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HomeMy WebLinkAbout24126AGREEMENT INFORMATION AGREEMENT NUMBER 24126 NAME/TYPE OF AGREEMENT VALORO MED OWNER LLC DESCRIPTION 1ST ADDENDUM TO LEASE AGREEMENT/5040 NW 7TH STREET, 9TH FLOOR, MIAMI, FL 33126/FILE ID: 12505/R-22- 0352/MATTER ID: 22-2079 EFFECTIVE DATE October 26, 2022 ATTESTED BY NICOLE EWAN ATTESTED DATE 10/31/2022 DATE RECEIVED FROM ISSUING DEPT. 10/31/2022 NOTE DOCUSIGN AGREEMENT BY EMAIL DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 CITY OF MIAMI DOCUMENT ROUTING FORM ORIGINATING DEPARTMENT: DREAM DEPT. CONTACT PERSON: Sandy Lila EXT. 1461 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: Valoro Med Owner, LLC IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? ❑ YES ® NO TOTAL CONTRACT AMOUNT: $287,680.00 (First Year) FUNDING INVOLVED? ❑ YES ® NO TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ® LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT OTHER: (PLEASE SPECIFY): PURPOSE OF ITEM (BRIEF SUMMARY): The City of Miami entered into a Lease Agreement dated June 15, 2015, providing for the use of nine thousand two hundred eighty (9,280) square feet of office space located at 5040 Northwest 7 Street, Miami, Florida, by the Miami Police Department's Internal Affairs Division ("Division"). The Lease is set to expire October 31, 2022, and the Division wishes to execute an Addendum to the lease agreement for the purposes of extending the Lease for the continued use of the office space with the current owners Valoro Med Owner LLC. COMMISSION APPROVAL DATE: 09/22/2022 FILE ID: 12505 ENACTMENT NO.: R-22-0352 IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING INFORMATION Date PLEASE PRINT AND SIGN APPROVAL BY DEPARTMENTAL INTERIM DIRECTOR October 27, 2022 I 11:59:50 EDT PRINT: Jacqu SIGNATURE: . Lam: {���,,, cJ 9n147r9V/0Andnr SUBMITTED TO RISK MANAGEMENT - -ns October 27, 2022 1 12:04:55 EDT PRINT: Ann-M SIGNATURE: gottaMy: rr � i tA2 Assigned ACA: Isiaa Jones.- October 1/, LOLL 11 : i8: SUBMITTED TO CITY ATTORNEY Matter ID#: 22-2079 October 27, 2022 I 54 EDT 23:40:53 EDT PRINT: Victoria SIGNATURE: cc°�'az14C7.-. 1Men iez iocu igned by: —)4 '*--.F,EfirsQ„F8PZda5T APPROVAL BY ASSISTANT CITY MANAGER October 28, 2022 1 09:05:33 EDT PRINT: Larry SIGNATURE M. Spring DoDo u by: RECEIVED BY CITY MANAGER October 28, 2022 1 14:53:18 EDT PRINT: Arthur SIGNATURE-, ai iegav74 r—DocuSigned by: A44 ATTESTED BY THE CITY CLERK 1) ONE ORIGINAL TO CITY CLERK, October 31, 2022 1 08:30:45 EDT PRINT: Todd SIGNATURE: B. Hannon DocuSig bed by: 18199471A31D411-.. 2) ONE COPY TO CITY ATTORNEY'S OFFICE, 3) REMAINING ORIGINAL(S) TO ORIGINATING DEPARTMENT PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 First Addendum to Lease Dated as of the 15th Day of June, 2015 Made by and Between VALORO MED OWNER LLC, as successor in interest to TMSA ALTIS 5040 LLC ("Landlord"), and, City of Miami ("Tenant"), for Premises Known as 5040 NW 7th Street, 9th Floor, Miami, FL 33126 In consideration of Ten Dollars ($10.00), the Lease Agreement and other good and valuable consideration, receipt, and sufficiency of which are hereby acknowledged, Landlord and Tenant herein agree that this First Addendum to Lease Agreement amends and modifies as hereinafter set forth that Lease Agreement and any amendments or modifications thereto (the "Lease"), as follows: Article 1. Landlord and Tenant acknowledge and agree that the Lease has been extended for five (5) years and now expires on October 31, 2027. Article 2. This Addendum has been authorized pursuant to City of Miami Resolution No. 22- 0352 attached as Exhibit A Article 3. Landlord's corporate authorization is attached as Exhibit B. Article 4. Pursuant to Article 5.(a), Landlord and Tenant acknowledge and agree to the following modifications to Minimum Rent: From/To November 1, 2022 to October 31, 2023 November 1, 2023 to October 31, 2024 November 1, 2024 to October 31, 2025 November 1, 2025 to October 31, 2026 November 1, 2026 to October 31, 2027 Annual $287,680.00 $296,960.00 $306,240.00 $315,520.00 $324,800.00 Monthly $23,973.33 $24,746.67 $25,520.00 $26,293.33 $27,066.67 Article 5. It is understood that in this transaction Cushman & Wakefield ("broker") represents the Landlord and will be paid by Landlord, and NAI Miami represents the Tenant and shall participate in the commission paid by Landlord to Broker pursuant to City Code. There are no other brokers are involved. Except as modified and amended hereby, the Lease shall remain in full force and effect according to its terms, including without limitation, the obligation of Tenant to pay Additional Rent as therein provided. Article 6. 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. OS Landlord's Initials: c ns rm.) Page 1 of 4 Tenant's Initials: DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 IN WITNESS WHEREOF, Landlord and Tenant have caused this Amendment to Lease to be executed as required by law on this 26th day of October, 2022. DocuSigned by: �pI�itRO n1)907c1151nnan DC First Witness for Landlord Print Name: c arisa capi el lo oocusgned by; Jima, ab JY€s Muth., Second Witness for Landlord Juan Andres Mattel Print Name: ATTEST: DocuSigned by: ___,.., By: DocuSigned by: 1 8471 A31 D4 1.... Todd B. Hannon itv Clerk Date:October 33, 2022 I 08:30:45 EDT APPROVED AS TO INSURANCE REQUIREMENTS: DocuSigned by: FireLl GOwlt By: 27.305C3310214E7... Ann -Mane Sharpe, Department of Risk Management DC. Landlord's Initials By: LANDLORD: Valoro Med Owner, LLC, a Florida Limited Liability Company By: Valora Med Manager LLC, By: Valoro Capital LLC, its Manager DoeuSigned by; By: rrcuiwscb Codbr I'flD(44EE7COO4 4... Francisco Cantor Title: Manager TENANT: City of Miami a municipal corporation of the state of Florida (DocuSigned by: A C`v, Arthur Noriega V, City Manager APPROVED AS TO LEGAL FORM AND CORRECTNESS: r—DocuSigned by: By• ' L—FIEFPBAF@FE0157... Victoria Mendez, City Attorney Matter ID #22-2079 -, October 27, 2022 112:38:54 EDT Page 2 of 4 Tenant's Initials: 1st Amendment to Lease — City of Miami/Valoro Capital September 2022 DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 dos Landlord's lnitialsFC_ EXHIBIT A CITY OF MIAMI RESOLUTION [on following page] SOS Page 3 of 4 Tenant's Initials-, 1st Amendment to Lease — City of Miami/Valoro Capital September 2022 DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 City of Miami Resolution R-22-0352 Legislation City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 12505 Final Action Date: 9/22/2022 A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE AN ADDENDUM ("AGREEMENT") TO THE LEASE AGREEMENT BETWEEN THE CITY OF MIAMI AND TMSA ALTIS 5040 LLC FOR THE CITY OF MIAMI'S CONTINUED USE OF APPROXIMATELY NINE THOUSAND TWO HUNDRED EIGHTY SQUARE FEET ("9,280 SQ. FT.") OF OFFICE SPACE LOCATED AT 5040 NORTHWEST 7 STREET, MIAMI, FLORIDA ("PROPERTY"), FOR THE PURPOSE OF EXTENDING THE TERM OF THE LEASE BETWEEN THE CITY OF MIAMI ("CITY") AND CURRENT OWNER VALORO MED OWNER, LLC ("LESSOR"), FOR THE OPERATION OF THE INTERNAL AFFAIRS DIVISION OF THE MIAMI POLICE DEPARTMENT ("MPD"), FOR AN INITIAL MONTHLY RENTAL FEE IN AN AMOUNT NOT TO EXCEED APPROXIMATELY TWENTY THREE THOUSAND NINE HUNDRED SEVENTY FOUR DOLLARS ($23,974.00) (APPROXIMATELY $31.00 PER SQUARE FOOT PER YEAR), ALL INCLUSIVE AND WITH ANNUAL INCREASES, FOR A PERIOD OF FIVE (5) YEARS, AS MORE PARTICULARLY SET FORTH IN THE PROPOSAL ATTACHED AND INCORPORATED AS EXHIBIT A ALL IN A FORM ACCEPTABLE TO THE CITY ATTORNEY; ALLOCATING FUNDS FROM THE MPD'S BUDGET, WITH TERMS AND CONDITIONS AS MORE SPECIFICALLY SET FORTH HEREIN AND IN SAID AGREEMENT. WHEREAS, the City of Miami ("City") entered into a Lease Agreement dated June 15, 2015, as assigned and amended ("Lease"), providing for the use of nine thousand two hundred eighty (9,280) square feet of office space located at 5040 Northwest 7 Street, Miami, Florida, by the Miami Police Department's ("MPD") Internal Affairs Division ("Division"); and WHEREAS, the Lease is set to expire October 31, 2022, and the Division wishes to execute an Addendum to the lease agreement for the purposes of extending the Lease for the continued use of the office space with the current owners Valoro Med Owner LLC ("Lessor"); and WHEREAS, the City, with broker NAI Miami's assistance, has negotiated a rental rate for the use and occupancy of the premises at a rate of thirty-one dollars ($31) per square foot on an annual basis, escalating by one dollar ($1) per square foot on each anniversary thereafter, inclusive of all operating expenses; and WHEREAS, the City and Lessor wish to enter into an Addendum to Lease ("Agreement") to extend the term of the Lease for a period of five (5) years, as more particularly set forth in the proposal attached and incorporated as Exhibit "A" ("Proposal"); and WHEREAS, the City Manager is authorized to negotiate and execute the Agreement in a form acceptable to the City Attorney. City of Miami Page 1 of 2 File ID: 12505 (Revision:) Printed On: 9/27/2022 DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 