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25797
AGREEMENT INFORMATION AGREEMENT NUMBER 25797 NAME/TYPE OF AGREEMENT THE BILTMORE SCHOOL, INC. DESCRIPTION USE AGREEMENT/MANUEL ARTIME PERFORMING ARTS CENTER/END OF YEAR SCHOOL SHOWCASE/MATTER ID: 25- 749 EFFECTIVE DATE ATTESTED BY TODD B. HANNON ATTESTED DATE 4/14/2025 DATE RECEIVED FROM ISSUING DEPT. 10/22/2025 NOTE DOCUSIGN AGREEMENT BY EMAIL Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF CITY OF MIAMI DOCUMENT ROUTING FORM ORIGINATING DEPARTMENT: DREAM DEPT. CONTACT PERSON: Yunior Santana EXT. 305-960-4686 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: The Bi 1 tmore School, Inc. IS THIS AGREEMENT TO BE EXPEDITED/RUSH TOTAL CONTRACT AMOUNT: $ TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT OTHER: (PLEASE SPECIFY): USER AGREEMENT ❑ YES NO FUNDING INVOLVED? OYES NO ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT PURPOSE OF ITEM (DETAILED SUMMARY): End of Year Showcase COMMISSION APPROVAL DATE: / / FILE ID: ENACTMENT NO: IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: This is a Manuel Artime Theater event which the use is consistent with the function of the facility ROUTING INFORMATION Date PLEASE PRINT AND SIGN APPROVAL BY DEPARTMENTAL DIRECTOR March 31, 2025 I 08:57:29 EDT PRINT: Andrew Frey SIGNATURE: DocuSigned by: [Anotre,-.1 Fre,/ 9AB076EOCF7E4C0... PRINT: SIGNATURE: "—DocuSigned by: FrAl,t1 b14,1t,A7 "-27395C6318214E7... SUBMITTED TO RISK MANAGEMENT March 31, 2025 I 08:59:39 EDT PRINT: GEORGE K. WYSONG III SIGNATURE:Fikj DocuSigned by at -WOG SUBMITTED TO CITY ATTORNEY 25-749 April 1, 2025 I 10:19:54 EDT Inittal PRINT: Larry Spring SIGNATURE: `-8877HE9FE DocuSigned by SpVY 89D-9-E§ APPROVAL BY ASSISTANT CITY MANAGER April 11, 2025 1 15:35:32 EDT PRINT: NATASHA COLEBROOK-WILLIAMS SIGNATURE: ,—DocuSigned by: N4Coa APPROVAL BY DEPUTY CITY MANAGER April 14, 2025 1 12:05:31 EDT PRINT: ART NORIEGA, V SIGNATURE:asocFfics72nna `-84B700975DEA4 DocuSigned by: FA,4 None . RECEIVED BY CITY MANAGER April 14, 2025 I 12:13:15 EDT SUBMITTED TO THE CITY CLERK April 14, 2025 I 22:44:02 EDT PRINT: TODD B. HANNON SIGNATURE: ,—DocuSigned by: `—E46D7560DCF145 PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF ,—DocuSigned by: ltl.A. Om*, rowly D '—ADC1AC62D8D7487... Gina Duarte Romero Principal March 28, 2025 1 12:02:24 PDT Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF USE AGREEMENT FOR EVENT SPACES MANUEL ARTIME PERFORMING ARTS CENTER THIS AGREEMENT hereinafter referred to as the "Agreement," made this , ("Effective Date") by and between the City of Miami, a municipal corporation in the State of Florida, hereinafter referred to as the "CITY," and The Biltmore School, Inc. a(n) for -profit corporation with offices located at , hereinafter referred to 1600 SW Red Road Miami, FL 33155 as the "USER." The CITY and USER may each be individually referred to as a "Party" or collectively as the "Parties." RECITALS WHEREAS, the CITY owns and is responsible for the operation and management of the Manuel Artime Performing Arts Center located at 900 SW 1st Street, Miami, Florida 33130, hereinafter referred to as the "THEATER"; and WHEREAS USER wishes to use the THEATER for the purpose of conducting a End of Year School Showcase hereinafter referred to as the "EVENT"; and NOW, THEREFORE, in consideration of the covenants and agreements hereinafter set forth, the sufficiency of which is hereby acknowledged, the CITY and USER agree as follows: 1. INCORPORATION OF RECITALS AND EXHIBITS: The Recitals are true and correct and are hereby incorporated into and made a part of this Agreement. The following exhibits are attached hereto and are hereby incorporated into and made a part of this Agreement: Exhibit A — Special Terms & Conditions Exhibit B — Fee Schedule Exhibit C — Use Area Exhibit D — Insurance Requirements Exhibit E — TULIP Insurance Exhibit F — Stage Equipment Exhibit G — Rules and Regulations for Use of City of Miami Municipal Facilities Exhibit H — Corporate Resolution or Other Proof of Authority Exhibit I — Application Exhibit J — Anti -Human Trafficking Affidavit Exhibit K — Certificate of Insurance In the event of a conflict between the provisions of this Agreement or any of its exhibits, the conflict shall be resolved in favor this Agreement then the priority order indicated above. 2. DEFINITIONS: All references to "days" shall mean calendar days unless expressly stated otherwise. 3. TERM Rev. 08292024 Page 1 of 10 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF This Agreement shall be effective from the Effective Date first written above, until the date on which all applicable fees and charges for the EVENT have been paid to CITY unless terminated earlier as provided for herein. 4. PERMITTED USE: The CITY hereby grants User a temporary, non-exclusive license to enter and occupy the USE AREA, as further described herein, solely for the purposes of presenting, rehearsing, setting up, and breaking down the EVENT during the specific times and dates as further described in Exhibit "A" ("USE PERIOD"). Unless otherwise specifically provided hereunder, USER shall be completely responsible for the production, coordination and management of the EVENT, at its sole cost and expense. USER shall not construct or erect any fixtures within the USE AREA without the Auditorium Manager's prior written approval, which may be withheld in the Auditorium Manager's sole discretion, and may be conditioned upon further restrictions or conditions as may be prescribed by the CITY. 5. USE AREA: As used in this Agreement, "USE AREA" means the portion of the THEATER required by the USER and as authorized by the CITY for the EVENT and as further described in Exhibit "C" attached hereto. The CITY shall have the right to enter and/or access the USE AREA at any time during the USE PERIOD as it deems necessary. USER shall not prohibit the CITY'S access to the USE AREA at any time. 6. CONDITION OF USE AREA: USER has inspected, or has been given the opportunity to inspect, the USE AREA, prior to execution of this Agreement, and accepts it in its present condition and agrees to maintain and return the same in its preexisting condition upon conclusion of the EVENT. After conclusion of an EVENT, the CITY will conduct an inspection of the USE AREA within ten (10) business days. Any repairs or restorative work required will be communicated to USER and may be deducted from the DEPOSIT, as defined hereafter. 7. COMPLIANCE WITH APPLICABLE LAWS, RULES, AND REGULATIONS: USER agrees to obtain all required licenses and permits and to abide by and comply with all applicable federal, state and local laws, rules, regulations, codes and ordinances during its use of the THEATER. By execution of this Agreement, USER acknowledges that it has received and fully understands the "Rules and Regulations for Use of City of Miami Municipal Facilities," which has been furnished to USER prior to the execution hereof and is attached hereto as Exhibit "G." USER hereby represents and warrants to the CITY that USER shall abide by each, and shall not permit the violation of any, rule or regulation set out therein. ANTI -HUMAN TRAFFICKING. USER confirms and certifies that it is not in violation of Section 787.06, Florida Statutes, and that it does not and shall not use "coercion" for labor or services as defined in Florida Statute, 787.06. The USER shall execute and submit to the CITY an Affidavit, of even date herewith, in compliance with F.S. 787.06(13), attached an incorporated herein as Exhibit J. If the USER fails to comply with the terms of this Section the City may suspend or terminate this Agreement, immediately without prior notice, and in no event shall the CITY be liable to USER for any additional compensation or for any consequential or incidental damages. Violation of any federal, state and local law, rule, or regulation shall be grounds for immediate termination of this Agreement by CITY and the forfeiture of all deposits due to the CITY. 8. COMPENSATION: In consideration of the use of the USE AREA, USER shall pay to the CITY, a USE FEE as further described in Exhibit "B." USER shall make payment in the manner and method proscribed in Exhibit "B." Except as otherwise specifically provided herein, USER shall be responsible for all costs involved in the presentation of the EVENT, including without limitation: all Broadcast Music, Inc. (`BMI") and American Society of Composers, Authors and Publishers ("ASCAP") license fees, all staffmg and all charges for police, Rev. 08292024 Page 2 of 10 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF fire rescue and inspector and/or assembly permit, security, building electrical and plumbing permits, insurance, all utilities, supplies, equipment rental, ticket surcharge, all applicable taxes, including State of Florida Sales Tax and other services, except those which are furnished by the CITY and are included in the USE FEE. 9. TERMS OF PAYMENT: All payments from USER to the CITY shall be by cashier's or certified check drawn from a local bank, or credit card acceptable to the CITY. No payments shall be made in the form of cash. USER must pay to CITY the USE FEE, excluding fees or charges that are incurred during the EVENT, no later than the dates and times indicated in Exhibit "B." Failure to timely pay said USE FEE may result in the immediate termination of this Agreement and the forfeiture of all deposits due to the CITY, in the CITY' S sole discretion. 10. DEPOSIT: Concurrent with the Effective Date of the Agreement, and as a condition to its effectiveness, USER shall pay to CITY a deposit in the amount proscribed in Exhibit `B," ("DEPOSIT") to be held by CITY throughout the Term of this Agreement. The DEPOSIT shall secure USER'S performance under this Agreement and full payments of the fees and charges due hereunder, including, but not limited to any repairs, restoration, cleaning, staff charges, or other applicable additional charges, or to defray other reasonable expenses incurred by the CITY as a consequence of USER'S use or non-use of the THEATER. The CITY shall return the DEPOSIT, or any unexpended portion thereof, to USER upon the full satisfaction of USER'S obligations herein. The CITY may deduct the cost of any repairs necessary to restore the USE AREA to its preexisting condition, repairs or replacements of any damaged equipment or materials, or outstanding fees or charges due to the CITY from the DEPOSIT. In the event the amount necessary for repairs or replacements or to satisfy USER's obligations hereunder exceeds the DEPOSIT, then the USER agrees to pay the balance to the CITY, within five (5) business days of the CITY'S request for payment. USER understands that the CITY will seek reimbursement of any costs for repairs or restorative work for damage caused by the USER, for costs exceeding the DEPOSIT. 11. SECURITY: USER shall provide at USER'S cost, all necessary perimeter/t-shirt event security and police officers to be determined by the CITY' S Police Department and the CITY. 12. CATERING: USER, at its own cost, shall provide catering, food and beverages and the cleanup of the designated food area during the EVENT. If USER elects to provide catering, it must inform the CITY in writing as soon as possible, however, no later than sixty (60) days prior to the commencement of the USE PERIOD. The CITY, in its sole discretion, may require additional insurance coverages beyond those listed in Exhibits "D" and "E" attached hereto. USER must provide all required licensing and certificates of insurance evidencing all required insurance coverages required by the CITY no later than sixty (60) days prior to the commencement of the USE PERIOD. If USER elects to serve alcoholic beverages, USER must obtain a temporary alcohol license. USER is strictly prohibited from providing catering, food, and/or beverages without first complying with the requirements of this Section. USER must adhere to all State, County, and Municipal health codes, rules and regulations while providing catering, food, and or beverages. The CITY retains the right to hire, at USER'S cost and expense, a Concession Coordinator, whose responsibility will be to oversee and approve the coordination of all concession operators, and to report to the CITY and require immediate correction of any acts that do not conform to this Agreement, including, but not limited to, the adherence of all State, County, and Municipal health codes, rules and regulations. 13. INSURANCE: USER shall obtain and maintain in force for the USE PERIOD, General Liability Insurance on a Comprehensive General Liability Form or an equivalent policy form in the amount of coverage deemed acceptable by the City of Miami Risk Management Administrator for bodily injury and property damage liability as shown on Exhibits "D" and "E" attached hereto. The CITY shall be named "Additional Insured" on all policies. Any questions regarding Insurance should be directed to the Insurance Administrator, Risk Management Division, 444 SW 2nd Avenue 9th Floor, Rev. 08292024 Page 3 of 10 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Miami, Florida 33130, (305) 416-1604. USER shall furnish all insurance certificates required by the City of Miami Insurance Administrator, no later than sixty (60) days prior to the commencement of the USE PERIOD. USER agrees to provide upon request copies of any and all insurance policies and corresponding endorsements in connection with this Agreement within five (5) business days from the CITY'S request. USER is prohibited from using any portion of the USE AREA prior to providing a certificate of insurance demonstrating adherence to all insurance requirements herein. Failure to provide such certificate of insurance by the time provided shall be grounds for termination of this Agreement. 