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Home My WebLink AboutExhibit BCITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM TO: Arthur Noriega V DATE: 10/09/2025 City Manager Signed by: FROM: Marie "Maggie" Gouin Director Office of Management es, tsuaget6c5495.. BACKGROUND SUBJECT: Mayor's Discretionary Allocation of $1,000,000.00 to Lotus Endowment Fund, Inc. Lotus Endowment Fund, Inc., a Florida Not For Profit Corporation ("Lotus Endowment"), is a not -for -profit supporting foundation for The Sundari Foundation, Inc., DBA Lotus House ("Lotus House"), and its initiatives, including the Children's Village at Lotus House Village; an expansion of the Lotus House Women's Shelter, an organization located in District 5, whose mission is "to improve the lives of women, youth, and children experiencing homelessness by providing sanctuary, support, education, tools, and resources that empower them to improve the quality of their lives on every level, achieve greater self- sufficiency, and build safe, secure lives. (Sunbiz.org, attached as Exhibit "A"). The Children's Village is a project of Lotus House, a state of the art, comprehensive 71,000+ square foot, 5-story homeless shelter facility based in Overtown providing wrap around supportive services, including much needed children's playground, space for an expansion of Lotus House's therapeutic children's services, while offering an array of new and diverse educational programming for children and youth through collaboration with other non-profit organizations, ready access to legal, health and social services from community based providers, vocational training with pathways to financial success, and shared spaces for community gatherings and events with mission aligned collaborating non -profits ("Project") As fiscal sponsor of Lotus House, the Lotus Endowment borrowed Eighteen Million and 00/100 Dollars ("$18,000,000.00) from the Frederick A. DeLuca Foundation ("DeLuca Foundation") for the construction of the Children's Village. Further, the DeLuca Foundation had agreed to provide the Lotus Endowment a 2 to 1 debt forgiveness (up to Six Million and 00/100 Dollars ($6,000,000.00)) for new donations received by the Lotus Endowment; and The organization submitted a request for support, attached and incorporated as (attached as Exhibit "B"), requesting One Million and 00/100 Dollars ($1,000,000.00) toward its Twenty -Five Million and 00/100 Dollar ($25,000,000.00) capital campaign to fund the Children's Village at Lotus Village project. The funds will be used for the debt forgiveness match toward the loan from the Deluca Foundation, for the construction of Children's Village. RECOMMENDATION The Mayor has reviewed the proposal attached and wishes to provide grant funds from the Mayor's Discretionary funds in an amount not to exceed One Millon and 00/100 Dollars ($1,000,000.00) on a lump sum basis to the Lotus Endowment Fund, Inc. In light of the above stated, approval of a waiver of the formal requirements of competitive sealed bidding methods as not being practicable or advantageous to the City as set forth in the City Code of Ordinances, as amended, specifically Section 18-85 (A), and the affirmation of these written findings and the forwarding of the same to the City Commission for ratification by a fourth -fifths vote is respectfully requested. x APPROVED / DISAPPROVED p—DocuSigned by: grguAr Nolnc e, `-850CF6C372DD42A... Arthur Noriega v City Manager October 12, 2025 1 09:50:38 EDT Mayor's Discretionary Finding & Recommendation Memo — Lotus Endowment Fund, Inc EXHIBIT A DIVISION OF CORPORATIONS Jr /i toi, ftij.org � 1 J PsP (Dr) A' rr i J! rrn ufflriai :ilia? of Rondo ivvbsiie Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Florida Not For Profit Corporation LOTUS ENDOWMENT FUND, INC. Filing Information Document Number N07000012178 FEI/EIN Number 92-0233563 Date Filed 12/20/2007 State FL Status ACTIVE Principal Address 217 NW 15 Street Miami, FL 33136 Changed: 01/28/2021 Mailing Address 3921 Alton Rd. Suite 470 Miami Beach, FL 33140 Changed: 01/27/2016 Registered Agent Name & Address Grimm, Carly ESQUIRE 217 NW 15 Street Miami, FL 33136 Name Changed: 01/24/2023 Address Changed: 01/31/2018 Officer/Director Detail Name & Address Title Director VILLANO, KATHRYN 2453 Inagua Ave MIAMI, FL 33133 Title President Collins, Constance 217 NW 15 Street Miami, FL 33136 Title Director MARGUILES, MARTIN 445 GRAND BAY DRIVE, PH1B KEY BISCAYNE, FL 33149 Title Director Whitman, Angela 10225 Collins Avenue, #1102 Bal Harbour, FL 