereinafter the ("Licensee") hereinafter collectively referred to as the ("Parties"). RECITALS WHEREAS, the City and the Licensee desire and intend to enter into a Revocable License Agreement for the use of City -owned property located at 2600 South Bayshore Drive, Miami, Florida; and WHEREAS, the Parties originally entered into a management agreement dated July 12, 2000 ("Management Agreement") to memorialize the terms and conditions pursuant to which the Licensee uses and manages a portion of the City -owned real property located at 2600 South Bayshore Drive, Miami, Florida, as shown on the attached Exhibit A as Parcel 1, Parcel 2, Parcel 3, Parcel 4 Upland, Parcel 5 and Parcel 6, (the "Site" or "Property"), for the purposes of providing, recreational and learning opportunities involving sailing, navigation regulations, water safety and other allied subjects to handicapped individuals, youth groups, and the general public (collectively, the "Existing Programs"); and WHEREAS, the Licensee wishes to add additional public services to a portion of the Dinner Key Picnic Islands ("Picnic Islands") and at the Site; and WHEREAS, the additional services include supervision and operation of (i) an environmental education program on certain areas of the Picnic Islands, (ii) a snacks and sundries concession at the Building, (iii) and a multi -purpose recreation facility and a wellness program at the Hangar at the Site as part of an integrated public water sports facility (" New Programs") collectively the New Programs with the Existing Programs (" Programs") ; and WHEREAS, in light of the various benefits provided to the community by Licensee through the Programs, the City has determined it is in the City's best interest to enter into a Revocable License Agreement ("Agreement") to allow Licensee to continue to provide the services indicated herein above to the community, subject to the inclusion of certain insurance requirements; and WHEREAS, the Parties desire andintend to enter into a Revocable License Agreement; and WHEREAS, this Revocable License Agreement is not assignable; and WHEREAS, this Agreement is revocable -at -will by the City and without the consent of the Licensee; and WHEREAS, this Agreement does not transfer an interest in realproperty including any leasehold interest in real property owned by the City; and WHEREAS, this Agreement does not confer a right to use any real property for any general purposes; and WHEREAS, this Agreement does not convey or transfer any right to exclude the City from any real property; and WHEREAS, this Agreement permits only certain, enumerated, specific, listed permitted uses, and does not permit anything further; and WHEREAS, this Agreement is subject to the audit and inspection rights set forth in Sections 18-100 and 18-102 of the Code of the City of Miami, Florida as amended ("Code"); and WHEREAS, this Agreement confers no exclusive possession of the Property; and WHEREAS, Licensee's Board of Directors has adopted its not -for -profit corporation resolution, a copy of which is attached hereto as Attachment 1, authorizing Licensee to enter into this Agreement and to fulfill its responsibilities and obligations in connection herewith; and WHEREAS, the Miami City Commission on November 17, 2022 adopted Resolution No. R-22-0452, a copy of which is attached hereto as Attachment 2, authorizing the City Manager to execute this Agreement with Licensee; and NOW, THEREFORE, for the reasons set forth above, and in consideration of the mutual covenants and agreements as hereinafter set forth, the City and Licensee agree as follows: RECITALS The above recitals are true and correct and are hereby incorporated into and made a part of this Agreement. All exhibits are incorporated by reference herein. 1. DESCRIPTION OF PROPERTY The City owns and/or has under its jurisdiction and control certain lands and facilities located at 2600 South Bayshore Drive, Miami, Florida, as more particularly described in Exhibit "A" attached hereto and made a part hereof (the "Property"). The Licensee is hereby permitted the use a portion of the Property (the "Premises"), as depicted in Exhibit "A" attached hereto and made a part hereof, including the improvements io be constructed thereon in accordance with Exhibit H herein for the specific purposes hereinafter described and, subject to all of the terms and conditions contained herein. For the purposes of this Agreement, any reference to the "Property" shall be deemed to include the Premises, Dock Area, Parking and Dinner Key Picnic islands as hereinafter defined. 1.2 Dock Area The Licensee shall manage and have the non-exclusive right to use the boat ramp and public docks as depicted in Exhibit "D " attached hereto and made a part hereof (the "Public Docks"). The City shall take any steps to improve the boat ramp as determined necessary by the City's architect. Except as provided in Sections 2(B)2)d)iii and 2(B)2)d)iiii herein, the Provider shall have exclusive right to tie its vessels to the docks depicted as the "Sailboat Docks" in Exhibit "C" attached hereto and made a part hereof Said Public Docks and Sailboat Docks shall be collectively referred to as the "Dock Area". The Licensee may utilize the Dock Area for the purposes described in this Agreement, subject to such rules and regulations as the City may establish from time to time. 1.3 Parking The Licensee shall have the non-exclusive use of the Parking Area as shown in Exhibit "E" attached hereto and made a part hereof (the "Parking Area") subject to the provisions of Section 2 B hereof The Licensee shall be assigned ten (10) parking spaces for its employees and volunteers for one hour before and one hour after the Provider's Required Operating Hours, as defined below. 1.4 Dinner Key Picnic Islands The Parties acknowledge that the Licensee is interested in utilizing the Picnic Islands as depicted in Exhibit "C " attached hereto and made a part hereof in connection with the Licensee's programs. At such time as the Licensee elects to pursue the use of the Picnic Islands, the Licensee shall provide written notice to the City of Miami Parks and Recreation Department (the "Parks Director"). The Licensee's request shall provide a description of the operations proposed to take place on the Picnic Islands and any improvements required for its use. The Parks Director shall then request a City Manager review of such request. If approved by the City Manager, the Licensee, at its sole cost and expense, shall be required to obtain the necessary approvals from all governmental and regulatory authorities having jurisdiction over such use. Any improvements required for the Licensee's use of the Picnic Islands shall be performed in accordance with Section 2(B) - Use areas . 1. PURPOSE. The purpose of this Agreement is to allow the Licensee's use of the Property to serve primarily as a public recreation center and to provide recreational, environmental, cultural, and educational opportunities to the City of Miami residents, organized youth groups, disadvantaged sectors of the public, organized community groups, and the general public. The Licensee shall ensure that the Property and all the Licensee's activities, Regular Events, Special Events and City Co -Sponsored Events conducted thereon, or activities resulting from or relating to the Licensee' s use of the Property, will be available to all segments of the community including the physically disabled and financially disadvantaged. Licensee shall ensure that it complies with all federal, state, and local laws, including any required screenings, regarding its employees and volunteers assisting with children and the physically disabled for Licensee's Programs and activities, Regular Events, Special Events and City Co -Sponsored Events, conducted at the Use Areas and for all of Licensee's activities generated thereon, resulting from, or relating to Licensee's use of the Property. The Licensee shall operate, manage, supervise and administer the Use Areas, as an independent contractor and not as an employee of the City, for the purpose of providing, on a non- exclusive basis, public water recreational, environmental, cultural, and educational activities which may include from time to time: group and private instruction, lectures, clinics, classes and special events regarding sailing, kayaking, fishing, water safety, scuba/snorkeling, educational programs, health and wellness programs, marine trade programs, swimming training and instruction, environmental education and community exhibits and events and no other purpose whatsoever, subject to the limitations contained in this Agreement. The Licensee shall request prior written consent from the City Manager or his/her designee to use the Property for any use not expressly stated herein until the Licensee has received the written consent of the City Manager or designee, which consent may be approved, conditioned or withheld in his/her discretion. The City owns and/or has under its jurisdiction and control over certain lands and facilities located at the Property as more particularly described in "Exhibit A —and the Dock Area as more particularly described in "Exhibit C — Parking and Dinner Key Picnic islands," attached hereto and made a part hereof (collectively, the "Property"). Interest Conferred by This Agreement This Agreement confers no exclusive possession of the Use Area. The Licensee cannot exclude the City from the Use Area. This Agreement solely authorizes Licensee to the use of the Area for the limited purposes set forth herein and for no other purpose. The Licensee shall have a nonexclusive use of certain areas within the Site shown as Parcel 1 and Parcel 3 as shown on the Exhibit "A", to conduct Licensee's Programs and for no other purpose whatsoever. Licensee shall have non-exclusive use of certain areas within the Property shown as Parcel 4 Upland, Parcel 4 Submerged Area, Parcel 5 and Parcel 6 as shown on Exhibit "A", and The Picnic Islands and Floating Docks as shown on Exhibit "C", hereafter referred to as the ("Use Areas"). Licensee shall not conduct any unapproved special events, programs, events, or activities, or commercial activities in any of the areas comprising the Property without prior written approval from the City Manager or his/her designee and shall strictly comply with the terms and conditions for obtaining all prior written approvals required pursuant to this Agreement for all of Licensee's Programs, Regular Events, Special Events, and City co -sponsored events, programs, and activities ("City Co -Sponsored Events"). Licensee shall submit to the City Manager or his/her designee an Annual Plan. Each Annual Plan submitted by Licensee pursuant to this Agreement shall include detailed information in a form acceptable to the City Manager or his/her designee for any Special Event, Regular Event, or other activities outside of the scope of Licensee's normal Programs that Licensee anticipates holding at the Property during the period covered by the Annual Plan, including: Proposed dates; Related activities; Objectives and procedures; Event insurance coverage(s); Off -duty police; Fire -rescue services; Clean-up services; Any other City service related to the event (all of which shall be at Licensee's sole cost and expense). Nothing herein shall restrict the Licensee from using vending machines for individuals to purchase food and beverage items. The sale, distribution and/or consumption of alcoholic beverages on the Property is prohibited unless expressly authorized in Licensee's Annual Plan or by prior written consent by the City Manager or designee. The use of jet skis and other similar watercraft is hereby prohibited in the Use Area. Licensee shall not subcontract any services not set forth in Licensee's Annual Plan without first obtaining the prior written approval of the City Manager or designee, which approval may the withheld, conditioned, or approved in the City Manager or designee's sole discretion. Commercial Activities within the Property. The Licensee may operate a limited concession stand in the Building for the sale of snack foods, non-alcoholic beverages, suntan lotion, and miscellaneous sundry items for its patrons and any other items which have been pre -approved in Licensee's Annual Plan or by the City Manager C or designee. Licensee shall, at its sole cost and expense, be responsible for any and all licenses and permits required by the City of Miami necessary for such operation. The location of such operation is limited to the Site and Licensee shall not operate a concession in any other location of the Property. Licensee shall be entitled to charge competitive sailing groups for storage, loading and launching of vessels, trailers and related equipment, provided the revenues therefrom shall be solely used to support the activities described herein. The concession of jet skis and other similar watercraft is hereby prohibited in the Use Area. The Licensee shall be required to receive the City Manager's prior written approval by authorizing resolution in order to provide any other commercial activities directly, or through subcontractors, that are ancillary to the Licensee's use of the Property. Such City Manager approval may be conditioned or withheld for any or no reason whatsoever, including a condition to pay additional consideration to the City. Special Events and Regular Events A "Special Event" is any activity or event which is defined as such pursuant to the Code and/or pursuant to the Department of Parks and Recreation's rules and regulations, incorporated herein by reference, as amended from time to time, including but limited to any activities on the Property which exceed the scope of the Licensee's Programs. A "Special Event" shall not include Licensee's Programs, City Co -Sponsored Events or Regular Events. The City Manager or his/her designee shall determine in writing prior to any City Co -Sponsored Event that such are being co- sponsored by the City. A "Regular Event" is any event held exclusively inside the Building and/or the Hangar and which does not exceed the maximum capacity for the Building as determined by the City of Miami Fire Department or applicable law. A Regular Event shall not include Licensee's Programs, Special Events or City Co -Sponsored Events. No Regular Event shall require any City services and Licensee shall be solely responsible for security and clean-up for any Regular Event. Any Special Event or Regular Event not previously included and approved in the Annual Plan must be approved in writing by the City Manager or his/her designee in the manner set forth by the Department of Parks and Recreation's rules and regulations, as amended from time to time. If the Licensee conducts any Special Event or Regular Event not included and approved in the Annual Plan without the required prior written approval set forth above, then the City shall fine the Licensee Five Hundred Dollars and NO/Cents ($500.00) per unapproved Special Event or Regular Event. Absolutely no waivers of the prior written approval set forth above or of the required fines shall be permitted. Each Annual Plan submitted by Licensee pursuant to this Agreement shall include detailed information in a form acceptable to the City Manager or his/her designee for any Special Event, Regular Event or other activities outside of the scope of Licensee's normal Programs that Licensee anticipates holding at the Property during the period covered by the Annual Plan, including: 1. Proposed dates 2. Related activities 3. Objectives and procedures 4. Event insurance coverage(s) 5. Off -duty police 6. Fire -rescue services 7. Clean-up services; s. Any other City service related to the event (all of which shall be at Licensee's sole cost and expense); and If the event is held by Licensee after the Required Operating Hours (as hereinafter defined), then Licensee shall coordinate with the Department of Parks and Recreation regarding those hours of the event and Licensee shall be responsible for ensuring that the Property is secure at the conclusion of the event. Licensee agrees and understands that it shall not conduct any event set forth in Licensee's Annual Plan or separately approved by the City Manager or his/her designee on the Property without prior receipt of all required Permits from the City, including a Special Events Permit from the Department of Parks and Recreation. Absolutely no waivers of the Permit requirement or of the required fines shall be permitted. Absent any authorized written waivers as described above, Licensee's failure to obtain any required Permit and to pay any and all required fees shall constitute an Event of Default hereunder (as defined in section 23). Licensee shall not subcontract any event services that are not set forth in the Annual Plan without first obtaining the prior written approval of the City Manager or designee, which approval may the withheld, conditioned, or approved in the City Manager or designee's sole discretion. Operations and Licensee' s Programs Licensee shall conduct its operations and Licensee's Programs consistent with the terms of this Agreement and all descriptions in Licensee's Annual Plan, including Regular Events, Special Events, and City Co -Sponsored Events, in an orderly manner reasonably intended not to disturb or be offensive to customers, patrons, the immediately adjacent property owners and entities, the condominium associations and property managers, and others in the immediate vicinity of such operations on any and all portions of the Property and the Use Area. The Licensee expressly acknowledges that the waters in the area around the Property and the Picnic Islands are heavily traveled. The Licensee shall instruct its employees, volunteers, agents, representatives, invitees, program participants, and guests on how to operate a vessel safely in such conditions and as to those conditions that may require a vessel to be moved, towed or motored to a less congested area before sailing or kayaking. In the event that the City Manager or his/her designee makes a determination that a modification of the Licensee's water based activities and/or operations may be reasonably necessary in order to maintain the safety of boaters and/or swimmers in the area, including, but not limited to, a requirement that vessels in the area be moved, towed or motored in the area between the shoreline of the Property and the dock in the immediate vicinity of the Property or off -shore of the Picnic Islands, as the case may be, when weather or traffic conditions require, the City Manager or his/her designee shall communicate such determination to Licensee either orally (with written confirmation as soon as practicable) or in writing. In such event, the Parties shall mutually determine the steps that are required to properly maintain the safety of the boaters and/or swimmers in the area, and consistent with any submerged land maintenance requirements. In the event the Parties cannot agree on the steps to be taken, the Licensee agrees and acknowledges that the City Manager or designee' s determination will be accepted as final. In the event that the City Manager or his/her designee makes a determination that a modification of Licensee's land -based activities and Licensee's Programs (as defined below) may be reasonably necessary in order to maintain safety of the public, any participants in any City Program on the Property, or any areas of the Property itself, including but not limited to, a requirement that any of Licensee's vessels, trailers, floats, equipment, or other items on the Property be moved to a safer location when weather, safety, or traffic conditions require, the City Manager or his/her designee shall communicate such determination to Licensee either orally (with written confirmation as soon as practicable) or in writing. In such event, the Parties shall mutually determine the steps that are required to properly maintain safety in the areas of the Property. In the event the Parties cannot agree on the steps to be taken, the Licensee agrees and acknowledges that the City Manager or designee's determination will be accepted as final. "Licensee's Programs" shall be those programs and activities attached hereto as Exhibit G upon the execution of this Agreement. Licensee shall not subcontract any services for its Programs that are not set forth in Licensee's Annual Plan without first obtaining the prior written approval of the City Manager or designee, which approval may the withheld, conditioned, or approved in the City Manager or designee's sole discretion. Rules and Regulations The Licensee agrees to comply with all the rules and regulations that may be promulgated by the City Manager or his/her designee for the use and operation of the Property, as the same may be amended from time to time in the City Manager or designee's reasonable discretion. Charges for Services Prior to the Effective Date, a schedule of the Licensee's proposed fees (the "Fees") for services shall be provided to the City Manager or his/her designee for approval. Prior to the execution of this Agreement and any amendment to this Agreement, Licensee shall provide in each Annual Plan an updated schedule of Licensee's Fees for all Programs as indicated on Exhibit G hereto. Such Fees shall be comparable to those of similar facilities for similar services. The Licensee shall continue its efforts to provide scholarships and other assistance to individuals who would otherwise be unable to pay the Fees for services due to financial limitations. Any proposed modification of the Fees not set forth in Licensee's Annual Plan must be submitted to the City Manager or his/her designee for prior written approval, which approval will be deemed granted unless the City Manager or his/her designee objects to such proposed Fees in writing no later than thirty (30) days after receipt of the proposed Fee modification. Additional Limitations and Restrictions on Licensee's Use of Property Licensee understands, agrees, and acknowledges that only minor repairs and servicing of the Licensee's boats, other vessels, trailers, floats, and other equipment shall be permitted on the Property. Licensee shall not use and shall not permit anyone else to use the Property for the purpose of major maintenance, major repairs, or overhauling of any boat, other vessel or craft, trailer, float, or other equipment. There shall be no sale or dispensing of fuel on the Property by Licensee, other than as minimally required for maintenance of Licensees own fleet. The City Manager or his/her designee shall have the sole discretion to determine whether repairs and services are "minor" in nature. In the event that the City Manager or his/her designee makes a determination that any repairs and/or servicing is not minor, then the City Manager or his/her designee shall communicate such determination to Licensee in writing and shall indicated to Licensee to cease and desist such repairs and/or services immediately. This shall not prohibit Licensee from operating any vocational training for boat repair. Any failure by Licensee to cease and desist such repairs and/or services upon written notice from the City Manager or his/her designee shall constitute an Event of Default under Section 23.1 of this Agreement. Licensee shall not rent, sublease, transfer or assign any space in the Property to any person or organization. Any such sublease, transfer or assign shall be null and void. Continuing Duty to Operate Except where the Property is rendered untenantable by reason of fire, act of God, or other casualty, the Licensee shall at all times during the Term or any Additional Tenn hereof (i) occupy the Property; (ii) continuously conduct operations on the Property and the Use Areas in accordance with the terms and conditions of this Agreement as amended from time to time; (iii) at all times keep the Property fully stocked with materials, trade fixtures, and furnishings necessary and proper to operate the property; and (iv) keep the Property open for operation during hours established from time to time and approved in advance in writing by the City Manager or designee, which approval shall not be unreasonably withheld (hereinafter the "Required Operating Hours"). Licensee shall not subcontract, sell, or otherwise dispose of or change any of its operations at the Property without first obtaining the prior written approval of the City Manager by authorizing resolution. Safe Neighborhood Park Bond The Licensee acknowledges that the reconstruction of the Property was primarily funded with Safe Neighborhood Park Bond Funds. The Licensee agrees to perform, at its sole cost and expense, any and all obligations required of the City as a result of the use of these fonds, as said obligations apply to the Property. Compliance with Internal Revenue Code, City Charter and City Code The Licensee agrees and understands that all activities undertaken by it at the Property must comply with the provisions of the Internal Revenue Code of 1986, as amended ("IRC"), the Charter of the City of Miami, and the City Code. Moreover, the Licensee agrees and understands that it shall not engage in any activities: (i) that will cause it to lose its tax-exempt status under the IRS Code, or (ii) that will jeopardize the tax-exempt status of the past and future bond issues used to finance construction and/or improvements on the Property. Should any activity by Licensee at the Property, subject the City to any fines, penalties, fees, and/or costs under the IRS Code or any other Federal, State, County, or governmental requirement, Licensee agrees and acknowledges that Licensee shall pay such fines, penalties, fees, and costs to the IRS on behalf of the City. The US Coast Guard Air Station Hangar at Dinner Key is deemed to be historic property as stated in Exhibit J, the City of Miami and Licensee will adequately ensure the preservation of the historic property per the covenants stated therein. Any proposed changes to a historic structure require consultation with the State Historic Preservation Officer (SHPO) and will be in compliance with the Secretary of the Interior's Standards for Rehabilitation and Guidelines for Rehabilitating Historic Buildings. 