14. INDEMNIFICATION: USER agrees to indemnify, defend, covenant not to sue, and hold harmless forever the CITY, its officials, officers, agents and employees (collectively referred to as the "Indemnitees"), from and against all losses, costs, penalties, fines, damages, claims, expenses (including attorney's fee and costs), and liabilities (collectively referred to as "Liabilities") arising out of, resulting from, or in connection with (i) the EVENT and/or the use of the PREMISES, (ii) the performance or non-performance of this Agreement, whether it 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 the Indemnitees, or any of them , or (iii) the failure of the USER to comply with any of the provisions contained herein, or 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. USER expressly agrees to indemnify, covenant not to sue, and hold harmless the Indemnitees, or any of them, from and against all liabilities which may be asserted by a current or former employee or agent of USER, or any of its subcontractors, as provided above, for which the USER's liability to such employee or former employee would otherwise be limited to payments under state Workers' Compensation or similar laws. This indemnity provision shall survive the termination of this Agreement and shall continue in effect until the expiration of the corresponding statute of limitations or the tolling thereof. Nothing herein is intended to be construed as a waiver of the CITY'S sovereign immunity beyond the limitations set forth in Section 768.28, Florida Statutes. 15. RISK OF LOSS: The CITY assumes no responsibility whatsoever for any person or property that enters the USE AREA as a result of, or in connection with, the EVENT. In consideration of the execution of this Agreement by the CITY, the USER releases the CITY from any and all liability for any loss, injury, death, theft, damage or destruction to any persons or property which may occur in or about the USE AREA regardless of the cause, including such circumstances where it could be alleged that the CITY, or its employees, agents or contractors were negligent. USER does not agree to release the CITY for any and all liability which is determined to be caused solely due to the intentional or willful misconduct of the CITY, or their respective employees or agents. 16. CANCELLATION: All advance sums, or advance payments under this Agreement, shall be forfeited if, through the fault or action of the USER, the EVENT is cancelled before the USE PERIOD. USER may cancel the EVENT with written notice provided no later than one hundred eighty (180) days prior to the first day of the USE PERIOD. Late cancellations shall be deemed a default of this Agreement and will result in the acceleration of the Basic Use Rate, which shall become due to the CITY on the date of cancellation. The parties understand and agree that the CITY will be unable to find another user for the USE PERIOD in the event of a late cancellation and therefore, this acceleration of the Basic Use Rate shall be deemed as liquidated damages. USER shall be liable for interest on the principal of the Basic Use Rate at a rate of twelve percent (12%) per annum, or the maximum rate permissible by law if less for each day the amount remains unpaid. Notwithstanding, this acceleration of the Basic Use Rate shall not apply to cancellations due to Force Majeure. Provided the cancellation does not occur due to USER'S default or late cancellation, USER shall be entitled to a return of the DEPOSIT, or so much thereof that has not been applied to cover outstanding obligations, upon termination of the Agreement and satisfaction of USER'S remaining obligations, if any. In the event a return of the DEPOSIT is due, the CITY shall remit such DEPOSIT within sixty (60) days of the cancellation or termination of the Agreement. Rev. 08292024 Page 4 of 10 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF 17. DEFAULT: In the event the USER shall fail to comply with each and every term and condition of the Agreement or shall fail to perform any of the terms and conditions contained herein, then the CITY, at its sole option and in addition to all other rights and remedies available to it by law, upon written notice to USER may cancel and terminate this Agreement, and all payments, advances, or other compensation paid by USER pursuant to this Agreement, shall be forthwith retained by the CITY. In the event the default occurs within sixty (60) days from the first day of the USE PERIOD, the CITY may accelerate the Basic Use Rate in accordance with Section 16 above. 18. CITY'S TERMINATION RIGHTS: (a) Termination for Convenience: The CITY shall have the right to terminate this Agreement for convenience, in its sole discretion, upon a thirty (30) days written notice to USER. Additionally, the City shall be able to terminate this Agreement at any time if, in the exercise of its reasonable discretion, the CITY determines that the EVENT is not in the best interest of the CITY due to circumstances beyond the CITY'S reasonable control. (b) Termination for Cause: The CITY shall have the right to terminate this Agreement immediately upon written notice and without liability to USER upon the occurrence of an event of default. (c) Other Termination Rights: The CITY shall have the right to terminate this Agreement in the event the THEATER is sold, condemned, or damaged due to natural or other causes preventing use of the THEATER, regardless of whether CITY is able to repair or make available other spaces. 19. PROMOTIONAL USE OF MATERIALS: USER hereby grants to CITY, its licensees, designess, and assigns, a royalty free, perpetual, worldwide, non- exclusive license to use, for any reason and via any medium, any and all materials collected by the CITY before, during, or after the EVENT, materials used to advertise the EVENT, or any photographs, telecasts, filming, or other materials created before, during, or after the EVENT, whether known or hereafter devised (collectively, the "Materials"). This license includes, but is not limited to, the right to photograph, edit, reformat, manipulate, telecast, rerun, reproduce, use, syndicate, license, display, print, distribute, and otherwise exploit the Materials, or any portion thereof, in any manner or media, for the promotion of the EVENT or THEATER. USER agrees and covenants to include the following statement in all materials used to advertise and/or promote the EVENT, via any medium: The views and opinions expressed in this program are those of the event organizer(s) and the speaker(s) and do not necessarily reflect the views or positions of the City of Miami, or any of its agencies, instrumentalities, officers, officials, and/or employees. 20. AWARD OF AGREEMENT: USER represents and warrants to the CITY that it has not employed or retained any person or company employed by the CITY to solicit or secure this Agreement and that it has not offered to pay, paid, or agreed to pay any person any fee, commission, percentage, brokerage fee, or gift of any kind contingent upon or in connection with, the award of this Agreement. 21. AUDIT AND INSPECTION RIGHTS AND RECORDS RETENTION: USER agrees to provide access to the CITY or to any of its duly authorized representatives, to any books, documents, papers, and records of USER which are directly pertinent to this Agreement, for the purpose of audit, examination, excerpts, and transcripts. The CITY may, at reasonable times, and for a period of up to three (3) years following the date of final payment by the USER to the CITY under this Agreement, audit and inspect, or cause to be audited and inspected, those books, documents, papers, and records of USER which are related to this Agreement. USER agrees to maintain any and all such books, documents, papers, and records at its principal place of business for a period of three (3) years after final payment is made under this Agreement and all other pending matters are closed. USER's failure to adhere to, or refusal to comply with, this condition shall result in the immediate cancellation of this Agreement by the CITY. The audit provisions set forth in s. 18-99 through s. 18-102 of the Code of the City of Miami, Florida, as amended, are Rev. 08292024 Page 5 of 10 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF applicable to this Agreement. 22. PUBLIC RECORDS: USER understands that the public shall have access, at all reasonable times, to all documents and information pertaining 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. USER'S failure or refusal to comply with the provisions of this Section shall result in the immediate cancellation of this Agreement by the CITY. USER shall additionally comply with the provisions of Section 119.0701, Florida Statutes, entitled "Contracts; public records", as may be applicable, which statute is deemed as being incorporated by reference herein. Should USER determine to dispute any public access provision required by Florida Statutes, USER shall do so in accordance with applicable Florida law, and shall do so at its own cost and expense. Any lawsuits filed against the CITY or Indemnitees in connection with USER'S dispute to public access will fall under the USER'S indemnification obligations specified in Section 14 above. IF THE USER HAS QUESTIONS REGARING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE USER'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (305) 416-1800, VIA EMAIL AT PUBLICRECORDS(&MIAMIGOV.COM, OR REGULAR MAIL AT CITY OF MIAMI OFFICE OF THE CITY ATTORNEY, 444 SW 2ND AVENUE, 9TH FLOOR, MIAMI, FL 33130. THE USER MAY ALSO CONTACT THE RECORDS CUSTODIAN AT THE CITY OF MIAMI DEPARTMENT OF REAL ESTATE AND ASSET MANAGEMENT . 23. NONDISCRIMINATION: USER represents and warrants to the CITY that USER does not and will not engage in discriminatory practices and that there shall be no discrimination in connection with USER's performance under this Agreement on account of race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor. USER further covenants that no otherwise qualified individual shall solely by reason of race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor, be excluded from participation in, be denied services, or be subject to discrimination under any provision of this Agreement. 24. AUTHORIZED PERSONNEL: The CITY shall have authorized representatives with decision making authority, reasonably available at all reasonable times throughout the USE PERIOD for consultation with USER. 25. AUTHORITY TO EXECUTE AGREEMENT: Each party represents to the other that it has the power to enter into the Agreement and that the consent of no other person or entity is required in connection therewith, except as otherwise provided, and the Agreement constitutes a valid and binding obligation of each party in accordance with the terms hereof. 26. RELATIONSHIP OF PARTIES: This Agreement shall not be deemed or construed to create any agency relationship, partnership, or joint venture between the CITY and USER. 27. NOTICES: Notices required under the Agreement shall be deemed to be given when hand -delivered (with receipt Rev. 08292024 Page 6 of 10 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF therefore) or mailed by registered or certified mail, postage prepaid, return receipt requested. AS TO THE USER Name: Gina Duarte -Romero Title: President Address 1: 1600 S.W. Red Road Address 2: Miami, FL 33155 Email: gromero@biltmoreschool.com AS TO THE CITY: Art Noriega City Manager 444 SW 2nd Avenue, 10th Floor Miami, FL 33130 anoriega@miamigov com WITH A COPY TO: George K. Wysong III City Attorney 444 SW 2nd Avenue, 9th Floor Miami, FL 33130 gwysong@miamigov com 28. NONDELEGABILITY This Agreement is personal to the USER. The Agreement may not be transferred, sold, pledged or assigned by USER, in whole or in part, without the prior express written consent of the CITY, which may be withheld or conditioned in the CITY'S sole discretion. 29. GOVERNING LAW; VENUE; ATTORNEY'S FEES: The Agreement shall be construed according to the laws of the State of Florida and Venue shall be in Miami - Dade County. Except in cases where the CITY must bring an action to enforce the provisions of Section 14, in which case the CITY shall be able to recover its reasonable attorney's fees, each party shall bear their own respective attorney's fees. 30. CONFLICT OF INTEREST: USER is aware of the conflict of interest laws of the City of Miami (Code of the City of Miami, Florida, Chapter 2, Article V), of Miami -Dade County, Florida (Code of Miami -Dade County, Florida (Code of Miami -Dade County, Florida, Section 2-11.1) and of the State of Florida (as set forth in Florida Statutes) and agrees it will fully comply in all respects with the terms of said laws and any future amendments 31. FORCE MAEJEURE The CITY shall not be liable for any failure to perform its obligations where such failure is caused by conditions beyond its control, including, but not limited to, Acts of Nature (including fire, flood, earthquake, storm, hurricane or other natural disaster), epidemics, pandemics, war, invasion, act of foreign enemies, events in foreign countries that affect the CITY and its citizens, hostilities (whether war is declared or not), civil war, rebellion, revolution, insurrection, riots, street celebrations or protests, military or usurped power or confiscation, terrorists activities, nationalization, government sanctions or restrictions, blockage, embargo, labor dispute, strike, lockout or interruption, or the failure of services such as electricity or telephone. 