33151 Title VP Sumberg, John C. 1450 Brickell Ave 23rd Floor Miami, FL 33131 Title Secretary Lotspeich , Julie 3921 Alton Rd. Suite 470 Miami Beach, FL 33140 Title DIRECTOR Broad, Anita 3921 Alton Rd., , Suite 470 MIAMI, FL 33140 Title DIRECTOR CENTNER, LEILA 3921 Alton Road #465 Miami Beach, FL 33140 Title Director Avino, Javier 1450 Brickell Avenue 2300 Miami, FL 33131 Title Director Bundchen, Gisele 8850 Emerson Avenue Surfside, FL 33154 Title Director Cassel, Seth 4450 N Jefferson Avenue Miami Beach, FL 33140 Title Director Berkowitz, Sara 8021 Old Cutler Road Coral Gables, FL 33143 Title Director Margulies, Joseph 7901 Hispanola Avenue 1212 Miami Beach, FL 33141 Annual Reports Report Year Filed Date 2023 01/24/2023 2024 02/05/2024 2025 01/24/2025 Document Images 01 /24/2025 -- ANNUAL REPORT 02/05/2024 -- ANNUAL REPORT 01 /24/2023 -- ANNUAL REPORT 03/07/2022 -- ANNUAL REPORT 01/28/2021 --ANNUAL REPORT 01 /31 /2020 -- ANNUAL REPORT 01 /23/2019 -- ANNUAL REPORT 01 /31 /2018 -- ANNUAL REPORT 01 /11 /2017 -- ANNUAL REPORT 01 /27/2016 -- ANNUAL REPORT 01 /08/2015 -- ANNUAL REPORT 01 /12/2014 -- ANNUAL REPORT 01 /17/2013 -- ANNUAL REPORT 01 /10/2012 -- ANNUAL REPORT 03/23/2011 -- ANNUAL REPORT 02/23/2010 -- ANNUAL REPORT 02/07/2009 -- ANNUAL REPORT View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format 02/07/2008 -- ANNUAL REPORT View image in PDF format 12/20/2007 -- Domestic Non -Profit View image in PDF format Florida Department of State, Division of Corporations DIVISION OF CORPORATIONS Jr/i ioi, ftij.org � 1 J PsP (Dr) A' rr i J! rrn ufflriai :ilia? of Rondo ivvbsiie Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Florida Not For Profit Corporation THE SUNDARI FOUNDATION, INC. Filing Information Document Number N04000006470 FEI/EIN Number 81-0652266 Date Filed 06/30/2004 State FL Status ACTIVE Principal Address 217 NW 15 Street Miami, FL 33136 Changed: 01/31/2018 Mailing Address 529 W 41 ST STREET #468 Miami Beach, FL 33140 Changed: 05/22/2025 Registered Agent Name & Address COLLINS, CONSTANCE, ESQ 217 NW 15 Street Miami, FL 33136 Name Changed: 02/20/2013 Address Changed: 01/31/2018 Officer/Director Detail Name & Address Title PRESIDENT, DIRECTOR Collins, Constance A 217 NW 15 Street Miami, FL 33136 Title TREASURER, DIRECTOR ABREU, KIM 5725 SW 130th St Pinecrest, FL 33156 Title DIRECTOR LOTSPEICH, JULIE 1311 CAPRI STREET CORAL GABLES, FL 33134 Title DIRECTOR WRIGHT, ANTONIA 1030 14TH STREET MIAMI BEACH, FL 33139 Title DIRECTOR MARGULIES, MARTIN 445 GRAND BAY DRIVE, #PH1B KEY BISCAYNE, FL 33149 Title DIRECTOR SUMBERG, JOHN, Esq. C/O BILZIN SUMBERG BAENA PRICE & AXELROD, LLP 1450 BRICKELLAVENUE 23RD FLOOR MIAMI, FL 33131 Title DIRECTOR MLADENOVIC, MIROSLAV "MISHA" 5815 SW 68TH STREET MIAMI, FL 33143 Title DIRECTOR SCHWARTZ, TADD 1101 BRICKELLAVE, NORTH TOWER, STE 1402 MIAMI, FL 33131 Title DIRECTOR TAMIS, MARK 4251 Irving Avenue, Townhouse #302 Dallas, TX 75219 Title DIRECTOR MILLARES, MARIA 500 S. DIXIE HIGHWAY, STE 201 CORAL GABLES, FL 33146 Title DIRECTOR Cassel, Seth 25 SE 2ND AVE MIAMI, FL 33131 Title DIRECTOR ROBINSON, DWAYNE 2525 Ponce de Leon Blvd, 9th Floor MIAMI, FL 33134 Title DIRECTOR FURST, RACHEL 570 NE 57th Street MIAMI, FL 33137 Title DIRECTOR ZIENTZ HECKLER, TIFFANY 801 Arthur Godfrey Rd #401 MIAMI BEACH, FL 33140 Title DIRECTOR ORETSKY, SHEILA 100 SE 2nd, St # 3500 MIAMI, FL 33131 Title DIRECTOR GREER, EVELYN 5900 Southwest 97th St. Ste 1000 MIAMI, FL 33156 Title DIRECTOR DEVERA, GISELLE 176 NE 46th Street MIAMI, FL 33137 Title DIRECTOR, SECRETARY COUSINS, ANASTASIA 20432 NE 7th Place MIAMI, FL 33179 Title DIRECTOR RICH, NENA 9324 Kerwood Court CORAL GABLES, FL 33156 Title DIRECTOR FOURIE, Tamu 6855 Red Road Suite 500 Coral Gables, FL 33143 Title DIRECTOR, VP McCoy, Adriene 3027 SW 163 Ave Miramar, FL 33027 Title DIRECTOR MOORE, Nat 20041 East Oakmont Drive Hialeah, FL 33015 Title Director GRIMES, JULIE 1717 N Bayshore Drive Unit 4134 Miami, FL 33132 Title Director Scharnitz, Mark 1040 Biscayne Blvd Unit 2003 Miami, FL 33132 Title Director Kolbjornsen, Christina 1 Telemundo Way Miami, FL 33182 Title Director Real, Cristina 4691 SW 71stAvenue Miami, FL 33155 Title Director Jaffery, Zafreen 3099 NW 44th St Miami, FL 33142 Title Director Ritzcovan, Dana 3461 NE 170th Street Miami, FL 33160 Title Director Slavens, Tracy 3800 NE 1st Ave Ste 200 Miami, FL 33137 Title Executive Director Dell'Oca, Isabella 217 NW 15 Street Miami, FL 33136 Title Director Ross, Stephen 7103 Mira Flores Ave Coral Gables, FL 33143 Title Director Van der Ven, Tina 1430 S. Dixie