2. OCCUPANCY AND USE PERIOD. This Agreement is revocable -at -will by the City Commission on 90 days written notice. Unless this Agreement is revoked or terminated as provided in this Agreement, this Agreement shall commence upon the Effective Date and shall continue, provided Licensee is not in violation of the Agreement, for a period of one (1) year and shall remain in effect through the earlier of: (a) One (1) year from the Effective Date ("Term"); or (b) Cancellation or termination by request of any of the parties hereto as set forth herein, or by the City Commission for cause made pursuant to Sections 23 and 24, hereinbelow.. This Agreement may be renewed annually (the "Renewal Term") with such renewal to occur unless 90 days advance written notice of an intent not to renew is provided by the City Commission, prior to the expiration of the Initial Term or any renewal term, as applicable. Any alternative agreement reached by the City and Licensee for renewal of this Agreement shall be subject to the written approval of the Secretary or his/her delegated representative, NPS, if required by them as a result of any significant changes to the Agreement are proposed for inclusion in any subsequent renewal. Any renewal of this Agreement shall require Licensee to comply with all of the terms and conditions in the Deed and this License. In the event a revocation at will under this License occurs, no opportunity to cure shall exist for Licensee, as it shall be totally at the discretion of the City Commission. Additionally, this License is not assignable by Licensee. The Licensee shall have non-exclusive use of certain areas within the Site shown as Parcel 1 and Parcel 3 as shown on the Exhibit "A", hereafter referred to as the ("Licensed Areas"), to conduct Licensee's Programs and for no other purpose whatsoever. Licensee shall have non-exclusive use of certain areas within the Property shown as Parcel 4 Upland, Parcel 4 Submerged Area, Parcel 5 and Parcel 6 as shown on Exhibit "A", and The Picnic Islands and Floating Docks as shown on Exhibit "C", hereafter referred to as the ("Use Areas"). Licensee shall not conduct any unapproved special events, programs, events, or activities, or commercial activities in any of the areas comprising the Property without prior written approval from the City Manager or his/her designee and shall strictly comply with the terms and conditions for obtaining all prior written approvals required pursuant to this Agreement for all of Licensee's Programs, Regular Events, Special Events, and City co -sponsored events, Programs, and activities ("City Co - Sponsored Events"). Site The Site is comprised of the Licensed Areas, the Use Areas, and the Parking Area. (A) License Areas The Licensed Areas are comprised of the Hangar, the Building, the Park Space and the remaining areas of Parcels 1 and 3 on Exhibit A. 1) Hangar Licensee shall utilize the Hangar, which is the largest building shown on Parcel 1 of Exhibit A, to provide expanded Programs at the Property, including group and private instruction, lectures, educational programs, health and wellness and vocational programs for children and/or adults. The Hangar consists of a wellness room, two (2) office spaces, boat storage/maintenance area and bathrooms. The City shall retain exclusive use of one (1) office space within the Hangar for use by City staff. Licensee acknowledges that the City may be conducting City Programs from time to time in the Hangar and Licensee shall consult with City staff regularly regarding the shared uses of the Hangar. 2) Building The Building is the Administration Building located on Parcel 1 and depicted as the three (3) Story CBS Building shown on Exhibit A and is used for all non -waterborne activities described herein and administrative support areas. 3) Park Space The Park Space is the parcel of land shown as Parcel 3 on Exhibit A and is used for: Boat and equipment storage. (B) Use Areas The City and the Licensee acknowledge that both the City and the Licensee are interested in utilizing the Use Areas of the Property and as such, the Licensee agrees to use and manage the Use Areas on a shared, non-exclusive basis. Licensee acknowledges that the City may be conducting City Programs from time to time in one or more of the aforementioned Use Areas and Licensee shall therefore consult with City staff regularly regarding the shared uses of these areas. The Use Areas are comprised of the Public Baywalk, the Public Dock and the Submerged Land Areas on Exhibit A and the Picnic Islands and Floating Docks shown on Exhibit C . 1) Public Baywalk The Licensee acknowledges that Parcels 5 and 6 as shown on Exhibit A ("Public Baywalk") are heavily utilized by the public for walking, running, cycling and other recreational activities. The Public Baywalk is currently in a state of disrepair and is in need of capital improvements. The Licensee has agreed to make the necessary improvements to the Public Bay -walk and handle all repairs and maintenance at Licensee's sole cost and expense for the life of the Agreement. 2) Public Dock and Submerged Land Areas The Licensee acknowledges that a portion of the Property adjacent to the Public Dock Areas depicted in Exhibit A consists of submerged lands. The Licensee further acknowledges: a.) that a portion of the submerged lands are state-owned lands leased to the City and subject to restrictions contained within the State Agreement attached hereto and incorporated herein as Attachment 3; b.) another portion of the submerged lands is city -owned but subject to a state deed restriction for public purpose uses; c.) that the Agreement between the City and Licensee is subject to and subordinate to the terms of State Agreement; and d.) in the event of a conflict between the City and Licensee, the respective State -Agreement and state deed restrictions shall control all subordinate agreements. The Licensee furthermore, agrees and acknowledges that the Public Dock and submerged land areas shall be used to support the Licensee's recreational sailing and sailing instruction activities. Subject to the provisions of Article 2 regarding City Programs, the Licensee: i.) shall manage and have the right to shared, non-exclusive use of the Public Dock ("Public Dock") as depicted in Exhibit D for Licensee's Programs as defined in Section 2.4 hereof; ii.) shall have the shared non-exclusive right to tie Licensee's vessels to the Public Docks depicted in Exhibit D attached hereto and made a part hereof. iii.) shall have the shared, non-exclusive right to use the submerged lands adjacent to Public Dock and Picnic Islands. iiii.) shall not conduct any activities on the Public Dock and submerged lands which are not in compliance with the public purpose and other restrictions identified in the State -Agreement and/or the state deed restrictions controlling the use of a portion of the submerged lands for public purpose uses. iiii.) shall not conduct any activities on the Site which are inconsistent with the United States Secretary of the Interior ("US Government") deed restrictions requiring public purpose and park uses for this Property. Licensee acknowledges that the City has the right to conduct sailing and/or other Programs from time to time on the Public Dock Areas and submerged lands. As such, the Licensee therefore agrees to consult with the City Manager or his/her designee regularly regarding the shared uses of the Public Dock Areas. The Licensee shall repair, replace and maintain the Public Dock at its sole cost and expense. The Licensee shall maintain and upkeep the waters surrounding the Public Dock as part of preventative maintenance of the Public Dock and clean all debris that may wash upon the dock. 3) Picnic Islands and Floating Dock The Licensee shall have the shared, non-exclusive right to use a portion of Picnic Islands, known as Picnic Islands A, B, C, D and E for the purposes described herein as depicted in Exhibit C attached hereto. The Licensee shall maintain and upkeep the waters surrounding the floating dock as part of preventative maintenance of the floating dock and clean all debris that may wash upon the dock. Licensee shall have the right to use Picnic Islands A, B, C and E on a non-exclusive, shared basis for daytime use only, solely for the activities listed herein subject to the limitations of 1.4(A) and Licensee's Picnic Island Operating Plan attached herewith as Exhibit H. Licensee acknowledges that the City will be conducting City Programs on Picnic Island "C." and that the City may determine from time to time to conduct City Programs on or in connection with any or all of the Picnic Islands. All activities are subject to the City's approval beforehand and cannot be held without written notification from the City Manager or Designee. Licensee shall have the right to provide for the security of campers during Summer Camp hours. The City acknowledges that the Licensee shall have the right to construct and develop a floating dock with handicapped access on Picnic Island C. In, addition, the Licensee shall have the right to provide plant and/or debris clearing, planting, landscaping and plant growth monitoring activities on Picnic Islands A, B, C and E, but any use of and access to these Picnic Islands by Licensee is on a shared, non-exclusive basis. Picnic Island D may be available for use by the Licensee for plant clearing and plant growth activities and no other use whatsoever, on a shared, non-exclusive basis, upon the completion of environmental stabilization activities to be implemented by DERM contingent upon funding availability and approved by the City. Should funding for these activities not materialize and/or should these environmental stabilization activities not be implemented on Picnic Island D, the Licensee shall be prohibited from the use of Picnic Island D. Licensee shall consult with City staff from time to time on an as needed basis for any required approvals for additional or as yet unapproved uses or approved uses on the Picnic Islands requiring coordination and/or scheduling with the City's Parks and Recreation Department. Licensee shall not conduct any Regular Event or any Special Event in the Picnic Islands without prior written approval of the City Manager or his/her designee as set forth in Section 2 (B) (3) (a) and (b) below. a) Picnic Islands Operating Plan In accordance with the provisions of this Agreement, the Licensee shall provide a Picnic Islands Operating Plan (the "Licensee's Picnic Islands Operating Plan"), attached hereto as Exhibit H which shall act as the proposed plan for Licensee's part and participation in the operation and improvements of the Picnic Islands during the Term of this Agreement. Licensee understands, agrees, and acknowledges that Licensee is not the sole entity or organization that will be involved in operations and improvements on the Picnic Islands from time to time as approved by the City and that Licensee's Picnic Islands Operating Plan relates solely to Licensee's involvement and does not exclude others from being involved on the Picnic Islands as may be approved from time to time by the City. It is the Licensee's sole responsibility to ensure the Picnic Islands are cleaned and returned to original condition after each and every approved event. Any portion not cleaned after an approved event, after inspection by the City, should the City necessitate corrective actions, Funds from the Security Deposit shall be used if necessary to clean the Picnic Islands. The Licensee will then be provided with an invoice at which time the depleted Security Deposit Funds will redeposited into the Security Deposit account as determined by the City. Any and all subsequent modifications to Licensee's Picnic Islands Operating Plan and to the City's overall Picnic Islands Operating Plan shall be incorporated into the Licensee's Annual Plan upon approval by the City Manager or designee. The Licensee agrees to invite public participation and liaise with the City and the Miami -Dade County Department of Environmental Resource Management ("DERM") in the development, implementation and modification of Licensee's Picnic Islands Operating Plan consistent with DERM and any and all other environmental regulations promulgated by DERM, with City requirements, and with any requirements of other applicable instrumentalities of government. b) Prohibited Uses on the Picnic Islands The Licensee acknowledges that it shall only be permitted to implement and/or conduct the activities and uses described in Licensee's Picnic Islands Operating Plan or Licensee's Annual Plan on the Picnic Islands and for no other uses whatsoever without the approval of the City Manager or his/her designee and his/her designee. The City and the Licensee hereby understand, acknowledge and agree that there shall be no overnight camping or any other overnight activities or events whatsoever on the Picnic Islands. c) Floating Dock Licensee shall have the non-exclusive, shared right to develop and subsequently to use a floating dock with handicapped access during daytime hours only on Picnic Island C to conduct its recreational and environmental education Programs as defined in Exhibit H hereof. (C) The Parking Areas (1) As depicted as Parcel 2 on Exhibit A, located adjacent to the Public Dock, 2600 and 2550 South Bayshore Drive, Miami, Florida, which shall be available for use by the Licensee on a shared, non-exclusive basis. A total of five (22) parking spaces shall be assigned and available for use by Licensee's employees and volunteers during the Licensee's Required Operating Hours as defined below and for one (1) hour before and one (1) hour after the Licensee's Required Operating Hours, as defined below. Additionally, at least 30 validations shall be granted daily, on weekends 20 daily, 160 chasers monthly and drop off access for children's activities shall be allowed at no charge. Licensee acknowledges and agrees that it shall not conduct any activities, programs, storage, Regular Events, or Special Events in the Parking Area or Commercial Activities. Licensee agrees to give notice to the City Manager or his/her designee or his/her designee and to the adjacent city tenants sharing the Parking Area of any activities or programs, Regular Events, Special Events or City Co -Sponsored Events hosted by the Licensee, which are anticipated to create excess demand for parking. Licensee agrees to make alternative arrangements to accommodate such excess demand. (b) Such use shall be considered Licensee's licensed operation (hereinafter "Licensed Operation"): 1. Marine Academy Learning & Recreation Center: Programs, courses and camps are offered to youth and adults with and without disabilities. They include boating education and safety, environmental and educational classes and boat tours, volunteer training, and youth summer camps. 2. Marine Vocational Center: Programs train students with disabilities in boat building, maintenance & repair and hospitality services. They learn hands on by upgrading the SALM Fleet and donated vessels. Students gain certificates of completion and become more qualified for a job. 3. Community Boating Center: Provide public access to the Bay by hosting family boating outings, sailing & kayaking educational courses and recreation. Corporate social responsibility and team building programs. Host winter regatta series,- and spring fishing tournaments. 4. Virtual Channel: Live and recorded programming will bring the magic of Biscayne Bay into the homes of youth and adults with disabilities, their families and the general public. These programs will be combined with in person activities. 5. Miami Maritime Experience: Will be an interactive educational center offering historical and educational exhibits and hosting lectures and programs. There will be photo & model exhibits on the origins of the USCG and Navy in Miami, a mural of the evolution of Miami, classes in boat building and boating safety, and on the water boating experiences. Licensee shall conduct the Licensed Operation in strict compliance with, and subject to all of the restrictions, covenants, terms and provisions imposed by the Secretary on the Assigned Premises as set forth in Exhibit A; (d) Written approval by the City_and written concurrence by the Secretary or his/her delegated representative, NPS, shall be required for any other proposed use(s) in conjunction with or in addition to those specified in this Agreement. The general public can utilize the facility during operational hours 9am-6pm. The baywalk and parking is open to the public. Community Services To enhance the public purpose and the benefit to disabled residents in the water -sport recreational facilities afforded under this Agreement, as amended from time to time, and to verify the commitment of the Licensee to said public purpose, each year the Licensee shall donate recreation, instruction, training and physical conditioning services, including the use of specialized watercraft and/or other recreational equipment for participants in City programs. The Licensee's donation shall include, at a minimum, sailing activities at least four (4) hours per day, one day a week, during the City's Spring Break Recreation Program and the City's Summer Recreation Program, for a minimum of twenty -Eve (25) participants. The Licensee shall also donate program hours to be used in connection with the City's Parks Department's Disability Program and the City's Police Athletic League program. Prior to the Effective Date and on each July 1St thereafter, the City shall submit to the Licensee a schedule of its programming needs for participants in City programs or shall otherwise obtain permission of the Licensee in advance of any use of services or training for City participants. This schedule may be modified upon the mutual consent of the parties. The City shall provide supervision for its participants as may be requested by the Licensee. Neither Party shall be liable to the other Party for acts of God which require the cancellation, rescheduling or modification of activities. The City acknowledges the Licensee's active participation in providing services to the community and considered the same in granting this Agreement. The City encourages the Licensee to continue to provide such services to serve primarily the residents of the City of Miami. Personal Property: In furtherance of the objectives of this Agreement, Licensee shall have the use of certain personal property which shall be maintained in good working condition, subject to reasonable wear and tear. See Attached document I Upon completion/termination of this Agreement, all items shall be accounted for and returned to the City. During the course of this Agreement any damage to personal equipment shall be reported to the City within a reasonable time of when the damage occurs. 