32. ELECTRONIC SIGNATURES; COUNTERPARTS: 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. Any party providing an electronic signature agrees to promptly execute and deliver to the other parties an original signed Agreement upon request. 33. WAIVER: No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made express in writing. Rev. 08292024 Page 7 of 10 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF 34. WAIVER OF JURY TRIAL: EACH PARTY WAIVES ITS RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY BREACH THEREOF. THIS WAIVER SHALL APPLY TO ANY SUBSEQUENT AMENDMENTS, SUPPLEMENTS, OR MODIFICATIONS TO THIS AGREEMENT. 35. HEADINGS: Title and paragraph headings are for convenient reference and are not a part of this Agreement. 36. SEVERABILITY: Should any provision, paragraph, sentence, word or phrase contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal, or otherwise unenforceable under the laws of the State of Florida, such provision, paragraph, sentence, word or phrase shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable, then same shall be deemed severable, and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and effect. 37. ENTIRE AGREEMENT: This Agreement constitutes the sole and entire agreement between the parties hereto. No modification or amendment hereto shall be valid unless in writing and executed by property authorized representatives of the parties hereto. 38. ACKNOWLEDGEMENT: The Parties expressly acknowledge that each has read and understand each and every provision in this Agreement and have had the opportunity to seek the advice and representation of independent counsel. Furthermore, the Parties expressly acknowledge that this Agreement is entered into in good faith and was not obtained by fraud, misrepresentation, or deceit. 39. TRANSLATIONS: This document may translated from English into various other languages. However, such translation shall not alter, modify, reduce, diminish, or amplify the terms of this Agreement. If there is any conflict between the English version and any translated version, the English version of the Agreement shall prevail. 40. INTELLECTUAL PROPERTY RIGHTS: USER represents and warrants that USER is either the sole author and/or creator of all Materials and any other intellectual property to be used in the EVENT or has obtained and holds all rights necessary to hold the EVENT. USER further represents and warrants that the EVENT does not and will not infringe any copyright, patent, trademark, trade secret or other intellectual property right of any third party and that the City's right to seek indemnification from USER as provided in this Agreement and shall include any claims made against the City by a third -party for infringement of any intellectual property rights arising out of or related to the EVENT. SIGNATURE PAGE FOLLOWS Remainder of Page Intentionally Blank Rev. 08292024 Page 8 of 10 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF IN WITNESS WHEREOF, the parties hereto have individually and through their proper corporate official executed the AGREEMENT, this the day and year first written. "USER" By: ,—DocuSigned by: aA,a, Ouvwft,► awItya —ADC1AC62D8D7487. Signature Gina C Duarte -Romero Print Name President Title If Individual, please notarize: STATE OF COUNTY OF March 28, 2025 1 12:02:24 PDT Date The foregoing instrument was acknowledged before me by means of ❑ physical presence or ❑ online notarization, this day of , 20 by , who is ❑ personally known to me or ❑ has produced as identification and who did not take an oath. Notary Stamp: Signature of Notary Public Taking Acknowledgment Print Name: Serial Number (if any): Commission Expires: Rev. 08292024 Page 9 of 10 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Signed by: ATTEST: DocuSigned by: BY: E46D7560DCF1459... Todd B. Hannon, City Clerk April 14, 2025 1 22:44:02 EDT APPROVED AS TO INSURANCE REQUIREMENTS: ,-DocuSigned by: Fr'a,tA1 BY: �27-39.r6318214F7 Ann -Marie Sharpe, Director Risk Management March 31, 2025 1 08:59:39 EDT CITY OF MIAMI, a municipal corporation of the State of Florida DocuSigned by: E60-4- None , BY: 850CF6C372DD42A... Art Noriega, City Manager April 14, 2025 1 12:13:15 EDT APPROVED AS TO FORM AND CORRECTNESS: c ov�c hisa lfl BY: 88776E9FE88248B... DocuSigned by: E George K. Wysong III, City Attorney April 1, 2025 1 10:19'EDT 25-749 Rev. 08292024 Page 10 of 10 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF EXHIBIT A — SPECIAL TERMS & CONDITIONS 1. PROMOTIONAL TICKETS: USER shall provide CITY with twenty (20) promotional tickets for each EVENT film/presentation date, for purposes of promoting the THEATER. 2. MAXIMUM ATTENDANCE: USER understands that the maximum attendance at any one (1) EVENT is eight hundred fifty (850) persons and that USER shall not print more than eight hundred forty one (841) tickets per EVENT. 3. ADULT -ONLY EVENTS: Any EVENT that meets the definition of an Adult live performance as that term is defined in s. 827.11, Florida Statutes, must take affirmative steps to prevent exposing children to an adult live performance in violation of s. 827.11, Florida Statutes. All advertising and promotional material, via any medium, for the EVENT must clearly identify the EVENT as "Adult -Only — Contains Sexual Content," and USER shall ensure no person under the age of eighteen (18) years old is granted entrance to the Theater during the EVENT. USER's violation of this section shall be deemed a default under this Agreement and the CITY may immediately stop an EVENT and cancel the remaining USE PERIOD, in addition to any other remedies available at law or equity. USER shall not be entitled to a refund of any kind or return of the DEPOSIT when an EVENT is stopped or cancelled pursuant to this section. 4. USE PERIOD: USER'S license to use and occupy the USE AREA expires, and USER must restore and vacate the USE AREA, at the time and dates indicated below. Notwithstanding, should USER exceed the USE PERIOD for any reason, then an additional fee of $52.50/hour, rounded up to the nearest hour and not including any Theater Staff Charges or Additional Charges that may be incurred, shall be applied to USER's total USE FEE. If USER anticipates needing more time than permitted during the USE PERIOD, then USER must contact the Auditorium Manager as soon as possible, however, no later than twenty-four (24) hours prior to the applicable USE PERIOD. Whether USER is permitted additional time beyond the USE PERIOD is at the sole and absolute discretion of the CITY. Any equipment or materials left in the USE AREA or THEATER after the termination of the USE PERIOD shall be disposed of by the CITY at USER'S sole cost without any right of claim by the USER, or, in the CITY' S sole discretion, the equipment or materials may be stored at USER'S cost. The USE PERIOD shall consist of the periods for presenting, rehearsing, setting up, and breaking down the EVENT as indicated on the following page: Page left intentionally blank Rev. 08292024 Page A-1 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF USE PERIOD* Event Commencement Termination Rehearsal April 22, 2025 at 9:00 AM April 22, 2025 at 1:00 PM Event, Including Set Up/Dismantle April 24, 2025 at 9:00 AM April 24, 2025 at 9:00 PM *Times and dates are subject to change in the sole discretion of the City. Rev. 08292024 Page A-2 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF EXHIBIT B — FEE SCHEDULE 1. USE FEE: In consideration of the use of the USE AREA, USER shall pay to the CITY, a use fee, the specific amount of which shall be determined no later than forty-five (45) days prior to commencement of the USE PERIOD based on the unit fees included in Section 7 below ("USE FEE"). Should USER fail to provide sufficient details of the Event in order to determine the USE FEE at least forty-five (45) days prior to the commencement of the USE PERIOD then this Agreement may be terminated for cause in the CITY' S sole discretion. Any changes or adjustments to the USE FEE shall be formalized in writing and incorporated into this Agreement. The USE FEE shall include the Basic Use Rate, Theater Staff Charges, and Additional Charges, all as further described below. 2. BASIC USE RATE: The Basic Use Rate is determined by the number of rehearsals and performances based on the fees as authorized in Section 38-8 of the City of Miami Code of Ordinances, as amended ("City Code"). The Basic Use Rate includes normal janitorial service, house lights for ordinary use and air conditioning during the USE PERIOD, and use of equipment listed in the Stage Equipment List as further described in Exhibit "F" of the Agreement. 3. THEATER STAFF CHARGES: Theater Staff Charges are not included under the Basic Use Rate. Should USER require theater staff members to aide during presentation of the EVENT, then a fee of three hundred dollars ($300) for a four (4) hour EVENT, and four hundred fifty ($450) for an EVENT longer than four hours but less than eight (8) hours, per staff member shall be applied to USER's total USE FEE. For purposes of this section, an EVENT that requires staff members for two (2) or more consecutive days shall be calculated toward the total hours of the EVENT. If theater staff members are required beyond the eight (8) hours provided herein, then an additional fee of one hundred dollars per hour ($100/hour) per staff member shall be applied to USER'S total USE FEE. Should USER require theater staff members to aide in the setting up, rehearsal, or breakdown of the EVENT, one (1) theater staff member will be assigned to assist, oversee, and supervise operations in the THEATER. There will be no additional Theater Staff Charge for the first eight (8) hours, however, any additional time beyond eight (8) hours will result in an additional Theater Staff Charge of forty dollars per hour ($40/hour). For any Filming EVENT, one (1) theater staff member will be assigned to oversee and supervise operations in the THEATER at a rate of two hundred dollars for the first eight (8) hours of each Film Use Period ($200/Film Use Period). Any additional time beyond eight (8) hours will result in an additional Theater Staff Charge of forty dollars per hour ($40/hour). In addition to the above, the USER shall pay an additional Theater Staff Charge as a "during -event cleaning fee" in the amount of one hundred twenty dollars ($120). This Theater Staff Charge is for the CITY to provide sufficient staff to ensure the THEATER remains clean during the EVENT, including unforeseen incidents that require emergency cleaning. Except as specifically provided herein, USER shall be responsible for all staffing in connection with the use of the THEATER and/or film/presentation of the EVENT, including, but not limited to, ticket sellers/takers, ushers, stagehands, spotlight operators, etc. USER further agrees to use only those sound/lighting technicians that have been approved by the CITY to operate THEATER sound and/or lighting equipment. If the Auditorium Manager determines that it is in the best interest of the CITY to require additional staffing to be present for an EVENT, the USER shall be charged the fees as defined in this Section. 4. ADDITIONAL CHARGES: USER shall be responsible for the cost of all other supplies, services, or equipment not contemplated above that are required in connection with the EVENT ("Additional Charges"). Payment of Additional Charges incurred after this Agreement is executed shall be made no later than five (5) business days following the occurrence giving rise to such Additional Charge. Rev. 08292024 Page B-1 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF USER shall pay a non-refundable cleaning fee ("Cleaning Fee") of three hundred one dollars ($301) for up to four (4) hours of post -EVENT cleaning. Should additional cleaning be required beyond four (4) hours, then an Additional Charge of twenty-five dollars per hour ($25/hour) shall apply to USER'S total USE FEE. For Rehearsals, USER shall pay a Cleaning Fee of fifty dollars per rehearsal ($50/rehearsal) for post -rehearsal cleaning. 5. PAYMENT SCHEDULE: USER shall make payments in the following amounts no later than the times indicated below. Failure to make timely payment may result in the immediate termination of this Agreement and forfeiture of the DEPOSIT, as hereinafter defined. 1. The DEPOSIT, as further defined below, to be paid upon signing of this Agreement. 2. The minimum use fee, seven hundred twenty and 00/100 dollars ($720.00), acknowledged to have been paid at the time of the Reservation. If not paid at time of Reservation, then it shall be paid upon the signing of this Agreement; 3. The remainder of the USE FEE shall be paid no later than thirty (30) days prior to the commencement of the USE PERIOD. Payment of Additional Charges incurred after execution of this Agreement shall be paid in accordance with Section 4 above. 6. DEPOSIT: USER shall pay, to CITY a DEPOSIT in the amount of one hundred five dollars per day ($105.00/day) of the USE PERIOD as well as a one hundred dollar ($100.00) cleaning deposit (both to be included in the definition of "DEPOSIT"). This DEPOSIT is subject to the provisions in Paragraphs 16 and 17 of the Agreement. 