File ID: 12505 Enactment Number: R-22-0352 NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are hereby adopted by reference and incorporated as fully set forth in this Section. Section 2. The City Manager is hereby authorized' to negotiate and execute an Agreement, in a form acceptable to the City Attorney, for the purpose of extending the term of the Lease, for the City's continued use of approximately nine thousand two hundred eighty (9,280) square feet of office space located at 5040 Northwest 7 Street, Miami, Florida, for the operation of the Division, with a monthly rental fee in an amount not to exceed approximately twenty three thousand nine hundred seventy four dollars ($23,974.00) (approximately $31.00 per square foot), all-inclusive and with annual increases, for a period of five (5) years as set forth in the Proposal, with funds allocated from the MPD's budget, and with terms and conditions as more specifically set forth in said Agreement. Section 3. This Resolution shall become effective immediately. APPROVED AS TO FORM AND CORRECTNESS: 9/12/2022 1 The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to those prescribed by applicable City Charter and Code provisions City of Miami Page 2 of 2 File ID: 12505 (Revision:) Printed on: 9/27/2022 DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 EXHIBIT B CORPORATE AUTHORIZATION [on following page] DS Landlord's Initials4.[ Page 4 of 4 1st Amendment to Lease — City of Miami/Valoro Capital September 2022 Tenant's Initials: r- DS RN DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 CERTIFICATE OF AUTHORITY STATE OF FLORIDA SS / EIN: 87-3598628 COUNTY OF MIAMI-DADE I HEREBY CERTIFY that a meeting of the members of Valoro Med Owner LLC, a Florida Limited Liability Company (the "Company"), whose mailing address is 20464 NE 34 CT, Aventura, Florida. 33180 organized and existing under the laws of the State of Florida held on January 28th 2022, the following resolution/s was duly passed and adopted: "RESOLVED, that, 1. Valoro Med Owner LLC is managed by Valoro Med Manager LLC, and that Valoro Med Manager is managed by Valoro Capital LLC. 2. Francisco Cantor of Valoro Capital LLC and on behalf of Valoro Med Manager and Valoro Med Owner LLC is authorized to execute and enter into the lease agreement between Valoro Med Owner LLC and the City of Miami, each made by the City of Miami, and dated on or about the date hereof." I further certify that said resolution is now in full force and effect. IN WITNESS WHEREOF, the undersigned has hereunto set its hand as of the day and year first above written. (Printed typed or stamped commissioned) State of Florida, County of orange Valoro Med Owner LLC, A Florida Limited Liability Company Managed by: Valoro Med Manager LLC Managed by: Valoro Capital LLC By: Name: Francisco Cantor Sworn to and subscribed before me this 18th day of October 2022, Francisco Cantor, Manager of Valoro Capital LLC, Manager of Valoro Med Manager LLC, and manager of Valoro Med Owner LLC, on behalf of said entity who is ( ) personally known by me or ( ) has provided the following identification DRIVER LICENSE KARL BERRY JOSEPH Notary Public - State of Florida Commission !f HH072342 Expires on December 15. 2024 Karl Berry Joseph Notary Public — State of F orda 12/15/2024 My commission expires (Printed, typed or stamped commissioned Notarized online using audio -video communication DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 How to Verify This Transaction Every Notarize transaction is recorded and saved for a minimum of five years. Whether you receive an electronic or printed paper copy of a Notarize document, you can access details of the transaction and verify its authenticity with the information below To get started, visit verify.notarize.com and enter this information: Notarize ID: VUJYFWAX JJE39C For more information on how to verify Notarize transactions, please visit: support.notarize.com/notarize-for-signers/verifying-document-authenticity Notarize DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 Detail by Entity Name FLORIDA DEPARTMENT Of STATE DIVISION OF CORPORATIONS DIVISION of llljlZ CORPORATIONS an official State of Florida website Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Florida Limited Liability Company VALORO MED OWNER LLC Filing Information Document Number L21000489022 FEI/EIN Number N/A Date Filed 11/16/2021 Effective Date 11/16/2021 State FL Status ACTIVE Last Event LC AMENDMENT Event Date Filed 03/28/2022 Event Effective Date NONE Principal Address 20464 NE 34 CT. Aventura, FL 33180 Changed: 04/25/2022 Mailing Address 20464 NE 34 CT. Aventura, FL 33180 Changed: 04/25/2022 Registered Agent Name & Address CORPORATE CREATIONS NETWORK, INC. 801 US HWY 1 NORTH PALM BEACH, FL 33408 Authorized Person(s) Detail Name & Address Title MGR Valoro Capital LLC 20464 NE 34 CT. Aventura, FL 33180 Annual Reports https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=1 nitial&searchNameOrder=VALORO... 1/2 DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 Report Year Filed Date 2022 04/25/2022 Detail by Entity Name Document Images 04/25/2022 -- ANNUAL REPORT View image in PDF format 03/28/2022 -- LC Amendment View image in PDF format 01/24/2022 -- LC Name Change View image in PDF format 11/16/2021 -- Florida Limited Liability View image in PDF format Florida Department of State, Division of Corporations https://search.sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=EntityName&directionType=1 nitial&searchNameOrder=VALORO... 2/2 DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 LEASE AGREEMENT FOR OFFICE SPACE TMSA ALTIS 5040 LLC 5040 NW 7TH STREET MIAMI, FL 33126 TENANT: CITY OF MIAMI SUITE: 9TH FLOOR TERM: SEVEN (7) YEARS AND FOUR (4) MONTHS LEASE COMMENCEMENT DATE: JUNE 15, 2015 EXPIRATION DATE: OCTOBER 31, 2022 DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 LEASE INDEX \un b,e Ilia. 1. PARTIES 1 2. DEMISED PREMISES 1 3. USE 1 4. TERM 1 5. RENT 1 6. SECURITY DEPOSIT 2 7. DELIVERY OF POSSESSION 2 8. USES PROHIBITED 2 9. RULES AND REGULATIONS 2 10. ASSIGNMENT AND SUBLETTING 3 11. MAINTENANCE OF DEMISED PREMISES 3 12. ALTERATIONS, ADDITIONS OR IMPROVEMENTS 3 13. DESTRUCTION OF PREMISES 3 14. ENTRY AND INSPECTION 4 15. INDEMNIFICATION AND HOLD HARMLESS 4 16. INSURANCE 4 17. SERVICE 4 18. NOTICES t 19. DEFAULT AND RE-ENTRY 5 20. GRACE PERIOD 6 21. ATTORNEY'S FEES AND COSTS 6 22. WAIVER 6 23. TIME 6 24. TRANSFERABILITY 6 25. AMENDMENT OF LEASE 6 26. CONDEMNATION 6 27. SURRENDER OF DEMISED PREMISES 6 28. HOLDING OVER 7 29. CONSTRUCTION 7 30. QUIET ENJOYMENT 7 31. ATTORNMENT 7 32. ESTOPPEL CERTIFICATE 87- 33. Subordination to Mortgage. 8 34. COMPLETION OF IMPROVEMENTS 8 35. BROKERAGE 8 36. RECORDING 8 37. SEVERABILITY 8 38. LIENS FOR IMPROVEMENTS 8 39. DISPLAYS, FIXTURES, ETC 8 40. RA DON 8 41. TERM LEASE YEAR DEFINITION 9 42. HAZARDOUS MATERIAL 9 46. PARTRIOT ACT AND HOMELAND SECURITY 9 47. PARKING: 9 EXHIBITS: Exhibit A - Floor Plan Exhibit B - Rules & Regulations Exhibit C - Scope of Work Exhibit D - Demolition Plans Exhibit E - New Work Plans Exhibit F - Advanced Filing System DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 1 LEASE AGREEMENT I. PARTIES: THIS LEASE is made this_ day of June, 2015 between TMSA Allis 5040 LLC as landlord ("Landlord"), and City of Miami as tenant ("Tenant"). 2. DEMISED PREMISES: Subject to the terms and provisions of this Lease, Landlord hereby leases to Tenant and Tenant hereby leases from Landlord, those certain premises (the "Premises") identified as Suite No. 900 containing approximately 9280 square feet and located on the 9th floor of the building known as the "5040 Building" located at 5040 NW 7th Street, Miami, Florida 33126 (the "Building"). The exact location and dimensions of the Premises within the Building are more particularly shown on the floor plans initialed by the parties, attached to this Lease as Exhibit "A", and hereby made a part hereof. The term "Gross Rentable Area" as used herein shall refer to the area included within the Premises plus the Tenant's agreed share of common areas. Such common areas include, but are not limited to, elevator foyers, corridors, restrooms, mechanical rooms and other facilities in the building. 3. USE: The Premises shall be used as an office and for no other business or purpose whatsoever without the prior written consent of Landlord. Tenant shall exercise reasonable care in the use of the Premises and all other portions of the Building. Tenant's use shall be further subject to the provisions of Paragraph 10 below. 4. TERM: The term of this Lease shall be for seven (7) years and four (4) months commencing on June I, 2015 ("Lease Commencement Date") and ending on September 30, 2022, unless sooner terminated as provided herein. 