3. INTEREST CONFERRED BY THIS AGREEMENT. Licensee agrees that this Agreement has been issued by the City to authorize Licensee to occupy the Area solely for the limited purpose of operating its licenses operations therein and no other purpose. The parties hereby agree that the provisions of this Agreement do not constitute a lease and the rights of Licensee hereunder are not those of a tenant but are a mere personal privilege to do certain acts of a temporary character and to otherwise use the Area subject to the terms of this Agreement. No leasehold interest in the Area is conferred upon Licensee under the provisions hereof and Licensee does not and shall not claim at any time any leasehold estate or ownership interest in the Area by virtue of this Agreement or its use of the Area hereunder. Additionally, Licensee does not and shall not claim at any time any interest or estate of any kind or extent whatsoever in the Area by virtue of any expenditure of funds by the Licensee for improvements, construction, repairs, partitions or alterations to the Area which may be authorized by the City. 4. REVOCATION -AT -WILL. This Agreement is revocable at the will of the City as set forth herein. The City Commission may revoke this Agreement at will and in writing with 90 days prior written notice to Licensee, with payment to Licensee of all capital improvements satisfactorily made by Licensee over the prior term, amortized on a 15 year basis. 5. USE FEE. In consideration for this Agreement, commencing from the Effective Date of the Agreement, Licensee agrees to pay to the City an annual rent in the amount of One Thousand Dollars and Zero Cents $1,000.00 plus State of Florida Sales and Use Tax, if applicable, and any other tax which may become applicable on such fee from time to time, which shall be paid in advance and in full on the first day of each Agreement Year, without notice or demand (the "Use Fee). For purposes of this Agreement, the term "Agreement Year" shall mean any period of time consisting of twelve (12) consecutive calendar months commencing on the Effective Date and each anniversary thereafter. Plus One Hundred and Fifty Thousand Dollars ($150,000.00) in pro bono services to the City of Miami residents. In the event Licensee is unable to provide the pro bono services in an amount equal to or greater than $150,000.00 the Licensee shall pay to the City an amount equal to the difference between one half (50%) the value of the pro bono rendered and the amount of the fair market rent as determined by the average of the City's two (2) appraisals. Prior to the commencement of the renewal term, the minimum value of pro bono services shall be adjusted to meet, at minimum, the fair market rental value of the Property. The Parties agree that the Property and Use Areas are being operated by Licensee for the purposes of providing recreational and educational activities for children and adults. The Licensee agrees that except as otherwise provided herein, revenues generated at or from the use of the Property and Use Areas, including but not limited to grants, subsidies, rebates, credits or similar benefits, donations and contributions, shall be spent either for project and/or operational expenses related to program services located at the Property or for the maintenance, and improvement of the Property or the Licensee shall otherwise, place said monies in reserve for future use for the above - referenced project and/or program services and maintenance or improvement expenditures by the Licensee for the future benefit and use of the Property and/or the corresponding program users. For purposes of this Agreement, the term "Fiscal Year" shall mean each consecutive twelve- month interval commencing on October lst and expiring on September 30th. The Licensee shall provide an accounting of all gross revenues, expenses and gross revenue generated from the use of the Property and activities pursuant to the Agreement. The Licensee shall be responsible for any and all operational losses resulting from its operations hereunder. Payments shall be made payable to "City of Miami" and shall be mailed to: City of Miami Depaituuent of Finance Attn: Cash Receipts Section 444 S.W. 2nd Avenue, 6th Floor Miami, Florida 33130 or such other address as may be designated from time to time. For online payments, visit: http://miamigov.com/pay. 6. LATE FEE AND INTEREST. In the event any installment of the Use Fee is not received by the City within five (5) days after it becomes due, Licensee shall pay to City a late charge of ten percent (10%) of the amount due. Such late fee shall constitute additional fees due and payable to City by Licensee upon the date of payment of the delinquent payment referenced above. Acceptance of such late charge by City shall not constitute a waiver of Licensee's violations with respect to such overdue amount nor prevent City from the pursuit of any remedy to which City may otherwise be entitled. Any amount not paid to the City within fifteen (15) days after the date on which such amount is due shall bear interest at the rate of 12% per annum from its due date until paid. Payment of such interest shall not excuse or cure any violation by the Licensee. 7. RETURNED CHECK FEE. In the event any check is returned to the City as uncollectible, the Licensee shall pay to City a returned check fee (the "Returned Check Fee") based on the following schedule: Returned Amount Returned Check Fee $00.01 - 50.00 $20.00 $50.01 - 300.00 $30.00 $300.01 - 800.00 $40.00 OVER $800 5% of the returned amount. Such returned check fee shall constitute additional fees due and payable to the City by Licensee upon the date of payment of the delinquent payment referenced above. Acceptance of such returned check fee by City shall, in no event, constitute a waiver of Licensee's violations with respect to such overdue amount nor prevent City from the pursuit of any remedy to which City may otherwise be entitled. 8. GUARANTEE DEPOSIT. Licensee shall deposit with City the amount of Five Thousand and 00/100 Dollars ($5,000.00) (the "Guarantee"), as guarantee for the full and faithful performance by Licensee of all obligations of Licensee under this Agreement or in connection with this Agreement. Licensee shall pay the Guarantee Deposit upon execution of the Agreement. If Licensee is in violation beyond any applicable notice or cure period, the City may use, apply or retain all or any part of the Guarantee for the payment of (i) any fee or other sum of money which Licensee was obligated to pay but did not pay, (ii) any sum expended by City on Licensee's behalf in accordance with the provisions of this Agreement, or (iii) any sum which City may expend or be required to expend as a result of Licensee's violation. Should the City use, apply or retain all or any part of the Guarantee, the Licensee shall reimburse the amounts used, applied or retained within thirty (30) days. The use, application or retention of the Guarantee or any portion thereof by City shall not prevent City from exercising any other right or remedy provided for under this Agreement or at law and shall not limit any recovery to which City may be entitled otherwise. Provided Licensee is not in violation of this Agreement, the Guarantee or balance thereof, as the case may be, shall be returned to Licensee upon the termination of this Agreement or upon any later date after which Licensee has vacated the Area in the same condition or better as existed on the Effective Date, ordinary wear and tear excepted. Upon the return of the Guarantee (or balance thereof) to the Licensee, City shall be completely relieved of liability with respect to the Guarantee. Licensee shall not be entitled to receive any interest on the Guarantee. 9. INCREASE OF GUARANTEE. If Licensee is in violation of this Agreement more than two (2) times within any twelve (12) month period, irrespective of whether or not such violation is cured, then, without limiting City's other rights and remedies provided for in this Agreement or at law or equity, the Guarantee shall automatically be increased by three (3) times the Guarantee then in place. This increase shall be paid by Licensee to City forthwith on demand. 10. ADJUSTMENT TO USE FEE AND GUARANTEE DEPOSIT. The Use Fee and Guarantee Deposit shall each be increased October 1st of the following year and every October 1st thereafter by three percent (3%). 10(A). REPORTING REQUIREMENTS Licensee shall transmit to the City Manager or his/her designee in writing, in a format acceptable to the City Manager or his/her designee, an Annual Plan ninety (90) days prior to start of the new year that outlines programs and activities for the year and an Annual Report that articulates what was accomplished thirty (30) days after the end of the year. Licensee shall prepare, or cause to be prepared, the following reports and documents identified below and submit them to the Director of Real Estate and Asset Management Department, City of Miami, 444 SW 2nd Avenue, 3rd Floor, Miami, FL 33130 by the timeframes identified below and detailed in Exhibit "F" aftached hereto and incorporated herein by reference. 10 (A).1 Financials. Within one hundred twenty (120) days after the end of its fiscal year, Licensee shall deliver or cause to be delivered to the City of Miami's Director of Real Estate and Asset Management Department, an audited financial statement which includes, among other things, information on the Licensee's business operations for the fiscal year, including the following: i) grants, subsidies, rebates, credits, or similar benefits received from any federal, state, regional or local body, agency, authority, department or organization which revenues are unrestricted or are to be used for general operating expenses; ii) all donations and contributions received which revenues are unrestricted or are to be used for general operating expenses; iii) revenue from services, program fees, membership dues; iv) revenue from advertising and sponsorship conducted on the Property; v) revenue from concession sales and all other receipts whatsoever of all business conducted in or from the Property; vi) all revenue from sales and services generated on or from the Property; vii) all revenue by Licensee or any business entity or venture which has involvement of Licensee's principals, in connection with the use of the Property, any facility thereon, or any portion thereof for any period of time, including without limitation, special events and fundraising events, held on the Property; Such audited financial statement shall be prepared by an independent certified public accountant (CPA) employed at the Licensee's sole cost and expense. In the event Licensee is unable to timely submit the audited financial statement and provided Licensee has commenced and diligently pursued the completion of the audited financial statement, Licensee may request from the City a thirty (30) day extension to complete the audited financial statement, which request shall not be unreasonably denied. Said CPA shall attest that such statement is prepared in accordance with generally accepted accounting principles and practices and represents the results of operations for the period indicated therein. Notwithstanding the above and during the Effective Term of this Agreement described in Paragraph 4 herein and for a period expiring three (3) years after the expiration of the Agreement, at its option, the City may, at the Licensee sole cost and expense, audit Licensee's business affairs, records, program files, sales slips and sales tax records in connection with Licensee's sales on, from or related to the Property for the period covered by any financial statement, report or record furnished to the City. Licensee shall allow the City or auditors of the City to inspect all or any part of the source documents and records for the aforesaid monthly reports. Said inspection shall be conducted at the sole discretion of the City. Records shall be available Monday through Friday, inclusive, between the hours of 8:00 AM and 5:00 PM at the Licensee's address provided in Paragraph 24 of this Agreement. Copies requested by the City shall be furnished to the City at no cost. 10 (A).2 IRS Form 990 Tax Returns. Licensee shall deliver or cause to be delivered to the City of Miami's Director of the Department of Real Estate and Asset Management annually a copy of its IRS Form 990 30 days after it is due to the IRS. If Licensee requests an extension from the IRS, Licensee must submit a copy of the approved extension request to the Director. Thereafter, submit Form 990 when it has been officially submitted. Tax Return no later than three months after the end of its fiscal year. 10(A).3 Preventive Maintenance Report. No later than December 31 of each year, Licensee, at its own cost and expense, shall perform a physical inspection of the Property in accordance with City, County and State code requirements as part of a preventive maintenance program and shall submit an inspection report to the City of any deteriorating conditions found at the Property ("Preventive Maintenance Report"). Within sixty (60) days of completing said inspection, Licensee shall submit a remediation plan to the City, to be approved by the City Manager or his/her designee, for all conditions requiring repair, replacement or modification as noted in the inspection report. 11. CONDITION OF THE PROPERTY AND MAINTENANCE. 1.1 Condition of Property The Licensee takes the Property in its present "as is" condition and state of repair and without any representation by or on behalf of the City, and agrees that the City shall not be liable for any latent, patent or other defects on or in the Property. At the expiration or earlier termination of the term of this Agreement, the Licensee shall surrender the Property "broom clean" and in good order and condition, ordinary wear and tear excepted. 11.1 Maintenance and Repair of Property The Licensee shall, at its sole cost and expense, at all times during the Term and any Additional Term hereof, provide all maintenance, including preventive maintenance, repairs, substitutions and replacements, as necessary, to the Property, the Dock Area and the Hangar and every part thereof, including, without limitation, air conditioning and heating systems, decoration, plumbing, mechanical, electrical, fixtures, floor coverings, building interior and exterior walls, ceilings, elevator, structural, the pavement, driveways, dock, boat ramp, window and roof repairs and replacements, plumbing, electrical and life safety systems. The Licensee shall not commit, or suffer to be committed, any waste in or upon the Property or do anything in or on the Property which, in City's sole opinion, detracts from the appearance of the Property. All maintenance, repairs or replacements shall be performed in a manner and level of service satisfactory to the City. Licensee shall not subcontract any maintenance and repair services without first obtaining the City Manager or designee's prior written approval, which approval may be withheld, conditioned, or approved in his/her sole discretion. Licensee understands, acknowledges, and agrees that the City is not required to rebuild anything on the Property if damaged. 11.2 Preventive Maintenance and Services The Licensee shall, at its sole cost and expense, provide all preventive maintenance, maintenance and services required for use of the Property, including, but not limited to, the following: (A) Cleaning and janitorial services seven (7) days a week; (B) Heating, ventilation and air conditioning as required for the comfortable use and occupation of the Property; (C) Water and sewage facilities; (D) Electric current for normal use and light; (E) Grounds services including lawn, shrub and tree maintenance and removal of any rubbish or obstructions from the Use Areas; (F) Elevator service (if appropriate); (G) Interior and exterior window cleaning for the Property to be performed as needed but no less than once every one hundred and eighty (180) days; (H) Vermin and pest control, as necessary, but no less than once every sixty (60) days; (I) Garbage and trash disposal as required; (J) Painting of interior and exterior of the Property including caulking of all window and door frames, painting of signs, if applicable; (K) Reseal all wood docks and decks as necessary, but no less than once every two years; (L) Maintenance of the public boat rarnp including algae removal (upon completion of the City's obligation to improve the boat ramp as set forth in Section 1.2 of this Agreement); (M) Security as is required for similar facilities, except as otherwise provided herein relating to any City Co -Sponsored Events. In addition to the above, commencing on the first day of the second Use Period and biennially thereafter, the Licensee, at its sole cost and expense, shall have a qualified engineer perform a physical inspection of the Use Areas including, but not limited to, all structural components, plumbing, life safety and mechanical equipment as part of a preventive maintenance program and shall submit the engineer's report to City Manager or his/her designee with the proposed Capital Budget. Upon the expiration or earlier termination of this Agreement as provided herein, all Revenues held in reserve for the purpose of repairing, replacing or modifying those items specified in the Capital Budget provided for above, which items are the property of the City, shall be deposited with the City within sixty (60) days following the expiration or earlier termination of this Agreement. In the event reserve funds are more than the planned set -aside amount as provided in the Capital Budget, the reserve funds shall be divided among the City and the Licensee in a manner proportionate with the cost of the items identified in the Capital Budget, Nothing herein shall imply that maintenance, repair and inspections should be performed by the Licensee only as required hereunder. Except as specifically provided herein, the Licensee shall at all times be responsible for the condition of the Property and shall perform repairs required in a timely manner so as to prevent injury to persons and waste to the Property. Any repairs or maintenance (other than general preventative maintenance not requiring capital expense) required hereunder, not otherwise covered by insurance, exceeding $50,000.00 in the aggregate in any one year, shall be the responsibility of the City. All costs to maintain and repair the Hanger door shall be the responsibility of the City. Licensee understands, acknowledges, and agrees that the City is not required to rebuild anything on the Property if damaged. 12. SERVICES AND UTILITIES. Licensee shall pay for all utilities and services on the Property, including but not limited to, electricity, water, storm water fees, gas, telephone, telecommunications, garbage and sewage disposal used by Licensee during its occupancy of the Property, as well as all costs for installation of any necessary lines and equipment. Licensee, at its sole cost, shall install all utilities required for its use of the Property and install separate utility meters if necessary, and shall be billed directly by the applicable utility company for such services. In the event that the City is billed for any utility or service that is a result of Licensee' s use of the Property, the Licensee shall reimburse such amount to the City within five (5) calendar days of notification of the City's receipt of said bill. The Licensee, at its sole cost and expense, shall be responsible for all utilities rendered or supplied upon or in connection with the Dock Area, including but not limited to, electricity, telephone, water, gas, sewage disposal, stormwater fees, trash and garbage removal, as well as all costs for installation of any lines and equipment necessary. The City shall not be liable for any failure of utilities such as but not limited to water supply, sewer, gas or electric current, or for any injury or damage to any person or property caused by or resulting from any water, sewer, gas or electricity which may leak or flow from the water, sewer or gas mains on to any part of the Property. Licensee or for any limitation of supply resulting from governmental orders or directives. Licensee shall not claim any damages by reason of the City's or other individual's interruption, curtailment or suspension of a utility service, nor shall the Revocable License or any of Licensee's obligations hereunder be affected or reduced thereby. Licensee, at its sole cost, shall provide cleaning services for the Area, Licensee shall pay for all telephone services or other utility service Licensee may require including the installation of any necessary lines and equipment. Licensee, at its sole cost and expense, shall hire a pest control company, as needed, to ensure that the Area will at all times be in a clean and sanitary condition and free from vermin. Licensee agrees to provide any and all Security it deems necessary to protect its operations and equipment. Licensee shall insure that all appropriate equipment and lights have been turned off and appropriate doors locked at the close of operations within the Area each day. 13. ALTERATIONS, ADDITIONS OR REPLACEMENTS. Except in the event of an emergency, Licensee shall not make any repair or alteration required or permitted to be performed by Licensee without first receiving the written approval of the City Manager or his/her designee, which approval may be conditioned or withheld for any or no reason whatsoever, including a condition to pay additional fees if such alteration will affect the cost of services being provided by the City. Capital Improvement plan is here incorporated as Exhibit J. If City approves such request, no repair or alteration shall be commenced until plans and specifications thereof shall have been submitted to and approved by the City Manager. In the event of an emergency, Licensee shall reasonably proceed to perform such repair work and shall immediately notify the City of such work. If structural changes are required, the Licensee shall arrange for and supervise all necessary construction work and be responsible for all costs associated with providing the changes.(If applicable, all construction work must comply with the Historic Properties section of this agreement. 14. VIOLATIONS, LIENS AND SECURITY INTERESTS. Licensee, at its expense and with due diligence and dispatch, shall secure the cancellation or discharge of or bond off same in the manner permitted by law, all notices of violations arising from or otherwise in connection with Licensee's improvements or operations in the Area which shall be issued by any public authority having or asserting jurisdiction. Licensee shall promptly pay its contractors and materials men for all work and labor done at Licensee's request. Should any such lien be asserted or filed, regardless of the validity of said liens or claims, Licensee shall bond against or discharge the same within fifteen (15) calendar days of Licensee's receipt of notice of the filing of said encumbrance. In the event Licensee fails to remove or bond against said lien by paying the full amount claimed, Licensee shall pay the City upon demand any amount paid out by City, including City's costs, expenses and reasonable attorneys' fees. Licensee further agrees to hold City harmless from and to indemnify the City against any and all claims, demands and expenses, including reasonable attorney's fees, by reason of any claims of any contractor, subcontractor, material man, laborer or any other third person with whom Licensee has contracted or otherwise is found liable to, in respect to the Area. Nothing contained in this Agreement shall be deemed, construed or interpreted to imply any consent or agreement on the part of City to subject the City's interest or estate to any liability under any mechanic's or other lien asserted by any contractor, subcontractor, material man or supplier thereof against any part of the Area or any of the improvements thereon and each such contract shall provide that the contractor must insert a statement in any subcontract or purchase order that the contractor's contract so provides for waiver of lien and that the subcontractor, material man and supplier agree to be bound by such provision. 