7. FEE SCHEDULE: All applicable fees, except those Additional Charges unforeseen at the time of this writing, are included in the fee schedule included on the following page. Rev. 08292024 Page B-2 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF FEE SCHEDULE Ticket Sales Unit Cost For -Profit Company (4 Hours or less) $ 682.50 Non -Profit Company (4 hours or less) $ 630.00 For Profit Company (2 Hours or less) $ 420.00 Additional hour(s) $ 52.50 Rehearsal Non-event date after 5pm $ 210.00 Non-event date before 5pm $ 105.00 On event day (4 hours or less) $ 105.00 Additional Hours $ 52.50 Rehearsal No -performance $ 577.50 Rehearsal Cleaning $ 50.00 Filming Less than 4 hours $ 735.00 Less than 8 hours $ 892.50 More than 8 hours $ 1,050.00 Setup and Dismantle Less than 8 hours $ - Additional Hour(s) $ 52.50 In -House sound or light technician No tech $ 300.00 Light $ 300.00 Sound $ 300.00 Daily Event Tech1 SOUND $ 450.00 Daily Event tech2 $ 450.00 Additional Hour Tech1 $ 40.00 Additional Hour tech2 $ 40.00 Rehearsal 4 hrs or less Tech1 $ 100.00 Rehearsal 4 hrs or less Tech2 $ 100.00 Extra Equipment Wireless Mic (Max2) $ 50.00 Lavaliers (Max2) $ 50.00 Top Intelligent Lights + Haze $ 400.00 Haze With House Lights $ 100.00 Bottom Int Lights + Haze $ 500.00 Top/Bottom Lights + Haze $ 800.00 Calles (Not Yet) $ 800.00 Mist Machine $ 150.00 Front Projector $ 400.00 Back Projector $ 500.00 Piano $ - (2) Spot Lights $ - Rev. 08292024 Page B-3 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Marley Dance Floor (User will provide installation and tape) $ 100.00 Screen (9x12) $ 250.00 Choir Room (3rd Floor) $ 79.00 Mini Plaza / No event $ 157.50 Mini Plaza / Event $ 52.50 Mini Park/ No Event $ 157.50 Mini Park/ Event $ 52.50 20 Mbps Upload Streaming $ 100.00 Additional Expenses Alcohol/Food $ 150.00 Overnight $ 150.00 Lobby Media Exclusivity $ 100.00 Oversize Backdrop $ 150.00 3rd Floor Conference Room $ 79.00 Additional Rooms (5) $ 50.00 Deluxe Podium $ 50.00 Cleaning Crew Event $ 120.00 Concession Stand (Not Yet) $ 500.00 Loading Dock (Not Yet) $ 150.00 Theater Cleaning $ 301.00 Rev. 08292024 Page B-4 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF EXHIBIT C — USE AREA 1. USE AREA: The following areas, as further depicted in the sketch below, shall be considered the USE AREA for purposes of this Agreement: O Manuel Artime Theater — First & Second Floor ❑ Choir Room — Third Floor ❑ Mini -plaza ❑ Mini -park 2. STAGE AREA ON THEATER FIRST FLOOR: USER shall not be permitted to remove the piano from the stage or any lighting equipment from their original setting under any circumstances. USER may not change the lighting equipment's original positioning or focusing or reprogram the lighting computer without the CITY' S prior written approval and supervision. In the event the CITY approves of such changes, USER shall return all lighting equipment and lighting computer programming to its original position/focus/program upon conclusion of the EVENT. The costs of any such approved changes and restoration shall be borne by USER. Any violation of this Section shall be grounds for the immediate termination of this Agreement and the CITY may pursue any remedies at law or equity against USER for damages arising from said violation. 3. SKETCH OF MANUEL ARTIME THEATER AREAS: Manuel Artime Theater — First Floor & Stage WOMEN lee �p F n e1 RSi xj r. �L V I 2P Lor 4 1 yJ f 1OSEY 100 575 RSF ELEC Ljk1j STAIR 1EINI RSF 3E6 RSF AIM .13 RSF CNCEWICN STAND 11 CORRIDOR 1120A 1134 RSF STMLIIAT CLEANING RMti STAGE In 2.312 RSF CDfRIDCAR CLOSET 10CE 22 Ins CLOSET 1 RSF Fy VENT ID SSP RECEPTPON ras RSF SCA.114D 3d3 68 RSF C DRESSING RJ11 s,REF1aa. EIRESSAIGROI Tr RSF 1088 EILF Rev. 08292024 Page C-1 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Manuel Artime Theater — Second Floor • VESTFULE 30E B9 F- CD I. • I. IIII . . . . . . . . . . . . II I I I I . I. ■ I. . I. I1 "EATING 31C: 4,871 RSF antnteerr in-nr1_ rr,mrlrrt rl ri eeelaeeer_ L[ Manuel Artime Theater — Choir Room — Third Floor Rev. 08292024 91 R% Page C-2 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Mini Plaza — MU T MEDIA Mini Park MULTIMEDIA Rev. 08292024 ManueellArtime Theater 5- ).C. Mandel .rtiIie Theater ' (11 c Page C-3 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF EXHIBIT D - INSURANCE REQUIREMENTS: 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 Personal and Adv. Injury $ 1,000,000 Products/Completed Operations $ 1,000,000 B. Endorsements Required City of Miami included as an additional insured (Endorsement is required) Primary Insurance Clause Contingent and Contractual liability Premises and Operations Liability IL Business Automobile Liability (If Applicable) 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 $ 300,000 B. Endorsements Required City of Miami included as an Additional Insured III. Worker's Compensation (IF APPLICABLE) Limits of Liability Statutory -State of Florida Employer's Liability C. Limits of Liability $100,000 for bodily injury caused by an accident, each accident $100,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit IV. Host liquor/Liquor Liability (IF APPLICABLE) D. Limits of Liability Each occurrence $1,000,000 Aggregate $1,000,000 The Department of Risk Management reserves the right to solicit additional coverage or higher limits of liability as may be applicable. The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer in accordance with policy provisions. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: Rev. 08292024 Page D-1 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF 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. Rev. 08292024 Page D-2 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF EXHIBIT E — TULIP INSURANCE TULIP Class One Events Antique Shows Art Festivals and Shows Auctions Award Presentations Ballets or other Classical Dance Shows/Recitals Beauty Pageants Body Building Contests Business Meetings or Shows Chamber of Commerce Events Charity Benefits, Dances, Auctions or Sales Choirs — Indoors Church Services or Meetings Civic Club Meetings Classical Dance Shows Classical Music Concerts - Indoors Concerts — Celtic Music Concerts — Chamber Music Concerts — Holiday Music Concerts — Instrumental Consumer Shows Dance Competitions Dance Recital TULIP Rating Schedule Daily Attendees (Spectators/Participants) A. 1 - 100 B. 101- 500 C. 501 - 1,500 Daily Attendees (Spectators/Participants) A. 1 - 100 B. 101- 500 C. 501 - 1,500 Fashion Shows Flowers Shows Funeral Service Graduations Holiday Events & Parties Home Shows Jam and Jazz Concerts — Indoors Job Fairs - Indoors Ladies Club Events Lecturers Meeting (indoors) Pageants Professional and Amateur Association Meetings Reunions — Indoors Seances Seminars Social Receptions Speaking Engagements Story Teller Symphony Concerts Teleconferences Telethons Voter Registration A. Total Event Rates (1-4 Days) Class I $75.00 100.00 150.00 Class II $100.00 135.00 185.00 B. Total Event Rates (5 or More Days) Class I Class II $95.00 140.00 235.00 $170.00 215.00 355.00 Class III $150.00 200.00 310.00 Class III $300.00 360.00 455.00 * Add 10% to the premium for each Additional Insured (other than the programs sponsor and venue), up to a maximum of $1,000.00. Handling Fee: $35.00 Rev. 08292024 Page E-1 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF TULIP Class Two Events Bingo Games Carnivals — School Events with no mechanical Christmas Tree Lighting Clowns — No Motorized Vehicles Comedians Concerts — 50's, 60's 70's or 80's Music Concerts — Blues Music Concerts — Country Music Concerts — Folk Music Concerts — Funk Music Concerts — Motown Concerts — Soul Music Dog, Cat, Bird & Other Domestic Animal Shows/Events Festivals and Cultural Events — Indoors Impersonator — Celebrity or Holiday Character Impressionist Jugglers (No Pyro) Magician Mariachi Band School Band Competitions or Events Union Meeting TULIP Rating Schedule Daily Attendees (Spectators/Participants) A. 1 - 100 B. 101- 500 C. 501 - 1,500 Daily Attendees (Spectators/Participants) A. 1 - 100 B. 101- 500 C. 501 - 1,500 A. Total Event Rates (1-4 Days) Class I Class II $75.00 100.00 150.00 B. Total Event Rates (5 or More Days) $100.00 135.00 185.00 Class I Class II $95.00 140.00 235.00 $170.00 215.00 355.00 Class III $150.00 200.00 310.00 Class III $300.00 360.00 455.00 * Add 10% to the premium for each Additional Insured (other than the programs sponsor and venue), up to a maximum of $1,000.00. Handling Fee: $35.00 Rev. 08292024 Page E-2 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF TULIP Class Three Events Aerobics and Jazzercise Classes or Events Casino and Lounge Shows Cheerleading Events/Competitions (no Pyramids) Comedy shows Concert — Pop Cover Bands Film Screenings Film Showings Gymnastic Competitions — Spectators Only Halloween — Costume Contests Magic Show Old Timer Event Play Readings Plays Proms Talent Show (No Rap, Hip Hop, Heavy Metal shows) Tap Dancing Theatrical Stage Performances Wine Tasting TULIP Rating Schedule Daily Attendees (Spectators/Participants) A. 1 - 100 B. 101- 500 C. 501 - 1,500 Daily Attendees (Spectators/Participants) A. 1 - 100 B. 101- 500 C. 501 - 1,500 A. Total Event Rates (1-4 Days) Class I Class II $75.00 100.00 150.00 B. Total Event Rates (5 or More Days) $100.00 135.00 185.00 Class I Class II $95.00 140.00 235.00 $170.00 215.00 355.00 Class III $150.00 200.00 310.00 Class III $300.00 360.00 455.00 * Add 10% to the premium for each Additional Insured (other than the programs sponsor and venue), up to a maximum of $1,000.00. Handling Fee: $35.00 Rev. 08292024 Page E-3 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF EXHIBIT F — STAGE EQUIPMENT Technical • 30' X 60' Stage • Truss Height from Stage 24' • Catwalk • Cyclorama and Marley Floor • 4 Small One Door Backstage Entrances • 2 Double Door Main Entrances to stage from Back of Theater The Following Equipment is Available complimentary • 1 Podium • Yamaha Grand Piano on premises (charge for tuning only) • 2 Comets spot lights (Need operator) Sound System • Allen & Heath - ML 3000-32 System • Yamaha Digital 01 Mixer • CD Player • DVD Player • 6 Handheld Microphones AKG D770 • Tannoy V-8 8" dual concentric loudspeakers (balcony & under balcony) • Tannoy V-12 12" dual concentric loudspeakers (stage monitors) • 2 QSC K-12 Series • 2 QSK K Sub • 3 Communicators Stage/Light/Sound Headsets • 2 AKG Wireless Handset • 1 Lavalier AKG The Manuel Artime Theater has limited sound equipment. Your sound requirements must be discussed with our technician. Lighting • Expression Lighting Control System • 5 CYC (three light horizontal) • 17 PAR 64 • 13 Altam 360Q (6" X 9") • 20 Altam 360Q (6" X 12") • 22 Altam 360Q (6" X 16") • 2 Comet Follow Spots Additional Equipment • Dropdown Movie Screen 30'x26' • Digital Podium • Haze Machine Permission must be gained from the Administration Office to move these instruments. On -Site Staff Support Technician Assistants will work with renters' Electrical and Sound Technicians Rev. 08292024 Page F-1 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF EXHIBIT G — RULES AND REGULATIONS FOR USE OF CITY OF MIAMI MUNICIPAL FACILITIES • User shall not discriminate against or refuse or deny to any person or persons, guests or permittees the use of the City's facilities because of race, creed, religion, color or national origin • Any User that is a club or organization shall comply with the various non-discrimination requirements set forth in City of Miami Code of Ordinances ("City Code") Section 18-189 • No smoking, eating, drinking, or chewing gum in theater at anytime. • No unauthorized personnel will be allowed backstage, or in the sound supply room, lighting control room, or around the sound system box at any time. • Children must be chaperoned at all times. • No flammable material is allowed to be used at any time. • All equipment and/or scenery materials brought in for a production must be removed after the last performance unless previously authorized to be dismantled the next day. Equipment left over may reflect in additional charges. • Removal of light from their original setting is prohibited. Changing the original positioning of the lighting equipment or reprogramming the lighting computer may only be done with the City's approval and supervision. If any such changes are made, the User agrees to pay for any technical labor involved in returning the equipment to its original standard design. • The Piano is not allowed to be removed from the stage under any circumstances. • Nailing, stapling, or taping to the floor, walls, and curtains is absolutely prohibited. • Technical crews, event personnel, policemen, security guard, ushering staff, ticket seller, etc., are not included in the contract and must be contracted by the User at the User's expense. • A list of lighting and sound technicians is available upon request. Technicians must be qualified and pre - approved. Only qualified and pre -approved technicians are authorized to operate the theater's lighting and sound systems. Users may engage third party technicians subject to City approve or may contract the in- house technicians at an additional cost. • Any unauthorized removal of theater's equipment, or damage to the same shall be at User's expense. • User shall be responsible for any necessary security services. Whenever the User wishes to contract security guard services, said guard must be licensed by the State of Florida. Whenever the User wishes to contract a Police Officer to cover the event, the number to call is 305-579-6440 (Special Events Office at the City of Miami Police Department). Rev. 10182024 Page G-1 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF CORPORATE RESOLUTION THE BILTMORE SCHOOL, INC. WHEREAS, desires to enter into an Agreement with the City of Miami, a copy of which is attached hereto ; and WHEREAS, the Board of Directors at a duly held corporate meeting has considered the matter in accordance with the By -Laws of the corporation; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS that Gina Duarte -Romero (please state the person's name) is hereby authorized and instructed to enter into an Agreement and undertake the responsibilities and obligations as stated in such proposed Agreement in the name and on behalf of this corporation with the City of Miami upon the terms contained in the proposed Agreement to which this resolution is attached. STATE OF FLORIDA COUNTY OF MIAMI-DADE August 30, 2024 1 07:22:51 PDT DATED this Signature: day of .