5. RENT: Tenant agrees to pay to Landlord the total "Base Rent" for the Term of this Lease of: S1,6983446.26 plus all applicable taxes thereon, payable in advance in initial monthly installments of: S17,786.67, for each and every calendar month of the Term of this Lease, at 901 Ponce de Leon Blvd. Coral Gables, FL. 33134 suite 603, or elsewhere as designated from time to time by Landlord's written notice to Tenant. The balance of the total Base Rent along with any Additional Rent and parking fees, if applicable, is payable in equal monthly installments, payable without demand, plus all applicable taxes, as specified above on the first day of each and every calendar month hereafter ensuing, the first of which shall be due and payable on October 15`h 2015.. If Tenant's occupancy of the Premises commences on any day prior to the Lease Commencement Date, Tenant shall pay Landlord rent as provided for herein for such early occupancy on a pro-rata basis (such proration to be based on the actual number of days in the early occupancy month), and the first month's Base Rent paid by Tenant, if any, upon execution of this Lease shall apply and be credited to the rent due for the first month of the Term. Rent for any partial month of occupancy at the end of the Term of this Lease will be pro -rated, such pro -ration to be based on the actual number of days in the partial month. A late fee in the amount of 5% of the Rent and Additional Rent shall be due and payable by Tenant to Landlord in the event that such payment is not received by Landlord on the day that it is due and after a notice is provided informing the Tenant that the Rent is late giving Tenant 10 additional day to provide payment after the notice is received. (a) The initial monthly installment of Base Rent has been computed by multiplying the initial "Base Rent Rate" of times the Gross Rentable Area and dividing the resulting product by twelve (12). The Base Rent Rate and monthly installments of Base Rent shall be adjusted as follows: Date Square Feet Rate Monthly Rent** Annual Rent** 06/I5/15-I0/I4/I5 9,280 Free Rent Free Rent Free Rent 10/ 15/ 15-10/31 / 15 9,280 $23.00 $9,486.22 $9,486.22 I 1 /01 / 15- 10/31 / 16 9,280 $23.00 $ 17,786.67 S213,440.04 11 /01 / 16- 10/31 / 17 9,280 $24.00 $ 18,560.00 $222,720.00 11/01/17-10/31/18 9,280 $25.00 $I9,333.33 S231,999.96 11 /01 / 18-10/31 / 19 9,280 $26.00 $20,106.67 $241,280.04 11 /01 / 19-10/31 /20 9,280 $27.00 $20,880.00 $250,560.00 1 1 /01 /20-10/31 /21 9,280 $28.00 $21,653.33 S259,839.96 1 1 /01 /21-10/31 /22 9,280 $29.00 $22,426.67 $269,120.04 ** Plus, if applicable State of Florida Tax Total $1,698,446.26 Tenant Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 2 (b) In addition to Base Rent and any Additional Rent (as defined in section 6) that may be due by reason of other articles in this Lease, Tenant shall and hereby agrees to pay to Landlord each month any applicable sales tax, tax on rent, and any other charges, taxes and/or impositions but excluding property taxes, now in existence or hereafter imposed, based upon the privilege of renting the Premises hereunder or upon the amount of rent collected therefor. Nothing herein shall require Tenant to pay any part of any federal and/or state taxes on income imposed upon Landlord. (c) Except for the sum or sums to be paid by Tenant to Landlord under Articles or Paragraphs 13, 35, and 46, any and all sums other than Base Rent that may become due by Tenant to Landlord under this Lease, plus all applicable taxes thereon, shall be deemed "Additional Rent" under the provisions of this Lease and all remedies provided in this Lease and by law for non-payment of rent shall apply to non-payment of Additional Rent, including but not limited to Landlord's lien for rent. Unless otherwise provided in this Lease, all Additional Rent or other sums becoming due to Landlord shall be due and payable on the first day of the calendar month next following the incurring of same. As used in this Lease, the terms "rent" and "rents" shall include Base Rent and Additional Rent and other sums. 6. SECURITY DEPOSIT: Tenant has paid to the Landlord S00.00 as security deposit to be held by the Landlord without interest for the full and faithful performance by Tenant of the terms and conditions of this Lease, which deposit may be commingled with Landlord's other funds. Landlord may utilize such part of the security deposit as is necessary to cure any default of Tenant under the lease, and in such event Tenant shall immediately replace such portions as may be expended by Landlord and restore such security deposit to the full amount specified herein. Upon the expiration of this Lease (except by default of Tenant) and delivery of the Premises to Landlord in their original condition, ordinary wear and tear excepted, the security deposit shall be returned to Tenant. Upon any conveyance of the Building by Landlord to a successor in title, the successor shall become liable to Tenant for the return of the security deposit and the conveying party released for same. Landlord shall not be required to hold the security deposit in any special account for the benefit of the Tenant nor to pay any interest thereon. In the event any installment of minimum rental or other charges accruing under this Lease shall not be paid when due (including the return of Tenant's check for insufficient funds), the Landlord shall have the right, at the Landlord's sole discretion, to require the Tenant to place an additional security deposit in an amount sufficient to correct the problem, which sum shall be added to and become part of the original security deposit. 7. DELIVERY OF POSSESSION: Landlord agrees to prepare the Premises with due diligence and in any any event the Lease Commencement Date shall not be modified. With respect to the completion of the Premises, if applicable, Tenant shall enter into the Premises prior to completion and make such installations as Tenant deems desirable for its use of the Premises, and as may be permitted by this lease, provided that entry and installation shall be done in such manner as not to interfere with the Contractor's or Landlord's completion of the Building. If Tenant delays Landlord's completion of the Premises, then, after written notice, Landlord shall be entitled to complete any work undertaken by Tenant in readiness of the Premises (and Tenant shall reimburse Landlord for the cost thereof). Further, should Tenant enter to make installations prior to the commencement date, insurance will be provided as described in Paragraph 18 below. 8. USES PROHIBITED: Tenant shall not do or permit anything to be done in or about the Premises, not bring nor keep anything therein which will in any way affect the fire or other insurance upon the Building, or any of its contents, which shall in any way conflict with any certificate of occupancy for the Premises or any applicable law, ordinance, rule or regulation, including without limitation, environmental laws, which is now, or may hereafter be, enacted or promulgated by any public authority. Tenant shall not obstruct or interfere with the rights of other tenants of the Building, or injure or annoy them. Tenant shall not use, or allow the Premises to be used, for any improper, immoral or objectionable purpose, or for sleeping purposes, washing of clothes, or cooking, and nothing shall be prepared, manufactured or mixed in the Premises which might emit an odor and/or fumes of any type into any part of the Building. 9. RULES AND REGULATIONS: The rules and regulations attached to this Lease (Exhibit "B"), as well as such rules and regulations as may be hereafter adopted by Landlord for the safety, care and cleanliness of the Building an the preservation of good order therein and for the most efficient and advantageous use by all tenants, agents, empl Tenant Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 3 invitee and visitors of the automobile parking spaces provided by Landlord, are expressly made a part of this Lease and Tenant agrees to comply with such rules and regulations. No rules and regulations shall be inconsistent with the reasonable use of the Premises by Tenant, its agents, employees, invitee and visitors for the purposes permitted by this Lease. 