15. CITY ACCESS TO FACILITY. City and its authorized representative(s) shall have at all times access to the Area. City will maintain a complete set of keys to the Area. Licensee, at its sole cost and expense, may duplicate or change key locks but not until first receiving written approval from the City Manager or his/her designee for such work. In the event Licensee changes key locks as approved by the City Manager or his/her designee, Licensee, at its sole cost and expense, must also provide a copy of said keys to the City. The City shall have access to and entry into the Area at any time to (a) inspect the Area, (b) to perform any obligations of Licensee hereunder which Licensee has failed to perform after written notice thereof to Licensee, Licensee not having cured such matter within ten (10) days of such notice, (c) to assure Licensee's compliance with the terms and provisions of this Agreement and all applicable laws, ordinances, rules and regulations and (d) for other purposes as may be deemed necessary by the City Manager in the furtherance of the City's corporate purpose; provided, however, that City shall make a diligent effort to provide at least 24-hours advance notice and Licensee shall have the right to have one or more of its representatives or employees present during the time of any such entry. The City, its officers, directors, employees, representatives and agents, shall not be liable for any loss, cost or damage to the Licensee by reason of the exercise by the City of the right of entry described herein for the purposes listed above. The making of periodic inspection or the failure to do so shall not operate to impose upon City any liability of any kind whatsoever nor relieve the Licensee of any responsibility, obligations or liability assumed under this Agreement. 16. INDEMNIFICATION AND HOLD HARMLESS. Licensee shall indemnify, defend and hold harmless the City and its officials, employees and agents (collectively referred to as "Indemnitees") and each of them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "Liabilities") arising out of, resulting from, or in connection with (i) the performance or non-performance of the services contemplated by this Agreement which is or is alleged to be directly or indirectly caused, in whole or in part, by any act, omission, default or negligence (whether active or passive) of Licensee or its employees, agents or subcontractors (collectively referred to as "Licensee"), regardless of whether it is, or is alleged to be, caused in whole or part (whether joint, concurrent or contributing) by any act, omission, default or negligence (whether active or passive) of the Indemnitees, or any of them or (ii) the failure of the Licensee to comply with any of the paragraphs herein or the failure of the Licensee to conform to statutes, ordinances, or other regulations or requirements of any governmental authority, federal or state, in connection with the performance of this Agreement. Licensee expressly agrees to indemnify and hold harmless the Indemnitees, or any of them, from and against all liabilities which may be asserted by an employee or former employee of Licensee, or any of its subcontractors, as provided above, for which the Licensee's liability to such employee or former employee would otherwise be limited to payments under state Workers' Compensation or similar laws. Licensee further acknowledges that, as lawful consideration for being granted the right to utilize and occupy the Area, Licensee, on behalf of himself, his agents, invitees and employees, does hereby release from any legal liability the City, its officers, agents and employees, from any and all claims for injury, death or property damage resulting from Licensee's use of the Area. 17. INSURANCE. Licensee, at its sole cost, shall obtain and maintain in full force and effect at all times throughout the period of this Agreement, the insurance as set forth in Exhibit "I" attached hereto and made a part hereof. 18. SAFETY. Licensee will allow City inspectors, agents or representatives the ability to monitor its compliance with safety precautions as required by federal, state or local laws, rules, regulations and ordinances. By performing these inspections, the City, its agents, or representatives are not assuming any liability by virtue of these laws, rules, regulations and ordinances. Licensee shall have no recourse against the City, its agents or representatives from the occurrence, non- occurrence or result of such inspection(s). Upon occupancy of the Area, Licensee shall contact the City's Risk Management Department to schedule the inspection(s). 19. AMERICAN WITH DISABILITIES ACT. Licensee shall affirmatively comply with all applicable provisions of the Americans with Disabilities Act ("ADA") in the course of utilizing the Area including Titles I and II of the ADA (regarding nondiscrimination on the basis of disability) and all applicable regulations, guidelines and standards. Additionally, Licensee shall take affirmative steps to ensure nondiscrimination in employment of disabled persons. 20. NO LIABILITY. In no event shall the City be liable or responsible for damage to the personal property, improvements, fixtures and/or equipment belonging to or rented by Licensee, its officers, agents, employees, invitees or patrons, including without limitation, damages resulting from fire, steam, electricity, gas, water, rain, vandalism or theft which may leak or flow from or into any part of the Area, or from the breakage, leakage, obstruction or other defects of the pipes, sprinklers, wires, appliances, plumbing, air conditioning or lighting fixtures of the Area, or from hurricane or any act of God or any act of negligence of Licensee, its officers, employees, agents, invitees, or patrons or any person whomsoever whether such damage or injury results from conditions arising at or about the Area or upon other portions of the Property or from other sources. 21. TAXES AND FEES. Licensee shall pay all applicable local, state and federal taxes, fees and impositions. Licensee shall pay before any fine, penalty, interest or costs added for nonpayment, any and all charges, fees, taxes or assessments levied against the Area and/or against any occupancy interest or personal property of any kind, owned by or placed in, upon or about the Area by Licensee, including, but not limited to, ad valorem taxes, fire fees and parking surcharges. In the event Licensee appeals a tax or fee, Licensee shall immediately notify City of its intention to appeal said tax or fee and shall furnish and keep in effect a surety bond of a responsible and substantial surety company reasonably acceptable to City or other security reasonably satisfactory to City in an amount sufficient to pay one hundred percent of the contested tax or fee with all interest on it and costs and expenses, including reasonable attorneys' fees, to be incurred in connection with it. 22. CANCELLATION BY REQUEST OF EITHER OF THE PARTIES WITHOUT CAUSE. Licensee may cancel this Agreement at any time with One Hundred Twenty (120) days written notice to the City prior to the effective date of the cancellation. Notwithstanding the above - outlined term, the City Commission may terminate this Agreement for convenience, in its sole discretion, with no less than ninety (90) days written notice to Licensee (the "Termination Notice"). Such a termination for convenience shall be effective as of the 91st day following Licensee's receipt of the Termination Notice (the "Termination Date") unless such Termination Date is extended in writing by mutual agreement of the Parties. 23. VIOLATIONS. If Licensee in any manner violates the restrictions and conditions of this Agreement, then, after thirty (30) days written notice given to Licensee by the City Manager within which to cease such violation or correct such deficiencies, and upon failure of Licensee to do so after such written notice within said thirty (30) day period, (or longer, if such cure would reasonably take more time, provided Licensee is diligently pursuing such cure), this Agreement may be canceled by the City Commission. This provision shall not interfere with the City's rights pursuant to Section 4 of the Agreement, entitled "Revocation -At -Will". 24. NOTICES. All notices or other communications which may be given pursuant to this Agreement shall be in writing and shall be deemed properly served if delivered by personal service or by certified mail addressed to City and Licensee at the addresses indicated herein or as the same may be changed from time to time, or for purposes of canceling this Agreement, the City may serve notice by posting it at the Area and providing notice by certified mail or email . Such notice shall be deemed given on the day it is posted at the Area; on which personally served; or if by certified mail, on the fifth day after being mailed or the date of actual receipt, whichever is earlier. The Notices addresses of the parties are: NOTICE TO CITY: City of Miami Attn: City Manager 444 S.W. Second Avenue, 10th Floor Miami, Florida 33130 WITH COPY TO: City of Miami Attn: Director of Real Estate and Asset Management 444 S.W. Second Avenue, 3rd Floor NOTICE TO LICENSEE: Shake -a -Leg Attn: Executive Director 2600 South Bayshore Drive Miami, FL 33133 With a copy to ssilver@silver.lawyer Miami, FL 33130 WITH COPY TO: City of Miami Attn: Office of the City Attorney 444 S.W. Second Avenue, 9th Floor Miami, Fl 33130 iii'wa,tniatnigov.cow 25. ADVERTISING. Licensee shall not permit any signs or advertising matter to be placed either in the interior or upon the exterior of the Area without having first obtained the approval of the City Manager or his/her designee, which approval may be withheld for any or no reason, at his/her sole discretion. Licensee shall, at its sole cost and expense, install, provide, maintain such sign, decoration, advertising matter or other things as may be permitted hereunder in good condition and repair at all times. Licensee must further obtain approval from all governmental authorities having jurisdiction and must comply with all applicable requirements set forth in the City of Miami Code and Zoning Ordinance. Upon the cancellation of this Agreement, Licensee shall, at its sole cost and expense, remove any sign, decoration, advertising matter or other thing permitted hereunder from the Area. If any part of the Area is in any way damaged by the removal of such items, said damage shall be repaired by Licensee at its sole cost and expense. Should Licensee fail to repair any damage caused to the Area within ten (10) days after receipt of written notice from City directing the required repairs, City shall cause the Area to be repaired at the sole cost and expense of Licensee. Licensee shall pay City the full cost of such repairs within ten (10) days of receipt of an invoice indicating the cost of such required repairs. Licensee hereby understands and agrees that the City may, at its sole discretion, erect or place upon the Area an appropriate sign indicating City's having issued this Agreement. 26. COMMON AREAS. This section was intentionally was deleted. 27. OWNERSHIP OF IMPROVEMENTS. As of the Effective Date and throughout the Use Period, title to all buildings and improvements thereon shall be vested in City. Furthermore, title to all alterations made in or to the Area, whether or not by or at the expense of Licensee, shall, unless otherwise provided by written agreement, immediately upon their completion become the property of the City and shall remain and be surrendered with the Area. 28. SURRENDER OF AREA. In the event of cancellation, termination or expiration of this Agreement, Licensee shall peacefully surrender the Area by the time specified broom clean and in good condition and repair together with all alterations, fixtures, installation, additions and improvements which may have been made in or attached on or to the Area. Upon surrender, Licensee shall promptly remove all its personal property, trade fixtures and equipment and Licensee shall repair any damage to the Area caused thereby. Should Licensee fail to repair any damage caused to the Area within ten(10) days after receipt of written notice from City directing the required repairs, City shall cause the Area to be repaired at the sole cost and expense of Licensee. Licensee shall pay City the full cost of such repairs within ten (10) days of receipt of an invoice indicating the cost of such required repairs. City may require Licensee to restore the Area so that the Area shall be as it was on the Effective Date. In the event Licensee fails to remove its personal property, equipment and fixtures from the Area within the time limit set by the notice, said property shall be deemed abandoned and thereupon shall become the sole personal property of the City. The City, at its sole discretion and without liability, may remove and/or dispose of same as City sees fit, all at Licensee's sole cost and expense. 29. SEVERABILITY. Should any provisions, paragraphs, sentences, words or phrases contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unlawful under the laws of the State of Florida or the City, such provisions, paragraphs, sentences, words or phrases shall be deemed modified to the extent necessary in order to conform with such laws, and the same may be deemed severable by the City, and in such event, the remaining terms and conditions of this Agreement shall remain unmodified and in full force and effect. 30. NO ASSIGNMENT OR TRANSFER. Licensee cannot assign or transfer its privilege of occupancy and use granted unto it by this Agreement. 31. NONDISCRIMINATION. In the performance of this Agreement or any extension thereof, Licensee and/or its authorized agents shall not discriminate in connection with its occupancy and use of the Area and improvements thereon, or against any employee or applicant for employment because of sex, age, race, color, religion, ancestry or national origin. Licensee and/or its authorized agents will take affirmative action to ensure that minority applicants are employed and that employees are fairly treated during employment without regard to their sex, age, race, color, religion, ancestry, marital status, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation. The Licensee agrees to comply with all Federal laws relating nondiscrimination in connection with any use, operation, program, or activity on or related to the previously described property, including, but not limited to: All requirements imposed by or pursuant to the non-discrimination regulations of the U.S. Department of the Interior (43 C.F.R. Part 17); Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d-1), which prohibits discrimination on the basis of race, color, or national origin; The Age Discrimination Act of 1975, as amended (42 U.S.C. § 6101 et seq.), which prohibits discrimination on the basis of age; Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of handicap; The Architectural Barriers Act of 1968, as amended (42 U.S.C. 4151), which requires facilities located on the property to be accessible to the physically handicapped; and The Americans with Disabilities Act of 1990 (42 U.S.C. 12181), which requires that no otherwise qualified handicapped individual shall, solely by reason of his or her handicap, be excluded from the participation in, be denied benefits of, or be subject to discrimination under any program or activity receiving Federal financial assistance. Executive Order 13672, which prohibits discrimination on the basis of sex, sexual orientation, or gender identity. 32. WAIVER OF JURY TRIAL. The parties hereby knowingly, irrevocably, voluntarily and intentionally waive any right either may have to a trial by jury in respect of any action, proceeding or counterclaim based on this Agreement, or arising out of, under, or in connection with this Agreement or any amendment or modification of this Agreement, or any other agreement executed by and between the parties in connection with this Agreement, or any course of conduct, course of dealing, statements (whether verbal or written) or actions of any party hereto. This waiver of jury trial provision is a material inducement for the City and Licensee entering into the subject transaction. 33. WAIVER. No failure on the part of the City to enforce or insist upon performance of any of the terms of this Agreement, nor any waiver of any right hereunder by the City, unless in writing, shall be construed as a waiver of any other term or as a waiver of any future right to enforce or insist upon the performance of the same term. 34. AMENDMENTS AND MODIFICATIONS. No amendments or modifications to this Agreement shall be binding on either party unless in writing, approved as to form and correctness by the City Attorney, and signed by both parties. The City Manager is authorized to amend or modify this Agreement as needed and as consistent with the authorizing resolution attached as Attachment 2. 35. COURT COSTS AND ATTORNEY(S) FEES. Each Party shall be responsible for its own attorney fees and costs. 36. COMPLIANCE WITH ALL LAWS APPLICABLE. Licensee accepts this Agreement and hereby acknowledges that Licensee's strict compliance with all applicable federal, state and local laws, ordinances and regulations is a condition of this Agreement, and Licensee shall comply therewith as the same presently exist and as they may be amended hereafter. This Agreement shall be construed and enforced according to the laws of the State of Florida. 37. HAZARDOUS MATERIALS. The Licensee shall, at its sole cost and expense, at all times and in all respects comply with all federal, state and local laws, statutes, ordinances and regulations, rules, rulings, policies, orders and administrative actions and orders relating to hazardous materials ("Hazardous Materials Laws"), including, without limitation, any Hazardous Materials Laws relating to industrial hygiene, environmental protection or the use, storage, disposal or transportation of any flammable explosives, toxic substances or other hazardous, contaminated or polluting materials, substances or wastes, including, without limitation, any "Hazardous Substances", "Hazardous Wastes", "Hazardous Materials" or "Toxic Substances" (collectively "Hazardous Materials"), under any such laws, ordinances or regulations. The Licensee shall, at its sole cost and expense, procure, maintain in effect and comply with all conditions of any and all permits, licenses and other governmental and regulatory approvals relating to the presence of Hazardous Materials within, on, under or about the Area or required for the Licensee's use of any Hazardous Materials in or about the Area in conformity with all applicable Hazardous Materials Laws and prudent industry practices regarding management of such Hazardous Materials. Upon cancellation or revocation of this Agreement, the Licensee shall, at its sole cost and expense, cause all Hazardous Materials, including their storage devices, placed in or about the Area by the Licensee or at the Licensee's direction, to be removed from the Area and transported for use, storage or disposal in accordance and compliance with all applicable Hazardous Materials Laws. The Licensee may operate according to the custom of the industry so long as the use or presence of Hazardous Materials is strictly and properly monitored according to, and in compliance with, all applicable governmental requirements. The requirements of this Paragraph of the License shall survive the cancellation or revocation of this License. The City represents that: (i) To the best of its knowledge there are no environmental violations, whether under federal, state, or local laws, existing on the Area; (ii) To the best of its knowledge there are no Hazardous Materials presently existing on the Area. 38. RADON GAS. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from your county public health unit. Licensee rnay, have an appropriately licensed person test the Area for radon. If the radon level exceeds acceptable EPA standards, the City may choose to reduce the radon level to an acceptable EPA level, failing which either party may cancel this License. 39. ENTIRE AGREEMENT. This instrument and its attachments constitute the sole and only agreement of the parties hereto and correctly set forth the rights, duties and obligations of each to the other as of its date. Any prior agreements, promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. This Agreement is the result of negotiations between the parties and has been typed/printed by one party for the convenience of both parties, and the parties covenant that this Agreement shall not be construed in favor of or against either of the parties. 40. CONFLICT OF INTERESTS. Licensee is aware of the conflict of interest laws of the City of Miami (Miami City Code Chapter 2, Article V), Dade County, Florida (Dade County Code, Section 2-11.1 et. seq.) and of the State of Florida as set forth in the Florida Statutes, and agrees that it will fully comply in all respects with the terms of said laws and any future amendments thereto. Licensee covenants that no person or entity under its employ, presently exercising any functions or responsibilities in connection with this Agreement, has any personal financial interests, direct or indirect, with the City. Licensee further covenants that, in the performance of this Agreement, no person or entity having such conflicting interest shall be utilized in respect to services provided hereunder. Any such conflict of interest(s) on the part of Licensee, its employees or associated persons, or entities must be disclosed in writing to the City. 41. PUBLIC RECORDS. Licensee understands that the public shall have access, at all reasonable times, to City contracts, subject to the provisions of Chapter 119, Florida Statutes, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable law. 42. THIRD PARTY BENEFICIARY. This Agreement is solely for the benefit of the parties hereto and no third party shall be entitled to claim or enforce any rights hereunder. 