Highway Suite 105 #118 Coral Gables, FL 33146 Title Director Bhasin, Rachna 2421 Lake Pancoast Dr 5B Miami Beach, FL 33140 Title CFO Gonzalez, Beatrice 217 NW 15 Street Miami, FL 33136 Annual Reports Report Year Filed Date 2023 01/27/2023 2024 01/22/2024 2025 02/05/2025 Document Images 02/05/2025 -- ANNUAL REPORT 01 /22/2024 -- ANNUAL REPORT 01 /27/2023 -- ANNUAL REPORT 02/02/2022 -- ANNUAL REPORT 01/08/2021 --ANNUAL REPORT 02/21/2020 -- AMENDED ANNUAL REPORT 02/05/2020 -- ANNUAL REPORT 01 /23/2019 -- ANNUAL REPORT 01 /31 /2018 -- ANNUAL REPORT 01 /11 /2017 -- ANNUAL REPORT 02/04/2016 -- ANNUAL REPORT 02/16/2015 -- ANNUAL REPORT 02/05/2014 -- ANNUAL REPORT 02/20/2013 -- ANNUAL REPORT 01 /18/2012 -- ANNUAL REPORT 02/16/2011 -- ANNUAL REPORT 02/02/2010 -- ANNUAL REPORT 02/07/2009 -- ANNUAL REPORT 02/07/2008 -- ANNUAL REPORT 01 /25/2007 -- ANNUAL REPORT 06/04/2006 -- ANNUAL REPORT 09/12/2005 -- ANNUAL REPORT 06/30/2004 -- Domestic Non -Profit View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format Florida Department of State, Division of Corporations DIVISION OF CORPORATIONS .00,0A.org [ 1 `J i � r-) D v Ti D! 4000000108.7.00/1 all official :ilia? of Fiiuido ivvbsiie Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Florida Limited Liability Company LOTUS VILLAGE II, LLC Filing Information Document Number L21000440806 FEI/EIN Number 87-3360475 Date Filed 10/01/2021 State FL Status ACTIVE Principal Address 217 NW 15th Street Miami, FL 33136 Changed: 04/26/2022 Mailing Address 3921 Alton Road, #470 Miami Beach, FL 33140 Changed: 04/26/2022 Registered Agent Name & Address Collins, Constance, President 217 NW 15th Street Miami, FL 33136 Name Changed: 07/31/2023 Address Changed: 04/26/2022 Authorized Person(s) Detail Name & Address Title Managing Member Lotus Endowment Fund, Inc. 3921 Alton Road, #470 Miami Beach, FL 33140 Title Authorized Member Lotus Supporting Foundation, Inc. 3921 Alton Road, #170 Miami Beach, FL 33140 Annual Reports Report Year Filed Date 2023 01/24/2023 2024 01 /31 /2024 2025 01/24/2025 Document Images 01 /24/2025 -- ANNUAL REPORT 01 /31/2024 -- ANNUAL REPORT 07/31/2023 -- AMENDED ANNUAL REPORT 01 /24/2023 -- ANNUAL REPORT 04/26/2022 -- ANNUAL REPORT 10/01/2021 -- Florida Limited Liability View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format Florida Department of State, Division of Corporations Mayor's Discretionary Finding & Recommendation Memo — Lotus Endowment Fund, Inc EXHIBIT B Chid ren's Vi lase at Lotus Village A development of Lotus Village II. LLC Sponsored by Lotus Endowment Fund, Inc. September 29, 2025 Via Email Mayor Francis Suarez Chief of Staff Carlos Suarez Mr. Gabriel Brito, OMB Re: The Children's Village at Lotus Village Proposal Dear Mayor Suarez, Mr. Suarez and Mr. Brito, A project of e7747 where hope blossoms the sundari foundation, inc. Thank you for inquiring about ways to help the Children's Village at Lotus Village, a state of the art, innovative new children's education and resource center expanding the work of the Lotus House Women's Shelter (Lotus House) in Overtown, Miami and surrounding neighborhoods. We are requesting $1 Million toward the $25 Million capital campaign of Lotus Endowment Fund, Inc., the 501c3 charity that serves as a supporting foundation for Lotus House and its initiatives, including the Children's Village at Lotus Village. The City of Miami's support would be both deeply impactful and truly transformational to our efforts, helping to establish an unprecedented new national model for investing in and strengthening children and families, at the same time we are ending and preventing homelessness. The Children's Village is a project of Lotus House, a state of the art, comprehensive homeless shelter based in Overtown with wrap around supportive services that has served over 13,500 women, children and families since inception. From the humblest of beginnings, Lotus House is now the largest women's homeless shelter in the nation known for its children first principles, publishes and presents nationally and internationally on its ground breaking, evidence -based therapeutic interventions and best practices for serving homeless children and youth, and has received countless awards for its holistic innovative national model for ending homelessness. Over 400 newborns will someday call Lotus House their first home and counting! The Children's Village will both complement and expand the life changing wrap -around supports and services provided to women, youth and children sheltered by Lotus House. This