10. ASSIGNMENT AND SUBLETTING: Tenant will not assign, mortgage, pledge, or hypothecate this Lease, or any interest therein, nor shall Tenant permit the use of the Premises by an person or persons other than Tenant, nor shall Tenant sublet the Premises, or any part thereof, without the written consent of Landlord, which, consistent with the provisions of this paragraph 12, shall not be unreasonably withheld. Consent to any such assignment or subletting shall not operate to release tenant from its obligations hereunder, nor operate as a waiver of the necessity for a consent to any subsequent assignment or subletting, and the terms of such consent shall be binding upon any person holding by, under or through Tenant. In the event Tenant desires to sublease the Premises, or assign this Lease, Tenant shall submit to Landlord the name of the proposed sub -tenant or assignee, along with sufficient background and credit information to enable Landlord to determine the qualifications of the proposed sub -tenant or assignee. Landlord shall notify Tenant of the acceptance or rejection of the proposed sub -tenant or assignee within twenty days following the receipt by Landlord of the aforesaid information. In the event Landlord rejects the proposed sub -tenant or assignee, Landlord shall state the reasons for such rejection and the burden of overcoming the reasons for the rejection shall be that of the Tenant or proposed sub -tenant or assignee. Notwithstanding anything contained herein to the contrary, the acceptance by Landlord of any prospective sub -tenant or assignee is contingent upon both Tenant and prospective sub -tenant or assigned executing an affidavit attaching a true and complete copy of the sublease or assignment and stating all terms of the sublease or assignment including all consideration paid or to be paid under the sublease or assignment. To the extent that the total consideration to be paid under the sublease or assignment exceeds the total consideration that would have been paid by Tenant pursuant to the terms of this Lease, Landlord may require, as a condition of its approval of the sub -tenant or assignee that all or a portion of said economic benefit be paid directly to Landlord. 11. MAINTENANCE OF DEMISED PREMISES: Tenant shall not commit nor allow any waste or damage to be committed on any portion of the Premises. Tenant shall, at its own cost and expense, make any repairs or replacements to the Premises required by the acts, whether of commission or omission, of Tenant or Tenant's agents, employees, invitee, or visitors. If Tenant fails to make such repairs or replacements, Landlord may, but shall not be obligated to, make such repairs or replacements and Tenant shall repay the cost thereof as Additional Rent to Landlord upon demand, together with interest thereon at the highest rate permitted by applicable law from the date of advancement to repayment by Tenant. 12. ALTERATIONS, ADDITIONS OR IMPROVEMENTS. Tenant will not make nor allow to be made any alterations or physical additions in or to the Premises without the prior written consent of Landlord. Unless otherwise provided by written agreement, all such consented alterations, additions or improvements, except those items installed by the Tenant without damaging the Premises, shall be done either by, or under the direction of, Landlord, but at the sole cost of Tenant, and shall become the property of Landlord and shall remain upon and be surrendered with the Premises. All trade fixtures and equipment installed by Tenant in the Premises shall be new or completely reconditioned and shall remain the property of Tenant subject to the provisions of this Lease and any remedies that may exist in favor of Landlord. The Tenant will not install or maintain any electrically operated equipment or other machinery or equipment except light office machines normally used in the operations and uses of the Premises permitted under this Lease, without first obtaining the consent in writing of Landlord who may condition such consent upon the payment by the Tenant of Additional Rent as compensation for excess consumption of water and/or electricity occasioned by the operation of said equipment or machinery. I3. DESTRUCTION OF PREMISES: If the Premises or the Building shall be destroyed by fire or other cause, or be so damaged thereby that they are not tenantable and cannot be rendered tenantable within a reasonable time, considering the extent of the destruction or damage, from the date of such destruction or damage, this Lease may be terminated by Landlord or Tenant by written notice given by the terminating party to the other within forty-five (45) days after the event causing such condition and rent shall cease as of the date of such event. In the event that the premises shall b,;: destroyed or so damaged as to not be tenantable and should this Lease not be terminated in the manner herein Tenant Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 4 provided, then rent shall abate from the period of such event until the premises are deemed tenantable, provided such damage or destruction is not caused by the Tenant, its agents, employees or invitee, and the term of this Lease shall be extended by the period for which the premises where not tenantable. In case the damage or destruction is not such as to permit a termination of the Lease as above provided, a proportionate reduction shall be made in the rent herein reserved corresponding to the time during which, and applicable to the portion of the Premises of which, Tenant shall be deprived of possession, provided such damage or destruction is not caused by Tenant, its agents, employees or invitee. 14. ENTRY AND INSPECTION: Tenant will permit Landlord and its agents to enter into and upon the Premises at all reasonable times for the purpose of inspecting the same, or for the purpose of protecting Landlord's reversions, or to make alterations, additions, or repairs required of Landlord under the terms of this Lease or repairs to any adjoining space or utility services, or make repairs, alterations, or additions to any other portion of the Building, or for maintaining any service provided by Landlord to tenants in the Building. Landlord reserves the right and Tenant hereby consents to allow Landlord access to and from the corridor through Tenant's leased Premises by way of the ceiling. Tenant will permit Landlord at any time within thirty (30) days prior to the expiration of this Lease to bring prospective tenants upon the Premises for purposes of inspection or display. 15. INDEMNIFICATION AND HOLD HARMLESS: The Landlord does hereby agree to indemnify, covenant not to sue, defend, and hold harmless the Tenant, its subtenants and assigns, officials, and employees (collectively referred to as "Indemnities") from and against any and all debts, liens, claims, causes of action, administrative orders and notices, costs (including without limitation, response and/or remedial costs), personal injuries, losses, damages, liabilities, demands, interest, fines, penalties and expenses, including reasonable attomey's fees, consultants' fees, court costs and all other out of pocket expenses, suffered or incurred by Tenant or its subtenants and/or assigns as a result of (i) the breach of any of the representations and/or warranties by Landlord set forth herein; and (ii) any occurrence, matter, condition, act, or omission involving Environmental Laws or Hazardous Material which existed on or arose prior to commencement of the lease term and which failed to comply with the Environmental Laws in effect as of that date or any existing common law theory based on nuisance or strict liability in existence as of that date, regardless of whether or not Landlord had knowledge of same as of that date. If Tenant's use and occupancy is materially interfered with as a result of any of the above for which, Landlord is responsible under this section, Tenant, in addition to any other available remedy, shall be entitled to an abatement of Gross Rent. This indemnification shall survive the term of this agreement. 16. INSURANCE: Tenant operates a self insured program for general liability, automobile liability, and workers' compensation in accordance and subject to the limitations as set forth in Section 768.28 of the Florida Statutes. Tenant shall provide Landlord with a certificate of self-insurance routinely issued by Tenant's Risk manager as Tenant is a self - insured Florida municipal corporation 17. SERVICE: Landlord agrees to furnish the Premises, subject to the regulations of the Building, and subject to the availability of utility services from the public utility companies and authorities furnishing the requisite utility services to the Building, with (a) refrigerated air conditioning from 7:30 a.m. to 7:00 p.m. weekdays (excluding generally recognized holidays) and 8:00 am to 1:00 pm on Saturdays, at such temperatures and in such amounts as may reasonably be required; (b) elevator service; (c) water for domestic consumption; (d) sewage service; (e) sufficient electricity for normal and customary usage for the purposes for which the Premises are leased as determined by Landlord;; and (f) exterminating service. All of the aforesaid shall be furnished by Landlord at no additional cost to Tenant in a manner and to the extent deemed by Landlord to be reasonable for an office building. In the event Tenant wishes air-conditioning during periods other than the above specific hours, or electricity in amounts of excess of those specified above, Tenant shall request same and Landlord may, at its option, provide such service; provided however, Tenant shall be responsible for the reasonable cost thereof, as specified by Landlord and shall pay same within thirty (30) days following request for payment by Landlord, without set-off or defense. Landlord shall also maintain all public and special service areas in a like manner. Landlord shall not be liable to Tenant for any interruption in the service of any utility as referenced above, including elevator service and air conditioning. It is understood that Landlord does not guarantee uninterrupted utility services to the premises and Tenant assumes the risk of any interruption of utility services caused by a failure or interruption of utility service from the utility company or authority providing that service. No interruption or failure of said services shall relieve Tenant from the obligation to pay the full amount of the rent herein reserved. Tenant Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 5 18. NOTICES: All notices required or permitted to be given under the terms and provisions of this Lease by either party to the other shall be given in writing and shall be given by personal delivery or by registered or certified mail, return receipt requested, and postage prepaid, sent to Landlord at the address stated in paragraph 5 hereof and to Tenant at the Premises and to 444 SW 2"d Avenue, 3'd floor, Miami, FL 33130, attention Director of the Department of Real Estate and Asset Management. Notice given by personal delivery shall be effective as of the date of delivery and notice mailed shall be effective as of the third day (not a Saturday, Sunday or legal holiday) next following the date of mailing. 