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24089
AGREEMENT INFORMATION AGREEMENT NUMBER 24089 NAME/TYPE OF AGREEMENT PRIZEOUT CORP. DESCRIPTION GIFT AGREEMENT/DIGITAL GIFT CARD PROGRAM/MATTER I D : 22-1333 EFFECTIVE DATE October 3, 2022 ATTESTED BY TODD B. HANNON ATTESTED DATE 10/3/2022 DATE RECEIVED FROM ISSUING DEPT. 10/3/2022 NOTE DOCUSIGN AGREEMENT BY EMAIL DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 CITY OF MIAMI DOCUMENT ROUTING FORM Department of Procurement ORIGINATING DEPARTMENT: DEPT. CONTACT PERSON: Aimee Gandarilla EXT. 1906 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: PRIZEOUT CORP IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? TOTAL CONTRACT AMOUNT: $ FUNDING INVOLVED? TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT OTHER: (PLEASE SPECIFY) GIFT AGREEMENT YES YES ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT PURPOSE OF ITEM (BRIEF SUMMARY): Digital Gift Card Program NO NO COMMISSION APPROVAL DATE: FILE ID: ENACTMENT NO.: NOTES. ROUTING INFORMATION Date PLEASE PRINT AND SIGN DIRECTOR OF PROCUREMENT/CHIEF PROCUREMENT OFFICER PR22251 September 29, Annie Perez, CPPO 2022 I 14:1.DT SIGNATURE: (Z,..,, RISK MANAGEMENT September 29, 20201n PPP:ii EDT SIGNATURE: Frauk „,,y CITY ATTORNEY Matter 22-1333 September 29, Victoria Mendez 2022 I 22:15490-6DT SIGNATURE: ASSISTANT CITY MANAGER, CHIEF FINANCIAL OFFICER September 30, rv. 2d r�( 1 8:`id' EDT SIGNATURE: 'Y ASSISTANT CITY MANAGER, CHIEF OF OPERATIONS Natasha Colebrook -Williams SIGNATURE: DEPUTY CITY MANAGER Nzeribe Ihekwaba, Ph.D., PE SIGNATURE: CITY MANAGER October 2, 2022 Arthur Noriega V 1 10:49:59 EDT SIGNATURE:—��`u3-4 a rangy CITY CLERK October 3, 2022 iod 8H26:0 EDT SIGNATURE: r-oo.-n PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami Office of the City Attorney Legal Services Request To: Office of the City Attorney From: Eduardo Falcon Contact Person Procurement Contracting Manager Title 9/29/2022 Date: Procurement Requesting Client (305) 416-1901 Telephone Legal Service Requested: Matter 22-1333 Digital Gift Card Program with Prizeout Corp. Complete form and forward to the Office of the City Attorney or e-mail to Legal Services. Do not assume that the Office of the City Attorney knows the background of the question and/or issue, such as opinions on the same or similar issues, the existence of relevant memos, correspondence, etc. Please attach to this form and/or e-mail all pertinent information relating to the subject. Once your request has been assigned, an e-mail will be sent to you with the Assigned Attorney's name and the issued matter identification number. All attorneys in the Office of the City Attorney shall fully comply with the Rules Regulating the Florida Bar. For Legal Services requesting an opinion from the Office of the City Attorney: FlIssue opinion in writing. nPublish opinion after issuance. Authorized by: Annie Perez Date response requested by: BELOW PORTION TO BE COMPLETED BY THE OFFICE OF THE CITY ATTORNEY Assigned Attorney: Date: File No. Approved by: Ultimate Client: Comments: D / R Date: Type: Matrix: Category: Copy returned to Requesting Client Copy to Ultimate Client rev. 04/14/2017 DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami, FL GIFT AGREEMENT BETWEEN THE CITY OF MIAMI AND PRIZEOUT CORP. THIS GIFT AGREEMENT (the "Agreement") is made and entered into as of this 3rd day of October , 2022, by and between the CITY OF MIAMI, a municipal corporation of the State of Florida, whose principal address is 444 SW 2nd Avenue, Miami, FL 33130 (hereinafter referred to as "City"), and PRIZEOUT CORP., a corporation of the State of Delaware, whose principal address is 33 W 17th St. Floor 8 New York, NY 10011 (hereinafter referred to as "Prizeout"). The CITY and Prizeout may be individually referred to as a "Party" or collectively as the "Parties." RECITALS: A. The City is a recipient of American Rescue Plan of 2021 ("ARPA") and would like to use those funds to distribute gift cards to qualified City Residents. B. Prizeout is a New York City based technology company that has been in business since 2019, with experience in facilitating disbursement and incentive programs in the government sector, such as what is being requested by the City ("Services"). C. Prizeout has agreed to gift the City the disbursement of the ARPA funds, currently Two Hundred Fifty Thousand Dollars ($250,000.00) at no cost. The services are valued at Ten Thousand Dollars ($10,000.00). D. The City has determined that the proposal provided by Prizeout meets the City's requirements, attached as Exhibit "A" (the "Prizeout Proposal"), and donation letter attached as Exhibit "B". E. Prizeout shall administer the program and provide the relevant documents so that the City may submit the same back to the Federal government for reimbursement purposes as needed. F. The order of precedence whenever there is conflicting or inconsistent language between documents is as follows in descending order of priority: (1) this Agreement and any amendments thereto; (2) the Prizeout Proposal Exhibit "A", and (3) the Prizeout Donation Letter Exhibit "B". NOW, THEREFORE, in consideration of the mutual covenants and promises herein, Prizeout and the City agree as follows: (1) Incorporation by Reference. The recitals set forth in the preamble to this Agreement are incorporated by reference as though set forth in full herein and made a part hereof. 1 DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami, FL (2) Insurance: Indemnity and Hold Harmless. A. Prizeout shall, at all times during the term hereof, maintain such insurance coverage(s) as may be required by the City. The insurance coverage(s) required as of the Effective Date of this Agreement are attached hereto as Exhibit "C" and incorporated herein by this reference. Prizeout shall add the City as an additional insured to its commercial general liability policy, and as a named certificate holder on all policies. Prizeout shall correct any insurance certificates as requested by the City's Risk Management Director. All such insurance, including renewals, shall be subject to the approval of the City for adequacy of protection and evidence of such coverage(s) and shall be furnished to the City Risk Management Director on Certificates of Insurance indicating such insurance to be in force and effect and any cancelled or non -renewed policy will be replaced with no coverage gap and a current Certificate of Insurance will be provided. Completed Certificates of Insurance shall be filed with the City Risk Management Director prior to the performance of Services hereunder, provided, however, that Prizeout shall at any time upon request file duplicate copies of the Certificate of Insurance with the City. Prizeout understands and agrees that any and all liabilities regarding the use of any of Prizeout's employees or any of Prizeout's Subcontractors for Services related to this Agreement shall be borne solely by Prizeout throughout the term of this Agreement and that this provision shall survive the termination of this Agreement. Prizeout further understands and agrees that insurance for each employee of Prizeout and each Subcontractors providing Services related to this Agreement shall be maintained in good standing and approved by the City's Risk Management Director throughout the duration of this Agreement. Prizeout shall be responsible for assuring that the insurance certificates required under this Agreement remain in full force and effect for the duration of this Agreement, including any extensions hereof. If insurance certificates are scheduled to expire during the term of this Agreement and any extension hereof, Prizeout shall be responsible for submitting new or renewed insurance certificates to the City's Risk Management Director, or designee as soon as coverages are bound with the insurers. In the event that expired certificates are not replaced, with new or renewed certificates which cover the term of this Agreement and any extension thereof: (i) the City shall suspend this Agreement until such time as the new or renewed certificate(s) are received in acceptable form by the City's Risk Management Director; or (ii) and new or renewed insurance certificates are not submitted to the City within thirty (30) days following the date of a written notice 2 DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami, FL mailed as provided in Section (5)H. herein, the City may, at its sole discretion, terminate the Agreement for cause in conjunction with the violation of the terms and conditions of this Agreement. Compliance with the foregoing requirements shall not relieve Prizeout of its liabilities and obligations under this Agreement. Prizeout shall require its subcontractors, or consultants to comply with City insurance requirements as noted in Exhibit "C", including, but not limited to Professional Liability Coverage as it relates to this Agreement. B. Hold Harmless and Indemnity. Prizeout, its successors and assigns shall indemnify, defend and hold/save harmless, and defend at its own cost and expense, and further covenant not to sue, the City and its officials, agencies and instrumentalities, employees and agents (collectively referred to as "Indemnitees") and each of them, through administrative, trial, appellate, mediation arbitration and other proceedings, from and against all actions, loss, costs, penalties, fines, damages, claims, expenses (including, without limitation, attorney's fees) or any such liabilities (collectively referred to as "Liabilities") by reason of any injury to or death of