high profile new flagship project is a beautiful, trauma informed, 71,000+ square foot, 5-story facility including a much needed children's playground, space for an expansion of Lotus House's therapeutic children's services, an array of new and diverse educational programming for children and youth offered by collaborating non-profit organizations, ready access to legal, health and social services from community based providers, vocational training with pathways to financial success, and shared spaces for community gatherings and events with mission aligned, collaborating non -profits. The facilities will also add much needed space for the Lotus House operations support team and a second 217 NW 15th Street, Overtown Miami, FL 33136 1 305.613.1573 donations receiving site, including a dry pantry to stock the shelves of women and children moving from Lotus House and a clothing closet to address the needs of all ages. Lotus House distributed over 70,000 Ibs of groceries and supplies to its Overtown neighborhood during the pandemic and our work in support of the community continues monthly with grocery and supply give -a -ways, school backpacks and holiday toys. The Children's Village is unique in that it will serve as "home" to 13 other long standing nonprofits in our community, utilizing an innovative, new collective impact model in which Lotus House and the other nonprofits located in the village will work together to provide programming and supportive services to upwards of 500 children at a time, touching the lives of more than 2,500+ children, youth, families and community members annually. The first of its kind and a national model for investing in children, the Children's Village at Lotus Village offers a multi -faceted, comprehensive child and youth centered neighborhood education and resource center that embodies the centuries old wisdom — it takes a village to raise a child. With wrap -around education, therapeutic and community supports to uplift and strengthen children and families, the Children's Village is truly a village for our children and families, providing pathways to prosperity and helping to end and prevent homelessness in our community. Lotus Endowment is the fiscal sponsor for the Children's Village. Its subsidiary, Lotus Village II, LLC, owns the Children's Village and leases it under a 35-year renewing lease to Sundari Foundation, Inc., dba Lotus House, a 501c3 nonprofit charity dedicated to ending and preventing homelessness. Lotus House in turn has licensed spaces for the other 13 nonprofit community based organizations working in concert together for children and families that will be served by this innovative new model (for $1/year plus each nonprofit's share of the operating expenses). This total project cost is $32+ Million, funded in part with Federal new market tax credit financing, a loan obtained by Lotus Endowment Fund from the Frederick A DeLuca Foundation to acquire and build the Children's Village, and the capital campaign. As fiscal sponsor, Lotus Endowment borrowed $18 Million from the Frederick A. Deluca Foundation for the Children's Village. The DeLuca Foundation has recently generously agreed to provide a 2 to 1 debt forgiveness (up to $6 Million total) for new donations made and collected. A grant from the City of Miami of $1 Million donated towards the Children's Village capital campaign will help us achieve a $3 Million debt reduction! An excerpt from the loan agreement is attached. We invite you, the City of Miami, to become official founders of the Children's Village at Lotus Village by making this important contribution to the project. Please note, we would be thrilled to include a special plaque recognizing the City of Miami, our Mayor and Commissioners on the main donor wall of the Children's Village. Thank you for your consideration and steadfast support of the important work of Lotus House. Please let me know if you have any questions or would like additional information regarding the naming opportunities and more. With'� deepestanCe sgratitude,nn / Constance Collins, President, Lotus Endowment Fund, Inc. constance@lotusendowment.org. 305.613.1573 Attachment A Children's Village Photos „do ono moo 111 11111 111.111NINK-ii szcom"mmuniall goo I P - - mom yulommmi°__ w2m-11"--- ilig iiiii4iiiiiii 10-7.' 