43. NO PARTNERSHIP. Nothing contained herein shall make, or be construed to make any party a principal, agent, partner or joint venturer of the other. 44. AUTHORITY. Each of the parties hereto acknowledges it is duly authorized to enter into this Agreement and that the signatories below are duly authorized to execute this Agreement in their respective behalf. 45. VENUE. Venue in all civil actions or other proceedings between the parties shall be in a court of competent jurisdiction within Miami -Dade County, Florida. In the event it becomes necessary for either party to institute legal proceedings to enforce the provisions of this Agreement, each party shall bear its own attorneys' fees through all administrative, regulatory, trial and appellate levels. 46. HEADINGS Title and Section headings are for convenient reference and are not a part of this Agreement. 47. COUNTERPARTS/ELECTRONIC SIGNATURES. This Agreement may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, and such counterparts shall together constitute but one and the same Agreement. The parties shall be entitled to sign and transmit an electronic signature of this Agreement (whether by facsimile, PDF or other email transmission), which signature shall be binding on the party whose name is contained therein. 48. NO CONVEYANCE Nothing in this Agreement conveys, or shall be construed as conveying, any estate or interest in the Assigned Premises, or in any of the Use Areas, Site or Property described in Exhibit A or paragraph 1 in this Agreement, from the City to the Licensee, nor does this License surrender absolute control over and possession of the Assigned Premises to the Licensee. The City, by this License, conveys, and the Licensee, by this License, receives only such authority as is set forth in this Agreement, and that may be necessary and appropriate to use the Assigned Premises in a manner that is consistent with the License Operation specified herein. 49. ACKNOWLEDGEMENT This Agreement and the obligations of the parties hereto are subject to the terms and conditions set forth in the Deed from the United States of America to the City of Miami dated, February 11, 1972, and recorded at Miami -Dade County Registry of Deeds/Clerks Office at Book 7567, Page 573 (attached hereto as Attachment 3 ), and the current Program of Utilization which governs the use of the Assigned Premises. Violations of the said terms and conditions may be grounds for reversion to the United States of America, at its discretion and termination of this Agreement. In the event of a reversion as described in this paragraph, Licensee -owned personal and real property improvements associated with the Assigned Premises, may be subject to seizure, without compensation, by the United States. 49.1 ANTI -HUMAN TRAFFICKING AFFIDAVIT Licensee shall execute the Anti -Trafficking Affidavit, attached hereto and incorporated herein as Attachment 5, in conformance with Section 787.06, Florida Statutes (2024). (The remainder of this page was intentionally left blank.) Signature Page Follows IN WITNESS WHEREOF, the parties hereto have executed this Revocable License Agreement of the day and year first above written. LICENSEE: Shake -A -Leg Miami Inc., a Florida not -for -profit corporation r-\\ Signature Print Name Print Title STATE OF FLORIDA COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me by means of o physical presence or ❑ online notarization, this day of 0 2024 by corporation. He/she is rsonall � p y ILo rt ft 6253 V i 3,9 0 as identification. [Notary Seal]: ,—DocuSigned by: —E41,f bDe'F1,1-5 Todd B. Hannon City Clerk of SHAKE -A -LEG MIAMI, INC., on behalf of the known to me or Signature o tary has produced CITY OF MIAMI, a municipal corporation of the State of Florida ,—DocuSigned by: avfLur NNitia, N--8594S,F6QE3446D42A.. Arthur Noriega V City Manager APPROVED AS TO INSURANCE APPROVED AS TO LEGAL FORM AND REQUIREMENTS: CORRECTNESS: ,—DocuSigned by: %rat4 rawci7 `-27395G$ 31$2.1_4E7 Ann -Marie Sharpe, Director Department of Risk Management DocuSigned by: r ,avr�c, wysel4 Ill i.77C&3FC 824SB... George K. Wysong III City Attorney Matter ID #: 22-3323 rib EXHIBITS 8/7/2024 ATTACHMENT . Initial NOT -FOR -PROFIT CORPORATION RESOLUTION [on following page] w h aiQ A t.1°1i MfTa1111, 111c, OM1}n1n1e 1101;rff111.1r n The rindcrslgned, on this i 31h day of lune, 2024, as Cloa3rlaian of the board of dIreck rs, after proper notice given, verifies the unanilnw ni vote of a quoruira of the hoard at meeting on iuoo 13, 2024 that the Directors of Shake a Leg, Miami, Inc, hereby resolve 176 fv11u1as:. 1. The board of directors authorizes the entry into a revocable licssnse agreement as negotiated with the City of (Miami, 2. Harry Horgan is authorized to execute the subject revocable license agreement. 3. Tho draft of the agreement is attached here to as exhibit A and Harry Horgan 15 authorized to execute same egotlate any nonmaterial modifications, as necessary. Jaya 1r 'r and Director, Shake A Leg of Miami, Inc. chaei Rubin ecretary, Shake A Leg of Mfaml,lnc. Verified as action taken by the board of directors, 2620 South Boyd -lore Drive, Miami, fiorkda, 33133. Tel.: (305j 1158 5550 www.Shakealegrr►larsai.org Shake -A -Leg Miami, Inc.1s a non-profit 50103 tax exempt organization. LIN# 65.061.1917 ATTACHMENT 2 CITY OF NIIAMI AUTHORIZING RESOLUTION [on following page] AG Date: 1 0/25/2022 NBA ITEM SUMMARY FORM File ID: #1.2856 Commission Meeting Date: 11/17/2022 Type: Resolution Subject: ,aid Waiver - Shake A Leg RLA Purpose of Item: Requesting Department: Department of Real Estate an i Apset Management Sponsored By: Ken Russell District impacted: District 2 A Resolution of the Miami City Commission, with attachment(s), by a four -fifths affirmative vote, after an advertised public hearing, ratifying, approving, and confirming the City Manager's recommendation and finding, attached and incorporated as Exhibit "A", that competitive negotiation methods and procedures are not practicable or advantageous to the City of Miami; waiving the requirements for said procedures; authorizing the City Manager to negotiate and execute a Revocable License Agreement ("License"), in a form acceptable to the City Attorney, between the City Of Miami ("City") and Shake A Leg, Miami Inc. ("SALM"), a Florida not -for -profit corporation, for use of City -owned bayfront property and ancillary adjacent areas located at 2600 S Bayshore Drive, Miami, Florida, 33133 for the operation of a public recreation center to provide water -dependent marine recreational, environmental, cultural, and educational opportunities to City residents, organized youth groups, disadvantaged sectors of the public, organized community groups, and the general public ("Project"); further authorizing the City Manager to negotiate and execute such agreements or other documents, including amendments to the License, as may be necessary to proceed with the Project. Background of Item; The City of Miami ("City") is the owner of certain real property located generally at 2600 S Bayshore Drive, Miami, FL 33133 ("Upland") pursuant to a quitclaim deed granted by the United States of America acting by and through the Secretary of the Interior ("Federal Government") and containing various restrictions including that the Upland be utilized for public park and recreation purposes. The State of Florida owns the submerged lands adjacent to the Upland ("Submerged Lands") and previously granted the City the authority to manage the Submerged Lands for public purposes ("Original State Agreement."). The City and Shake A Leg Miami, Inc. ("SALM") originally entered into a management agreement dated July 12, 2000, as amended by Amendment #1 dated May 30, 2002 and Amendment No. 2 dated June 24, 2003 (as amended, "Management Agreement"'), to provide a public recreation and educational center for the purpose of teaching sailing, navigation regulations, water safety and other allied subjects to handicapped individuals, youth groups, and the general public. SALM has possessed, occupied and operated its business on the Upland and Submerged Land (collectively, "Property") since 1990 and has significant experience in providing marine recreational services to underserved communities. The Management Agreement has expired and the City and SALM desire to enter into a new agreement to more particularly set forth the Parties' respective responsibilities as it relates to the Property. The Original State Agreement has similarly expired, and the City and SALM are actively seeking approval of a new agreement (New State Agreement") from the Board of Trustees of the Internal Improvement Fund of the State of Florida ("State'). The City has determined that entering into a new license agreement ("License") for the Management of the Property, subject to approval by the Federal Government and the State, is in the City and the greater community's best interest. 13uggst Impact Aoslysis Item is Related to Revenue Item is NOT funded by Bonds Total Fiscal impact: Reviewed By Department of Real Estate and Asset Management Review Completed 11/03/202211:07 AM Office of Management and Budget Pedro Lacret Office of Management and Budget Marie r3ouin City Manager's Office Larry M, Spring City Manager's Office Arthur Noriega V Legislative Division Valentin J Alvarez OMNI Community Redevelopment Agency Office of the City Attorney Victoria Mendez City Commission Maricarrnen Lopez Office of the City Cleric City Clerk's Office Jacqueline Lorenzo Budget Analyst Review Budget Review Assistant City Manager Review City Manager Review Leglsiatrve Division Review tsiaa Jones Approved Form and Correctness Meeting Rendered Department Head Completed Completed Completed Completed Completed ACA Review Completed Completed Completed 11/03/2022 2:31 PM 11/05/2022 2:24 PM 11/07/2022 3:38 PM 11/07/2022 5:13 PM 11/07/2022 5:22 PM Completed 11/07/2022 7:23 PM 11/17/2022 9:00 AM 11/18/202211 A8 PM City of Miami Legislation Resolution Enactment Number: R-22-0452 City Hall 3600 Pan American Drive Miami, FL 33133 www.miamlgov.com File Number: 12856 Final Action Date:11/17/2022 A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), BY A FOUR -FIFTHS AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING, AND CONFIRMING THE CITY MANAGER'S RECOMMENDATION AND FINDING, ATTACHED AND INCORPORATED AS EXHIBIT "A", THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS TO THE CITY OF MIAMI; WAIVING THE REQUIREMENTS FOR SAID PROCEDURES; AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A REVOCABLE LICENSE AGREEMENT ("LICENSE"), IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, BETWEEN THE CITY OF MIAMI ("CITY") AND SHAKE -A -LEG, MIAMI INC. ("SALM"), A FLORIDA NOT -FOR -PROFIT CORPORATION, FOR USE OF CITY -OWNED BAYFRONT PROPERTY AND ANCILLARY ADJACENT AREAS LOCATED AT 2600 SOUTH BAYSHORE DRIVE, MIAMI, FL, 33133 FOR THE OPERATION OF A PUBLIC RECREATION CENTER TO PROVIDE WATER -DEPENDENT MARINE RECREATIONAL, ENVIRONMENTAL, CULTURAL, AND EDUCATIONAL OPPORTUNITIES TO CITY OF MIAMI RESIDENTS, ORGANIZED YOUTH GROUPS, DISADVANTAGED SECTORS OF THE PUBLIC, ORGANIZED COMMUNITY GROUPS, AND THE GENERAL PUBLIC ("PROJECT"); FURTHER ACCEPTING, ALLOCATING, BUDGETING, AND APPROPRIATING THE CONTRIBUTION FROM SALM TO SERVE AS MATCHING FUNDS FOR THE REPAIRS OF THE BAYWALK AT THE PROPERTY ("BAYWALK IMPROVEMENTS"); FURTHER AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE SUCH AGREEMENTS OR OTHER DOCUMENTS, INCLUDING AMENDMENTS TO THE LICENSE, IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, AS MAY BE NECESSARY TO PROCEED WITH THE PROJECT AND BAYWALK IMPROVEMENTS, ALL IN COMPLIANCE WITH ALL APPLICABLE FEDERAL, STATE AND LOCAL LAWS, AND STATE OF FLORIDA SUBMERGED LAND LEASE PROVISIONS. WHEREAS, the City of Miami ("City") is the owner of certain real property located generally at 2600 S Bayshore Drive, Miami, FL 33133 ("Upland") pursuant to a quitclaim deed granted by the United States of America acting by and through the Secretary of the Interior ("Federal Government') and containing various restrictions including that the Upland be utilized for public park and recreation purposes; and WHEREAS, State of Florida owns the submerged lands adjacent to the Upland ("Submerged Lands") and previously granted the City the authority to manage the Submerged Lands for public purposes ("Original State Agreement"); and WHEREAS, the City and Shake A Leg Miami, Inc,. ("SALM") originally entered into a management agreement dated July 12, 2000, as amended by Amendment #1 dated May 30, 2002 and Amendment No. 2 dated June 24, 2003 (as amended, "Management Agreement"), to provide a public recreation and educational center for the purpose of teaching sailing, navigation regulations, water safety and other allied subjects to handicapped individuals, youth groups, and the general public; and WHEREAS, SALM has possessed, occupied and operated its business on the Upland and Submerged Land (collectively, "Property") since 1990 and has significant experience in providing marine recreational services to underserved communities; and WHEREAS, the Management Agreement has expired and the City and SALM desire to enter into a new agreement to more particularly set forth the Parties' respective responsibilities as it relates to the Property; and WHEREAS, the Original State Agreement has similarly expired, and the City and SALM are actively seeking approval of a new agreement ("New State Agreement") from the Board of Trustees of the Internal Improvement Fund of the State of Florida ("State"); and WHEREAS, the City has determined that entering into a new license agreement ("License") for the Management of the Property, subject to approval by the Federal Government and the State, is in the City and the greater community's best Interest; and WHEREAS, the City Commission passed Resolution No. R-22-0175 on May 12, 2022, authorizing the submittal of an application for reimbursement grant funding to the Florida Inland Navigation District ("FIND") Waterways Assistance Program, for the improvement of the baywalk within the Upland ("Baywalk Improvements"), and providing for SALM to contribute the required matching funds ("SALM Contribution") which are currently estimated to equal approximately twenty-two thousand five hundred forty and XX/100 dollars but which may be increased subject to approval by the parties; and WHEREAS, Resolution No. R-22-0175 also provided that in the event of the award, the appropriation of funds for both eligible and non -reimbursable administrative costs shall be by separate, future Resolution from funds provided by the SALM Contribution or other legal available funding sources; and WHEREAS, FIND has awarded the grant and the City now wishes to accept the SALM Contribution and allocate such funds for the Baywalk Improvements. NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated as if fully set forth in this Section. Section 2, Pursuant to Section 18-85(a) and 18-86 (a)(3)(c) of the Code, by a four -fifths (4l5ths) affirmative vote, after an advertised public hearing, the City Manager's written findings, attached and incorporated as Exhibit "A," that competitive negotiation methods and procedures are not practicable or advantageous, and waiving the requirements for said procedures, are hereby ratified, approved, and confirmed. Section 3. The City Manager is authorized' to negotiate and execute a License, in a form acceptable to the City Attorney, with additional terms and conditions to be more particularly set forth in the License, Section 4. The City Manager is further authorized2 to accept, allocate, and appropriate the SAIL Contribution without the need for further City Commission approval Section 5. The City Manager is further authorized' to negotiate and execute such agreements or other documents, including amendments to the License, in forms acceptable to the City Attorney, as may be necessary to proceed with the Project and Baywalk Improvements, Section 6, This Resolution shall become effective Immediately upon its adoption. APPROVED AS TO FORM AND CORRECTNESS: 6Z, y tior ley _ 13/7/2022 Pursuant to the resolution, this item became effective immediately upon adoption by the Commission. 1 The herein authorization is further subject to compliance with all legal requirements that may be imposed, including but not limited to, those prescribed by applicable City Charter and City Code provisions. 2 The herein authorization is further subject to compliance with all legal requirements that may be imposed, including but not limited to, those prescribed by applicable City Charter and City Code provisions. ATTACHMENT 3 U.S. DEPARTMENT OF INTERIOR MAINLAND AREAS DEED Con, fallowing page] } /' r• QUITCLAIM DEED A The UNITED STATES OF AMERICA, acting by and through the U Secretary of the Interior, acting by and through the Southeast Regional a Director, Bureau of Outdoor Recreation, under and pursuant• to the power and authority contained in the provisions of the Federal Property Red Administrative Services Act of 1949 (63 Stat. 377), as amended, and ro particularly as amended by Public Law 485, 91et Congress, and regulations, and orders promulgated thereunder (hereinafter designated "Grantor"), A for and in consideration of the perpetual use of the hereinafter described premises as and for public park and public recreation area purposes, by the City of Miami, Florida (hereinafter designated "Grantee"), does hereby release and quitclaim to Grantee, and to its successors and assigns, subject to the reservations, exceptions, restrictions, conditions and covenants hereinafter expressed and set forth, all Grantor's right, title and interest in and to the following described property, consisting of approximately 4.517 acres..;. 1"bpi ski in Dade County, Florida: TOO 41 "A tract .of land Lying and being in the City of Miami, County of Dade, State of Florida, and described as follows: Beginning at the intersection of the southeasterly Ong of South Bayshore Drive with the southwesterly line of Aviation Avenue (formerly,Trade Street), as shown by. the plat of Dinner Key, recorded in Plat Book,thirty;four (94), at page two (2), Public Secords of Dade.County, Florida, which.i.ntersection and -point of beginning is marked by a bass pin monnient set in:eancrete; thence running south 51° 52+03" West along the, said southeasterly line of South Bayshore Drive•a distance of six hundred seventy-five feet (615.009 more or less to a point marked by a nail in a one inch diameter pipe get in concrete.; thence running south.76o-25'-57" east, a distance of five hundred ninety nine and si*teen one -hundredths feet (599.16')lore or leas marked by a.eross cut owe brass pint set in the top of the steel pile bulkhead on the high water line of Biscayne Bay; thence running north 13043'=33'+ east along the above d.esrribed steel pile bulkhead and high water line of Biscayne Bay a distance of three hundred ninety nine and four hundred seventy-two one thousandths feet (399.472') more or less to a point located in the southwesterly line of Aviatign.•Avenue (formerly Trade Street), thence running North 400 28' 42" West for a distance of two hundred Exhibit F Page 1 of 6 twenty-one and eighty-five one -hundredths feet (221.85') more or lees to a point of beginning hereinbefore described and containing approximately 4.464 acres more or less, all as shown an U.S. Coast Guard Miami Air Station Plot Plan Humber 3284, including all rights, title and interest in and to al]. common law and statutory riparian rights, water privileges and filled land and lands below high water line appurtenant and adjacent thereto; subject to the Northwesterly 44 feet thereof deeded to the City of Miami for road right-of-way purposes as recorded in D8 34 p.2." Subject to the Easement Deed from the United States of America to The City of Miami, dated May 11, 1056 for a forty-four (44) foot right of way easement for road right of way purposes as .recorded in Deed Book 34, page 2 of the public records of Dade County, Florida. Tract #2 Commence at the intersection of the Southeasterly line of South Bayshore Drive with the Southwesterly line of. Aviation Ave. (formerly Trade Street) as shown on the plat of Dinner Key recorded in.Plat.sook 34 at Page 2 of the public zeeords'of,Dade County, Florida, which intersection is marked with a brass pin monument set in concrete; thence run South 40° 28' 42" E for a distance of 177.81 feet to the point of beginning of a parcel of land herein described. From said point of beginning continue., song the last described line for a diatanee • of fi± feef"'to a point; . thence run South 63° 20' 52" W for a distance of 50.02 feet to a point; thence ran North 76° 36' 27" W for • a distance of 11.3 feet to a point in the said North- easterly line of the Co tract; thence run North 13° 23' 33" E for a distance of 69.1 feet to the point of beginning; containing 0,053 acres, more or legs. SUBJECT to any and all existing rights of way, easements and Covenants, restxictiofe, reservations, conditions and agreements afi'eeting the above described premises, whether or not the same nnw Wear of record. RESERVING to the Grantor, and its assigns, ail oil, gas, acid other utifintals `in, unddr, and `lipon thd- lands herein conveyed, together with the right. to enter upon the land for the : purpose of miniiig:- aind -removing the same. To Have and to Hold the hereinbefore described property, subject to the.reservations, exceptions, restrictions, conditions and covenants herein expressed and set forth unto the Grantee, its successors and assigns, forever. Pursuant to authority contained in the Federal Property'and Administrative Services Act of 1949, as amended, and applicable rules, regulations and orders promulgated thereunder, the General Servtccs Exhibit F Page 2 of 6 Administration determined the property to be surplus to the needs of the United States of America and assigned the property to the Department. of the Interior for further conveyance to the City of Miami, Florida. It is Agreed and Understood by and between the Grantor and Grantee, and the Grantee by its acceptance of this deed, does acknowledge its understanding of the agreement, and does covenant and agree for itself, and its successors and assigns, forever, as follows: 1. This property shall be used and maintained fertile public purposes for wh1eh it was conveyed inperpettity as -.set fort is fir.tge prograin"of utilization and plan contained in the application, submitted by the; Grantee . on June .17: �: 1971, i�hich program. and plan may be amended front time to time at the request of either the Grantor or Grantee, with the written concurrence of the other party, and such amendments shall be added to and become a part of the original application, 2. The Grantee shall, within 6 months of the date of the deed of conveyance, erect anemaintain a permanent aign or -marker near the point of principal aeceas to the conveyed area indicating that the property is a park or recreation area and has been acquired from the ' Federal Government for use by' the general public, 3. The property shall not be sold, leased, assigned, or otherwise disposed of except to another eligible governeeatal agency that the Secretary of the Interior agrees in writing can assure the continued gee and maintenance of the property for public park or public recreational purposes aubJect to the same terms and canditioes in the original instrument of conveyance. However, nothing in this provision shall preclude the Grantee from ,providing related recreational facilities and services compatible with the approved application, through concession agreements entered.into with third partied, provided prior concurrence to such agreements is obtained in waiting from the Secretary of the Interior. 