any person or damage to or destruction or loss of any property arising out of, resulting from, or in connection with (i) the performance or non-performance of the Services contemplated by this Agreement which is or is alleged to be directly or indirectly caused, in whole or in part, by any act, omission, default or negligence (whether active or passive) of Prizeout or its employees, agents or subcontractors (collectively referred to as "Prizeout"), regardless of whether it is, or is alleged to be, caused in whole or part (whether joint, concurrent or contributing) by any act, omission, default or negligence (whether active or passive) of the Indemnitees, or any of them or (ii) the failure of Prizeout to comply with any of the paragraphs herein or the failure of Prizeout to conform to statutes, ordinances, codes, rules, resolutions, or other regulations or requirements of any governmental authority, local (City/County), federal or state, in connection with the solicitation, selection, award, performance of this Agreement or (iii) any private or public contract, grant, commercial or property rights or similar statutory or civil claims, causes of actions, or actions by any person including, without limitation Prizeout its affiliates or subsidiaries. Prizeout further expressly agrees to indemnify and save/hold harmless and defend at its own cost and expense, the Indemnitees, or any of them, from and against all liabilities which may be asserted by an employee or former employee of Prizeout, or any of its subcontractors, as provided above, for which the Prizeout's liability to such employee or former employee would otherwise be limited to payments under state 3 DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami, FL (3) Workers' or Unemployment Compensation, Family Medical Leave Act, or similar laws. Prizeout further acknowledges that, Prizeout, on behalf of themselves, their agents, invitees and employees, do hereby release from any legal liability the City, its officers, agents and employees, from any and all claims for injury, death or property damage resulting from Prizeout's Services or from any contractual or private property rights or similar civil actions or claims for which Prizeout shall have no recourse against the Indemnitees. This Subsection B shall survive the cancellation/expiration of this Agreement. Prizeout acknowledges that the granting of this Agreement is separate, distinct and sufficient consideration for this Indemnity/Hold Harmless/ Duty to Defend and Covenant not to Sue. This Section shall survive the cancellation or expiration of this Agreement. Public Records Prizeout understands that the public shall have access, at all reasonable times, to all documents and information pertaining to City Agreements, 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 laws. Prizeout failure or refusal to comply with the provisions of this section shall result in the immediate cancellation of this Agreement by the City. A. Prizeout shall additionally comply with Section 119.0701, Florida Statutes, including without limitation: (1) keep and maintain public records that ordinarily and necessarily would be required by the CITY to perform this Gift; (2) provide the public with access to public records on the same terms and conditions as the City would at the cost provided by Chapter 119, Florida Statutes, or as otherwise provided by law; (3) ensure that public records that are exempt or confidential and exempt from disclosure are not disclosed except as authorized by law; (4) meet all requirements for retaining public records and transfer, at no cost, to the City all public records in its possession upon termination of this Agreement and destroy any duplicate public records that are exempt or confidential and exempt from disclosure requirements; and, (5) provide all electronically stored public records that must be provided to the City in a format compatible with the City's information technology systems. Prizeout shall be permitted to retain any public records that make up part of its work product solely as required for archival purposes, as required by law, or to evidence compliance with the terms of the Agreement. B. Should Prizeout determine to dispute any public access provision required by Florida Statutes, then Prizeout shall do so at its own 4 DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami, FL expense and at no cost to the City. IF PRIZEOUT HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO PRIZEOUT'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, CIO PUBLIC RECORDS COORDINATOR, 444 S.W. 2ND AVENUE, 9TH FL, MIAMI, FL 33130. (4) Resident Verification and Data A. Prizeout will receive identification and residence information from City Residents at in -person events, and Prizeout will verify that such City Residents are residents of the appropriate jurisdiction by checking such information via the "My Government Services" database located at the following website (the "Verification Database"): https://miamigis.maps.arcgis.com/apps/webappviewer/index.html. B. City represents to Prizeout that if a City Resident has been verified pursuant to the Verification Database, such City Resident is qualified to receive gift cards under this Agreement. (5) Miscellaneous. A. Term. Unless earlier cancelled by the City, the term of this Agreement shall commence on the date it is fully executed by the Parties and shall terminate upon completion of the project. B. Enforcement. The provisions of this Agreement may be enforced by all appropriate actions in law and in equity by any party to this Agreement. In order to expedite the conclusion of the actions brought pursuant to this Agreement, the parties, their successors and assigns will not demand jury trial nor file permissive counterclaims outside the bounds of this Agreement in such actions. C. Counterparts; Electronic Signatures. This Agreement may be executed in counterparts, each of which shall be an original as against either party whose signature appears thereon, but all of which taken together shall constitute but one and the same instrument. An executed facsimile or electronic scanned copy of this Agreement shall have the same force and effect as an original. The parties shall be entitled to sign and transmit an electronic signature on 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. 5 DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 1 City of Miami, FL D. City Officials. The "City" is a municipal corporation, and the City Manager as its Chief Administrative Officer, is empowered to make all decisions with regard to this Agreement on behalf of the City, unless otherwise provided by this Agreement, by law, or by resolution of the City Commission. E. Use of City Seal. Prizeout is not authorized to use the City's seal, or any City municipal signage, display, emblem, or similar depiction indicating in any manner that Prizeout is affiliated with, endorsed by, or related to the City in any way, for any reason whatsoever. Use of the City seal by Prizeout shall be governed by Section 1-16 of the Code of the City of Miami, Florida, as amended ("City Code"), and shall require City Commission approval. F. Successors and Assigns. This Agreement shall be binding upon the parties hereto, their heirs, executors, legal representatives, successors, or assigns. G. Construction. The section headings contained in this Agreement are for reference purposes only and shall not affect the meaning or interpretation hereof. All of the parties to this Agreement have participated fully in the negotiation of this Agreement, and accordingly, this Agreement shall not be more strictly construed against any one of the parties hereto. In construing this Agreement, the singular shall be held to include the plural, the plural shall be held to include the singular, and reference to any particular gender shall be held to include every other and all genders. H. Notices. Any and all notices required or desired to be given hereunder shall be in writing and shall be deemed to have been duly given when delivered by hand (including recognized overnight courier services, such as Federal Express) or three (3) business days after deposit in the United States mail, by registered or certified mail, return receipt requested, postage prepaid, and addressed to the recipient at the address for such party set forth in the introductory paragraph to this Agreement (or to such other address as any party hereunder shall hereafter specify to the other in writing). TO PRIZEOUT: TO THE CITY: David Metz Chief Executive Officer 33 W. 17th St, Floor 8 New York, NY 10011 Arthur Noriega V City Manager City of Miami 444 S.W. 2nd Avenue, 10th Floor Miami, FL 33130 6 DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami, FL Victoria Mendez City Attorney City of Miami 444 S.W. 2nd Avenue, Suite 945 Miami, FL 33130 Annie Perez, CPPO Procurement Director City of Miami 444 S.W. 2nd Avenue, 6th Floor Miami, FL 33130-1910 I. Severability. In the event any term or provision of this Agreement is determined by an appropriate judicial authority to be illegal or otherwise invalid, such provision shall be given its nearest legal meaning or be construed as deleted as such authority determines, and the remainder of this Agreement shall be construed in full force and effect. J. Amendments; Termination. This Agreement may not be amended, modified or terminated by Prizeout. The City may terminate or cancel this Agreement as the City deems in its sole and best interest. Further, no modification or amendment, with the exception of termination or cancellation by the City, shall be effective unless in writing and executed by the parties, employing the same formalities as used in the execution of this Agreement. K. Exhibits. All of the attached to this Agreement are incorporated in, and made a part of, this Agreement. L. Compliance With Federal, State And Local Laws: Prizeout understands that agreements with local governments are subject to certain laws, rules, regulations, codes and ordinances including, but not limited to, laws pertaining to public records, conflicts of interest, record keeping, etc. City and Prizeout agree to comply with and observe all such applicable federal, state and local laws, rules, regulations, codes and ordinances, as they may be amended from time to time. Prizeout further agrees to include in all of its agreements with Subcontractors for any services related to this Agreement this provision requiring Subcontractors to comply with and observe all applicable federal, state, and local laws, rules, regulations, codes and ordinances, as they may be amended from time to time. City shall have the sole and exclusive right to terminate this Agreement for any alleged violation of this section or any other provision of this Agreement by Prizeout, including, but not limited to, any matter unbecoming to the CITY, in its sole and exclusive discretion. 