01 11,:i .1g IIIL41 III IIII INN ii ...minim '=:__111111111111 ___ 111111 71111 va d-41 1.2% C -••..rnm111EIiL4i I �F= Attachment B Children's Village Providers The Children's Village Nonprofit Service Providers Expanding upon its award -winning national model in comprehensive homeless services facilities and evidence -based, holistic programming, the Lotus House Women's Shelter (Lotus House) has developed a new innovative neighborhood children's resource center, the Children's Village at Lotus Village. Located in the heart of Overtown, the historic African American district of Miami, the Children's Village will offer enriched educational and therapeutic supports, diverse programming in science, technology, literacy and creative arts, greater access to health, legal, and social services, and a wide range of community resources for the sheltered children of Lotus House and the children and families of Overtown and surrounding neighborhoods. Creating a platform for unprecedented collaboration, Lotus House has invited other Overtown-based nonprofits and community organizations to co -locate in the Children's Village to elevate their collective impact to heal and uplift children, youth, and families in need. The service providers coming together each have a long history of providing resources to Lotus House and the Overtown community. A brief description of each organization is below. Lotus House Lotus House works to improve the lives of women, youth, and children experiencing or at risk of homelessness by providing sanctuary, support, education, and resources that empower them to improve the quality of their lives on every level, achieve greater self-sufficiency, and build safe, secure lives. In addition to operating and managing the Children's Village facility, Lotus House will operate a donations receiving center, an expanded retail training and job readiness program, and offer greatly expanded evidence -based therapeutic services through the Lotus House Center for the Advancement of Children and Families. Overtown Children And Youth Coalition (OCYC) The OCYC serves as a catalyst to convene, network, leverage, scale and impact a critical mass of children and youth who benefit from and contribute to the continued growth and redevelopment of the Overtown area in positive and meaningful ways. The coalition includes a collective group of organizations and individuals whose services, programs, products and support solutions help improve the overall well-being and continuous development of children and youth. The OCYC does not provide direct service but through its different partners, the OCYC works with children and youth ages 0-24 benefiting children and youth across the Overtown community. The OCYC will have a beautiful new office space within the Children's Village. Easterseals South Florida Easterseals South Florida delivers comprehensive early childhood care, case management, and education services to pregnant women, infants, toddlers, and preschool -aged children. Easterseals programs provide high -quality academic and enrichment programming to children and youth with and without disabilities, focusing on the social, physical and emotional development of children, ensuring that children are school -ready. In the Children's Village, Easterseals will operate a preschool serving up to 80 students, ages 3-5. Arts for Learning (A4L) A4L is a non-profit organization dedicated to advancing teaching and learning through the arts and community cultural resources. As a leading source of arts integrated programs in Miami, A4L connects the arts to other subjects to support academic achievement and child development. A4L's comprehensive services include teacher and artist professional development, arts -integrated instruction, student studio programs, community art programs, student internships, and mentoring. In the Children's Village, A4L will advance teaching and learning through the arts while helping students develop life and communication skills, build self-esteem, improve literacy and problem solving skills, and encourage students to become self -directed learners. Care 4 U Care 4 U Community Health Center, Inc. (C4UCHC) is a Florida -based nonprofit 501(c)3 organization, founded in 2013 with the mission of addressing the unmet health and social needs of individuals and families affected by HIV/AIDS. C4UCHC has grown significantly since its founding and today operates multiple locations, offering comprehensive healthcare services. In the Children's Village, Care 4 U will provide basic healthcare screenings. Children's Bereavement Center The Children's Bereavement Center works to empower children, young adults, and their families to adjust to life after loss and to promote healthful grief, healing and