4. From the date of this conveyance, the Grantee, its successors and assigns, shall submit biennial reports to the Secretary of the Interior, setting forth the use made of the property during the ' Exhibit F Page 3 Of•6 preceding two-year period, and other pertinent data establishing its continuous use for the purposes set forth above, for ten consecutive reports and as further determined by the Secretary of the Interior, 5. If at any time the United States of America shall determine that the premises herein conveyed, or any part thereof, are needed for the national defense, all right, title and interest in and to said premises, or part thereof determined to be necessary to such national defense, shall revert to and become the property of the United States of America. 6. As part of the consideration for this Deed, the Grantee covenants and agrees for itself, its successors and assigns, that (1) the program for or in connection with which this Deed is made will be conducted in compliance with, and the Grantee, its successors and assigns, will comp]y.with all requirements imposed by or pursuant to the regulations of the Department of the Interior as in effect on the date of this Aeed.(43 G.P..R. Part 17) issued under the provisions of Title VI of the civil Rights Act of 1964; (2) this covenant shall be subject in all respects to the provisions of said regulations; (3) the Grantee, its successors and assigns, will promptly take and continue to take such action as may be necessary to effectuate this covenant; (4) the united States shall have the right to seek judicial enforcement of this covenant, and (5) the Grantee, its successors and assigns, will. (a) obtain from each other person (any legal entity) who, through contractual or other arrangements with the. Grantee, its -successors or asaigas, is .authorized to,.provide services :or benefit$ .under said program, a written agreement pursuant to which. such' other, person shall., with respect to the services or benefits which he is authorized to provide, undertake'for himself the same obligations as, those imposed upon the Grantee, its successors and assigns, by this covenant, and (b) furnish a copy. ef such agreement to the Secretary of the Interior, or his successor; and that this covenant 0a11 run with the land hereby conveyed,•and shall, in any event, without regard to technical Exhibit F Page 4.of 6 classification or designation, legal or otherwise, be binding to the fullest extent permitted by law end equity for the benefit of, an,t In favor of the Grantor and enforceable by the Grantor against the. Grantee, its successors and assigns. 7. In the event there is a breach of any of the.conditions and covenants herein contained by the Grantee, its successors and assigns, whether ceuaed by the legal or other inability of the Grantee, Ito successors and assigns, to perform said conditions and covenants, or otherwise, all right, title and tntereet in and to the said premises shall revert to and become the property of the Grantor at its option, which in addition to all other remedies for such breach shall have the right of entry upon said premises, and the Grantee, its successors and assigns, shall forfeit All right, title and' interest in said premises and in any and all of the tenements, hered.itaments and. appurtenances thereunto belonging; provided, however, that the failure of the Secretary of the Department of the Interior to require in any one or more instances complete performance of any of the conditions :,or..:covenants shall not be construed as a waiver or relinquishment of such future performance, but the obligation of the Grantee, its successors and assigns, with respect to such future performance shall continue in full force and effect; IN WITNESS WHEREOF, the Grantor has caused these presents to be executed in its name and 'on its behalf Chia the 1t day oE' , 1972. The attached deed of dedication or conveyance Ives accepted and approved Ufls._2.L.hday of bz by Resolution Fro.43224 pi;�i adopted by tiz� passed �� • 'Ci'or 'vi Miarr f Commission of The • id8. * :t1P"o.:r;4p;l'j,'t • t ! 'D.' UNITED STATES or AN RICH Acting by and through the Secretary of the Interior through: SOY K. MOOD Southeas egion Buret' o + tdo $y Exhib F Page 5 of 6 as STATE OP COUNTY OF On this _ /day of subscriber, personally appeared r+l'' , 1972, before me, the and known to me to be the , to me known Outdoor Recreation, of the Uni': , StatesDepartment f the ,Iatermoro, a governmental agency of the United States of America, and known to me to ba the same person described in and who executed the foregoing instrument as Director aforesaid, ea the act and deed of the United States of Amca�,ff,"" , and on behalf of the Secretary of the Interior, duly designated, ��' and authorized so to do by aaid Secrete t " !i6beexed 44 c• executed the foregoing instrument for and �onnbehalfacofathedUait�r� hG �.� Yf.'r: of America, for the purposes and uaee therein describes s �srae� ' C.c.t.,e.1 '' ' am,, i6, My Commission expire.: 114 .11"4 Shcmbl of Ffvrid� The foregoing conveyance is hereby accepted and the un•ler:rigned agrees, by this acceptance, to assume and be bound by all the obligation$, conditions, covenants and agreements therein contained. TUE CITY OF MIAMI FLORI • By M. . Reese City Manager STATE OF FLORIDA ) CRUNTY.QF DADS ) se .—`�. , 1972, before me, the undersigned Officer, personally appeared H. L.Reese, to me known and known to me to be the same person whoae name is subscribed to this foregoing acceptance, who being by me duly sworn, did deposit and say that he is the City Manager of the City of Miami, Florida, that me is duly designated,, empowered and authorized by a resolution adopted by. the Commission of the City of Miami on June 17, 1971, to execute the".. , ,,,, foregoing acceptance and sign his name thereto; and that he eigntd';, .:Iyi J his name thereto and acknowledges that he executed the foregoing f,. ``,'••.,.°i_ instrument for and on behalf of the City of Miami, Florida, foritl}e ` � . 4, purposes and usee.thsrein.described. .NOTARY PUBLIC ",,.,r 1! .,. My Commission expires: Notary Pub e, State of Hocks al tame My Coo!rimleik4fVAbt1 nci IMMO OM Mew 10 Wit swonm iNK • latt Exhibit F Page 6 tiotoxi Ikkeira Ki1r ocut A w AN moor.* tr .E. B. �A �>Lfloi[i� + litr � �.sig-e.�'7�.C. ATTACHMENT 4 LISTING OF GRANTS AND TAX-EXEMPT BOND FUNDING REQUIRING ONGOING COMPLIANCE [on following page] Grants • Florida Inland Navigation District ("FIND") Waterways Assistance Program for $175,104.00 Tax -Exempt Bond • Safe Neighborhood Park Bond ATTACHMENT 5 ANTI -HUMAN TRAFFICKING AFFIDAVIT 1. The undersigned affirms, certifies, attests, and stipulates as follows: a. The entity/individual is a nongovernmental entity authorized to transact business in the State of Florida (hereinafter, "nongovernmental entity"). b. 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." d. The nongovernmental entity does not use "coercion" for labor or services as defined in Section 787.06, Florida Statutes (2024). 2. Under penalties of perjury, pursuant to Section 92.525, Florida Statutes, I declare the following: a. 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. b. I am an officer, a representative, or individual of the nongovernmental entity authorized to execute this Anti -Human Trafficking Affidavit. FURTHER AFI~ IAN I' SA:YETH NAUGHT Nongovernmental Entity/Individual: }a e Le it d Cl Vv) Name: Lk.+(t KR D Yt Title: Pre. v - Signature: Office Address: S, \ Gtlore 1.V1 oe, 'Ft33133 Email Address: k°1(kl ftSi4eCt iC 1' Main Phone Number: 3 u s- / ` "` CD EXHIBIT A THE MAINLAND AREA (BUILDINGS) PROPERTY SURVEY [on following page] IN SPECIFIC 4C PURPOSE S: R EY • t. NOT w,0q •n:`vAd, �444Ape[ kR+ TS' esr:.x+k 144-4 .`. 1,44,5 $f1L1Ce',M. 404 ate` .54,0'NAC leset 44044- 4.0e E+Atkxti Ck46 Sn�, CR 01,0 04. Cs' fit' atm. ▪ rµ$ 44,0..444. nfe •n-. X t teurr rcmaus 414M a t' arva Mtgenespei swra xcann w4c saM.. xm cY M fl at,▪ l400.0 wcws :s uxs oxlr 124. :. t t, to 0-CC. 4. 4:.44;0- .axe. axe stt �'s'_ONK'', zt t tt` Cr SM4 ,40 447T.1644- 7I0M1 ¢ .41' 44, 04MM A4 NE @NS.F et 44 s%q 4U t >9 S:4+S+YR N W,/ MW 000 44 'gsst -.v ANC Z ttp, M4144 M14`. tWT :N5 MKT .Kei. 04.0404.4 4]' er.04110. doff xW d!'trG tst Taw .0+Yb04 WLat't'FSe.l td SQaFs:Sf.' tA04 4v.4' to 4 t+k mop. 81,4 a%S i4r. rem roast ,Lc ee-AS 0t$443e14r_+ T54afM We. Y4Mxi. iy CA:n=0S aiir 4Y@RS & SSt FA13S, sv` ., s:3iwx e ,:scs 4n .0 . vas: x*.t $ e FaA rs,tQ mt „Jr, ? �r e° 4441ArdeU° *444444 e x AAA%, I sq t-szt +csis.5 .. dLd^+ ! SSt ' SPECIFIC PURPOSE;auia�.�&Y LOCd'RQN MdP (NTS) iMNNr F!:® CNSa,RALOld SINCRil At ANN 1:+4.44'At thh te3N 119A CAaEdB.t1N 8W' SCf NM. ANC :4 Ohm fi3 f9%MO IRtii'f CM1➢ TI> er%%e tAq% 41 €NC multi 14I4 044 Cam' ENA 1'OtMaY. NA11. a PRO. P,B. Pt1T FhpF N.rA:AR I1144.1A4+VE tumid MCAAkA' '�- CNUI uNq *GO FStrt EXHIBIT B FLOOR PLANS [on following pages.] MAW 1.100 o— • • I Friranat v.tveair rue { '1 GUT bay SVA E MOW a R(GIIMIC mgo area 4.Ar 4‘ 011 —L15514114.0.0. nat2i.olawe RNM600.01,1144 p N ti =IMArarreamoorevf row F.14'D COMM* 141% sat R IAHV y7pr'Iq' • WELL E0 imentam g rririor17iri1 I■1K.n terra—aa nwom [8113 POW SPAPIO IMMO MOM AMY kV *AV sap PAM 114111 aolp 241,6 a,at awn a.5I• • rEgi as • F V q14157.23 WICr yc-ter ,OOF Tiai? RinsigitswiatiNsarifireitaske olatentemOtelg • Sarailliga 3Pal:f owe mot M WIZ *ow IOW rail RCN WIMP $410 mom M f • Hangar -61 1028.11.8 Ok, 5..CC211a tt,11,3...s.1S ENLARK;SEKETE.RA.OPPL,P.A9 .1.14.1.4 ,NCKCI,Ct .162 CP0FICFTE RAW ELEV.:AMP! ClIeVa- ..--tivilmla Wt. tAkitg' B HAW 'hr.:ktf.*f .61 le. 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Y£ row- ,a EC$2871 EXHIBIT E INTENTIONALLY DELETED Page 72 of 105 TYPE OF REPORT EXHIBIT F REPORTING REQUIREMENTS DUE DATE Audited Financial Statement No later than 120 days after end of fiscal year Form 990 IRS No later than 30 days after its been submitted to the Preventative Maintenance Report By December 31 st annually Page 73 of 105 EXHIBIT G LICENSEE'S PROGRAMS AT TIME OF EXECUTION OF AGREEMENT ANNUAL PLAN [on following pages] Page 74 of 105 Shake A Leg Miami Annual Plan October 1, 2024 — September 30, 2025 Table of Content o Organizational Summary I Mission & Vision o FY 2022 - 2023 Impact o Program Summary o Marine Academy Learning Center o Youth Summer Programs o Veterans And Adults with Disabilities Program o Community Watersport Center o Program & Activities Calendar o Partners And Sponsors o Meet Out Team & Board of Directors o Fiscal Year 2024 & Projected 2025 (Pending) o Marketing Strategy 2023-2024 o Dinner Key Island Operating Plan 24-25. o Facility Improvements o Value To City o Comparable Market Rates o Fee Schedule Page 75 of 105 Organizational Summary All goals set forth herein are objectives for full utilization of the facility and are not warranted as fully achievable but provide us desired benchmarks for our performance. In collaboration with the City of Miami, we have focused on creating a venue where people with disabilities and those who are disadvantaged can come together with their families and friends to utilize one of South Florida's most valuable natural resources, Biscayne Bay. We have created a unique community that inspires, supports and encourages these individuals to improve the quality of their lives more than anyone dreamed possible. We do so in an atmosphere of inclusiveness and community ser v ice that brings all aspects of our society together. Our services have evolved and expanded to serve a broad segment of South Florida and, increasingly, the national and international community. We have built and operated programs with proven results that have been available to all without regard to an individual's ability to pay. Our success has been and is possible because of the generosity of others and governmental recognition of the value Shake -A -leg Miami (SALM) delivers to our community and beyond. Mission & Vision Mission: to use the marine environment to improve the health, education and independence of adults and children with disabilities, wounded veterans, as well as disadvantaged youth and their families. Vision: continue to engage a group of passionate and dedicated people who believe the waters healing qualities and want help others. Provide a universally accessibele place where adults, veterans, youth and families find hope, friendship and inspiration to feel better and improve their quality of life. FY 2023-2024 Shake A Leg Miami is an inclusive environment where people of all abilities grow together. o +31,000 visits with over 10,000 children and adults served. O 232 high school mentors and interns engaged. o 28 certified teachers and teacher aids employed. O 75 organizations and agencies collaborated. O 1900 visits from over children in programs o 2200 fishing tournament attendees O 924 regatta attendees Total Scholarships Provided to Financially Disadvantage Miami Residents: $250,000 We anticipate 2024-2025 season to have an increase of participation 5-10% Page 76 of 105 Program Summary • Marine Academy Learning Center & Youth Programs: Facilities are fully accessible, providing access to the water and air-conditioned and covered space from the elements. Programs, courses, and camps are offered to youth with and without disabilities. They include boating education and more. • Marine & Hospitality Vocational Program: Shake -A -Leg Miami Marine Vocational and Hospitality Program is designed to link exceptional vocational education to young adults with disabilities and veterans to provide specific core -based trainings, that will prepare students for jobs within the Marine industries. Shake -A -Leg Miami designed Hospitality Vocational Training to teach young adults with disabilities and veterans the skills required to work in the Hospitality industries. • Veterans and Adults with Disabilities Program: We provide training for veterans and adults with disabilities in sailing, fishing, kayaking, powerboat instruction, boat building, maintenance & repair, hospitality, and brokerage services. • Community Boating Programs: Provide public access to the Bay by hosting family boating outings; sailing & kayaking educational courses and recreation; corporate social responsibility and team -building programs. Host winter regatta series and spring fishing tournaments. • Eco-Adventure island and Tours: Provides ongoing environmental education programs for students and groups in the Miami area. Programs are held during the summer and throughout the school year. We maintain islands B and C as a natural environment, a coconut farm, and provide programs and activities that foster education, recreation, environmental stewardship, and community building through this natural "living classroom." Boat tours are also offered to introduce people to the natural beauty of Biscayne Bay. • Ongoing Maritime Exhibit, Sea Station TV: Will be an interactive educational center offering historical and educational exhibits and hosting lectures and programs. There will be photo & model exhibits on the origins of the USCG and Navy in Miami, a mural of the evolution of Miami, classes in boat building and boating safety, and on the water boating experiences. There will be an exhibit of boats showcasing a fleet of vintage boats and providing immersive boating experiences. Live and recorded programming brings the magic of Biscayne Bay into the homes of youth and adults with disabilities, their families, and the general public. These programs will be combined with in -person activities. Marine Academy Learning Center A variety of experiential STEM education and recreational programs have been developed for youth with and without disabilities. Integrating youth of varying abilities creates an ideal Page 77 of 105 environment for them to build life skills, character, make friends, and learn how to work together. The programs are fully accessible to youth with disabilities and offered in an inclusive environment. This is one of just a few programs that allow youth with disabilities to recreate equally with their able-bodied peers. Seaworthy - During School Programs (DSP): These are evidence based 26 week programs designed to introduce students with disabilities to the sport of sailing and kayaking, while educating them about the marine environment with an emphasis on life skills and social development. Each trip follows a curriculum based on Florida State Sunshine Standards. The curricula are designed to improve students' physical fitness, life skills and academic performance. Students develop hand -eye coordination, communication and team building skills and experience success and fun on the water. In addition, the during school program will accommodate transitional students in a vocational environment. Shake -A -Leg collaborates with Miami Dade County Public Schools (MDCPS), and other educational institutions to make this program successful. The We Can Sail Program is held on weekends during the school year, designed with a focus on providing an environment where "kids are helping kids." We provide a safe, accessible, and positive environment for youth with disabilities ages 6 — 22 and their families. Children with disabilities are matched up with high-school aged mentors who are trained and focused to make sure the kids have fun, learn and are safe. They participate in sailing, paddling, boat rides and land - based activities. Field Trips & Outings: These are one -day outings, or multiple day outings programs and special packages, for youth with and without disabilities. This program guarantees an enjoyable and educational adventure. Schools, private organizations, group homes, sport teams, to name a few, can enjoy a day (or multiple days) of fun and educational boating, sailing or kayaking excursions along our picturesque Bay and on Adventure Island. STEM education and Club. This new program is operated in conjunction with FIRST Innovations. We'll provide programs to students, from elementary through high school. A FIRST club will be established. Weekly programming will engage students in robotic and adaptive equipment proj ects. All students will be eligible to participate in the Spirit of America boating safety program. Combining STEM and boating operations, provides a unique hands on learning experience for students. The club will host and annual Festival where students and their families can come together for a fund day on the water, network, have lunch and make friends. The Education and Mentoring Training Program is designed for high-school and college students who are interested in learning to work with children with disabilities, become proficient in water sports, and other aspects of the operation. programs on offered. On weekends. During the school year. And during. Summer camp. They learn to use Biscayne Bay as a classroom to improve participants' academic performance and pro -social skills through water sports and enrichment activities. Mentors Participate in disability awareness courses, and can select courses in, water safety., CPR, Boating Instruction, Media. And. Lifeguard. They gain valuable life skills, community service hours, and experience that assist with college applications. Page 78 of 105 Youth Summer Program Marine Academy Camp is an eight -week program, serving children with varying disabilities integrated with able-bodied children. This camp includes literacy enrichment, STEM, art and water sports (sailing, kayaking, power boating) and more. Adventure Island Camp offers experiential learning through science and art on one of Biscayne Bay's spoiled islands. This camp has an inclusive setting that accommodates children with and without special needs. Children spend the day on the island kayaking, sailing, fishing, swimming and participating in a curriculum based upon art and science activities. Ages 6 through 15. Youth Summer Outings Program provides recreational water sports programs for community - based organizations and participants of City of Miami Parks and Recreation. In collaboration with the City of Miami Parks and Recreation Depaituuent, hundreds of participants enjoy sailing, kayaking and island adventures during the summer. Summer Mentoring Training Program: The program is designed for high-school students who are interested in learning to work with children with disabilities, become proficient in watersports and other aspects of the operation. They learn to use Biscayne Bay as a classroom to improve participants' academic performance and pro -social skills through water sports and enrichment activities. Mentors gain valuable life skills, community service hours and experience that assist with college applications. Students who have participated in the above -mentioned Mentor programs are eligible to become a summer mentor. Marine and Hospitality Vocational program: The programs are designed for Veterans and young adults with disabilities. Courses are offered to prepare students for jobs in Marine and Hospitality industries using the Shake -A -Leg Miami fleet and facility. The students learn skills to be safe on the water and operate boats. They train and submit test for the Florida State boating certificate. Courses are also available in CPR, and first aid. Students learn to work in a marina and boat yard setting. They learn to repair and maintain boats, work in a maintenance shop, provide brokerage services through the sale of donated boats, engage in customer service, and serve as mentors to the youth in the programs. Hospitality training includes working in reception, registration, outreach and marketing. Program participants receive a certificate of completion, qualify for internships, and become eligible for employment opportunities. Innovation Center develops devices and boats that improve the accessibility of water sports and mobility for people with disabilities. Working in partnership with universities, industry, and individuals, the