7 DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami, FL M. Default. i. Termination for Cause. In the event of a default, which is not cured within thirty (30) days following the date of a written notice mailed as provided in Section (5)H. herein, the parties shall have all rights and remedies provided by law or equity. As may be determined at the option of and by the City Manager, if any default is not cured by Prizeout or if Prizeout does not comply with any terms, covenants or conditions provided herein within thirty (30) days from the date of written notice from the City Manager; or when, in the opinion of the City Manager or the City Commission, termination is necessary to protect the interests of public health, safety or general welfare. ii. Termination for Convenience. The City Manager, in his or her sole discretion and at any time, may terminate this Agreement, in whole or in part, upon thirty (30) days prior written notice. iii. If Prizeout fails to comply, in a substantial or material sense, with any of its duties under this Agreement or any agreement it has with the City arising by virtue of this Agreement, and said failure continues beyond thirty (30) days from the date of written notice from the City Manager regarding such failure. N. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, understandings and arrangements, both oral and written, between the parties with respect thereto. O. Governing Law; Venue; Attorney's Fees. This Agreement shall be construed in accordance with, and governed by, the laws of the State of Florida. Venue for all actions under this Agreement shall be in the courts located in Miami Dade County, Florida. In any actions, claims, or proceedings between the parties each party shall bear its own attorney's fees and costs. P. No Joint Venture or Third -Party Beneficiaries. Prizeout is an independent contractor and is not an agent, joint venture, partner or affiliate of the City, nor can the City be bound to honor any obligation or duty of Prizeout, except as expressly provided herein. Additionally, the City is not a guarantor of Prizeout and Prizeout is independent, separate, and unrelated to the City. Prizeout is solely responsible for the performance of all its duties, as provided herein this Agreement; and, as to the City and the protocol, is the donor under the terms of this Agreement. Neither the City nor Prizeout intends to directly or substantially benefit a third -party by this Agreement. Therefore, the parties agree there are no third -party beneficiaries to this Agreement and that no third - party shall be entitled to assert a claim against either of them based upon this Agreement. 8 DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami, FL Q. Nondiscrimination, Equal Employment Opportunity, and Americans with Disabilities Act. Prizeout shall not unlawfully discriminate against any person in its operations and activities or in its use or expenditure of funds in fulfilling its obligations under this Agreement. Prizeout shall affirmatively comply with all applicable provisions of the Americans with Disabilities Act (ADA) in the course of providing any Services funded by the City, including Titles I and II of the ADA (regarding nondiscrimination on the basis of disability), and all applicable regulations, guidelines, and standards. In addition, Prizeout shall take affirmative steps to ensure nondiscrimination in employment against disabled persons. Prizeout affirms that it shall not discriminate as to race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully used in connection with its performance under this Agreement. Furthermore, Prizeout affirms that no otherwise qualified individual shall solely by reason of their race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully used, be excluded from the participation in, be denied benefits of, or be subjected to, discrimination under any program or activity. In connection with the conduct of its business, including performance of Services and employment of personnel, Prizeout shall not discriminate against any person on the basis of race, age, religion, color, gender, gender identity, sexual orientation, national origin, marital status, physical or mental disability, political affiliation, or any other factor which cannot be lawfully used. All persons having appropriate qualifications shall be afforded equal opportunity for employment. R. Authority of Prizeout Signatories. The undersigned officers executing this Agreement on behalf of Prizeout have authority pursuant to corporate resolutions on file with the City, attached and incorporated herein, and all applicable laws of the State of Florida to act on behalf of and bind Prizeout to every condition, covenant and duty set forth herein. S. Audit Rights. The City shall have all audit rights as are provided by Sections 18-99, 18-100, 18-101, and 18-102 of the Code of the City of Miami, Florida, as amended ("City Code"), which are deemed incorporated by reference herein, Prizeout agrees to keep all financial records pertaining to or related to this Agreement at its offices in New York County for the term of this Agreement and for three (3) years thereafter. At the City's request, Prizeout shall deliver to the City such written statements as the City may reasonably require. The City shall have the right to conduct audits of Prizeout records, in order to conduct any monitoring or evaluation activity it deems prudent. Prizeout will cooperate with the City in the performance of these activities. Prizeout's failure to comply with these requirements or the receipt by the City of any inconsistent, incomplete or inadequate information shall be grounds for immediate termination of this Agreement by the City. The City shall also have such inspection rights relative to the Services as are provided by the 9 DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami, FL referenced Sections of the City Code, as were deemed incorporated by reference herein. T. No Representations by Prizeout. Prizeout shall not make any written, oral, electronic, social media, or online statements or affirmations that the City endorses, sponsors, promotes, or recommends Prizeout; provided, that, Prizeout shall be permitted to make written, oral, electronic, social media or online statements referencing Prizeout's partnership with the City so long any such statements are approved by the City prior to being published (which approval may be provided via email)." The City expressly and fully disclaims any involvement, participation, or responsibility for the actions and omissions of Prizeout in its operations. 10 DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami, FL IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized, this the day and year above written. ATTEST: By: Print Name: Zachary Polidoro Title: General Counsel (Corporate Seal) ATTEST: ToddiB. Hannon City Clerk "Prizeout" PRIZEOUT, CORP. a Delaware corporation By: Print Name: David Metz Title: CEO (Authorized Corporate Officer) "City" CITY OF MIAMI, a Florida municipal corporation DocuSigned by: rby AnquAr Art iiii'Noriega V City Manager APPROVED AS TO LEGAL FORM APPROVED AS TO INSURANCE AND CORRECTNESS: DS FPI/ Victoria Mendez (Matter 22-1333) City Attorney REQUIREMENTS: z,3 Ann -Marie Sharpe Risk Management Director DocuSign Envelope ID: 1D61AA41-08F6-44EA-88D5-2B920479C5D4 Prizeout Corp. Officer's Certificate I, Zachary Polidoro, hereby certify that I am the General Counsel and Secretary of Prizeout Corp. (the "Company") and as such do hereby certify that David Metz is the Chief Executive Officer of the Company, and pursuant to the Bylaws of the Company, David Metz is duly authorized to execute an Agreement with the City of Miami, dated on or about the date hereof. IN WITNESS WHEREOF, I have executed this Officer's Certificate as of August 31, 2022 2cAr�4, PQ&4 li By: Zachary Polidoro Title: General Counsel & Secretary DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami, FL EXHIBIT "A" PRIZEOUT PROPOSAL 12 DocuSign Envelope ID: 1D61AA41-08F6-44EA-88D5-2B920479C5D4 Prizeout City of Miami Digital Gift Card Program Proposal Prizeout Corp. Attn: Eliza Moore 33 W 17th Street, Floor 8 New York, NY 10011 1 DocuSign Envelope ID: 1 D61 AA41-08F6-44EA-88D5-2B920479C5D4 Company Information: SECTION 1: EXPERIENCE Prizeout Corp. 33 W 17th St, Floor 8 New York, NY 10011 866-262-8122 Authorized Representative: David Metz, Chief Executive Officer Point of Contact: Eliza Moore, Chief of Staff; Head of Research and Development Prizeout is a New York City based technology company that has been in business since 2019. Our clients include commercial partners within the finance, payroll, banking, and marketplace industries and state and local governments and government agencies. We have been creating and facilitating disbursement and incentive programs since 2020 in the commercial sector and since 2021 in the government sector similar in size and scope to this proposal. Our unique platform can be used by any commercial or government agency that distributes funds to residents. Prizeout gives residents the option to receive allocated funds via digital gift cards that include a financial bonus, i.e. if $100 is owed, they could get a digital card for $115. 