19. DEFAULT AND RE-ENTRY: Tenant covenants and agrees that any of the following events shall be a default under this Lease; (I) if any financial report or statement, certificate, statement, representation or warranty at any time furnished or made by or on behalf of Tenant or any guarantor of any of Tenant's obligations hereunder, including, without limitation, any representation or warranty made by Tenant herein, proves to have been false or misleading in any material respect at the time the facts therein set forth were stated or certified, or any such financial report or statement has omitted any material contingent or uncured liquidated liability or claim against Tenant or any such guarantor; or (ii) if Tenant or any guarantor of any of Tenant's obligations hereunder shall fail to perform or observe any covenant, condition or agreement to be performed or observed by it hereunder or under any guaranty agreement; or (iii) if Tenant or any guarantor of Tenant's obligations hereunder shall be in breach of or in default in the payment and performance of any obligation owing to Landlord, whether or not related to this Lease and howsoever arising, whether by operation or law or otherwise, present or future. contracted for or acquired, and whether joint, several, absolute, contingent, secured, unsecured, matured or not matured; or (iv) if Tenant or any guarantor of any of Tenant's obligations hereunder shall cease doing business as a going concern, make an assignment for the benefit of creditors, generally not pay its debts as they become due or admit in writing its inability to pay its debts as they become due, file a petition commencing a voluntary case under any chapter of the Bankruptcy Code, 11 U.S.C. 101 et seq. (the "Bankruptcy Code"), be adjudicated an insolvent, file a petition seeking for itself any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar arrangement under any present or future statute, law, rule or regulation, or file an answer admitting the material allegations of a petition filed against it in any such proceeding, consent to the filing of such a petition or acquiesce in the appointment of a trustee, receiver, custodian or other similar official for it or of all or any substantial part of its assets or properties, or take any action looking to its dissolution or liquidation; or (v) if an order for relief against Tenant or any guarantor of any of Tenant's obligations hereunder shall have been entered under any chapter of the Bankruptcy Code, or a decree or order by a court having jurisdiction over the Premises shall have been entered approving as properly filed a petition seeking reorganization, arrangement, readjustment, liquidation, dissolution or similar relief against Tenant or any guarantor of any of Tenant's obligations hereunder under any present or future statute, law, rule, or regulation, or within thirty (30) days after the appointment without Tenant's or such guarantor's consent or acquiescence, of any trustee, receiver, custodian or other similar official for it or such guarantor or of all or any substantial part of its or such guarantor's assets and properties, such appointment is not vacated; or (vi) if Tenant shall abandon or vacate the Premises, or if tenant shall fail to use the property for the purposes outlined in Paragraph 3 for a continuous period of sixty (60) calendar days, the determination of which shall be in Landlord's sole judgment. In the event of any of the foregoing defaults, Landlord may, at its option, subject to the provisions of paragraph 22 of this Lease: (a) re -take and recover possession of the premises and terminate this Lease, and retain Tenant's security deposit as liquidated damages. The parties agree in the event a default by Tenant, Landlord's damages would be difficult to determine and this option of Landlord for liquidated damages is fair and not in the nature of a penalty. (b) re -take and recover possession of the Premises, without terminating this Lease, in which event Landlord may re -rent the Premises as agent for and for the account of Tenant and recover from Tenant the difference between the rental herein specified and the rent provided in such re -rental. (C) permit the Premises to remain vacant in which event Tenant shall continue to be responsible or all rental and other payments thereunder. (d) re -take and recover possession of the Premises, accelerate and collect all rentals due hereunder for the balance of the term of this Lease. Tenant Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 6 (e) (0 declare all installments of rent for the whole term hereof due and payable at once without demand. take such other action as may be permitted under applicable law. All of the foregoing remedies shall be cumulative and election by Landlord to take any one remedy shall not preclude Landlord from taking any other remedy. 20. GRACE PERIOD: Before Landlord takes any action against Tenant under this Lease as the result of any claimed default including the payment of rent, or Additional Rent, Landlord shall give Tenant thirty (30) days advance notice specifically setting forth the claimed default, and Landlord shall not have the right to declare this Lease terminated if within thirty (30) days after the effective date of such notice Tenant shall have undertaken to cure and correct claimed default or defaults and shall thereafter proceed with diligence in the curing and correction of such default or defaults. 21. ATTORNEY'S FEES AND COSTS: In the event of any dispute, default or litigation arising out of the enforcement of this Lease, each party in such litigation shall be responsible and bear obligation for their respective costs, including reasonable attorney's fees related thereto. 22. WAIVER: No waiver of any provision shall be deemed to have been made unless such waiver is in writing and signed by Tenant and Landlord. The failure of any Party to insist upon strict performance of any of the covenants, provisions, or conditions of this Agreement shall not be construed as waiving or relinquishing any such covenants, provisions, or conditions, but the same shall continue and remain in full force and effect. Landlord's failure, nor Tenant's failure, to take advantage of any default or breach of covenant on the part of the other Party shall not be or be construed as a waiver thereof, nor shall any custom or practice which may grow between the parties in the course of administering this instrument be construed to waive or to lessen the right of the Landlord or Tenant to insist upon the performance by the breaching Party of any term, covenant, or condition hereof, or to exercise any rights given him on account of any such default. 23. TIME: It is understood and agreed between the parties that time is of the essence of this Lease, and to all of the terms, conditions and provisions contained herein. 24. TRANSFERABILITY: Landlord shall have the right to transfer and assign, in whole or in part, all and every feature of its rights and obligations hereunder and in the Building and property referred to herein, and upon an assignment of this Lease and/or sale of the Building, the Landlord named herein shall no longer be liable to Tenant for any obligations hereunder, but instead, Landlord's successor in interest shall become the new Landlord hereunder, and subject to the provisions hereof. 25. AMENDMENT OF LEASE: This Lease may not be altered, changed or amended, except by an instrument in writing, signed by Tenant and Landlord. This Lease contains the entire agreement reached in all previous negotiations between the parties hereto and there are no other representations, agreements or understandings except as specifically set forth herein. 