-DocuSigned by: , 2023. gt'AL ° 7_Romero Print Name: Title: Principal September 3, 2024 1 10:43:49 EDT The foregoing instrument was acknowledged before me this day of , 2023, by Gina Duarte -Romero Personally Known OR Produced Identification X Type of Identification Produced FLDL#: (NOTARY SEAL) L '�DocuSigned��by++: �� *4414:02 5341/.. GN10b NOTARY PUBLIC — STATE OF FLORIDA Print Name: Yunior Santana Commission No.: HH419953 Commission Expires: 07/23/2027 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF EXHIBIT I — APPLICATION Rev. 08292024 Page I-1 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Theater Estimate Manuel Artime Theater Reservation 2025 Submitted on Receipt number Related form version 21 August 2024, 9:25AM 100 8 Manuel Artime Theater Reservation 2024-2025 Thank you for selecting the Manuel Artime Theater for your event. To better help you we will be asking a few questions that will give us a better understanding of your needs, and that will help expedite the rental process. If you need help filling out this form, please email artime@miamigov.com Please be advised our rental process has changed Once this form is submitted the following process will occur: 1- You will receive a docusign document with the initial documentation package. 2- You will have 7 calendar days to sign these documents before cancellation of the requested days. 3- After we receive the initial package, you will receive a deposit invoice for the amount of $105.00 per day reserved included any rehearsal/setup/dismantle days needed beyond your event date. 4- This deposit will be return within 60 days of your final event date, unless there is a claim against it. 5- You will have 7 calendar days to pay for this deposit. 6- This deposit will be lost in case of cancellation. Deposits are not transferable to other date, or a third party. 7- You will receive also the initial event payment for the amount of $720 per event days. (It will not include rehearsal/setup/dismantle days needed beyond your event date) 8- You will have 7 calendar days to pay for this invoice or risk cancellation of the date. 9- This payment will be lost in case of a cancelation. This payment is not transferable to other date, or a third party. 10- 60-90 Days prior to your event you will receive a request for insurance. You will have 15 days to provide the insurance. 11- 60-90 Days prior to your event you will receive via docusign the agreement for your event. 12- The agreement must be signed by you no later that 30 days prior to your event or the event will be cancelled. 13- 40-60 Days prior to your event you will receive the final invoice with the remainder of the final payment. 14- This final invoice will have to be paid no later than 30 days prior to your event. I have read and understood the new rental process above. Agreement Under Please add a copy of your driver license. Home Address School Name Full Company Name Is your company registered in Florida? Link to signature School WhatsApp Image 2024-08-21 at 09.19.40.jpeg The Biltmore School 1 of 8 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Theater Estimate As per F.S. 607.1501 The city can Only get into an Agreement with a coorporation registered in Florida. Florida Statutes You still can rent the theater, but it will have to be under an individual name, or you will have to register the corporation in Florida. Please email artime@miamigov.com for additional questions Status of your company The city can Only get into an Agreement with a coorporation with an "Active" Status. You still can rent the theater, but it will have to be under an individual name. Please email artime@miamigov.com for additional questions Full Company Address Please add a printout (PDF or JPEG) of your corporation sunbiz registration: [Sunbiz.org] (https://search.sunbiz.org/Inquiry/CorporationSearch/ByName) Please add a printout of your corporation sunbiz registration click to search for Florida Coorporation Records - Sunbiz.org Based on the sunbiz information, how many members your corporation has? Based on the sunbiz information, we can only do the Agreement based on someone listed in the Sunbiz Organization. Please type below the name of the person listed in the Sunbiz Organization records that will be signing the agreement. Please type the email of the person signing the agreement Based on our procedures, and based on the sunbiz information, if the corporation has 2 or more members we will need an additional member of the corporation named in sunbiz to be a witness. Please type the name of a witness that would also sign the agreement Please type the email of the person witnessing the agreement Contact Person Full Address 1600 SW 57th Ave Phone Number 3052664666 E-mail sromero@biltmoreschool.com Alternative Phone Number 7863877475 Alternative Email gromero@biltmoreschool.com Type of Event End of Year School Showcase 2of8 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Theater Estimate Does your event have adult content / obscene language / Partial or Full Nudity / implied sexual content or other content not suited for minors? We required that you advise the public this event will be for adults only and no minors will be allowed. Please provide notice in all social media post, advertisements, flyers, and include "Adults Only" in the tickets. Please contact the offices at artime@miamigov.com for further instructions. Please understand that if the event is deemed adults only, the staff during the event is required to stop the event in case there is a violation to the procedure and the show will not resume until after all minors are scorted with their companions from the theater. Any additional fees incured due to the stoppage of the event will be sole responsability of the event promoter. - By signing below you agree and understand the ramifications of allowing minors into an adults only show. Rehearsals No Due to new regulations all rehearsals Will have a $50.00 cleaning fee included in the new price. Will you need a rehearsal or multiple rehearsals? (Rehearsals 1 Rehearsal are booked in 4 hour periods) Please type the date of your rehearsal 04/22/2025 Rehearsal Time (4 hours block) 9 AM to 1 PM with a lunch break in the middle Will you be using the Theater technicians for your rehearsals? I need both the Light and Sound Technician ($200.00) Same Event Day Rehearsals ($155.00 + $100.00/Tech) --- Please 0 place amount of rehearsals you need the same day of the event. (4 hour each rehearsal slot) Total Cost for same day rehearsal $0.00 Different Event Day Rehearsals ($260.00 + $100.00/Tech) --- 1 Please place amount of rehearsals you need in a different day than the day of the event. (4 hour each rehearsal slot) Total Cost for Different Event Day Rehearsal $460.00 SUBTOTAL AMOUNT FOR REHEARSALS Subtotal Cost for Rehearsals $460.00 I About your Event Are you charging admission for your event? Yes Will You be using the theater for filming? (Movie, TV, No 3of8 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Theater Estimate Commercial) Is this event sponsored by City of Miami? No You have selected a City of Miami Event. This event must be sponsored by a City of Miami Department (Ex Dream, Parks, Police, Etc...) Please fill out the form as required. Also, be advised that if you are requesting a waiver of the rental fees, a memo from the department director requesting the event to the Director of Dream must be submitted before those charges could be waived. A cleaning fee of $50.00 will be charged to the department regardless of the waiving of the fees. If you have any questions, please contact Yunior Santana at ysantana@miamigov.com Is your corporation for profit, or non-profit? As a non-profit do you have a Valid Florida 501C3? Please upload a valid Florida 501C3 (PDF/JPEG) Will you be using your own insurance or the city's approved insurance carrier? City Approved Insurance Carrier Please go to the following link, and follow the instruction below. [City Insurance](https://app.gatherguard.com/) The venue code is: 3759-092 Please upload your own insurance Please type the date of the event 04/24/2025 Event Logistics At what time will you be setting up? (Regardles of the hours of 9 AM your event you will have 8 hours of setup and dismantle to be used as needed.) Included in your rent you will have 1 hour of sound check. Please write below the time you will like to start your sound check. Per regulations, our staff requires a meal break for every 8 hours of work. Please advise what would be a good time during your setup period for our staff to get a 1 hour meal break? 1 PM 12 From what time to what time is the event? 6-8 Until what time will you need to dismantle? Less than 30 minutes Is any of the performers NOT a USA Resident? USA Resident Is your artists from Cuba. Based on 31CFR515.201 - If the Artists is from "CUBA" We require your company to abide by the Federal Regulation and please attach below a copy of the Visa-P3 and/or 1-129 --- If you have any questions please send us an email at artime@miamigov.com 4 of 8 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Theater Estimate Will you be using Pyrotechnics in your presentation? No If you are using Pyrotechnics you will need a permit from the fire department as well as firemarshal the day of the event. The use of Pyrotechnics will be at the sole discretion of the theater manager. To get more information regarding the use of pyrotechnics please email the theater manager at: artime@miamigov.com For permiting and firemarshal please call: Officer Ferra: 305-416-1666 / 305-416-1721 or email: nferra@miamigov.com I Costs To Rent the Theater How many hours of performance (Ticket Sales for Profit Event) --- Count the hours of the actual show (Including intermissions), not the setup and dismantle. Ticket Sales for Profit Calculation How many hours of performance (Non -Ticket Sales for Profit Event) --- Count the hours of the actual show (Including intermissions), not the setup and dismantle. Non -Ticket Sales for Profit Calculation How many hours of performance (Ticket Sales Non -Profit Event) --- Count the hours of the actual show (Including intermissions), not the setup and dismantle. Ticket Sales for Non -Profit Calculations How many hours of performance (Non -Ticket Sales / Non -Profit Event) --- Count the hours of the actual show (Including intermissions), not the setup and dismantle. Non -Ticket Sales for Non -Profit Calculations How many hours Filming will you be needing (Do not count setup and dismantle) Filming Calculations The cost of the theater includes 8 continuous hours of setup No and dismantle to be split as needed. Will you be requiring more than 8 hours of setup and dismantle? Please include the additional setup/dismantle hours needed Additional Set Up and dismantle Hours Total Theater Rental Cost $460.00 To the subtotal placed above be advise there will be a tax charge, unless you can provide proof of a 501 C3 status. In -House Technician 5of8 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Theater Estimate Please let us know your needs for our house technician the day of the show. Please let us know your needs for our house technician the day of the show (8+ hours). Light and Sound Technician $600.00 Please be advised that the $300 per technician only covers the technician for 8 hours, Any additional hours will be charged at a cost of $40/Hour per technician needed. In -House Technician Costs Extra Equipment $600.00 Extra Equipment Options Extra Equipment Cost Two (2) Wireless Microphones $100.00 Top/Bottom Intelligent Lights + Haze $800.00 Piano is Included in Price $0.00 Follow Up spot Lights are included in price (User will provide operators) $0.00 Concession Stand (Bring food and drinks into the theater) $300.00 Lobby Media Exclusivity (TVs) $100.00 2nd Floor Additional Rooms $50 Each $1350.00 Although we provide the usage of the Piano for free, we do not tune the Piano, if you believe the Piano needs tuning you will have to provide the service yourself. Although we provide the usage of the Follow Up Spots for Free, You will have to provide the operators at your own cost. Although we provide the usage of the Projector, We do not provide the operator. Please bring your own personal to operate the projector and Equipment (Laptop/Computer). Although we provide the option of a Ballon Drop, please be advised of the following: 1- The fee is to use our lift. 2- You must provide the Ballons, Net, and Cord for the Balton release. 3- You must provide the operator that will release the Ballons. 4- Depending where you place the ballon's net is place, we wil not be able to use the lights closes to the ballons, as the heat of the lights will pop all ballons. 