2 DocuSign Envelope ID: 1D61AA41-08F6-44EA-88D5-2B920479C5D4 SECTION 2: METHOD OF APPROACH Program Overview: Prizeout is a best -in -class technology company that allows government entities to distribute funds via virtual gift cards from hundreds of merchants to individuals that need it the most. Utilizing our platform, we can easily help the City of Miami create a distribution program where residents can receive digital gift cards to grocery merchants (including merchants like Sedanos, Navarro, Winn Dixie, Publix and Walmart) and other retailers with funds provided by the City. Our unique platform allows government partners to curate virtual card options that are attractive to residents, that fit with program goals, and that can provide added buying power. The City can easily curate which types of businesses can be available to residents by type of business, geographical locations, certain occasions, or other essential characteristics. Virtually any company selling a product or service can offer a gift card through Prizeout and we have the unique ability to allow businesses to easily self -onboard in a matter of minutes. Description: Prizeout will provide the City of Miami a free platform from which funds can be easily distributed to digital gift cards ($250 as proposed by the City). Prizeout will also have at least 1-2 staff on site in Miami at the locations that the City decides to disburse funds to assist with sign-ups. Digital gift cards will be available at those locations on a first come, first serve basis until the budget runs out. Digital gift card options shall include grocery merchants among other options. Merchants may also offer bonus offers on top of what the government is providing to residents. Prizeout proposes usage of our three -sided platform for this program which includes our resident portal, our partner portal (which would be configured for the City of Miami), and our local business merchant portal. Prizeout's three sided platform has three different environments that are offered for government programs: 1) Partner Platform: Prizeout will configure a City of Miami online platform where government administrators can manage the program and access information on gift cards sent, dollars claimed, and merchants used. City of Miami administrators will be given access via email. They can add different administrators to the account with various access levels based on their role. Gift cards can be distributed in a one-off manner or in bulk with thousands at a time distributed at any cadence and time of day the program requires. The virtual cards do not expire, have no fees attached to them for residents, or have a drawdown schedule. Once allocations are distributed, the City of Miami will be able to view: account balances, the number of cards issued, pending gift cards, and the dates of issuance of all cards. Itemized invoices will also be created for all cards based on these reports and distributed via email to the City of Mimi. The creation and management of this platform requires very little effort on the City, as Prizeout can send out all of the gift cards at any time and provide support to the recipients of the funds and the City of Miami. City of Miami administrators can also submit support tickets to Prizeout's support team directly within the platform. These are typically answered in under 30 minutes either by email or voice. 3 DocuSign Envelope ID: 1D61AA41-08F6-44EA-88D5-2B920479C5D4 Prizeout will also create a landing page for this program that will be completely customizable for how the City wishes. 2) Prizeout Resident Portal: Once an allocation is distributed from the Partner Platform, a resident will receive an email or text message containing some information about the allocation, a unique claim link, and instructions on how to access their funds within the Prizeout Resident Portal. Once they click the link, they will enter onto a page where they can view different virtual gift card options from hundreds of Merchants. These gift cards can be used in store and online and Merchant options include retailers, grocery stores, restaurants, gas stations, and delivery services to name a few. Many of Prizeout's Merchants also offer bonus offers on top of the face value of the gift card which means that residents can get even more than the funds that they receive from the City. They also can split up their allocation for multiple cards. For example, if they receive a $250 allocation from the City of Miami, they could select a $100 gift card to one brand and another $150 gift card to a second brand. The second brand may offer a $10 bonus as well so they would receive $260 total through the two different gift cards. Once a Resident selects their gift card(s), they will receive another email or text message with their card details and they are able to use a QR code or pin code to redeem in store or online. These can also be easily printed. These emails or texts include instructions for access and use of the gift cards. Residents can check the balance of their initial allocation in the Prizeout Resident Portal. We provide detailed information on how to check balances for each merchant in our Help Center, and residents can always reach out to Prizeout's Support Team for assistance. Prizeout personnel will be available in person on -site when gift card distribution is happening to help any resident select their gift cards. 3) Merchant Portal: Local businesses and other merchants can easily join Prizeout's platform by inputting their business information, even if they do not have an existing gift card program. Prizeout offers an easy integration and can work with any merchant regardless of the merchant's setup. Budget: Prizeout will not charge the City of Miami any fees for this program and will only charge the face value of the digital gift cards. The budget from the City currently stands at $250,000 to be used for this program but additional funding could be allocated. 4 DocuSign Envelope ID: 1D61AA41-08F6-44EA-88D5-2B920479C5D4 SECTION 3: IMPLEMENTATION PLAN Prizeout has a dynamic and rapid onboarding process which allows our partners to have a live resident and partner portal as soon as they desire. Below, we have laid out the steps for launching the City of Miami digital gift card initiative. We can complete all steps within five days or faster, depending on the requirements that the City of Miami has as we have basic configurations already set up and the platform has been built to scale. We can onboard local businesses in a matter of minutes but recommend about 2-3 weeks lead time to get a variety onboarded if requested. Thus, a program can be ready to be launched in one month. The timeline of this program will commence once an agreement is executed. Step One - Kickoff Meeting: The Prizeout Implementation team will consist of a project manager for this program, a dedicated tech lead, and will have support staff available to be in person in Miami. The project manager will meet with the City of Miami Staff for 30 minutes (or longer if needed) to discuss timelines, additional details of the program, additional requirements, Merchant requests, an internal communications plan, marketing communications, and training requirements. The Prizeout Implementation team has delivered on similar projects for our commercial clients across the UK, Ireland, Canada and the US and have worked on our government projects within the US. They will be informed that this program may kick off at any point in time to ensure reserved capacity. Step Two - Marketing: After the Kickoff meeting, we will schedule a marketing meeting with Prizeout's VP, Marketing. The City of Miami will work in conjunction with Prizeout's in-house marketing team to produce materials for the media. The goal of this meeting will be to discuss co - branded marketing materials that Prizeout can produce along with a schedule for different initiatives before and after launch to improve the success of this initiative. Examples of materials produced may include a press release, social media posts, digital flyers, and blog posts. Prizeout can produce all marketing materials but ask that City Staff help Prizeout to identify the best channels for distribution. Step Three - Technology and Finance Configuration: Also after the Kickoff meeting, Prizeout's Implementation team will configure the City of Miami Partner Portal along with the Prizeout Resident Portal that the residents receiving digital gift cards will visit. These will only take a couple hours to configure. Prizeout will produce an itemized invoice for the City of Miami and create a sub -account for this program. Prizeout accepts checks, ACH payment or wired funds as forms of payment. Once payment has been received, Prizeout will add the funds to the designated sub -account and the fund balance may be viewed in the funding tab of the City of Miami Portal on demand Once residents begin to select gift cards from the Prizeout Resident Portal with the bonus offers, funds will be debited from this account. 