26. CONDEMNATION: In the event the whole or any part of the Building other than a part not interfering with the maintenance or operation thereof shall be taken or condemned for any public or quasi- public use or purpose, the Landlord may at its option terminate this Lease from the time title to or right to possession of the Building or part thereof shall vest in or be taken for such public or quasi -public use or purpose. Tenant shall not be entitled to receive any portion of any award made or paid to Landlord representing the property of Landlord taken or damaged and Tenant hereby expressly waives and relinquishes any right or claim to any portion of any such aware regardless of whether any such award includes any value attributable to Tenant's leasehold estate. However, Tenant shall have the right to claim and recover from the condemning authority, but not from Landlord, such special and separate damages as may be recoverable by Tenant independent of and without diminution of Landlords' recovery. 27. SURRENDER OF DEMISED PREMISES: Except as otherwise provided in this Agreement, Tenant agrees, at the expiration, termination, or cancellation of this Agreement or any extension thereof, to promptly and peacefully surrender and deliver possession of the Premises to Landlord in good order and repair and in as good condition a Tenant Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 7 existed on the commencement date of this Agreement, ordinary wear and tear, or damage by fire, windstorm, or other acts of God excepted. The Tenant shall be required to promptly remove all of the Tenant's personal property and other items belonging to Tenant from the Premises. In addition, Tenant shall be required, at Landlord's sole option, to remove any improvements, facilities, or signage constructed or installed by Tenant, is any, and to restore the Premises to the same condition as existed before the commencement date of this Agreement. In the event Landlord elects to retain any or all of said improvements constructed by Tenant, Tenant agrees to convey title to the improvements to Landlord, without compensation due Tenant. Tenant shall promptly return all keys and other items belonging to Landlord and shall coordinate with the Landlord to ensure a proper and timely surrender of the Premises. Any of Tenant's personal property not removed within thirty (30) days after expiration, termination, or cancellation of this Agreement shall be considered abandoned. 28. HOLDING OVER: In case of holding over by Tenant after expiration or termination of this Lease, Tenant will pay as liquidated damages during such holdover period the amount of the monthly rent installment for the last month in the term of this Lease for each month in the holdover period during the entire holdover period and all duties and obligations of Tenant hereunder shall remain in effect. No holding over by Tenant after the term of this Lease shall operate to extend the term of the Lease, except that any holding over with the consent of Landlord in writing shall thereafter constitute this Lease as a month to month tenancy. In addition, Tenant specifically agrees that in the event Tenant retains possession and does not quit and surrender the premises to Landlord, then Tenant shall pay to Landlord all damages that Landlord may suffer on account of Tenant's failure to so surrender and quit the Premises, and Tenant will indemnify and save Landlord harmless from and against any and all claims made by succeeding tenant of the Premises against Landlord on account of delay of Landlord in delivering possession of the premises to said succeeding tenant, to the extent that such delay is occasioned by the failure of Tenant to so quit and surrender said Premises. 29. CONSTRUCTION: The parties hereto intend that the interpretation and enforcement of this Lease be governed by the laws of the State of Florida. The words "Landlord" and "Tenant" as used herein shall include the plural as well as the singular. Words used in masculine gender include the feminine and neuter. If there is more than one Landlord or Tenant, the obligations hereunder imposed upon Landlord or Tenant shall be joint and several. The words "Landlord" and "Tenant" shall also extend to and mean the successors in interest of the respective parties hereto although this shall not be construed as conferring upon the Tenant the right to assign this Lease or sublet the premises or confer rights of occupancy upon anyone other than Tenant. The marginal headings or titles to the paragraphs of this Lease are not a part of this Lease and shall have no effect upon the construction or interpretation of any part thereof. 30. QUIET ENJOYMENT: Tenant shall and may peaceably have, hold and enjoy the Premises subject to the terms of this Lease and provided Tenant pays the rental herein reserved and performs all the covenants and agreements herein contained. 31. ATTORNMENT: : This Lease shall at all times be subject, subordinate, and inferior to any mortgage that now exists or may hereafter be placed upon and encumber the Property, irrespective of the time of the recording of such mortgage provided the mortgagee executes an instrument, which states that so long as Tenant shall faithfully discharge the obligations on its part to be kept and performed pursuant to this Lease, Tenant will not be disturbed, and this Lease, and all rights and remedies of Tenant hereunder shall not be affected by any default under such mortgage and in the event of the foreclosure, deed in lieu of foreclosure, or any enforcement of the mortgage all rights of the tenancy hereunder and all rights and remedies of Tenant under this Lease, shall expressly survive and shall not be affected in any manner, and this Lease shall, in all respects, continue in full force and effect provided always, however, that Tenant attorns to the mortgagee or the purchaser at the judicial sale and fully, timely, and completely performs all of its obligations hereunder. In the event the Landlord shall fail to pay when due any obligations on any mortgage or encumbrance affecting title to Property and to which this Lease shall be subordinate, or shall fail to perform any obligation specified in this Lease, Landlord shall be in default. In such event, the Tenant may (but shall not be obligated to), in addition to all remedies available to it by Landlords default, after the continuance of any such default for thirty (30) days after written notice thereof by Tenant, pay said principal, interest, or other charges or cure such default, all on behalf of and at the expense of Landlord, and do all necessary work and make all necessary payments in connection therewith. Tenant agrees to enter into a Subordination, Non -disturbance and Attornment Agreement, in favor of any bona fide third party which may now or hereafter hold a first mortgage on the Premises. Tenant Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 8 32. ESTOPPEL CERTIFICATE: Within ten (10) days after request therefore by Landlord, Tenant shall deliver to Landlord in a form satisfactory to Landlord, a certificate certifying (i) the good standing and absence of default under this Lease, (ii) the absence of set -offs to charges hereunder, (iii) the validity and completeness of a copy of this Lease and all amendments, to be attached to the certificate, (iv) the amount of pre -paid rent; (v) the amount of security deposit, (vi) the commencement and expiration dates hereof, (vii) the dates and amounts of the last made and next due rental installments, and such other reasonable matters as Landlord shall request. 33. SUBORDINATION TO MORTGAGE: (a) Tenant agrees that this Lease is subject and subordinate to all ground leases, to all underlying leases and mortgages which may now or hereafter affect or encumber all or any portion of the Building and to all renewals, modifications, consolidations, replacements and extensions thereof. This clause will be self -operative and no further instrument of subordination need be required by any mortgagee or lessor. In confirmation of such subordination, Tenant will execute promptly (and, in any event, within thirty (30) days of request therefor) any certificate that Landlord may request. 34. COMPLETION OF IMPROVEMENTS: Landlord shall complete the interior of the Premises to the extent stated in Exhibit C hereinafter. Any improvements within the Premises not specified herein to be completed by Landlord shall be at the expense of Tenant. The taking possession of the Premises by Tenant shall be conclusive evidence that the Premises were in good and satisfactory condition at the time such possession was taken. No representation except those contained herein have been made on the part of Landlord with respect to the order, repair or condition of the Premises or the Building. Tenant will make no claim on account of any representations whatsoever whether made by any renting agent, broker, officer or other representative of Landlord or which may be contained in a circular, prospectus or advertisement relating to the Premises or otherwise unless the same is specifically set forth in this Lease. 