5- The fee also includes the cleaning of ballons on stage, it will not include the cleaning of ballons anywhere else in the theater. 6- Additional cleaning might be charge. Although we provide the option of Backdrop, please be advised of the following: 1- The fee is to use our lift. 2- The backdrop must have an oper and lower tube. 3- The backdrop must have 5 points of connection (Circular holes) 4- You most provide 5 (50 feet) ropes. 5- You most provide 5 sand bags that will act as anchor points. 6- You most provide at least 2 additional volunteers that will help with the raising of the backdrop. I understand the directions as described above. Will you be having food, drinks, merchendise vendors? No 6of8 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Theater Estimate There is a $50 charge per vendor, the theater will provide access to a 10X10 tent, a 6 foot table and 2 chairs per vendor. Setup and Dismantle will be provided by the vendor a $200 fee will be imposed to the promoter if any tent/table/chairs is missing or broken. How many vendors will you be having? $0.00 Cleaning Costs The theater will provide a cleaning crew during the event at a cost of $120.00 per (4 hours of event or less). They will be available in case of an emergency for the restrooms as well as maintaining the restrooms stocked and clean. There will also be a $301.00 of cleaning surcharge for theater cleaning after your event. No Food or Liquids are allowed inside the theater, any food or drinks found in the theater will void your $205.00 Deposit. Theater reserves the right to charge additional cleaning fees depending on the condition the theater is left at. Will you be selling Food or Alcohol during your event? Yes Since you have selected you will be providing food and or alcohol during your event please read the information below. You will have 2 tiers for the sales of Alcohol or Food. Tier 1: You limit the sales and comsuption of the food and alcohol to the exterior of the building. NO Food or Drinks will be allowed inside the theater --- Cost $150.00 Tier 2: Concession Stand usage: This will allow you to cosume food and alcohol inside the theater (Except stage) - This will allow you to use the concession stand in the lobby --- Cost $250.00 For any of the options above, the user will need to purchase a temporary alcohol license. Please visit the following link to purchase the license. Link Theater Rules and Regulations Please read the following notices: Online confirmation of tentative reservation must arrive at the Administrative Office (900 S.W. 1st Street, Miami, Florida 33130) no later than seven (7) days after tentative reservation and a deposit is required at that time. This deposit will be forfeited if the User cancels the event any time after payment of said deposit. Deposits are not transferable. Any User that does not comply with the above stated will automatically have the reservation cancelled. The Manuel Artime Theater will not be responsible for notifying groups of a cancellation, and therefore accepts no responsibility as stipulated above. Another User may challenge a written reservation that has not yet gone to contract. The first User will have two (2) weeks to return an executed contract with prepayment in full for the date. If two weeks pass, the option goes to the challenger to return an executed contract along with prepayment in full for the date.User shall provide the theater's Administrative Office, a Certificate of Liability Insurance in the amount of no less than One Million Dollars ($1,000,000.00) per occurrence for bodily injury and five hundred thousand dollars ($500,000.00) per occurrence for property damage. This insurance will be at the cost and expense of the User. Said policy shall be written by an A -rated company authorized to do business in the State of Florida and must carry a rating of not less than B+ as to management and grade X as to financial strength. All policies must name the "City of Miami" & "Manuel Artime Theater" as an additional insured and shall include the following: City of Miami Risk Management 444 S.W. 2nd Avenue Miami, Florida 33130 This certificate of Insurance should be sent to our office at least one month prior to the event. If User does not carry liability insurance, the same can be purchased at the theater's administrative office, payable at time of execution of contract. (See #7) User must sign the contract one month prior to the event. If an organization is holding the event, the president and the corporate secretary must sign and the corporate seal must be affixed to the same. The total rental fee and other expenses is due at the time of execution of contract. Money Order or Cashier's Check must be made payable to the "City of Miami." Whenever admission is charged, the User shall furnish twenty (20) complimentary tickets to the theater's administrative office prior to holding the event. User is responsible for providing a fully signed and notarized agreement to Manuel Artime no less than thirty (30) days prior to the Event/Use Date, and if User fails to comply, the event will automatically be cancelled and all deposit funds shall be retained by Manuel Artime. Failure to pay any portion of the Use Fee prior to thirty (30) days from the date of the event shall result in the immediate termination of this Agreement and shall result in the forfeiture of all deposit funds. User shall be responsible for submitting all necessary insurance documentation, as required by Manuel Artime and/or the City of Miami Department of Risk Management, no less than thirty (30) days prior to the Event/Use Date. Failure to do so will result in an automatic termination of this agreement and forfeiture of all deposit funds. USER shall be responsible for a non-refundable Cleaning Fee of One Hundred and No/100 Dollars ($100.00), and shall consist of one (1) or more staff members being present beginning one (1) hour prior to the time of the event, and remaining for four (4) hours during the Event. Should further cleaning services be needed or should the Event last longer than the aforementioned four (4) hours, an additional cleaning fee will be imposed at the rate of Twenty and No/100 dollars ($20.00) per hour thereafterPoster Display: Please be advised that if you wish to display a poster in the spaces provided in the two display areas in the lobby, the day of the event they must conform to the following measurements: 16" wide by 34" high. As the space is limited, the posters will be displayed at the discretion of the Auditorium Management. NOTE: nailing, stapling or taping (masking, duct, adhesive, etc.) to walls, chairs, curtains or floors are absolutely prohibited.' am aware that your office will contact me at the above telephone number when the contract is ready for execution, at the time full payment must be received together with the Insurance Certificate. Deposit will be held by the City 7of8 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Theater Estimate throughout the event. This deposit will cover for any extra hours, damage repairs, replacement or restoration or to defray any other unusual but reasonable expense borne by the City as consequence of the presentation or our event(s). The City shall return the Deposit or the unexpended portion to us upon full satisfaction. A Deposit of $205.00 will be required to reserve the date proposed in this application. Useful) Links: Follow this link to learn more about the rental information: http://www.manuelartimetheater.com/pages/rental_info/default.aspFollow this link for Rules and Regulations: http://www.manuelartimetheater.com/pages/rental_info/rules_reg.aspFollow this link for floor plan and seating Arrangement: http://www.manuelartimetheater.com/pages/tech_specs/floor_plans.aspFollow this link for Technical Specifications: http://www.manuelartimetheater.com/pages/tech_specs/default.aspPlease read the following Rules and Regulations: No smoking, eating, drinking, or chewing gum in theater at anytime. No unauthorized personnel will be allowed backstage, or in the sound supply room, lighting control room, or around the sound system box at anytime. Children must be chaperoned at all times. No flammable material is allowed to be used at any time. All equipment and/or scenery materials brought in for a production must be removed after the last performance unless previously authorized to be dismantled the next day. Equipment left over may reflect in additional charges. Removal of light from their original setting is prohibited. Changing the original positioning of the lighting equipment, or reprogramming the lighting computer can only be done with the City's approval and supervision. If any such changes are made, the User agrees to pay for any technical labor involved in returning the equipment to its original standard design. The Piano is not allowed to be removed from the stage under any circumstances. Nailing, stapling, or taping to the floor, walls, and curtains is absolutely prohibited. Rates for the use of the Manuel Artime Theater include normal janitorial service, air conditioning, normal houselights, lighting and sound system, and other items that are available at the facility for use. Technical crews, event personnel, policemen, security guard, ushering staff, ticket seller, etc., are not included in the contract and must be contracted by the User at the User's expense. A list of lighting and sound technicians is available upon request. No one outside the list is authorized to operate the theater's lighting and sound systems unless approved by the Administration Office. In addition, you may contract the in-house technicians at an additional cost. Any unauthorized removal of theater's equipment, or damage to the same shall be at User's expenses. Whenever the User wishes to contract a Police Officer to cover the event, the number to call is 305-579-6440 (Special Events Office at the City of Miami Police Department). Whenever the User wishes to contract security guard services, said guard must be licensed by the State of Florida. I have read and agree with the regulations. I understand that this is only an estimate quote and that actual rental cost might be different Link to signature I Estimated Final Costs Estimated Final Cost for Theater Rental $460.00 Estimated Final Cost for Rehearsals $460.00 Estimated Final Cost for Technicians or Site Person $600.00 Estimated Final Cost for Extra Equipment Estimated Final Cleaning Cost $1350.00 Estimated ESTIMATED GRAND TOTAL $421.00 $2831.00 Taxes are not included in the Estimated Grand Total -- Keep in mind that this is just an estimated cost, and actual cost might be different. 8of8 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Date: itu August 30, 2024 1 07:22:51 PDT VIA ELECTRONIC MAIL THE BILTMORE SCHOOL, INC. Gina Duarte -Romero 1600 S.W. RED ROAD MIAMI, FL 33155 gromero@biltmoreschool.com RE: Reservation of the Manuel Artime Theater on 04/24/2025 To whom it may concern, ARTHUR NORIEGA, V. City Manager The City of Miami, Department of Real Estate and Asset Management, which manages the Manuel Artime Theater ("Theater") located at 900 SW 1st Street, Miami, Florida 33130, received your application for the use of the Theater for purpose of End of Year school Showcase («Event' ), more specifically described in the attachment to this correspondence. Your reservation for the use of the Theater for the Event is contingent on the following conditions: 1. A refundable deposit in the amount of $210-00 ($105.00/day) ("Deposit") to be paid to the City of Miami within seven (7) days of the date of this letter by ACH, cashier's check, credit card, or wire transfer. Applicable City information will be provided upon request. The Deposit shall be applied to the total Use Fee once determined. If the event is canceled, this deposit shall represent the cancellation fee. 2. In addition, the minimum use fee in the amount of $720.00 shall be paid to the City of Miami within seven (7) days of the date of this letter by by ACH, cashier's check, credit card, or wire transfer. Applicable City information will be provided upon request. The Deposit shall be applied to the total Use Fee once determined. 3. Execution of a Use Agreement with terms acceptable to the City Manager and in a form acceptable to the City Attorney. The Use Agreement must be signed and returned along with the deposit described above. Failure to execute a Use Agreement timely will result in a cancellation of your Event. 