5 DocuSign Envelope ID: 1 D61 AA41-08F6-44EA-88D5-2B920479C5D4 Step Four - Merchant Onboarding: While Prizeout's technology team is configuring the portals, Prizeout's sales and merchant onboarding team will be working to onboard local retailers, restaurants, grocers, and other businesses within the City of Miami. The team will put together a list of targeted merchants and will call and email the merchants to help them onboard. This process typically takes about 2-3 weeks but the merchants themselves can onboard in a matter of minutes. The onboarding process simply involves them entering some business information including info about their storefront, connecting their banking information so they can get paid, and setting up their gift cards. Merchants can also run campaigns if they want to provide residents with additional bonus offers. Step Five - Review and Training: Prizeout offers ongoing training and support during all steps of implementation and after. Prior to going live, there will be a meeting to present the portal to the City Personnel. Here, we will be able to ensure that the platform is configured correctly and provide a walk through and training on how to use the portal. There is a support specific email, as well as support available directly in the partner portal. Prizeout will be available to help with any issues 24/7. Additionally, the City Personnel will have access to Prizeout's Help Center and FAQ for self-service, automated alerting and messaging, and a Merchant status page. Step Six - Launch and Service Management: Once City Staff have signed off on the partner portal configuration and funds have been received, the program will be ready to launch. Prior to launch, Prizeout is willing to meet with City Personnel to ensure access to the portal is done as equitably as reasonably possible. At least 1-2 members from Prizeout's support staff will travel to Miami to assist with the launch. Prizeout will not charge the City for the costs associated with the trip, even if it is determined that more support staff will be needed. It will launch as follows: Step 1: The locations for the disbursement events will be determined. Step 2: Resident will be validated by City staff, volunteers and Prizeout personnel as needed in person or prior to the event. To qualify for funding, a resident must meet at least one of the following ARPA/SLFRF impact thresholds: 1 What is the estimated Annual Household Income? a. Note: Less than 65K meets the Treasury -provided Mid -Income Threshold for a household of 3 persons. 2. Did anyone in your house experience unemployment due to COVID? a. If yes, who and for how long? 3. Did your household experience increased food or housing insecurity due to COVID? a. If yes, please explain. 6 DocuSign Envelope ID: 1D61AA41-08F6-44EA-88D5-2B920479C5D4 Step 3: Once a resident has been verified, they can proceed to Prizeout personnel where our team will have 4 ways for residents to receive their digital gift card: 1. A QR code can be scanned on their mobile device to open Prizeout's storefront where they can select a card which will be emailed or texted to them 2. A link can be emailed to resident which will direct them to our storefront for card selection 3. A link can be texted to their mobile device which will direct them to our storefront for card selection 4. A gift card of the resident's choice can be printed by Prizeout personnel for in person distribution Step 4: Prizeout's Support Team will be available for any assistance needed to ensure a smooth redemption process. 7 DocuSign Envelope ID: 1D61AA41-08F6-44EA-88D5-2B920479C5D4 SECTION 4: PROPOSER REFERENCES Prizeout manages a variety of digital gift card programs similar to this proposed project on both the commercial and public sides of our business. Below are three references. 1. Boost OC Vaccination Incentive Program Location: Oneida County, New York In partnership with Oneida County on this $3.25 million initiative, Prizeout sponsored the Boost OC vaccination incentive program where Prizeout issued $100 allocations to residents that received their COVID-19 vaccination shots. After receiving their vaccine, a resident was sent a pin with their allocation. Once a resident received that pin with their allocation, they were able to log into Prizeout's app where they could view a variety of gift card options and redeem a digital gift card to a local Oneida business, non-profit organization, or a national brand within Oneida County. As part of the program, Prizeout worked directly with Oneida Chambers of Commerce to onboard over 100 local businesses and non -profits to the program enabling them to receive the support they needed. This contract with Oneida began in August 2021 and has a one year term. The program concluded January 28, 2022. Dave Catalfamo - Director of Economic Development Oneida County New York 800 Park Avenue, Utica, NY 13501; (315) 272-0202 Sandy Yates - Assistant Secretary to the County Executive 800rk Avenue, Utica, NY 13501; (315) 798-5800 2. Cityfit Wellness Program Location: City of Pittsburgh, Pennsylvania Prizeout has a multi -year contract with the City of Pittsburgh to offer Prizeout's eGift Card Program for the CityFit Wellness Program. The eGift cards are redeemable at over 100 popular retailers supporting Health and Wellness. Utilizing Prizeout's platform, the City's HR Team is able to easily and seamlessly distribute digital gift cards once a City employee hits a wellness milestone within the program. The employee is then able to log into Prizeout and choose either one or multiple gift cards of their choice. This contract began in June 2021, has a two year term, and is ongoing. Richard Butler - HR Manager , Training & Wellness Development 414 Grant Street Room 502, Pittsburgh, PA 15219; (412) 255-8912 Laura Buermann - CityFit Wellness Guru 414ant Street Room 502, Pittsburgh, PA 15219; (412) 255-2183 3. Angi Incentive Programs Location: United States - multiple locations 8 DocuSign Envelope ID: 1 D61 AA41-08F6-44EA-88D5-2B920479C5D4 Prizeout's multi -year contract with Angi has enabled their employees to utilize Prizeout's gift card platform for a number of use cases but primarily to allow their employees to celebrate employees and independent contractors and to recognize sales milestones. Feedback from the program has been overwhelmingly positive as the company continues to find new use cases for Prizeout. We started with 4 programs with them and organically expanded to 8 unique programs with over $1.2 million of gift cards sent to their employees and customers. The team has appreciated the simplicity and ease that the platform brings. This contract started in September 2020, has a three year term, and is ongoing. Kevin Heron - Operations Manager 3601 Walnut St. Ste. 700 Denver, CO 80205; (631) 856-5609 Kelsey Hunter - Executive Admin 3601 Walnut St. Ste. 700 Denver, CO 80205; (708) 710 - 8975 9 DocuSign Envelope ID: 1D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami, FL EXHIBIT "B" PRIZEOUT DONATION LETTER DocuSign Envelope ID: 1D61AA41-08F6-44EA-88D5-2B920479C5D4 Prizeout May 20, 2022 Annie Perez, CPPO City of Miami Procurement Department 444 SW. 2 Avenue, 6th Floor Miami, FL 33130 Ms. Perez: As Americans continue to pay higher prices at the pump and their local grocery stores, a gift card program is a thoughtful tool to assist vulnerable Miami residents. Prizeout is excited to offer our innovative platform to the City of Miami for this initiative. Our attached proposal provides more details of our scope of work, but some highlights include: • Usage of our closed -loop three -sided platform, which includes our resident portal, partner portal (which would be configured for the City of Miami), and our local business platform to disburse digital gift cards to Miami residents • Digital gift cards that include a financial bonus, i.e. if $100 is owed, a resident could get a digital card for $115 • Availability of gift cards from grocers like Sedanos, Navarro, Winn Dixie, Publix and Walmart and other local businesses • A dynamic implementation plan that will include Prizeout staff on the ground to assist with disbursement events • Access to Prizeout's 24/7 support team should any questions or concerns arise from residents, local businesses, or City staff Prizeout will not charge the City of Miami any fees for the implementation and operation of this program. Our services are valued at $10,000, which includes the cost of Prizeout staff traveling to Miami to assist with the disbursement of gift cards. Prizeout will spend its own funds to pay for this expense and will not charge the City of Miami. We are thrilled to share our passion about our product. As a leader in the cash disbursement and payout space, we take pride in being highly -adaptable at problem -solving. Please contact us at Government@prizeout.com if you have any clarifying questions about the attached proposal. Best, David Metz CEO, Prizeout DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami, FL EXHIBIT "C" INSURANCE REQUIREMENTS PROFESSIONAL SERVICES AGREEMENT GIFT AGREEMENT PRIZEOUT I. Commercial General Liability A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence General Aggregate Limit Personal and Adv. Injury Products/Completed Operations B. Endorsements Required City of Miami listed as additional insured Contingent & Contractual Liability Premises and Operations Liability Primary Insurance Clause Endorsement II. Business Automobile Liability $1,000,000.00 $2,000,000.00 $1,000,000.00 $1,000,000.00 Not applicable — general liability policy to be endorsed to reflect coverage for hired and non -owned auto exposures III. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation Employer's Liability A. Limits of Liability $100,000.00 for bodily injury caused by an accident, each accident $100,000.00 for bodily injury caused by disease, each employee $500,000.00 for bodily injury caused by disease, policy limit IV. Professional Liability/Errors and Omissions Coverage Combined Single Limit Each Claim General Aggregate Limit Retro Date Included $1,000,000.00 $1,000,000.00 14 DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 City of Miami, FL V. Network Security and Privacy Injury (Cyber Liability) Each Claim Policy Aggregate Retro Date Included $1,000,000.00 $1,000,000.00 Consultant agrees to maintain Professional Liability/Errors & Omissions coverage, along with Network Security and Privacy Injury (Cyber) coverage for a minimum of one (1) year after termination of the contract period subject to continued availability of commercially reasonable terms and conditions of such coverage. The above policies shall provide the City 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: 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. 15 DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 Delaware.gov Governor I General Assembly I Courts I Elected Officials I State Agencies Department of State: Division of Corporations HOME Allowable Characters Entity Details THIS IS NOT A STATEMENT OF GOOD STANDING File Number: 7367337 Incorporation Date / 4/10/2019 Formation Date: (mm/dd/yyyy) Entity Name: PRIZEOUT CORP. Entity Kind: Corporation Entity Type: General Residen Domestic State: DELAWARE REGISTERED AGENT INFORMATION Name: Address: City: State: Phone: THE CORPORATION TRUST COMPANY CORPORATION TRUST CENTER 1209 ORANGE ST WILMINGTON DE 302-658-7581 County: New Castle Postal Code: 19801 Additional Information is available for a fee. You can retrieve Status for a fee of $10.00 or more detailed information including current franchise tax assessment, current filing history and more for a fee of $20.00. Would you like 0 Status 0 Status,Tax & History Information Submit View Search Results New Entity Search For help on a particular field click on the Field Tag to take you to the help area. site map I privacy I about this site I contact us I translate I delaware.gov DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 PRIZCOR-01 PAMELASPICER ACORif, CERTIFICATE OF LIABILITY INSURANCE �/ DATE(MM/DD/YYYY) 9/28/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER NFP Property & Casualty Services, Inc. 2450 Tapo Street Simi Valley, CA 93063 CONTACT Louis Alvarez NAME: PHONE FAx (A/c, No, Ext): (805) 537-0118 (A/C, No): ADDRESS: Iouis.alvarez@nfp.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A:BeaZley Insurance Company, Inc 37540 INSURED Prizeout Corp 33 W 17th Street, Floor 8 New York, NY 10011 INSURER B : Crum & Forster Indemnity Company 31348 INSURER C : HSB Specialty Insurance Company 14438 INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLIC ES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCE, :Y PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUER W Vp POLICY NUMBER POLI . E (NI, ' r o POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY X WG00001780AD 4,#1 O O�I /2022 9/18/2023 EACH OCCURRENCE $ 2,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ 100,000 MED EXP (Any one person) $ 5,000 PERSONAL & ADV INJURY $ 2,000,000 GEN'L AGGREGATE POLICY OTHER: LIMIT APPLIES JERCOT PER: LOC GENERAL AGGREGATE $ 4,000,000 PRODUCTS - COMP/OP AGG $ 4,000,000 $ A AUTOMOBILE X LIABILITY....A X SCHEDULED AUTOS NON -OWNED AUTOS ONLY X WG0000 78 D n [�/ vJ A CL O (`(`) CY _ {/ 9/18/2022 9/18/2023 COMBINED SINGLE LIMIT (Ea accident) 1,000,000 $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ U UMBRELLA LIAB EXCESS LIAB O OCCUR1SZP CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENT ON $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N / A PER STATUTE OTH- ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ B C E&O/Media/Cyber E&O/Media/Cyber EOL-238350 ATB-6608499-03 9/18/2022 9/18/2022 9/18/2023 9/18/2023 2nd Layer Excess 3rd Layer Excess 3,000,000 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Evidence of insurance only. City of Miami as additional insured with respect to General Liability and Auto Liability. Primary and non-contributory language included for General Liability and Auto. Retro/Prior Acts Date - Primary Policy: 9/18/2019 Retro/Prior Acts Date - 2nd Layer Policy: 4/6/2021 CERTIFICATE HOLDER CANCELLATION Cityof Miami 444 SW 2 Avenue Miami, FL 33130 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 /^1 ACOR O AGENCY CUSTOMER ID: PRIZCOR-01 PAMELASPICER LOC #: 1 ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY NFP Property & Casualty Services, Inc. NAMED INSURED Corp 33iW 17th Street, Floor 8 New York, NY 10011 POLICY NUMBER SEE PAGE 1 CARRIER SEE PAGE 1 NAIC CODE SEE P 1 EFFECTIVE DATE: SEE PAGE 1 ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance CONTRACTUAL INSURANCE REQUIREMENTS The attached Certificate of Insurance is provided as part of our service to our client, the Insured. If special endorsements have been provided, they also are indicated attached. You may find that these documents do not comply with all the terms and conditions of the underlying contract between the Certificate Holder and the Insured due to the insurance company's insuring conditions, limitations, exclusions and other terms. C r If you have any questions, please contact the undersigned. `I O CI,/ '� J �,O V NFP Property & Casualty Insurance Services, Inc. ('�'' CA LICENSE #0F15715 O 2450 TAPO ST SIMI VALLEY, CA 93063 <pp4Ce c\CY TELEPHONE: (805) 579-1900 ^ FAX: (805) 579-1916 ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 1D61AA41-08F6-44EA-88D5-2B920479C5D4 ACCIREP CERTIFICATE OF LIABILITY INSURANCE �.plINCITrerewo sire THIS CERTfICATE IS ISSUED AS A MATTER OF INFORMAtioN ONLY A.NIJ G .NFERS NO RIGHTS UPON THE OERTiFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND £TEND OF ALTER TIDE COVERAGE AFFORDED 9Y T* POLICIES BELOW TEAS CERTIFICATE OF OIISuRANOE DOES ROT C,QP44TITLJTE A CONTRACT DETWEEN THE ISSIMO INSUREPISI: AUITHORCED R PRESEMTATTiE OR PRODUCER. AIt THE CERTIFICATE HOLOCR. IMPORTANT. II Ihi life `t# MINN Is in ADDITIONAL INSURED_ the poNtANI mutt fiix# ADE:MORAL INSURED I?ri iil{rrlI of be i15CIof med. li SUBROGATION IS WAIVED, eub4Iert to the ierinS onelluena of th4 policy, carlain palicle. rnap rewire an andorsarnert. lA ttalanrent an ens certilicaiir darn not conks- Fighti to the cellilicaie holder in Mu of such enekofi+irNengsL PFICID 1t:ER ktulh Annrr ■ itOIS4n y' HAIh USA Faa. FO Bp. 1 bola Drr Nowt L. IA 54b'M1 NOIRARSO ANN TatalSara a FL N4L Inc. Ill4li1,4.or '!P•dwrir AIFIrnr {UI 15 LSC N: PnrealA Carp. 7,1W 17TH STREET ITN FLOOR New TM. NY 1t*I1U0143 COVERpOES CERTIFICATE NUMBER: rbe Minh Arlon) BLI1143-111B ILI}P1aiNSaimtailmu Lrl..ram ormumssuipAiNionoNoC0YEe'4a! i New HampskreimaiAre 4a ire ItC: M1lIAILII' p INSUREN E FAR ,Lk WI INSURER P REVISION NUN RER: `MAC # 3,1141 THIS IS TO CERTIFY' THAT THE FEU.. _ .E LISTED BELOW HAVE. BEEN r+IDIC TM NO1\i1TI— TAMDFNG ANY k=si.aI EM6.H re II OR CCPIDITON DE ANT CERTIFICATE MAW BE IGRED OR MAY PERTAIN THE IN54JRANDE AFFORDED BY THE EKiiLL *MD CONDITIONS OF SLIDH POLICIES LIMITS IPM WAY RAVE BEEN - *SLED T. THE INSURED NAMED ABOVE FeF! T'HE PDLICf PERIOD MOT • OR OTFER YrJ.uMEMT wITH RESPECT TO N-IiCH THIS 'e .I - r-.•-IBED ►VEIN 15 SUBJECT -r ALL TI^E FERIAS. r V P + a CLAIMS ■ . TYPEOFIN&UPAFICI ACMPi 'AND NUMIIIII . .,-, LINTS Ct lrNACIA/.ODIR kAL LI&WILY O EAC?M S CLbII!5J CE I DOOM /�� =- 1 ( NIBM E I4rq�pawn I 1 , IF Arm RULAtY 1 Of_Ark. 1E T . LIMIT PP.If. PER / GE ERAL. i CA, 1 Pl7LIC.'i' E LOC G _.41 (1O PIIOGLVCTL-.IOPARi4S 1 OMER AUTOMOBILE LIAirlY • ,- =MIMI : I- ` T •- I ANY Aurc eiThe wart airmen) I *LIQ,14iRF Y FSI!LEG I �,/\ OPO JPPY ICCLT 441 mcospr0 '1 ► RED Au FOR QH V h1014. ED AkITwr]$ t7NL..Y ' - . - 1- TY DAIMACiE • 41,0orai 1 tilMIRILLA OAS ocrLrR EACH ODG41RFIE FJICESRLIAN CLAAME-MADE A CA IT I CE[I R(TENTICN1 mu:PAIRS AF DENIPW41 NI LMEYLITY YIN a IIT.AT{,jIE IIJf Ara pc ILicnvamikEncLRiuI'tret L EACH A t 1 IrahlW A 4rSfRA N EACLUDfI WC fl ]43TIPde NY I iIIMIC! FiR1f1l1I 2 L WAR -SA EIPL.OYES 1 IFrIIMEF4! yea dreartt ua.dW DE'S RIFTF344 Cr C:RDI ATCM Carlin - L t#IIASE • C'r LIM' 1 immi 114 CMTCIII IPTIQFI . - T `..- T•. .T T "-.' r .. +' Alworkurtamaimplazwarm' WPIlm Caen Pell raavc minty imiaa.VIAIVEN OF SILEIRCINATIOY IN PAS RIOuiAEMI- 'lhr1T M COMIAAAT a F raw FAVOR fr-- .