35. BROKERAGE: Each of the parties represents and warrants that there are no brokers involved in this Lease transaction except Avison Young and NAI Miami with regard to the leasing of space by Landlord to Tenant or in connection with the execution of this Lease, and the Landlord hereby agrees to indemnify Tenant, and hold him harmless from all liabilities arising from any such claim, including, without limitation, any suit costs and counsel fees incurred in connection with any such claim. 36. RECORDING: Tenant shall not record this Lease without the written consent of the Landlord. 37. SEVERABILITY: Inapplicability, invalidation, or unenforceability of any one or more of the provisions of this Lease or any instrument executed and delivered pursuant hereto, by judgment, court order or otherwise, shall in no way affect any other provision of this Lease or any other such instrument, which shall remain in full force and effect. 38. LIENS FOR IMPROVEMENTS: The interest of the Landlord/Lessor in the property covered by this Lease shall not be subject to any liens for improvements made by the Tenant/Lessee to the premises. 39. DISPLAYS, FIXTURES, ETC.: In order to preserve the building aesthetics, no display material (e.g. signs, decorations, lettering, advertising, etc.) will be permitted on the windows of Tenant's suite. Further, installation of any displays within the suite which may be visible from the lobby and/or corridor, and/or exterior of the building, shall require written approval of the Landlord. Additionally, Landlord reserves the right and Landlord's sole discretion to provide additional window tinting, and/or blinds, as per specifications of the Landlord and at the Landlord's expense. Landlord further reserves the right to provide additional window tinting and/or level or blinds in the lobby at Tenant's Expense, if in the Landlord's judgment Tenant does not maintain office in a neat, clean and orderly fashion. Finally, all fixtures (e.g. blinds, railings, etc.) behind any interior glass is considered property of the Building and cannot be altered, modified or moved in any way. 40. RADON: Radon is a naturally occurring radioactive gas that, when accumulated in buildings in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed Federal and State guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from your county public health unit. Tenanin., Landlord Landlord #1 DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 9 41. TERM LEASE YEAR DEFINITION: The Term "Lease Year" herein shall refer to the twelve month period beginning on the Lease commencement date as indicated in paragraph four (4) and ending one day prior to the anniversary of the Lease commencement date. 42. HAZARDOUS MATERIAL: Under no circumstances will the tenant use the suite for storage of hazardous materials and corrosive, flammable fluids. 45. ENTIRE AGREEMENT: This Lease and the Exhibit(s) made a part hereof constitutes the entire agreement and understanding of the parties hereto, and shall not be modified or amended except by written instrument duly executed by the parties hereto. 46. PARTRIOT ACT AND HOMELAND SECURITY Tenant represents and warrants that neither Tenant including its partners, members, principal stockholders and any other constituent entities) nor any person a entity that owns any direct or indirect beneficial interest in Tenant is, or is acting directly or indirectly for or on behalf of any group, entity, or nation, named by any Executive Order of the President of the United States or the United States Treasury Department as a terrorist or other "specifically designated national and blocked person" on the most current list published by the U.S. Treasury Department Office of Foreign Assets Control at its official website, <http://www.treas.gov/ofac/t11> or at any replacement website or other replacement official publication of such list or other person, entity, nation or transaction banned or blocked pursuant to any law, order, rule or regulation that is enforced or administered by the United States Office of Foreign Assets Control or any successor entity, agency or department (an "SDN"). Tenant further represents and warrants that it (i) is currently in compliance with and will at all times during the Term of this Lease (including any extension thereof) remain in compliance with the regulations of the Office of Foreign Asset Control of the Department of the Treasury and any statute, executive order (including the September 24, 2001, Executive Order Blocking Property and Prohibiting Transactions with Persons Who Commit, Threaten to Commit, or Support Terrorism), or other governmental action relating thereto; and (ii) has not used and will not use funds from illegal activities for any payment made under the Lease. 47. PARKING: Tenant shall be provided with 28 parking spaces at all times for its employees. From time to time, Tenant may use up to 36 parking spaces total to accommodate visitors to the Premises. (SIGNATURES ON NEXT PAGE 1 Tenant"2 ' Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 10 IN WITNESS WHEREOF, Landlord and Tenant have duly executed this Lease in several counterparts as of the day and year first hereinbefore written, each of which counterparts shall be considered an executed original and in making proof of this Lease it shall not be necessary to produce or account for more than one counterpart. WITNES ., 5: Print Name ,K4 Print Name WITN ES: "LANDL By: jeyaar® lCQUff Title: Rah yer "LANDLORD" kg&lL r:C-642-<4By: G-. I Zeld-eA/CCA--<6"—n ra6✓- e(k C 6O Titl . loA°JA G lv Print Nam e ioke c:,'t r'1111'S Print Name Tenan Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 WINTESSES: "TENANT" CITY OF MIAMI, a municipal corporation of the State of Florida Daniel J. Alfonso City Manager ATTEST: By: —� Todd B. Hanlon City Clerk APPROVED AS T EQUIREMEN By: "Ann- arie Sharpe, 1 irector Ris anagement l cpartment APPROVED AS [0 LEGAL FORM & CORRE( ,TNESS: By._- Vietori Mendez City Attorney Tenan Landlord Landlord 11 DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 12 EXHIBIT A FLOOR PLAN 9th Floor I ± 9,280 sf Tenant Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 EXHIBIT B 5040 Building RULES &REGULATIONS I . SIGNS: No sign, placard, picture, advertisement, name or notice shall be inscribed, displayed, printed or affixed on or to any part of the outside of the building or to any interior public area without the written consent of Landlord, and Landlord shall have the right to remove any such objectionable sign, placard, picture, advertisement, name or notice without notice to, and at the expense of Tenant. 2. BULLETIN BOARD: The bulletin board or directory of the building will be provided exclusively for the display of the name and location of Tenant only, and Landlord reserves the right to exclude any other names therefrom. 4. NON -RESPONSIBILITY: Landlord is not responsible to any tenant for the non -observance or violation of the rules and regulations by any other tenant. 5. DOORS: The doors between the premises and the corridors of the building shall at all times, except when in actual use for ingress and egress, be kept closed. 6. HALLS AND STAIRWAYS: The entries, passages, stairways and elevators shall not be obstructed by tenants, or used for any purposes other than ingress or egress to and from their respective offices. Tenant shall not bring into or keep within the building any animal or vehicle. 7. PLUMBING: The wash -bowls, water closets and urinals shall not be used for any purpose other than those for which they were constructed. Any stoppages within demised premises shall be corrected by Tenant at Tenant's expense. 8. CLOSING PRECAUTIONS: Tenant shall see that the doors of the demised premises are closed and securely locked before leaving the building, and Tenant shall exercise extraordinary care and caution that all water faucets or water apparatus are entirely shut off before Tenant or Tenant's employees leave the building, and that all electricity, gas, air conditioning or heating shall likewise be carefully shut off, so as to prevent waste or damage, and for any default or carelessness, Tenant shall make good all injuries sustained by other tenants or occupants of the building or Landlord. 9. MOVING FURNITURE, SAFES, ETC.: No furniture, freight or equipment of any kind shall be brought into or removed from the building without the consent of Landlord and all moving of same, into or out of building by tenants shall be done at such times and in such manner as Landlord shall designate. Landlord shall have the right to prescribe the weight, size and position of all safes and other heavy property brought into the building, and also the times and manner of moving the same in and out of the building. Landlord will not be responsible for loss of or damage to any such safe or property from any cause; but all damage done to the building by moving or maintaining any such safe or property shall be repaired at the expense of Tenant. All deliveries, unless hand -carried, must be made in designated padded elevator for freight. Landlord reserves right to stop deliveries when elevator is needed for passenger transport. 