growth. In the Children's Village, the Children's Bereavement Center will help restore a sense of hope for the future to children and families who have lost a loved one, such as a parent, sibling, grandparent, relative, or friend, and nurture a network of community and peer support. Girl Power Rocks Girl Power Rocks empowers girls and their families to succeed in order to protect, restore and preserve the family unit. In the Children's Village, Girl Power will provide a Girls Rock After School Program for elementary school students from grades 3rd-5th (8-11 years old). This program will include facilitating homework assistance, literacy activities, STEM, social/emotional learning, and extracurricular activities. Legal Services of Greater Miami Legal Services of Greater Miami's (Legal Services) mission is to achieve equal justice for its clients and empower the low-income residents of Miami -Dade and Monroe counties to eradicate barriers to economic and social stability created by poverty and injustice. In the Children's Village, Legal Services will provide assistance to individuals of all ages in resolving a variety of legal issues, including access to public benefits and health care coverage, prevention of wrongful evictions, replacement of lost identity documents, consumer rights challenges, and emergency legal needs. Mindful Kids Miami Mindful Kids Miami brings the benefits of mindfulness to children from pre-K through the 12th grade in Miami -Dade County and to the community that cares for them. In the Children's Village, Mindful Kids Miami will offer training to adults who support children from birth through 18. This training provides caregivers, educators, and parents with direct experience and understanding of the benefits of mindfulness. A second level of training will allow adults to effectively share mindfulness practices in age appropriate ways with the children they serve, which can help to reduce stress and anxiety, develop attention and focus, promote emotional regulation and impulse control, teach empathy and compassion, and create a sense of well-being. Nana's Restart Nana's Restart is a grassroots, Overtown-based organization that works to heal, uplift, and connect our community through acts of kindness and love, treating everyone with compassion, joy and dignity, increasing access to resources, empowering them with knowledge and wisdom, and making a difference in people's lives. Nana's Restart serves individuals and families, with a special focus on children 0-18 years of age, providing social, recreational, educational, and cultural activities such as back -to -school activities, an annual Thanksgiving Feast, and holiday toy giveaways. Overtown Optimist Club The Overtown Optimist Club works to increase student and family access to affordable, high quality youth development programming, utilizing a strength -based case management model to build character, social emotional development, self-determination, and leadership abilities. The organization cultivates student leaders by empowering them in the areas of art, academics and athletics. In the Children's Village, the Overtown Optimist Club will coordinate year-round youth sports activities including baseball, basketball, football, cheer, and dance; provide academic services, such as homework assistance and after school tutoring; and organize field trips and college tours. The Alliance for LGBTQ Youth The Alliance for Lesbian, Gay, Bisexual, Transgender, Queer and Questioning Youth provides mental health and care coordination services and leadership development that centers the lives and experiences of LGBTQ youth in South Florida. In the Children's Village, the Alliance will provide care coordination, counseling, family support, prevention education and community training on LGBTQ competency, and emergency support for LGBTQ youth and families, serving children and youth between the ages of 10-24 years old, with a focus on adolescent youth. United Way Miami United Way Miami envisions a thriving and equitable community where all people have access to quality education and the opportunity to lead healthy and financially secure lives. In the Children's Village, the United Way's Center for Financial Stability (CFS) will provide financial management education sessions and one-on-one coaching for the clients of the Children's Village. These coaching sessions will be based on the specific needs of the clients and may include budgeting, benefits enrollment, debt reduction, and free tax preparation. Through the services of