-.. *.i igmaimor Flim 19 iGf1AL'r. Aunt OF ult. h1r9 ,I mifi into ii coanamn ABPTOTAL5a91RCE INC.amil eiamaim' yndefkilt DF C ERT1FICATE HOLDER A9 NENPi C75 OF JOB PE FI F C Rid E D BY Primal Caw CERTIFICATE FIOLIMR Ciy al Warm 444 SRI I Arllha4 !bard. FL 7131J4 ACOIIIDSE1I14II) CAl CE LLATION SHOULD ANY Of TIII A POWER IS CMIQIIc ID WORE trIPIP.ATION Glib TiORMdF, NDTIGII Md. EE MIMIC IN ACCON AHCI Yi1TH THE POLICY PROVISION& AUTIPOAI;I J RIPRIIIMITiW. ti;) ACORD CORPO ION, MI Sights P•011$0011d. The ACORO name and Ingo ire regulated marks of ACOR d DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 POLICY NUMBER: WG00001780AC THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. HIRED AUTO AND NON -OWNED AUTO LIABILITY This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM SCHEDULE Coverage Additional Premium A. Hired Auto Liability $ 150.00 B. Non -owned Auto Liability $ 150.00 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. or o (2) The spouse, child, parent, brother or the 1. Hired Auto Liability The insurance provided under COVERAGE A' (�Q (1) Whether the insured may be liable as an BODILY INJURY AND PROPERTY DAMAGE in SECTION I — COVERAGES applies t "bodily injury" or "property damage" arising out`/ of the maintenance or use of a "hired auto" by you or your "employees" in the course of your business. 2. Non -owned Auto Liability The insurance provided under COVERAGE A BODILY INJURY AND PROPERTY DAMAGE in SECTION I — COVERAGES applies to "bodily injury" or "property damage" arising out of the use of any "non -owned auto" in your business by any person. B. For insurance provided by this endorsement only: 1. The exclusions under Paragraph 2. of COVERAGE A BODILY INJURY AND PROPERTY DAMAGE in SECTION I — COVERAGES, other than Exclusions a., b., d., f. and i. are deleted and replaced by the following: a. "Bodily injury" to: (1) An "employee" of the insured arising out of and in the course of: (a) Employment by the insured; or (b) Performing duties related to the conduct of the insured's business; or employer or in any other capacity; and (2) To any obligation to share damages with or repay someone else who must pay damages because of injury. This exclusion does not apply to: (1) Liability assumed by the insured under an "insured contract"; or (2) "Bodily injury" arising out of and in the course of domestic employment by the insured unless benefits for such injury are in whole or in part either payable or required to be provided under any work- ers' compensation law. b. "Property damage" to: (1) Property owned or being transported by, or rented or loaned to the insured; or (2) Property in the care, custody or control of the insured. E11259 032018 ed. Page 1 of 2 DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 2. Paragraph C. WHO IS AN INSURED in SECTION II is replaced by the following: 1. Each of the following is an insured under this endorsement to the extent set forth be- low: a. You; b. Any other person using a "hired auto" with your permission; c. For a "non -owned auto": (1) Any partner or "executive officer" of yours; or (2) Any "employee" of yours; but only while such "non -owned auto" is being used in your business; and d. Any other person or organization, but only for their liability because of acts or omissions of an insured under a., b. or c. above. 2. None of the following Is an insured: a. Any person engaged in the business of his or her employer for "bodily injury" to any co -"employee" of such person in- jured in the course of employment, or to the spouse, child, parent, brother or si ter of that co -"employee" as a cons quence of such "bodily injury", or for any obligation to share damages with or re-0) pay someone else whom try damli ages because of the injury CN/ b. Any partner or "executive officer" for any "auto" owned by such partner or officer or a member of his or her household; c. Any person while employed in or other- wise engaged in duties in connection with an "auto business", other than an "auto business" you operate; d. The owner or lessee (of whom you are a sublessee) of a "hired auto" or the owner of a "non -owned auto" or any agent or "employee" of any such owner or lessee; or e. Any person or organization for the con- duct of any current or past partnership or joint venture that is not shown as a Named Insured in the Declarations. C. For the purposes of this endorsement only, Para- graph 4. Other Insurance in SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS is replaced by the following: This insurance is excess over any primary insur- ance covering the "hired auto" or "non -owned auto". D. The following additional definitions apply: Auto business" means the business or occu- pation of selling, repairing, servicing, storing or parking "autos". (1/Hired auto" means any "auto" you lease, hire, V rent or borrow. This does not include any "auto" you lease, hire, rent or borrow from any of your "employees", your partners or your "ex- ecutive officers" or members of their house- holds. 3. "Non -owned auto" means any "auto" you do not own, lease, hire, rent or borrow which is used in connection with your business. This in- cludes "autos" owned by your "employees", your partners or your "executive officers", or members of their households, but only while used in your business or your personal affairs. E11259 032018 ed. Page 2 of 2 DocuSign Envelope ID: 1D61AA41-08F6-44EA-88D5-2B920479C5D4 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. This endorsement, effective 12:01 AM 07/01/2022 forms part of Policy No. WC 053437036 NY Issued to ADP TotalSource FL XVI, Inc. 5800 Windward Parkway Alpharetta, GA 30005 L/C/F: Prizeout Corp. 33 W 17TH STREET 8TH FLOOR New York, NY 100110000 By New Hampshire Insurance Co. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us. This agreement shall not operate directly or indirectly to benefitey one not named in the Schedule. Sch`ec�:tt€ f ANY PERSON OR ORGANIZATION TO WHOM YO6CO1DIE5BLIGATED TO WAIVE YOUR RIGHTS OF RECOVERY AGAINST, UNDER ANY CONTRACCIOR AeREEMENT YOU ENTER INTO PRIOR TO THE OCCURRENCE OF LOSS 9 — Q� O� This form is not applicable in Kansas for private construction contracts as defined in K.S.A. 16-1801 through K.S.A. 16-1807 or public construction contracts as defined in K.S.A. 16-1901 through 16-1908, except where permitted by statute or other applicable law, such as for use in wrap-up insurance programs. Any person or organization for which the employer has agreed by written contract, executed prior to loss, may execute a waiver of subrogation. However, for purposes of work performed by the employer in Missouri, this waiver of subrogation does not apply to any construction group of classifications as designated by the waiver of right to recover from others (subrogation) rule in our manual. This form is not applicable in California, Kentucky, New Hampshire, New Jersey, Texas, or Utah. WC 00 03 13 Countersigned by (Ed. 04/84) Authorized Representative DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 moment. We are good on the rest. �v Thanks, <Z V rQV V 4(e c\CY Property & Casualty Manager City of Miami Risk Management (305) 416-1740 Office (305) 416-176o Fax fgomez@miamigoy.com O (1/ Frank Gomez, PIAM, CPI I From: Gomez Jr., Francisco (Frank). To: Carbonell, Aileen Subject: RE: Prizeout Gift Agreement (Matter 22-1333) Date: Thursday, September 29, 2022 1:04:51 PM Attachments: image001.pnq image002.pnq image004.pnq image006.pnq imaae007.onq image008.pnq image009.pnq imaae010.onq image012.onq imaoe013.onq image015.onq image016.pnq image017.pnq image018.pnq image019.onq Hi Aileen, This is an endorsement to the WC policy. Thought youon file. Please request it when you have a "Serving, Enhancing, and Transforming our Cammunity" From: Carbonell, Aileen <ACarbonell@miamigov.com> Sent: Thursday, September 29, 2022 12:52 PM To: Gomez Jr., Francisco (Frank) <FGomez@miamigov.com> DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 Subject: RE: Prizeout Gift Agreement (Matter 22-1333) Frank, The only document I have for the Workers Compensation is what I put in the file sent in the email I attached. Please advise. WAIVER OF OUR RIGHT TO REOOVER FROM WHERE. ENDORSEMENT This endarSerilent changes the policy IOwhidl Ala etteChed edeCtive on the inCeptien date or the policy unleE a different date is indicated below. This endorsement. effective 12:01 AM 07,10112022 (orris part or Policy No. WC 053137036 NY ISduCd 10 ADP TotalSaurce FL XVI, Inc. 58001Mindward Parkway LLJICCNohamopsrette, GA 005 IIF: Prizean Corp. 33 W 17TH STREET 8TH FLOOR New York, NY 100110000 By New Hampsh ee Insurance Co. We have the fight to recover our payments from anyone liable for an injury covered by this policy. enforce our right against the person or organization named in the Schedule. Pis agreement = . pli extent that you perform wadi under a written contract that requires you to obtain this agree This agreement shall nal operate directly or indirectly to benefit any ono not named ine Schedule ANY PERSON OR ORGANIZATION TO WHOM YOU BECOME OBLIGAgQ TOIWAIVE RECOVERY AGAINST, UNDER ANY CONTRACT OR AGREEMENT left I OCCURRENCE OF LOSS J�� O 401511 This form is not applicable in Kansas for pirate an cone �efinad in KS.A. 16-1801 Through K.S.A. 18-1607 or pudicconstruction contracts as deft K. A. 1 h 16-1908. except where pormnled by statute or other applicable law. such as for uye i<i p-up insureograms. Any person or organization for which tl t� has agreed by wntlen contract. executed poor to loss may execute a waiver orsubragatidn. However, for s of work performed by the employer rn Missoun. thus waiver of subrogation does not apply to any conslru on group of dassnfications as designated by the waiver of right to recover from others (subrogation) rule in Our manual. This fomn is not applicable in California. Kentucky, New Hampshire, New Jersey. Texas. or Utah_ WC 0t10313 (Ed. e4(84) Counterai8ned by AVNrarized Representative Should you have any questions or concerns, please do not hesitate to contact me at information listed below. Kind regards, Aileen Carbonell, MPA Procurement Assistant Department of Procurement 444 SW 211d Avenue, 6th Floor DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 Miami, Florida 33130 Office: (305) 416-1922 Facsimile: (305) 416-1925 Email: acarbonell@miamigov.com Website: https://www.miamigov.com/Government/Departments-Organizations/Procurement "Serving, Enhancing, and Transforming our Community" Mission: The City of Miami Department of Procurement's mission is to ethically procure quality goods and services, design, construction and construction management services at the best value for the City, while providing excellent customer service, process efficiency, transparency, fairness, competition, accountability, and maintaining public trust. Click on or scan the QR Code to register as a new vendor for}Iciity of Miami. ■ i..r ip :e •..:`.i; O Sixf::ir::..;•«.