Center will develop devices to improve people's mobility and access to the water. Concierge Water Sports Service trains students in providing direct services to the general public, preparing and disinfecting boats, filling skipper positions, kayak guides, center operations, and customer follow-up including marketing and reception. This program will create internships and job opportunities for students and produce income to support other programs. Page 79 of 105 Veterans and Adults with Disabilities Program: We provide training for veterans and adults with disabilities in sailing, fishing, kayaking, powerboat instruction, boat building, maintenance & repair, hospitality, and brokerage services. Veterans Program is designed to serve disabled veterans, active military, and their families. Programs offered include sailing, paddle sports, fishing, physical conditioning, power boat rides, and community service. Programs are offered free of charge to disabled veterans and their families. Disabled Adult Program is tailored for adults with disabilities who are interested in water activities such as sailing, fishing, power boating, paddle sports, and physical conditioning. The disabled adult programs will also accommodate special events that are accessible for families and the community. The Wellness Program aims to help maximize health, happiness, quality of life and personal empowerment through physical exercise, education and mental and spiritual wellbeing practices through Pilates, Yoga and Fitness services. Access to our Water Sports program will also be available which offers Kayaking, Stand Up Paddle Boarding and Sailing. Sailing Therapy (JMH Initiative) Working with Lynn Rehab and Jackson Memorial Hospital, patients will be offered opportunities to go on accessible boating excursions including sailing, fishing, kayaking, and eco-tours. Family participation is available. City of Miami, Parks & Recreation Department Therapeutic Recreation & Inclusion Division Programs In partnership with Sandra De Luca Center, a yearlong series of water sports outings introduce participants to the magic of Biscayne Bay through kayaking, sailing, fishing, boating, and eco-tours. Family Bay Days. Are offered Quarterly for the purpose of bringing people together to have fun on the water, go boating, network, have lunch and make friends. Community Watersport Center Programs are open to the general public and accessible to people of all abilities, with emphasis on creating an inclusive environment where people with disabilities and their families feel welcome. These programs include recreational outings, instruction courses, community service, and social activities. Family Freedom Sails: Families with disabled members are invited for a free family sail so they can experience the healthy powers of Miami's Biscayne Bay. The outings are scheduled on an ongoing basis and provide a healthy activity that introduces the various SALM programs that can improve the quality of their lives. Basic & Intermediate Sailing Class: The Basic Sailing Class, using ASA certified courses, familiarizes participants with the essential concepts of sailing, terminology, seamanship, and safety. Sailing takes place aboard the Independence 20', a sailboat that was specifically designed for people with disabilities. Advanced Sailing Classes are offered aboard larger vessels to participants who have passed the basic course and are interested in advancing to competitive racing and cruising. Programs are offered on weekends. Page 80 of 105 UMPT Program: University of Miami Physical Therapy Doctoral Students participate in a program taught by adults with disabilities. They learn how to sail and work with people with various disabilities. The program concludes with an overnight sail to Boca Chita. Kayaking & Stand -Up Paddle (SUP) Board: Teaching the basic equipment used in kayaking & SUP, how to enter and depart a kayak & SUP, how to paddle, how to turn, how to use your entire body to increase your stamina and how to make the most of a trip. Adult Community Service Programs: Model programs have been developed to prepare individuals to become volunteers and mentors serving people with special needs. Volunteers become vital in the operation of community water sports education. A volunteer corps, made-up of qualified sailing skippers, kayakers and licensed captains. They share their life skills and provide opportunities for people to get out on the water to learn, be safe and have fun. Fishing Tournaments: Shake -A -Leg Miami continues to partner with local fishing tournaments providing accessible entry to the Bay. Through these paittaerships, we will seek to educate fishermen and their families about our programs and encourage their participation and support. Some of these events dispense alcohol but do not sell it. Regattas: Miami has become "the Winter Regatta Capital of the World." Shake -A -Leg Miami will host and/or participate in a variety of sailing regattas for adults and youths with a focus on fostering an environment that is accessible, competitive, inclusive, engaging, and fun. The adult events dispense alcohol and food but do not sell it. Corporate Team Building and Social Responsibility Programs: Programs are customized to the needs of management, conflict resolution, team building, and creative problem solving. On - the -water activities include regattas, race training, sailing, kayaking, island adventures, bay clean- up, and other social responsibility projects. Miami Maritime Interactive Exhibit and Educational Center: The USCG Hangar is the feature exhibit. Built in 1932 for the USCG and served through the 60's. It is now the home of a variety of programs and activities including multi -purpose recreation space a vocational shop, classroom space for USCG Aux Boating Safety programs and other programs, lectures, and summer camp. An exhibit on the maritime evolution of military, commercial, and recreational vessels in Miami. The Photos and artifacts will also be displayed in the hangar. A special interactive exhibit on the prominence Coconut Grove and the Miami River played in the development of recreation and military vessels. The exhibit will include photos and stories of innovation in boat design and construction. A fleet of vintage boats. Will be on display. And provide immersive experiences on the water. Page 81 of 105 Program & activities Calendar: 2024 - 2025 • September 15, 2024: (Day on The Bay) Start of Fall Vocational and Veterans With or Without Disabilities (WWD) Program. Veterans will be invited to reserve time to go kayaking, sailing, and powerboating while learning about the different programs offered at SALM. These events are hosted once a month. • September 16, 2024: Start of Marine and Hospitality Program. • October 13, 2024: Launch the Free Family Boating Adventures. Invite past participants and their families, along with families residing in the City of Miami for a sail, kayak, and/or boat ride. Families will be scheduled on a designated day. • October 7, 2024: General sailing courses offered each Saturday or Sunday to the adult general public and accessible for people with disabilities. • October 13, 2024: Celebrating Abilities During Disability Employment Awareness Month (Sunday Social Kick Off). People with disabilities and their families are invited for a day of sailing, boating outings, food, music, and networking. Promote our Vocational programs and showcase individuals who are now employed. Participants can enjoy a day of kayaking, sailing, and powerboating while learning about the different programs offered at SALM. Families will be invited to reserve their outing. • October 7, 2024: Start of Veterans with or Without Disabilities Program (Adaptive Sailing, Kayaking, Fishing, and Powerboating). • October 6, 2024: The We Can Sail Program focuses on "Kids Helping Kids." High school mentors are paired with children with disabilities for a day of fun out on the water where children can make friends and memories by going kayaking, sailing, and powerboating. This program runs on Saturdays during the school year. • October 12, 2024: Columbus Day Regatta has been operating for 50 years. It was the first event SALM participated in when sailing into Miami in 1990. This is a one -day sailing event with a social event on Saturday night. • October 15, 2024: (Day on The Bay) Start of Fall Vocational and Veterans With or Without Disabilities (WWD) Program. Veterans will be invited to reserve time to go kayaking, sailing, and powerboating while learning about the different programs offered at SALM. These events are hosted once a month. Page 82 of 105 • October TBD, 2024: Holtz Children's Hospital Day on the Bay. • November TBD, 2024: Ransom Day. • November 7, 2024: Miami Rotary Club Fashion Show November 11, 2024: "Raise the Flag" for Veterans Day will include raising our new American flag on Veterans Day and saluting those who pay the sacrifice of protecting our country. Announce plans to open the USCG and Navy exhibit. • November 10, 2024: (SOS Day on The Bay) Honoring Veterans for Veterans Day. Veterans and Family will be invited to go kayaking, sailing, and powerboating while learning about the different programs offered at SALM. These events are hosted once a month. • November 14, 2024: VX1 North America Regatta • November 21, 2024: Give Miami Day is one of the biggest annual giving events in the United States. The Miami Foundation hosts Give Miami Day as part of their mission to promote philanthropy throughout Miami -Dade County. SALM is one of the many non- profits which benefit. • November 16, 2024: Coastal Conservation Association (CCA) Fundraiser. • November 20-22, 2024: SALM Spirit of America Holiday Camp. • December 6, 2024: Melges 20 Regatta. • December 12-15, 2024: Bacardi Invitational Winter Series Regatta Series #1. • December 26-30, 2024: Orange Bowl International Youth Regatta. One of the largest Youth Regattas in the country. Sailors from around the world participate. It is organized by Coral Reef Yacht Club. Shake -A -Leg Miami hosts the laser fleet. • January 9-12, 2025: M32 Miami Winter Regatta #1. • February 15-16, 2025: Seasons Hospice Camp Kangaroo Event: A bereavement camp experience offered free of charge to children in the community who have suffered the death Page 83 of 105 of a loved one. Participants receive grief education and emotional support combined with fun camp activities and a day out on the Bay. • January 24, 2025: University of Miami Integrated Sports and Leisure Course. The course meets for 7 sessions with the final session culminating in a sail to Boca Chita for an overnight campout. • February 20, 2025: Shake -An -Erg Rowing Ergometer event which takes place in the hangar. • January 23-26, 2025: Bacardi Winter Championship Regatta Event #2. • February 6-9, 2025: M32 Regatta Miami Winter Series #2. • February 7-9, 2025: Melges 20 Regatta • February TBD, 2025: Spirit of America National. • March 14-16, 2025: M32 Miami Winter Series #3. • March 20-23, 2025: Audi Melges 20 Regatta Event #3. • March 4-9, 2025: Annual Bacardi Cup Race Week. • March TBD, 2025: Shake -A -Leg Miami Mid -Winter Regatta. • March 27-30, 2025: J-70 Mid Winters Regatta Page 84 of 105 • Our Program Partners: o City of Miami Parks and Recreation o Miami Dade County Public Schools o Miami Dade County Parks and Recreation o University of Miami Physical Therapy School o The Veterans Administration o The Children's Trust o Greater Miami Convention and Visitors Bureau a Spirit of America o Ransom Everglades School o Break Through Miami a Port Miami o Miami Project to Cure Paralysis o Books & Books o Bacardi Cup Invitational Regatta o Junior Orange Bowl Ability Games o Orange Bowl International Youth Regatta o Sports Leadership and Management o Charter School (SLAM) o US Sailing o American Sailing Association (ASA) o Bacardi Miami Sailing Week o Miami World Sailing Championships o NMMA o Mast Academy o UM-NSU CARD o Miami Dade College o Access Program o Florida International University o Felix Varela High School o Overtown Youth Center o The Dan Marino Foundation o Mater Academy East o The Advocacy Network Citizens for a Better South Florida o Jackson Memorial Health System o START Program o The Green Haven Project o Nicholas Children's Hospital o Casa Familiar o Impossible Dream o FIRST Page 85 of 105 • Founding partners o Woody Foundation a Cummins I Cederberg Coastal and Marine Engineering o Sarah Johnson Foundation o Spencer Stuart a Lynn & Paul Alandt Foundation o Wesslund Charitable Fund o Rosenberger Family Foundation o AshBritt Environmental o Medina Family Foundation o Dosal Family Foundation o Peacock Foundation Inc. o Seskin Family Fund o Bryan K. White o National Philanthropic Trust o Rotary Club of Coral Gables o Foster Foundation o Bacardi USA Inc. a Tracy McGrath o Daniel Prigmore o Dan Marino Foundation o Ring By Name o Impossible Dream o Miami Spinal Cord Injury Support Group o Badia Spices o The Miami Foundation o The Children's Trust o The City of Miami o The Batchelor Foundation o The Slomo and Cindy Silvian Foundation o The Royal Caribbean Cruises Ltd. o Fisher Island Philanthropic Fund o Janey Fund o Ken and Ellen Rosen o Miguel Fernandez Family Foundation o The City of Miami a Joseph and Sherrie Garfield Charitable Foundation o Convexity Properties o Anthony R. Abraham Foundation o Arquitectonica Page 86 of 105 Meet our Team and Board of Directors Our Team • Harry Horgan • Kiandra Rhaney • Karis Stark • Jorge Gutierrez • Isa Solis • Craig Kirk • JP White • Anthony Rodiles • Ramiro Avila • Daisy Martin • Nick Zamorano • Edvin Hernandez Board of Directors • Cristian Bedoya • Sandra Doucett • Zeke Rodriguez • Nicole Denil • Gregory M. Purdy • Job Warshaw • Mike Rubin • David Milian • Scott Bursor • Hamilton Clark • Kevin Seelig Page 87 of 105 Outreach & Marketing Strategy 2024-2025 Objective: Increase awareness of Shake -A -Leg Miami's programs and activities on a local, national, and international basis, with a goal of increasing participation in programs and financial contributions. Process: Work collectively with the City of Miami and other community program partners in ensuring awareness of Shake -A -Leg Miami's status as a universally accessible, community watersports center as "the Gateway to Biscayne Bay" open to all people with special programming for youth and people with disabilities. Goal: Shake -A -Leg Miami is presented as a premiere destination for disability travel, recreation, education, and wellness. Print Flyers: Produce printed and electronic materials for promotion of programs and activities. Develop designs for PSAs, on site promotions, press releases, program guides, newsletters, and other marketing tools. Digital Marketing: Utilize social media to communicate with and engage target groups with goal of recruitment and continued support. Activate influencer marketing through experience -based engagement of key influencers with a disability. Community Engagements: Implement a series of special activities on location to bring target groups to the Shake -A -Leg Miami site and introduce them to our work, encouraging participation and contributions. Attending external expos and events in order to raise awareness on site. MULTIMEDIA Campaigns: Educate Shake -A -Leg Miami's target populations through multi -media campaigns, the marine education and medical industries, the business community and the general public about our programs and activities and the continuing improvements to Shake -A -Leg Miami's programs and facilities. Motivate people to participate in our various programs and activities as well as contribute to the organization. Ambassador Corps: Work with a team of people with disabilities to communicate Shake -A -Leg Miami's mission to our target population. The Ambassadors will participate in the various community engagements and receptions as well as be ambassadors to share the Shake -A -Leg story to their networks throughout the year Page 88 of 105 Dinner Key Island Operating Plan Background: Shake -A -Leg Miami has been working with the City of Miami over the past 20 years developing a plan to fund the environmental restoration of the Dinner Key Islands. Through our joint efforts and in conjunction with Congresswomen Carrie Meeks and Ileana Ros-Lehtinen, we have established relationships with the Miami -Dade Department of Environmental Resources Management, U.S. Army Corps of Engineers, Florida Department of Environmental Management and other agencies to successfully design, permit, and fund the restoration of the islands. The following operating plan details Shake -A -Leg Miami's efforts to restore the islands' ecosystems and provide educational and recreational programs to participants of Shake -A -Leg Miami and the general public. The Shake -A -Leg Miami site, in partnership with the City of Miami, will provide a gateway to the Islands. Goals: Maintain islands B and C natural environment and provide programs and activities that foster education, recreation, environmental stewardship, and community building through this natural "living classroom." Objectives: Provide ongoing environmental education programs and summer camp for students and groups in the Miami area. Habitat restoration: Shake -A -Leg Miami proposes to continue to work with the City of Miami and DERM in restoration efforts that focus on restoring wetlands communities and native upland communities (tropical hardwood hammock, coastal strand, and dune), stabilizing eroding shorelines with red mangroves, providing public access, providing recreational and educational opportunities, and enhancing the marine environments of Island B&C. The restoration of this ecosystem with native species will provide not only greater ecological function, but also offers more protection for marinas and waterfronts from storm winds and waves. The ecosystems on the Dinner Key islands will provide ecological functions to the Bay that were lost due to development on the nearby mainland shorelines. Bay Access: Shake -A -Leg Miami will serve as a Gateway to Biscayne Bay and the Dinner Key Islands through its fully accessible community water sports center. Shake -A -Leg Miami proposes to provide public access year-round through providing a motor launch, kayaks and sailboats, for island access to the underserved populations in the South Florida community. The islands are open to the public and follow the general rules of the City of Miami Parks Department, Island C has a floating dock and an inter -connecting hardened trails system, which provides access for people with disabilities and the general community on and around the island. Summer Camp: Shake A Leg operates an eight week summer camp. Utilizing the various. Amenities on the island. They include. The beach. The pathways. Sheltered tent. And the cheeky Hut. The camp operates. From 9:00 to 3:00. It is supervised by paid staff, all with lifeguard certificates. And mentors. Facility And Improvements A) FLOATING DOCK AND BOAT LAUNCHING AREA: There is the main dock for the larger boats, a kayak and Stand -Up Paddle Board dock, and a dock for dinghies. The docks Page 89 of 105 received significant damage from Hurricane Irma and we are currently in the Permit process to Repair/replace them in cooperation with the City. B) THE COMMUNITY WATERSPORTS BUILDING: The Community Education and Center Building was completed in 2002 and provides space for the water sports center classrooms and gathering areas, communication & technology center, administrative offices, art room and a rooftop gathering area. The upgrades include: painting, improving lighting efficiency, elevator upgrades, AC upgrades, paddle fans, vinyl roll downs on the third floor, and enhancing storage space. Solar panels will also be installed with the goal of making the building energy neutral. C) THE HANGAR: The Hangar was built in 1932 and restored in 1999 as part of an overall master plan to develop a community water sports center serving the general public with an emphasis on serving youth and people with disabilities. It has been designated a historic building. The hangar provides space for a City Parks Office, vocational shop & innovation center, storage, bathrooms, and multi -purpose space. The upgrades to the Hangar include: interior and exterior painting; Hangar Door upgrades, roof & Facade repairs; and mechanical upgrades. Future improvements would include installation of Solar panels with the goal of making the building energy neutral. D) BOATYARD & SITE UPGRADES, BAYWALK & SITE WORK: Bayshore Drive Front Yard: provides space for Shake A Leg Miami Vocational School and boatyard. The space includes areas for boat repair and storage. During the winter months, it is occupied by boats participating in the winter regattas. E) THE WELCOME PLAZA is the main entry space into the campus. The Plaza is a multi- purpose space that serves as the gateway to the center and open-air activities. We propose to create a welcome center at the base of the flagpole. It will be a temporary structure that will serve as the main welcome reception and information center. We also propose to resurface the lot area. F) THE BAYWALK is a main connection between the Coconut Grove waterfront properties from Kennedy Park on the north to Peacock Park on the south. The Baywalk has been damaged by storms and tree roots. Phase 1) The repairs of the Baywalk include the removal of the palms which their roots were popping up the pavers and the removal of the pavers. This work was conducted by the City Department of Public Works and Shake A Leg Miami. Also Shake A Leg Miami repaired and upgraded the Baywalk Benches. The baywalk is open to the public. Phase 2 is the replacement of the pavers. FIND is providing a 50% matching grant for the overall repair of the Baywalk. The overgrown Mangroves will be trimmed. G) MURAL AND THE TROPICAL GARDEN: The goal is to create an attractive visual along the perimeter of the Bayshore Drive side of the property that will also provide security. We are creating a community mural project and tropical garden. H) THE ISLANDS: There are 5 spoil islands (A to E) located just offshore between Kennedy Park to Peacock Park. Shake A Leg Miami, in conjunction with the City of Miami organized an environmental restoration of the islands. Islands B & C are located just off the Shake A Leg Miami Community Water Sports Center and they are managed by Shake a Leg Miami. Island C is the base for environmental and adventure -based programming. Facilities include: a dock, nature trails, Page 90 of 105 a village with community tent, Checkee Hut 2 story shelter, science lab, beach, a snorkel park, and Coconut Farm. Page 91 of 105 Comparable Market Rates: Summer Camp Shake -A -Leg Biscayne Nature Center Coral Reef Yacht Club Miami Yacht Club Gulliver High School Summer Program Coconut Grove Sailing Club