the CFS, clients will also be connected to Mission United, a veteran's focused initiative and UpSkill Miami, an upskilling and reskilling initiative. Urgent, Inc. / Urgent Academy Urgent Inc. envisions a future where all children and youth have the social, economic, and educational resources to thrive. As a creative youth development organization, Urgent, Inc. aims to build a comprehensive cross -disciplinary visual and media arts education pipeline where youth can explore, experience, and excel in learning to use various creative technologies. In the Children's Village, Urgent, Inc. will operate Urgent Academy, a middle school for youth in grades 6-8th (11-14 years old), with a focus on engaging youth in creative practices, processes, and forms that support self-discovery, youth voice, self-expression, and life skills development while offering early entrepreneurial experiences. Attachment C Debt Forgiveness Language from Lotus Endowment Loan 2. Addition of New Section 1.3.7. A new Section 1.3.7 is hereby added to the Loan Agreement with the following text: 1.3.7 Loan Forgiveness. Notwithstanding anything to the contrary herein or in any of the Loan Documents, during the period between April 1, 2025 and the Maturity Date, for each One Dollar ($1.00) donated to the Capital Campaign and received by Borrower, the Lender shall reduce the principal balance of the Loan by Two Dollars ($2.00), which amount shall be forgiven by the Lender (such loan forgiveness collectively, the "Loan Forgiveness"), provided, that the aggregate amount of Loan Forgiveness shall not exceed a maximum amount of Six Million Dollars ($6,000,000.00). Borrower shall be forever and unconditionally released from all obligations and liabilities for repayment of any Loan Forgiveness amounts applied by Lender pursuant to this Section 1.3.7. Loan Forgiveness amounts shall be calculated on the basis of Project Pledge amounts received by Borrower and certified by Borrower to the Lender in DB1/ 159347121.2 iign Envelope ID: 9FC96702-1AC4-4BDE-ADC1-011E56557489 its quarterly reports to be delivered pursuant to Section 5.2.1(a) hereof, and shall be applied to the principal balance of the Loan effective as of the date on which such quarterly report is delivered. For illustrative purposes, if Borrower's Capital Campaign receives $3,000,000 in donated funds, during this period, Lender shall reduce the outstanding principal balance of the Loan by $6,000.000. Docusign Envelope ID: 9FC96702-1AC4-4BDE-ADC1-011 E56557489 AMENDMENT NO. 1 TO LOAN AGREEMENT THIS AMENDMENT NO. 1 TO LOAN AGREEMENT (this "Amendment") is made and entered into as of July 11, 2025, by and among THE FREDERICK A. DELUCA FOUNDATION, a Florida not -for -profit corporation, with offices at 22 NE 22nd Avenue, Pompano Beach, Florida 33062 (the "Lender") and LOTUS ENDOWMENT FUND, INC., a Florida not -for -profit corporation, with a mailing address of 3921 Alton Road, #470, Miami Beach, Florida 33140 (the `Borrower"). RECITALS WHEREAS, on November 30, 2022, the Borrower and Lender entered into that certain Loan Agreement (the "Loan Agreement') with respect to a loan in the principal amount of Eighteen Million Dollars ($18,000,000.00) (the "Loan"); and WHEREAS, Borrower and Lender desire to amend the Loan Agreement to restructure the terms of interest and principal repayment and related matters, as set forth in detail below. NOW, THEREFORE, in consideration of the foregoing recitals, the promises and covenants set forth herein and for other good and valuable consideration, the adequacy and receipt of which is hereby acknowledged, the Borrower and the Lender hereby agree as follows: 1. Amendment to Section 1.3.3(b). Section 1.3.3(b) of the Loan Agreement is hereby deleted and replaced in its entirety with the following text: From and after the date on which the Certificate of Occupancy is issued, Borrower shall make quarterly payments of accrued and outstanding interest on the Loan on March 31, June 30, September 30, and December 31 of each year until all interest and principal amounts of the Loan are repaid in full. 2. Addition of New Section 1.3.7. A new Section 1.3.7 is hereby added to the Loan Agreement with the following text: 1.3.7 Loan Forgiveness. Notwithstanding anything to the contrary herein or in any of the Loan Documents, during the period between April 1, 2025 and the Maturity Date, for each One Dollar ($1.00) donated to the Capital Campaign and received by Borrower, the Lender shall reduce the principal balance of the Loan by Two Dollars ($2.00), which