04/2The following days will be reserved for your Event upon completion of the above conditions: through 5 04/24/2025 . These days are non -assignable. Should you have any comments or questions, please contact Yunior Santana at ysantana@miamigov.com. Enclosed: DocuSigned by: - Application litzk, O _rouxurt. ADC1AC62D8D7487... DEPARTMENT OF REAL ESTATE AND ASSET MANAGEMENT 444 S.W. 2"d Avenue, 3rd Floor, Miami, FL 33130 / (305)416-1450 Fax: (305)416-2156 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF EXHIBIT J — 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 AFFIANT SAYETH NAUGHT. Nongovernmental Entity/Individual: THE B I LT M O R E SCHOOL, INC. Name: Gina Duarte -Romero Title: President Signature: DocuSigned by: �ibt U Vutzw t, Ieomt-ro -ADC1AC62D8D7487... Office Address: 1600 SW Red Road Miami, FL 33155 Gromero@biltmoreschool.com 3052664666 Email Address: Main Phone Number: Rev. 08292024 Page J-1 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF EXHIBIT K— CERTIFICATE OF INSURANCE Rev. 08292024 Page K-1 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF AC LF CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) E(MM/D /Y 25 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER The Alera Group/ Wilson Washburn & Forster 16505 Northwest 13th Avenue Miami FL 33169-5719 CONTACT NAME: PHONE FAX (A/C, No, Ext): 305-666-6636 (A/C, No): 305-662-7778 ADODRESS: acsr@wwfins.com INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: Associated Industries Ins Co 23140 INSURED BILTM-2 The Biltmore School, Inc. 1600 SW 57th Avenue Miami FL33155 INSURER B: WESCO Insurance Company 25011 INSURERC: INSURERD: INSURER E: INSURER F : COVERAGES CERTIFICATE NUMBER: 496395643 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 B X COMMERCIAL GENERAL LIABILITY Y Y WPP1872001-03 8/31/2024 8/31/2025 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ 100.000 MED EXP (Any one person) $ 5,000 PERSONAL & ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PRO- JECT PER: LOC GENERAL AGGREGATE $ 3,000,000 PRODUCTS - COMP/OP AGG $ 3,000,000 $ B AUTOMOBILE X LIABILITY x SCHEDULED WPP1872001-03 8/31/2024 8/31/2025 COMBINED SINGLE LIMIT (Ea accident) $ 1 000 000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ UMBRELLA LIAB EXCESS LIAB O OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N /A AWC1205572 4/5/2024 4/5/2025 X PER STATUTE OTH- ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE- EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 B Educator Legal Professional Liab Retro:8/31 /15 WPP1872001-03 8/31/2024 8/31/2025 Each Limit $300. 000 Total Agg $300.000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Sexual or Physical Abuse or Molestation Vicarious Liability Each Abuse Conduct $300,000 Annual Aggregate $300,000 The Venue ID Code is 3759-092 City of Miami/ Manuel Artime Theater is named as additional insured with respect to General Liability on a primary and non-contributory basis. CERTIFICATE HOLDER CANCELLATION City of Miami/ Manuel Artime Theater 444 SW 2nd Avenue Miami FL 33130 United States DS 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 % C / ir..;iecaC ACORD 25 (2014/01) © 1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY GENERAL LIABILITY ENHANCEMENT: NONPROFIT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM It is understood and agreed that the following extensions only apply in the event that no other specific coverage for the indicated loss exposure is provided under this policy. If such specific coverage applies, the terms, conditions and limits of that coverage are the sole and exclusive coverage applicable under this policy, unless otherwise noted on this endorsement. The following is a summary of the Limits of Insurance and additional coverages provided by this endorsement. For complete details on specific coverages, consult the policy contract wording. Coverage Applicable Limit of Insurance Page # Extended Property Damage Included 2 Limited Rental Lease Agreement Contractual Liability $100,000 limit 2 Non -Owned Watercraft Less than 58 feet 2 Damage to Property You Own, Rent, or Occupy $50,000 limit 2 Damage to Premises Rented to You $1,000,000 2 H I PAA Clarification 3 Medical Payments $20,000 4 Medical Payments — Extended Reporting Period 3 years 4 Athletic Activities Amended 4 Supplementary Payments — Bail Bonds $10,000 4 Supplementary Payment — Loss of Earnings $1,500 per day 4 Employee Indemnification Defense Coverage $25,000 4 Key and Lock Replacement — Janitorial Services Client Coverage $20,000 limit 4 Additional Insured — Newly Acquired Time Period Amended 5 Additional Insured — Medical Directors and Administrators included 5 Additional Insured — Managers and Supervisors (with Fellow Employee Coverage) included 5 Additional Insured — Broadened Named Insured Included 5 Additional Insured — Funding Source Included 6 Additional Insured — Home Care Providers Included 6 Additional Insured — Managers. Landlords, or Lessors of Premises Included 6 Additional Insured — Lessor of Leased Equipment Included 6 Additional Insured — Grantors of Permits Included 6 Additional Insured — Vendor Included 6 Additional Insured — Franchisor Included 7 Additional Insured — As Required by Contract Included 7 Additional Insured — Owners, Lessees, or Contractors included 7 Additional Insured — State or Political Subdivisions Included 7 Additional Insured —Trustees, Officials, Members of the Board of Governors, Rabbi, Clergymen or Deacons Included 8 Duties in the Event of Occurrence, Claim or Suit Included 8 GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, inc. Used with permission Page 1 of 9 Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Unintentional Failure to Disclose Hazards Included 8 Transfer of Rights of Recovery Against Others To Us Clarification 8 Liberalization Included 8 Bodily Injury — includes Mental Anguish Included 8 Personal and Advertising Injury — includes Abuse of Process, Discrimination Included 9 Aggregate Limit Per Location Included 9 A. Extended Property Damage Section I — Coverages, Coverage A Bodily Injury and Property Damage Liability, Subsection 2, Exclusions, Paragraph a. is deleted in its entirety and replaced by the following: a. Expected or Intended injury "Bodily injury" or property damage" expected or intended from the standpoint of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. B. Limited Rental Lease Agreement Contractual Liability Section I — Coverages, Coverage A Bodily Injury and Property Damage Liability, Subsection 2. Exclusions, Paragraph b. Contractual Liability is amended to include the following: (3) Based on the named insured's request at the time of claim, we agree to indemnify the named insured for their liability assumed in a contract or agreement regarding the rental or lease of a premises on behalf of their client, up to $100,000. This coverage extension only applies to rental lease agreements. This coverage is excess over any renter's liability insurance of the client. C. Non -Owned Watercraft Section I — Coverages, Coverage A Bodily Injury and Property Damage Liability, Subsection 2. Exclusions, Paragraph g. (2) is deleted in its entirety and replaced by the following: (2) A watercraft you do not own that is: (a) Less than 58 feet long; and (b) Not being used to carry persons or property for a charge; This provision applies to any person, who with your consent, either uses or is responsible for the use of a watercraft. This insurance is excess over any other valid and collectible insurance available to the insured whether primary, excess or contingent. D. Damage to Property You Own, Rent or Occupy Section I — Coverages, Coverage A Bodily Injury and Property Damage Liability, Subsection 2. Exclusions, Paragraph j. Damage to Property, Item (1) is deleted in its entirety and replaced with the following: (1) Property you own, rent, or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property, unless the damage to property is caused by your client, up to a $50,000 limit. A client is defined as a person under your direct care and supervision. E. Damage to Premises Rented to You 1. If damage by fire to premises rented to you is not otherwise excluded from this Coverage Part, the word 'fire" is changed to "fire, lightning, explosion, smoke, or leakage from automatic fire protective systems" where it appears in: a. The last paragraph of Section 1 — Coverages, Coverage A Bodily Injury and Property Damage Liability, Subsection 2. Exclusions; is deleted in its entirety and replaced by the following: GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 2 of 9 Used with permission Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF Exclusions c. through n. do not apply to damage by fire, lightning, explosion, smoke, or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner. A separate limit of insurance applies to this coverage as described in Section III — Limits of Insurance. b. Section III — Limits of Insurance, Paragraph 6. is deleted in its entirety and replaced by the following: Subject to Paragraph 5. above, the Damage To Premises Rented To You Limit is the most we will pay under Coverage A for damages because of "property damage" to anyone premises, while rented to you, or in the case of damage by fire, lightning, explosion, smoke, or leakage from automatic fire protective systems while rented to you or temporarily occupied by you with permission of the owner. c. Section V — Definitions, Paragraph 9.a., is deleted in its entirety and replaced by the following: A contract for a lease of premises. However, that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire, lightning explosion, smoke, or leakage from automatic fire protective systems to premises while rented to you or temporarily occupied by you with permission of the owner is not an "insured contract"; 2. Section IV — Commercial General Liability Conditions, Subsection 4. Other Insurance, Paragraph b. Excess Insurance, (1) (a) (ii) is deleted in its entirety and replaced by the following: That is insurance for fire, lightning, explosion, smoke, or leakage from automatic fire protective systems for premises rented to you or temporarily occupied by you with permission of the owner; 3. The Damage To Premises Rented To You Limit Section of the Declarations is amended to the greater of: a) $1,000,000; or b) The amount shown in the Declarations as the Damage to Premises Rented to You Limit. This is the most we will pay for all damage proximately caused by the same event, whether such damage results from fire, lightning, explosion, smoke, or leaks from automatic fire protective systems or any combination thereof. F. HIPAA Section I — Coverages, Coverage A Bodily Injury and Property Damage Liability, is amended as follows: 1. Paragraph 1. Insuring Agreement is amended to include the following: We will pay those sums that the insured becomes legally obligated to pay as damages because of a "violation(s)" of the Health insurance Portability and Accountability Act (HIPAA). We have the right and the duty to defend the insured against any "suit," "investigation," or "civil proceeding" seeking these damages. However, we will have no duty to defend the insured against any `suit" seeking damages, "investigation," or "civil proceeding" to which this insurance does not apply. 2. Paragraph 2. Exclusions is amended to include the following additional exclusions: This insurance does not apply to: a) intentional, Willful, or Deliberate Violations Any willful, intentional, or deliberate "violation(s)" by any insured. b) Criminal Acts Any "violation" which results in any criminal penalties under the HIPAA. c) Other Remedies Any remedy other than monetary damages for penalties assessed. d) Compliance Reviews or Audits Any compliance reviews by the Department of Health and Human Services. GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 3 of 9 Used with permission Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF 3. Section V — Definitions is amended to include the following additional definitions: a. "Civil proceeding" means an action by the Department of Health and Human Services (HHS) arising out of "violations." b. "Investigation" means an examination of an actual or alleged "violation(s)" by HHS. However, "investigation" does not include a Compliance Review. C. "Violation" means the actual or alleged failure to comply with the regulations included in the HIPAA. G. Medical Payments — Limit Increased to $20,000, Extended Reporting Period if Coverage C — Medical Payments is not otherwise excluded from this Coverage Part: 1. The Medical Expense Limit is changed subject to all of the terms of Section 111— Limits of Insurance to the greater of: a. $20,000; or b. The Medical Expense Limit shown in the Declarations of this Coverage Part 2. Section I — Coverage, Coverage C Medical Payments, Subsection 1. Insuring Agreement, a. (3) (b) is deleted in its entirety and replaced by the following: b) The expenses are incurred and reported to us within three years of the date of the Accident. H. Athletic Activities Section I — Coverage, Coverage C Medical Payments, Subsection 2. Exclusions, Paragraph e. Athletic Activities is deleted in its entirety and replaced with the following: e. Athletic Activities To a person injured while taking part in athletics. Supplementary Payments Section I — Coverages, Supplementary Payments — Coverage A and B are amended as follows: 1.b. is deleted in its entirety and replaced by the following: 1. b. Up to $10,000 for cost of bail bonds required because of accidents or traffic law Violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these. 