• pit .4 .. 2. ie u •:., iitie ;.7..i.:.3e O 99 •°�r. ,r::•i:': n•i k.e t 1 x;= `� ' V •a :r 11 I..1..1. s :i:ia•x::- 4Ce CbI Please consider the environment b�for printing thisOe-mail. CONFIDENTIAL COMMUNICATION The information contained in this transmission may contain privileged and confidential information. It is intended only for the use of the person(s) named above. If you are not the intended recipient, you are hereby notified that any review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original message. Thank you. *Please Note: Due to Florida's very broad public records law, most written communications to or from City of Miami employees regarding City business are public records, available to the public and media upon request. Therefore, this e-mail communication may be subject to public disclosure. From: Gomez Jr., Francisco (Frank) <FGomez@miamigov.com> Sent: Thursday, September 29, 2022 12:14 PM To: Carbonell, Aileen <ACarbonell@miamigov.com> Subject: RE: Prizeout Gift Agreement (Matter 22-1333) DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 Yes, I believe you also have the WC? Frank Gomez, PIAM, CPII Property & Casualty Manager City of Miami Risk Management (305) 416-174o Office (305) 416-176o Fax fgomez@miamigoy.com "Serving, Enhancing, and Transforming our Community" From: Carbonell, Aileen <ACarbonel Sent: Thursday, September 29, 2022 1 To: Gomez Jr., Francisco (Frank) omez igov.com> Subject: RE: Prizeout Gift Agre 4 -ht (Matt 22-1333) Frank, We are good to go with Prizeout insurance? Please advise if adequate for processing. Thanks! Should you have any questions or concerns, please do not hesitate to contact me at information listed below. Kind regards, Aileen Carbonell, MPA Procurement Assistant Department of Procurement 444 SW 2nd Avenue, 6th Floor Miami, Florida 33130 Office: (305) 416-1922 Facsimile: (305) 416-1925 Email: acarbonellPmiamigov.com Website: https://www.miamigov.com/Government/Departments-Organizations/Procurement DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 "Serving, Enhancing, and Transforming our Community" Mission: The City of Miami Department of Procurement's mission is to ethically procure quality goods and services, design, construction and construction management services at the best value for the City, while providing excellent customer service, process efficiency, transparency, fairness, competition, accountability, and maintaining public trust. Click on or scan the QR Code to register as a new vendor for the City of Miami. 0 0O A Please consider the environment before printing eOailrit O lanerr••zz•ts;ele. ai af•`a CONFIDENTIAL COMMUNICATION The information contained in this tran sion ma ontain privileged and confidential information. It is intended only for the use of the person(s) named abo If you are not the intended recipient, you are hereby notified that any review, dissemination, distribution, or duplication of this communication is strictly prohibited. If you are not the intended recipient, please immediately contact the sender by reply e-mail and destroy all copies of the original message. Thank you. *Please Note: Due to Florida's very broad public records law, most written communications to or from City of Miami employees regarding City business are public records, available to the public and media upon request. Therefore, this e-mail communication may be subject to public disclosure. From: Gomez Jr., Francisco (Frank) <FGomez@miamigov.com> Sent: Thursday, September 29, 2022 12:02 PM To: Eliza Moore <eliza@prizeout.com> Cc: Carbonell, Aileen <ACarbonell@miamigov.com>; Andrea Tovar <andrea@corcoranpartners.com>; Falcon, Eduardo <efalcon@miamigov.com>; David Mayhall <dmayhall(aprizeout.com>; Quevedo, Terry <TQuevedo@miamigov.com>; Quevedo, Terry <TQuevedo@miamigov.com> Subject: RE: Prizeout Gift Agreement (Matter 22-1333) DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 Hello Eliza, Thanks for providing the updated COI. Sadie- Please add to the agreement. Best regards, Frank Gomez, PIAM, CPI I Property & Casualty Manager City of Miami Risk Management (305) 416-1740 Office (305) 416-176o Fax fgomez@miamigoy.com "Serving, Enhancing, and Transforming a 4,1/ ,«.5) O me From: Eliza Moore <elizaPprizeout.com> Sent: Thursday, September 29, 2022 11:56 AM To: Gomez Jr., Francisco (Frank) <FGomezPmiamigov.com> Cc: Carbonell, Aileen <ACarbonellPmiamigov.com>; Andrea Tovar <andreaPcorcoranpartners.com>; Falcon, Eduardo <efalconPmiamigov.com>; David Mayhall <dmayhalliprizeout.com>; Quevedo, Terry <TQuevedo@miamigov.com> Subject: Re: Prizeout Gift Agreement (Matter 22-1333) CAUTION: This is an email from an external source. Do not click links or open attachments unless you recognize the sender and know the content is safe. Hi everyone, I am so happy to say that I finally received the updated COI! It is attached and I believe this is the last piece that we needed. Please let me know if you have any more questions! DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 Best, Eliza On Fri, Sep 23, 2022 at 2:32 PM Gomez Jr., Francisco (Frank) <FGomez@miamigov.com> wrote: Thank you! Frank Gomez, PIAM, CPII Property & Casualty Manager City of Miami Risk Management (305) 416-1740 Office Q (305) 416-1y60 Fax P fgomez@miamigov.com "'Serving, Enhancing, and Transforming our Community" From: Eliza Moore <eliza@prizeout.com> Sent: Friday, September 23, 2022 2:31 PM To: Gomez Jr., Francisco (Frank) <FGomez@miamigov.com> Cc: Carbonell, Aileen <ACarbonell@miamigov.com>; Andrea Tovar <andrea@corcoranpartners.com>; Falcon, Eduardo <efalcon@miamigov.com>; David Mayhall <dmayhall@prizeout.com>; Quevedo, Terry <TQuevedo@miamigov.com> DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 Subject: Re: Prizeout Gift Agreement (Matter 22-1333) CAUTION: This is an email from an external source. Do not click links or open attachments unless you recognize the sender and know the content is safe. Thanks Frank - that is requested. Our insurance broker is awaiting that from the carrier. He is sending it to me as soon as he has it. Best, Eliza On Fri, Sep 23, 2022 at 2:28 PM Gomez Jr., Francisco (Frank) <FGomez@miamigov.com> wrote: Good afternoon All. Please request the renewal COI as Thanks, Frank Gomez, PIAM, C� Property & Casualty Marfiager City of Miami Risk Management (305) 416-174o Office (305) 416-176o Fax fgomez@miamidov.com , G V /..\N 19/ the vidxpired. v OCb "Serving, Enhancing, and Transforming our Community" From: Eliza Moore <eliza(@prizeout.com> DocuSign Envelope ID: 1 D61AA41-08F6-44EA-88D5-2B920479C5D4 Sent: Friday, September 23, 2022 2:24 PM To: Carbonell, Aileen <ACarbonell@miamigov.com> Cc: Andrea Tovar <andrea@corcoranpartners.com>; Gomez Jr., Francisco (Frank) <FGomezPmiamigov.com>; Falcon, Eduardo <efalconPmiamigov.com>; David Mayhall <dmayhall@prizeout.com> Subject: Re: Prizeout Gift Agreement (Matter 22-1333) CAUTION: This is an email from an external source. Do not click links or open attachments unless you recognize the sender and know the content is safe. Hi Aileen, This COI includes the personal injury and should hopefully allow the contract process to move forward. I will send an updated COI with the renewed policy numbers as soon as I have it! Thanks, Eliza ^O 4</ On Fri, Sep 23, 2022 at 8:38 AM Carbonell, ilea <A b�fieII( miamigov.com> wrote: �Good morning, .Are there any updates on the �id�ng in�i051 e below? ♦ • Please amend the general Ii�i to include coverage for personal injury. The rest looks good. Should you have any questions or concerns, please do not hesitate to contact me at information listed below. Kind regards, Aileen Carbonell, MPA Procurement Assistant Department of Procurement 444 SW 2nd Avenue, 6th Floor Miami, Florida 33130 Office: (305) 416-1922 Facsimile: (305) 416-1925 Email: acarbonell(Wmiamigov.com Website: https://www.miamigov.com/Government/Departments-Organizations/Procurement Olivera, Rosemary From: Gandarilla, Aimee Sent: Tuesday, October 4, 2022 9:04 AM To: Hannon, Todd Cc: Lee, Denise; Olivera, Rosemary; Cabrera, Paola Subject: matter 22-1333 executed Digital Gift Card Program agreement PRIZEOUT Attachments: Digital Gift Card Program agreement PRIZEOUT.pdf Good morning Todd, Please find attached the fully executed copy of an agreement from DocuSign that is to be considered an original agreement for your records. Thank you, a we candemn& Procurement Assistant City of Miami Department of Procurement 444 SW 2' Avenue, 6th floor, Miami, FL 33130 P (305) 416-1906 F(305) 400-5338 agandarilla@miamigov.com https://miamigov.com/Govern ment/Departments-Organizations/Procurement "Serving, Enhancing, and Transforming our Community" If you're not already,a Vendor, click on or scan the QR Code to register as a new Vendor for the City of Miami. 1