amount shall be forgiven by the Lender (such loan forgiveness collectively, the "Loan Forgiveness"), provided, that the aggregate amount of Loan Forgiveness shall not exceed a maximum amount of Six Million Dollars ($6,000,000.00). Borrower shall be forever and unconditionally released from all obligations and liabilities for repayment of any Loan Forgiveness amounts applied by Lender pursuant to this Section 1.3.7. Loan Forgiveness amounts shall be calculated on the basis of Project Pledge amounts received by Borrower and certified by Borrower to the Lender in DB1/ 159347121.2 Docusign Envelope ID: 9FC96702-1AC4-4BDE-ADC1-011 E56557489 its quarterly reports to be delivered pursuant to Section 5.2.1(a) hereof, and shall be applied to the principal balance of the Loan effective as of the date on which such quarterly report is delivered. For illustrative purposes, if Borrower's Capital Campaign receives $3, 000, 000 in donated funds, during this period, Lender shall reduce the outstanding principal balance of the Loan by $6,000.000. 3. Defined Terms. Capitalized terms used but not otherwise defined in this Amendment will have the meanings ascribed to them in the Loan Agreement. 4. Ratification. Except as expressly modified by this Amendment, all of the terms, provisions and conditions of the Loan Agreement are hereby ratified and confirmed and shall remain in full force and effect. The term "Loan Agreement" as used in the Loan Agreement, shall henceforth be deemed to be a reference to the Loan Agreement as amended by this Amendment. 5. Counterparts. This Amendment may be executed in counterparts, each of which shall be deemed to be an original, but all of which shall be one and the same document. 6. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida applicable to agreements made and to be performed entirely within the State. [Signature page follows] DB1/ 159347121.2 Docusign Envelope ID: 9FC96702-1AC4-4BDE-ADC1-011 E56557489 IN WITNESS WHEREOF, and intending to be legally bound hereby, the parties hereto have caused this Amendment to be duly executed as of the date and year first above written. LENDER: THE FREDERICK A. DELUCA FOUNDATION By: Signed by: 9628F76819D24F4... Name: Kevin Byrne Title: Chief Executive Officer BORROWER: LOTUS ENDOWMENT FUND, INC. Signed by: By: C61A,Sfaa,a, CoWtA,S, Pvt,Si€Lu,J "-2E84188586F84D0... Name: Constance Collins Title: President, Executive Director DB1/ 159347121.2 [Amendment No. 1 to Loan Agreement] 0 docusign. Certificate Of Completion Envelope Id: 9FC96702-1AC4-4BDE-ADC1-011 E56557489 Subject: Lotus Endowment Fund Inc - Frederick A. DeLuca Foundation - Grant Amendment Source Envelope: Document Pages: 3 Signatures: 2 Certificate Pages: 4 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Status: Completed Envelope Originator: Grant Documents 22 NE 22nd Ave Pompano Beach, FL 33062 grants@delucafdn.org IP Address: 3.211.4.192 Record Tracking Status: Original 7/11/2025 1:18:32 PM Holder: Grant Documents grants@delucafdn.org Location: DocuSign Signer Events Signature Timestamp Kevin Byrne kevin@delucafdn.org CEO Frederick A. DeLuca Foundation Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign Constance Collins, President constance@lotusendowment.org Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 7/29/2025 5:08:43 AM ID:54a08e30-cf8d-4774-adb8-6f310cc7a025 Company Name: DeLuca Philanthropy ,-Signed by: 9628F76B19D24F4... Signature Adoption: Uploaded Signature Image Using IP Address: 174.176.49.71 Signed using mobile Signed by: 2E841885B6F84D0... Signature Adoption: Pre -selected Style Using IP Address: 2600:1700:27e0:1990:8481:615a:92a 1:1 fe0 Sent: 7/11/2025 1:19:40 PM Viewed: 7/14/2025 6:11:21 AM Signed: 7/14/2025 6:12:02 AM Sent: 7/14/2025 6:12:04 AM Viewed: 7/29/2025 5:08:43 AM Signed: 7/29/2025 5:21:44 AM In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp ceci@delucafdn.org ceci@delucafdn.org Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via Docusign CPIED Sent: 7/14/2025 6:12:03 AM Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 7/11/2025 1:19:40 PM Certified Delivered Security Checked 7/29/2025 5:08:43 AM Signing Complete Security Checked 7/29/2025 5:21:44 AM Completed Security Checked 7/29/2025 5:21:44 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 4/11/2021 9:43:43 AM Parties agreed to: Constance Collins, President ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, DeLuca Philanthropy (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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