Daily $70 $99 $90 $75 Sailing Courses Shake -A - Leg ASA 101 Course Coconut Grove. Sailing Club US Basic Keelboat Course ASA Website ASA 101 Course US Sailing Center US Basic Keelboat Course Total Page 92 of 105 Fishing Charters Shake -A - Leg up to 12 people Double Threat Fishing up to 6 people Miss Britt upto6 people Total 1000 1800 $1200 $2400 $1200 -$1800 Per Person $1000 $1800 $1000 $1800 1000 $1800 Value to the City: CITY OF MIAM1 SCf1OLAR01118 VALUE BY PROGRAM Seaworthy program (11111.1 Aa rowing sorallmisl pra>Frsn/ itua (Maas fbr4`dry of Miaow) modems[ yray fro* lAgh shoed rllrdrol* and yfun *Uhl of* dkabflNkr to **flop rraploynorni &UR fa so l rloalor *WHO: 20.21 21.22 22.23 Mails Program Coal 2344 Pro $1,8130.00 33,250.00 542.000.00 12153501100 $52,000,00 Youth Ouiiaga 51,800.UU 112,330.00 $12.750.00 232 Y S5010 524,400.00 Prrrl4ss reerratiaar vp.olo'slreelo prmRr r fr rsr /ofook ty-b*eA arkgairtallorao awl poAklpaalo eitheCify of hoer . fa rd4kxrs01a13 *UM Ow illy of MUM Ports sad krirooloOol fkpatinawl, fokodra*i ofpond rlpooti enjoy *ailiap. Maydfdad, ood flap* aril Warr, aU year resod, $105,1i16:0p S242.070.00 31411,000.00 116 522300 240,000,00 Msifiioit'IId.HIY Copp. As R .rrrtfaag Koltun/ kochoOl og Woody faritbwrnr, SUM, are and oilier ' rpardr find *mix iI$drra *Rh von, fog MIAOW* lafigrafci »fIM oblr•hsdk* .4hadrs*4 SomowrYouth Offilogs $3.9$0.00 59,900.00 Sb,75tl,tafl 130WAtl $0,00000 Provide* frridr*Ilird+*Mrr *polio rob a frigiaZ. tayAkdwj an* bland ad* talons • forptrtlr€pxMa of City of Mined Pod* sad flor*wfkr sad Como Wry, TOTAL Ci'1"YOFM1A011SC11OLAASIfIfVALUE S190.450.Q0 S201,97600 103050.410 33$1.S00.00 %oltiobroMpVafpeireydMredbyrloc*minim Op.uajt *mod a /iplkdl+Yl trammr. _.. MmiaeArAdonayCoup leeukwiriudbymwa#woerOokloorAl?yofMiamireflduoti) ... xp4111aWllox deyfor &swipmofoliaal.mt,r.SoX* coyofiliam Nua isoissm( 611LM KalovAridagyCamp fur ltdmrootho ewtlt.)m in myriaoofl15U ' Page 93 of 105 Fee Schedule: Young Adults With Disabilities Program s350.00 Alf lbaAMO* ri tsrlaa43 Vocations' Program 2.3lirnae far 10 Weeks Summer Camps Marine Academy Comple Weak program Adventure island Camp Summer Ypulh Outings $75,00, iiFgmmuonf&+#3a0for Wk Varga 04.44,61t 91°l6444+ #350.00 raBP w@Gfly MA,/ 150.00 Nprlday Sobpterdepi A4440140 610000 Nectar SmommcovAvevecis Youth Volunteer Mentor Program 10.00 NoCom Sunday Socials for Young Adults with Disabilities i5D.00 pad ddySe1 sMvtakrsi Oulings Program for Youth and Adults with Olsabllitios S50,00 lrerrdaya^dratem almeh- oils . - 1100.00 hegaoy.lahric terra A-rr tom Wa Can Sall Program Youth Program with Disabilities SSW Parsarsreri Aloof a<eYdas.4:444 0 S750.00 Pcrecante SlmravolpAvikkory S50.00 riarddaye'cnatarAfpiAvsaado $2D.D0 6,0s'haMaa 130.00 Dcrifrlsayak 530.00 Mold srpPaddraJtasldOM 110.00OA* a41mitecr aAradneay SS,000.00 - 4.40443thohiskryP rH i7.000,00 1,kostri..Y Wda4y er,rp:riwd S-12406 ifitfrforPorP*000 S2ttrde AiifdityPIOPraiarr Pearson EcoTour {40tt Pontoon Boat} #1;20D.00 Nabday . . - #2000.00 - rvAdry Salting Outing (Praedorn 20j SI70 00 lfaltday Ng 5300,00 r daylM Sailing Soo Tour {HabraCall _ f11000. A, PEWParin Salting Courses (ASA) Adult Group Waloreporle 0u11n6 Kayaking and SUP Eeo Tours. Fishing Tournaments Regattas {Contsngent to of boats} Corporate TeambuhdlnylSoclal Rssponaib Pr Sunset Sailing Outing (Claseto.27. MHO 5400.00 • ha da/am :Salting Sao Tour (Ctaasfc 27 - 30ft) 2400,00 . NAY day Ihro • 51.00000 frMday!Ma 2620 S. BAYSHORE DRIVE, MIAMI, FL 33133MAIN PHONE: 3 0 5 .8 5 8. 5 5 00 SHAKEALEGMIAMI. ORG INFO@SHAKEALEGMIAMT.ORG Page 94 of 105 EXHBIT H DINNER KEY PICNIC ISLAND OPERATING PLAN Background: Shake -A -Leg Miami has been working with the City of Miami over the past 20 years developing a plan to fund the environmental restoration of the Dinner Key Islands. Through our joint efforts and in conjunction with Congresswomen Carrie Meeks and Ileana Ros-Lehtinen we have established relationships with the Miami -Dade Department of Environmental Resources Management ("DERM"), U.S. Army Corp of Engineers, Florida Department of Environmental Management and other agencies to successfully design, permit and fund the restoration of the islands. The following operating plan details Shake -A -Leg Miami's efforts to restore the islands ecosystems and provide educational and recreational programs to participants of Shake -A -Leg Miami and the general public. The Shake -A -Leg Miami site in partnership with The City of Miami will provide a gateway to the Islands. Goals: Maintain Islands B and C natural environment and provide programs and activities that foster education, recreation, environmental stewardship and community building through this natural `living classroom'. Objectives: Provide ongoing Environmental Education programs for students and groups in the Miami area. Habitat restoration: Shake -A -Leg Miami proposes to continue to work with the City of Miami and DERM in the restoration efforts that will focus on restoring wetlands communities and native upland communities (tropical hardwood hammock, coastal strand, and dune), stabilizing eroding shorelines with red mangroves, providing public access, providing recreational and educational opportunities, and enhancing the marine environments sun-ounding five City of Miami owned Dinner Key Islands. The restoration of this eco-system with native species will provide not only greater ecological function, but also offer more protection for marinas and waterfronts from storm winds and waves. The ecosystems on the Dinner Key islands will provide ecological functions to the Bay that were lost due to development on the nearby mainland shorelines. Bay Access: Shake -A -Leg Miami will serve as a Gateway to Biscayne Bay and the Dinner Key -95- Islands through its fully accessible community watersports center. Shake -A -Leg Miami proposes to provide public access year round through providing a motor launch, kayaks and sailboats, for island access to the underserved populations in the South Florida community. The islands are open to the public and follow the general rules of the City of Miami Parks Department. Island C has a floating dock and an inter -connecting hardened trail system, which provides access for people with disabilities and the general community on and around the island. Summer Camp: Shake A Leg operates an eight weeks summer camp utilizing the various Amenities on the island. They include. The beach. The pathways. Sheltered tent. And the cheeky Hut. The camp operates. From 9:00 to 3:00. It is supervised by paid staff, all with lifeguard certificates. And mentors. Environmental Education and Awareness: The operating plan includes the development and operation of a series of environmental education programs that combine classroom learning in math, science and reading with hands-on learning on the Dinner Key Islands. Shake -A -Leg Miami has developed a series of island based environmental education programs for underserved students, including students with disabilities, low income and low performing students, City of Miami Residents, and the general public. A year-round schedule of educational and recreational programs is offered in partnership with the City of Miami Parks and Recreation, Miami- Dade County Public Schools, Community Based Organizations and the general public. The operating plan also includes the development of recreational and educational facilities, (chickees, shelters, etc.) marine snorkel park and outdoor classrooms. Additionally, Shake -A -Leg plans to collaborate with Biscayne Bay Aquatic Preserves to participate in island clean-ups, and report marine debris types and litter cleaned from Island C and B to the Adopt -an -Island Environmental Coordinator. -96- EXHIBIT I INSURANCE REQUIREMENTS FOR A CERTIFICATE OF INSURANCE REQUIREMENTS OPERATIONS SHAKE A LEG MIAMI, INC. 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 listed as an additional insured Contingent exposures included Contractual as per policy form Primary Insurance Clause Endorsement Liquor liability included 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 included as an Additional Insured III. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of subrogation Employer's Liability A. Limits of Liability $500,000 for bodily injury caused by an accident, each accident. $500,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit IV. Umbrella Policy A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $ 1,000,000 Aggregate $ 1,000,000 City of Miami listed as an additional Insured. Coverage is excess follow form over all liability polices contained herein. V Hull and P&I Coverage as may be applicable Each Occurrence General Aggregate $1,000,000 $1,000,000 City of Miami listed as the named insured with regards to P&I. Jones Act included Hull as per declared value / A� o® CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 10/04/2024 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 NEA Insurance Group, LLC 8700 W. Flagler St., Suite 401 Miami FL 33174 CONTACT Joyce Corp NAME: PHONE o, Ext): (305) 221-2400 FAX No): (305) 221-2411 E-MAIL jcorp@avante-nea.com ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC # INSURER A: Great Northern Insurance Company 20303 INSURED Shake -A -Leg Miami Inc. 2620 S. Bayshore Drive Miami FL 33133 INSURER B : Federal Insurance Company 20281 INSURER C: Associated Industries Insurance Company, Inc. 23140 INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: CL2451012942 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 35859677 05/07/2024 05/07/2025 EACH OCCURRENCEDAMAGE $ 1,000,000 CLAIMS -MADE X OCCUR TO RETED PREMISES (Ea occurrence) $ 1,000,000 MED EXP (Any one person) $ 10,000 PERSONAL &ADV INJURY $ 1'000'000 GENIIAGGREGATE X POLICY OTHER: LIMIT APPLIES JECT PRO-LOC PER: GENERAL AGGREGATE $ 2,000,000 PRODUCTS -COMP/OPAGG $ 2,000,000 Liquor Liability $ 1,000,000 A AUTOMOBILE XHIRED LIABILITY ANY AUTO OWNED AUTOS ONLY AUTOS ONLY �/ /• SCHEDULED AUTOS NON -OWNED AUTOS ONLY Y 35859677 05/07/2024 05/07/2025 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ B X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE Y 79876559 05/07/2024 05/07/2025 EACH OCCURRENCE $ 1'000'OOO AGGREGATE $ 1,000,000 DED X RETENTION $ 0 $ C 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 AWC1208245 07/23/2024 07/23/2025 X PER PEATUTE OTH ER E.L. EACH ACCIDENT $ SOO,000 E.L. DISEASE - EA EMPLOYEE $ 500,000 E.L. DISEASE - POLICY LIMIT $ 500,000 B Hull P&I / Marine Hull as per scheduled w/carrier Y 07322363 & 07322362 05/07/2024 05/07/2025 P&I/PD any one year Total any one Accident Each Occu/Aggregate $1,000,000 $1,000,000 $1 MM/$2MM DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Miami listed as Additional Insured on a Primary and Non -Contributory basis; 30 day notice applies except for 10 days notice non-payment of premium. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Miami, Risk Manager ACCORDANCE WITH THE POLICY PROVISIONS. 444 SW 2nd Avenue AUTHORIZED REPRESENTATIVE 9th Floor Miami, FL 33130 y `" �i' 4*— ' I ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ACORD CERTIFICATE OF PROPERTY INSURANCE DATE (MM/DD/YYYY) 10/04/2024 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 NEA Insurance Group, LLC 8700 W. Flagler St., Suite 401 Miami FL 33174 CONTACT Joyce Corp NAME: PHONE (305) 221-2400 (A/C, No, Ext): E-MAIL jcorp@avante-nea.com ADDRESS: FAX //C, No): (305) 221-2411 PRODUCER 00000265 CUSTOMER ID: INSURER(S) AFFORDING COVERAGE NAIC # INSURED SHAKE A LEG MIAMI INC 2620 S BAYSHORE DR MIAMI FL 33133-5424 INSURERA: Wright National Flood Insurance 11523 INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: CP2472601662 REVISION NUMBER: LOCATION OF PREMISES / DESCRIPTION OF PROPERTY (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Loc# 0001 Bldg# 00: 2600 S BAYSHORE DR , COCONUT GROVE, FL 33133 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 XI PROPERTY OF LOSS DEDUCTIBLES 091151493210 08/06/2024 08/06/2025 BUILDING PERSONAL PROPERTY BUSINESS INCOME EXTRA EXPENSE RENTAL VALUE BLANKET BUILDING BLANKET PERS PROP BLANKET BLDG & PP Policy Fee Homeowner Flood $ CAUSES X $ 53,000 BASIC BUILDING BROAD $ CONTENTS 2,000 SPECIAL $ EARTHQUAKE $ WIND $ X FLOOD $ X $ X $ IINLAND MARINE OF LOSS NAMED PERILS TYPE OF POLICY $ CAUSES $ POLICY NUMBER $ CRIME OF POLICY $ TYPE $ IBOILER & MACHINERY / EQUIPMENT BREAKDOWN $ SPECIAL CONDITIONS / OTHER COVERAGES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) CERTIFICATE HOLDER CANCELLATION City of Miami, Risk Manager 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 ACORD 24 (2016/03) © 1995-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ACORD CERTIFICATE OF PROPERTY INSURANCE DATE (MM/DD/YYYY) 07/26/2024 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. PRODUCER NEA Insurance Group, LLC 8700 W. Flagler St., Suite 401 Miami FL 33174 CONTACT Joyce Corp NAME: PHONE (305) 221-2400 (A/C, No, Ext): E-MAIL jcorp@avante-nea.com ADDRESS: FAX //C, No): (305) 221-2411 PRODUCER 00000265 CUSTOMER ID: INSURER(S) AFFORDING COVERAGE NAIC # INSURED SHAKE A LEG MIAMI INC 2620 S BAYSHORE DR MIAMI FL 33133-5424 INSURERA: Wright National Flood Insurance 11523 INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: CP2472601663 REVISION NUMBER: LOCATION OF PREMISES / DESCRIPTION OF PROPERTY (Attach ACORD 101, Additional Remarks Schedule, if more space is required) Loc# 0001 Bldg# 00: 2620 S BAYSHORE DR , MIAMI, FL 33133-5424 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 XI PROPERTY OF LOSS DEDUCTIBLES 091151493207 07/17/2024 07/17/2025 X BUILDING PERSONAL PROPERTY BUSINESS INCOME EXTRA EXPENSE RENTAL VALUE BLANKET BUILDING BLANKET PERS PROP BLANKET BLDG & PP $ 500,000 CAUSES $ BASIC BUILDING 10,000 $ BROAD $ CONTENTS SPECIAL $ EARTHQUAKE $ WIND $ X FLOOD $ IINLAND MARINE OF LOSS NAMED PERILS TYPE OF POLICY $ CAUSES $ POLICY NUMBER $ CRIME OF POLICY $ TYPE $ IBOILER & MACHINERY / EQUIPMENT BREAKDOWN $ SPECIAL CONDITIONS / OTHER COVERAGES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) CERTIFICATE HOLDER CANCELLATION City of Miami, Risk Manager 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 ACORD 24 (2016/03) © 1995-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ACORN® EVIDENCE OF PROPERTY INSURANCE DATE (MM/DD/YYYY) 07/24/2024 THIS EVIDENCE OF PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW. THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE ADDITIONAL INTEREST. AGENCY NEA Insurance Group, LLC 8700 W. Flagler St., Suite 401 Miami PHONE (305) 221-2400 (A/C, No, Ext): FL 33174 FAX (305) 221-2411 (A/C, No): CODE: E-MAIL jcorp@avante-nea.com ADDRESS: SUB CODE: AGENCY 00000265 CUSTOMER ID #: COMPANY Nautilus Insurance Company P.O. Box 532249 Atlanta GA 30353 INSURED Shake -A -Leg Miami Inc. 2620 S. Bayshore Drive Miami FL 33133 LOAN NUMBER POLICY NUMBER NN1720540 EFFECTIVE DATE 07/17/2024 EXPIRATION DATE 07/17/2025 CONTINUED UNTIL TERMINATED IF CHECKED THIS REPLACES PRIOR EVIDENCE DATED: PROPERTY INFORMATION LOCATION/DESCRIPTION Loc - 2620 S. Bayshore Drive, Miami, FL 33133 Loc # 001 / Bldg # 001 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 EVIDENCE OF PROPERTY INSURANCE 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. COVERAGE INFORMATION PERILS INSURED BASIC BROAD SPECIAL COVERAGE / PERILS / FORMS AMOUNT OF INSURANCE DEDUCTIBLE Building, Replacement Cost, Special Form including Theft, 80% Coinsurance; Wind/hail (separate cover**) $1,600,000 $5000 Business Personal Property, Replacement Cost, Special Form incl Theft, 80% Coinsurance $50,000 $5000 Business Income w/Extra Expense - Loc #1; 1/3 Monthly Limit of Indemnity $500,000 **Wind Hail coverage - CITIZENS PROPERTY INSURANCE / POL # 10630946-2 / Eff 7/24/2024 to 7/24/2025 - Building $950,000 3% Contents $50,000 3% REMARKS (Including Special Conditions) CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. ADDITIONAL INTEREST NAME AND ADDRESS City of Miami, Risk Manager 444 SW 2nd Avenue 9th Floor Maimi FL 33130 ADDITIONAL INSURED MORTGAGEE LENDER'S LOSS PAYABLE I XI LOSS PAYEE - LOAN # AUTHORIZED REPRESENTATIVE j �,� ("l- ACORD 27 (2016/03) © 1993-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD COMMENTS/REMARKS City of Miami listed as certificate holder/Loss Payee; 30 days Notice of Cancellation applies except 10 for Non-payment of premium. OFREMARK COPYRIGHT 2000, AMS SERVICES INC. VI. Marine Operators Legal Liability as may be applicable Each occurrence Policy Aggregate City of Miami listed as additional insured VII. Property $1,000,000 $1,000,000 Commercial Property Insurance covering the Building and Business Personal Property owned by Shake a Leg Miami, Inc. Commercial property insurance shall, at a minimum, cover the perils insured under the ISO Special Causes of Loss Special Form (CP 10 30), or a substitute form providing equivalent coverages written on an All Risk or Direct Physical Loss or Damage basis with no coinsurance, including wind and named storm coverage and hail not to exceed 5% deductible depending on market conditions, along with earth movement and flood. Coverage should be included for debris removal, and ordinance and law coverage. The policy shall contain replacement cost valuation and further afford coverage for time element, along with boiler and machinery coverage, if applicable. The City shall be included as loss payee under the commercial property insurance. This shall not include any obligation by Shake a Leg to insure the hanger and dock structures, which shall be insured by the City of Miami. Further, Shake a Leg may elect to have the City of Miami cover the building required herein with the exception of Shake a Leg's business personal property, by written notice to the City at least 90 days before Shake a Legs insurance renewal. The City shall advise Shake a Leg as to the cost for same at least 30 days prior to renewal and Shake a Leg may then either confirm their election or opt to provide their own coverage. If they elect to use the City coverage, Shake a Leg shall reimburse the City for the cost of same within 30 days of receiving proof of coverage. This option may not be exercised by Shake a Leg if the City confirms in writing that their policy prohibits such coverage from adding these non -dock and non -hanger components to the City coverage. 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. EXHIBIT J CAPITAL IMPROVEMENTS PLAN Facility And Improvements Licensee will endeavor to raise capital to implement as many of these programs as they can depending upon donor interest. Licensee may provide reasonable signage for recognition of donors on site. A) FLOATING DOCK AND BOAT LAUNCHING AREA: There is the main dock for the larger boats, a kayak and Stand -Up Paddle Board dock, and a dock for dinghies. The docks received significant damage from Hurricane Irma and we are currently in the Permit process to Repair/replace them. B) THE COMMUNITY WATERSPORTS BUILDING: The Community Education and Center Building was completed in 2002 and provides space for the water sports center classrooms and gathering areas, communication & technology center, administrative offices, art room and a rooftop gathering area. The upgrades include: painting, improving lighting efficiency, elevator upgrades, AC upgrades, paddle fans, vinyl roll downs on the third floor, and enhancing storage space. Solar panels will also be installed with the goal of making the building energy neutral. C) THE HANGAR: The Hangar was built in 1932 and restored in 1999 as part of an overall master plan to develop a community water sports center serving the general public with an emphasis on serving youth and people with disabilities. It has been designated a historic building. The hangar provides space for a City Parks Office, vocational shop & innovation center, storage, bathrooms, and multi -purpose space. The upgrades to the Hangar include: interior and exterior painting; Hangar Door upgrades, roof & Facade repairs; and mechanical upgrades. Future improvements would include installation of Solar panels with the goal of making the building energy neutral. D) BOATYARD & SITE UPGRADES, BAYWALK & SITE WORK: Bayshore Drive Front Yard: provides space for Shake A Leg Miami Vocational School and boatyard. The space includes areas for boat repair and storage. During the winter months, it is occupied by boats participating in the winter regattas. E) THE WELCOME PLAZA is the main entry space into the campus. The Plaza is a multi -purpose space that serves as the gateway to the center and open-air activities. We propose to create a welcome center at the base of the flagpole. It will be a temporary structure that will serve as the main welcome reception and information center. We also propose to resurface the lot area. F) THE BAYWALK is a main connection between the Coconut Grove waterfront properties from Kennedy Park on the north to Peacock Park on the south. The Baywalk has been damaged by 7 storms and tree roots. Phase 1) The repairs of the Baywalk include the removal of the palms which their roots were popping up the pavers and the removal of the pavers. This work was conducted by the City Department of Public Works and Shake A Leg Miami. Also Shake A Leg Miami repaired and upgraded the Baywalk Benches. The baywalk is open to the public. Phase 2 is the replacement of the pavers. FIND is providing a 50% matching grant for the overall repair of the Baywalk. The Parties shall rebid the Baywalk improvements since additional work has been done to date. Shake a Leg will fund any matching funds required after taking into account any in kind or cash funding provided to date. The overgrown Mangroves will be trimmed. G) MURAL AND THE TROPICAL GARDEN: The goal is to create an attractive visual along the perimeter of the Bayshore Drive side of the property that will also provide security. We are creating a community mural project and tropical garden. H) THE ISLANDS: There are 5 spoil islands (A to E) located just offshore between Kennedy Park to Peacock Park. Shake A Leg Miami, in conjunction with the City of Miami organized an environmental restoration of the islands. Islands B & C are located just off the Shake A Leg Miami Community Water Sports Center and they are managed by Shake a Leg Miami. Island C is the base for environmental and adventure -based programming. Facilities include: a dock, nature trails, a village with community tent, Checkee Hut 2 story shelter, science lab, beach, a snorkel park, and Coconut Farm. 8 Olivera, Rosemary From: Alfonsin, Gabriela Sent: Monday, December 16, 2024 9:22 AM To: Hannon, Todd; Olivera, Rosemary; Ewan, Nicole Subject: Shake a Leg Miami - SALM RLA Attachments: SALM_RLA 2024 Fully Executed.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, Gabriela Alfonsin, MPA Lease Manager Department of Real Estate and Asset Management (DREAM) 444 SW 2' Avenue, 3rd Floor, Miami, FL 33130 Tel: 305-416-1461 1