1.d. is deleted in its entirety and replaced by the following: 1. d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit', including actual loss of earnings up to $1,500 a day because of time off from work. J. Employee Indemnification Defense Coverage Section I — Coverages, Supplementary Payments — Coverage A and B the following is added: We will pay, on your behalf, defense costs incurred by an "employee' in a criminal proceeding occurring in the course of employment. The most we will pay for any "employee" who is alleged to be directly involved in a criminal proceeding is $25,000 regardless of the numbers of "employees," claims or "suits" brought or persons or organizations making claims or bringing "suits. K. Key and Lock Replacement — Janitorial Services Client Coverage Section I — Coverages, Supplementary Payments — Coverage A and B is amended to include the following: We will pay for the cost to replace keys and locks at the "clients" premises due to theft or other loss to keys entrusted to you by your "client," up to a $10,000 limit per occurrence and $20,000 policy aggregate. GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 4 of 9 Used with permission Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF We will not pay for loss or damage resulting from theft or any other dishonest or criminal act that you or any of your partners, members, officers, "employees", "managers", directors, trustees, authorized representatives or anyone to whom you entrust the keys of a "client" for any purpose commit, whether acting alone or in collusion with other persons. The following, when used on this coverage, are defined as follows: a. "Client" means an individual, company or organization with whom you have a written contractor work order for your services for a described premises and have billed for your services. b. "Employee" means: (1) Any natural person: (a) While in your service or for 30 days after termination of service; (b) Who you compensate directly by salary, wages or commissions; and (c) Who you have the right to direct and control while performing services for you; or (2) Any natural person who is furnished temporarily to you: (a) To substitute for a permanent "employee" as defined in Paragraph (1) above, who is on leave; or (b) To meet seasonal or short-term workload conditions; while that person is subject to your direction and control and performing services for you. "Employee" does not mean: (a) Any agent, broker, person leased to you by a labor leasing firm, factor, commission merchant, consignee, independent contractor or representative of the same general character; or (b) Any "manager," director or trustee except while performing acts coming within the scope of the usual duties of an "employee." c. "Manager" means a person serving in a directorial capacity for a limited liability company. L. Additional lnsureds Section I1 —Who Is An Insured is amended as follows: (3) 1. If coverage for newly acquired or formed organizations is not otherwise excluded from this Coverage Part, Paragraph 3.a. is deleted in it's entirely and replaced by the following: a. Coverage under this provision is afforded until the end of the policy period. 2. Each of the following is also an insured: a. Medical Directors and Administrators — Your medical directors and administrators, but only while acting within the scope of and during the course of their duties as such. Such duties do not include the furnishing or failure to furnish professional services of any physician or psychiatrist in the treatment of a patient. b. Managers and Supervisors — Your managers and supervisors are also insureds, but only with respect to their duties as your managers and supervisors. Managers and supervisors who are your "employees" are also insureds for "bodily injury" to a co- "employee" while in the course of his or her employment by you or performing duties related to the conduct of your business. This provision does not change Item 2.a. (1) (a) of form CG 00 01 as it applies to managers of a limited liability company. c. Broadened Named Insured — Any organization and subsidiary thereof which you control and actively manage on the effective date of this Coverage Part. However, coverage does not apply to any organization or subsidiary not named in the Declarations as Named Insured, if they are also insured under another similar policy, but for its termination or the exhaustion of its limits of insurance. GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 5 of 9 Used with permission Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF d. Funding Source — Any person or organization with respect to their liability arising out of: (1) Their financial control of you; or (2) Premises they own, maintain or control while you lease or occupy these premises This insurance does not apply to structural alterations, new construction and demolition operations performed by or for that person or organization. e. Home Care Providers — At the first Named Insured's option, any person or organization under your direct supervision and control while providing for your private home respite or foster home care for the developmentally disabled. f. Managers, Landlords, or Lessors of Premises — Any person or organization with respect to their liability arising out of the ownership, maintenance or use of that part of the premises leased or rented to you subject to the following additional exclusions: This insurance does not apply to: (1) Any "occurrence" which takes place after you cease to be a tenant in that premises; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of that person or organization. Lessor of Leased Equipment — Automatic Status When Required in Lease Agreement With You — Any person or organization from whom you lease equipment when you and such person or organization have agreed in writing in a contract or agreement that such person or organization is to be added as an additional insured on your policy. Such person or organization is an insured only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. A person's or organization's status as an additional insured under this endorsement ends when their contract or agreement with you for such leased equipment ends. With respect to the insurance afforded to these additional insureds, this insurance does not apply to any 'occurrence" which takes place after the equipment lease expires. h. Grantors of Permits — Any state or political subdivision granting you a permit in connection with your premises subject to the following additional provision: (1) This insurance applies only with respect to the following hazards for which the state or political subdivision has issued a permit in connection with the premises you own, rent or control and to which this insurance applies: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoist away openings, sidewalk vaults, street banners or decorations and similar exposures; (b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance, or use of any elevators covered by this insurance. i. Vendors — Only with respect to "bodily injury" or "property damage" arising out of your products" which are distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions: g• (1) The insurance afforded the vendor does not apply to: (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you: (c) Any physical or chemical change in the product made intentionally by the vendor; GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 6 of 9 Used with permission Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exception contained in Sub- paragraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing. j. Franchisor — Any person or organization with respect to their liability as the grantor of a franchise to you. k. As Required by Contract — Any person or organization where required by a written contract executed prior to the occurrence of a loss. Such person or organization is an additional insured for "bodily injury," "property damage" or "personal and advertising injury" but only for liability arising out of the negligence of the named insured. The limits of insurance applicable to these additional insureds are the lesser of the policy limits or those limits specified in a contract or agreement. These limits are included within and not in addition to the limits of insurance shown in the Declarations (e) (f) (g) (h) I. Owners, Lessees or Contractors — Any person or organization, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" caused, in whole or in part, by: (1) Your acts or omissions; or (2) The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured when required by a contract. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: (a) Ail work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or (b) That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. m. State or Political Subdivisions — Any state or political subdivision as required, subject to the following provisions: (1) This insurance applies only with respect to operations performed by you or on your behalf for which the state or political subdivision has issued a permit, and is required by contract. (2) This insurance does not apply to: GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 7 of 9 Used with permission Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF (a) "Bodily injury," "property damage" or "personal and advertising injury" arising out of operations performed for the state or municipality; or (b) Bodily injury" or "property damage" included within the "products -completed operations hazard." n. Your trustees, officials, members of the board of governors, Rabbi, Clergymen or Deacons but only with respect to their duties as such. M. Duties in the Event of Occurrence, Claim or Suit Section IV — Commercial General Liability Conditions, Paragraph 2. Is amended as follows: a. is amended to include: This condition applies only when the "occurrence" or offense is known to: (I) You, if you are an individual (2) A partner, if you are a partnership; or (3) An executive officer or insurance manager, if you are a corporation. b_ is amended to include: This condition will not be considered breached unless the breach occurs after such claim or "suit" is known to: (1) You, if you are an individual; (2) A partner, if you are a partnership: or (3) An executive officer or insurance manager, if you are a corporation. N. Unintentional Failure To Disclose Hazards Section IV — Commercial General Liability Conditions, 6. Representations is amended to include the following: It is agreed that, based on our reliance on your representations as to existing hazards, if you should unintentionally fail to disclose all such hazards prior to the beginning of the policy period of this Coverage Part, we shall not deny coverage under this Coverage Part because of such failure. O. Transfer of Rights of Recovery Against Others To Us Section IV — Commercial General Liability Conditions, 8. Transfer of Rights of Recovery Against Others To Us is deleted in its entirety and replaced by the following: If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and helps us enforce them. Therefore, the insured can waive the insurer's rights of recovery prior to the occurrence of loss, provided the waiver is made in a written contract. P. Liberalization Section IV — Commercial General Liability Conditions, is amended to include the following: If we revise this endorsement to provide more coverage without additional premium charge, we will automatically provide the additional coverage to all endorsement holders as of the day the revision is effective in your state. Q. Bodily Injury — Mental Anguish Section V — Definitions, Paragraph 3. Is deleted in its entirety and rep€aced by the following: "Bodily injury" means: a. Bodily injury, sickness or disease sustained by a person, and includes mental anguish resulting from any of these; and b. Except for mental anguish, includes death resulting from the foregoing (Item a. above) at any time GL990252 0717 Includes Copyrighted Material of the insurance Services Office, Inc. Page 8 of 9 Used with permission Docusign Envelope ID: 2661A54E-B333-4004-AD81-4BC6DA8D8DCF R. Personal and Advertising Injury — Abuse of Process, Discrimination If Coverage B Personal and Advertising Injury Liability Coverage is not otherwise excluded from this Coverage Part, the definition of "personal and advertising injury" is amended as follows: 1. Section V — Definitions, Paragraph 14.b. is deleted in its entirety and replaced by the following: b. Malicious prosecution or abuse of process; 2. Section V — Definitions, Paragraph 14. is amended by adding the following: Discrimination based on race, color, religion„ sex, age or national origin, except when: a. Done intentionally by or at the direction of, or with the knowledge or consent of: (1) Any insured; or (2) Any executive officer, director, stockholder, partner or member of the insured; b. Directly or indirectly related to the employment, former or prospective employment, termination of employment, or application for employment of any person or persons by an insured; c_ Directly or indirectly related to the sale, rental, lease or sublease or prospective sales, rental, lease or sub -lease of any room, dwelling or premises by or at the direction of any insured; or d. insurance for such discrimination is prohibited by or held in violation of law, public policy, legislation, court decision or administrative ruling. The above does not apply to fines or penalties imposed because of discrimination. S. Aggregate Limit Per Location Section Ill — Limits of Insurance and Section V — Definitions 1. Under Section III — Limits of Insurance, the General Aggregate Limit applies separately to each of your "locations" owned by or rented to you. 2. Under Section V — Definitions, the following definition is added as follows: "Location" means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of-way of a railroad. GL990252 0717 Includes Copyrighted Material of the Insurance Services Office, Inc. Page 9 of 9 Used with permission Olivera, Rosemary From: Diaz de Villegas, Milagros Sent: Wednesday, October 22, 2025 2:23 PM To: Olivera, Rosemary Cc: Reinike-Heinemann, Evelyn; Telfort, Cameitra Subject: Matter ID 25-749 - The Biltmore School Inc. - 04/24/2025 Attachments: Executed Agreement The Biltmore School Inc 04242025.pdf Good afternoon, Attached please find the fully executed agreement. Sincerely, Milagros Diaz de Villegas Administrative Assistant City of Miami, DREAM Department Manuel Artirne Theater 900 SW 1 Street, Miami, Fl 33130 Phone: (305) 960-4684 Email- mdiaz@miamigov.com Website: www.manuelartimetheater.com El in