10. NUISANCE: Tenant will conduct his business and prevent his agents, employees, invitees and visitors from creating any nuisance, annoyance, disturbance or excessive noise within the building. 11. VIOLATION OF RULES: Landlord reserves the right to exclude or expel from the building, any person who, in the judgment of Landlord, is intoxicated or under the influence of liquor or drugs, or who shall in any manner do any act in violation of the rules and regulations of the building. 12. REQUIREMENTS OF TENANT: The requirements of Tenant will be attended to only upon application to the management of the building. Employees of Landlord shall not perform any work or do anything outside of their regular duties unless under special instructions from the management of the building, and no employee will admit any person i-enan Landlor Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 14 (Tenant or otherwise) to any office without specific instructions from the management of the building. 13. ROOMS USED IN COMMON: Rooms used in common by tenants shall be subject to such regulations as are posted therein. 14. ENTRANCE DOORS: Landlord reserves the right to close and keep locked all entrance and exit doors of the building during such hours as the building is not generally open for business. In such event, Landlord shall supply keys to tenants, or may employ a watchman to control entry into the building. In the event a watchman is employed, all persons entering or leaving the building during hours when it is not normally open for business may be required to sign the building register. Landlord may require that any person wishing to enter the building during such hours obtain a previously arranged pass or provide other satisfactory identification showing his right of access to the building. Landlord assumes no responsibility and shall not be liable for any damage resulting from any error in regard to any such pass or identification, or from the admission of any unauthorized person to the building. 15. LAWS AND REGULATIONS: Tenant will keep and maintain the demised premises in a clean and healthful condition and comply with all laws, ordinances, orders, rules and regulations (State, Federal, Municipal and other agencies or bodies having any jurisdiction thereof, including rules, orders and regulations of the Southeastern Underwriters Association for the prevention of fires), with reference to use, conditions or occupancy of the demised premises. 16. PARKING: A parking area reserved for use by tenants of the building will be maintained by Landlord. Landlord shall use reasonable efforts to prevent unauthorized use of the reserved parking area, but shall not be liable to Tenant for any such unauthorized use, nor shall any such portion of reserved parking area be considered a portion of Tenant's demised premises. The parking rules set forth above may be changed at the discretion of Landlord in order to accomplish the most efficient use of the parking area by all tenants, their agents, employees, invitees, and visitors. Additionally, Landlord may designate a certain portion of the parking area as reserved for specific tenants, and access to this area may be limited to said tenants who pay a monthly fee for use of this parking area. Landlord reserves the right to place stickers on, and/or tow, any violating vehicles. Tenant shall have access to the parking garage by using an access card to be supplied by the Landlord. If the access card is lost by the Tenant, Tenant shall pay a Landlord designated charge for each access card to be replaced. 17. WIRING: When wiring of any kind is introduced, it must be connected as directed by Landlord, and no boring or cutting for wires will be allowed except with the consent of Landlord. The location of telephones, call boxes and other office equipment affixed to the demised premises shall be prescribed by Landlord. Tenant will not, without the written consent of Landlord, connect any apparatus or device, the use of which is not usual and normal for the purposes for which the demised have been leased, which will in any way increase the amount of electricity, water or gas usually furnished or supplied to the premises, or which shall overload the circuits from which Tenant obtains electrical current. 18. REPORTING ACCIDENTS: Tenant shall report to Landlord in writing any accident involving personal injury or property damage occurring within demised premises or occurring within the public areas and which is reported to Tenant. Such report to Landlord shall be made without undue delay. 19. DRAPERY AND VENETIAN BLINDS: Although no window coverings are permitted in the building, Landlord reserves the right to require leveler blinds ofa specific color to be installed at Landlord's sole expense. 20. LOSS: Landlord will not be responsible for any lost or stolen personal property, including but not limited to equipment, machinery, money or jewelry from Tenant's area or public rooms regardless of whether such loss occurs when the area is locked against entry or not. 21. KEYS: Upon expiration of this Lease, keys must be returned to the building manager or the leasing office and a receipt obtained by the Tenant. In the event Tenant fails to return keys, Landlord may retain $150.00 of Tenant's security deposit for necessary locksmith work and administration. Tenar Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 EXHIBIT C 5040 Building Scope of Work Scope of Work: 1. Owner to provide all required A&E plans and permits. 2. GC to provide qualified and experienced personnel to supervise, schedule, and control scope of work Demolition as per plan displayed in Exhibit D, provided by Carlos Lozano with the following conditions: I. As per demolition notes: 1-13. Except as noted: a. Plumbing $1,000 allowance b. Electrical $1,000 allowance 2. IT wiring to be removed by others (Landlord to cover cost) 3. Any damage to existing flooring will be patched -up or replaced with a tile that most resembles the existing tile. A perfect match will not be likely. New Construction per plan displayed in Exhibit E provided by Carlos Lozano with the following conditions: A. Card access system to be provided by tenant. Will need to be installed at the doors in the lobby, not the elevators B. Level 3 protection bullet proof glass 4'-1" x 9'-7". Kevlar level NIJ I I IA protection panels adjacent and below bullet proof glass. 3 panels @ 4'x8'. C. Slab Reinforcing. Should the Tenant decide to use the filing system in Exhibit F (Advanced Filing Systems), slab reinforcement will not be needed. Tenant may use any filing system within the acceptable weight load of 90 pounds per square foot or less. The Tenant, at its sole cost and expense, shall pay to reinforce the slab and any costs associated with reinforcement should they choose a filing system in which the weight load exceeds the acceptable amount of 90 pounds per square foot. D. OK. The following are the specs for the drywall partitions throughout: a. File room to be I hr fire rated. Drywall to go to underside of slab. b. All other partitions are to be fastened to existing acoustical ceiling grid. (No reinforcements are indicated.) Partitions are to receive 3 5/8". 25 gauge metal studs 16" o.c. Each side to be sheathed with 5/8" F.C. board. Finished slick, sanded ready for paint level 4 finish (normal drywall finish). Zip bead to be applied to the top edge of boards where boards meet ceilings. No caulking above zip bead. Provide and install insulation as per plan. c. Restroom partitions same as above except one side to be sheathed in 5/8" MR on 20 gauge metal studs. E. OK F. Provide and install PVC crown vertical blinds with matching valances throughout. $3,530.00 allowance (tenant may select other blinds, in which case tenant shall cover any costs above $3,530) G. Included in F H. Filing system and workstations by tenant. I. All IT wiring and systems to be provided by tenant J. OK K. OK L. Interview rooms to include one way mirrors, insulation (R13 3.5" in walls and R30 drop -in in ceiling) and shelf for recording equipment. Required audio/visual work by tenant. M. OK Other Notes: No electrical and plumbing work shown, $5,000 allowance No fire protection/alarm modifications shown, $3,000 allowance. Painting of new walls and affected areas only. Tenant/+!•,_>r Landlord Landlord, DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 16 EXHIBIT D Plans Provided by Carlos Lozano on 04/28/15 HI. I I '1 L- E Fi Tenant Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 DEMOLITION NOTES: 3 ) ( 4 ) < 5 < 6 > <>> 8 ( 9 10) 11) 12 < 13 i GENERAL INFO: Tenant''ll Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 18 EXHIBIT E Plans Provided by Carlos Lozano on 04/28/15 Tenant Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 (m < u < H) < I ) < i < JI ) K <Li < M ) < o) Tenan Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 20 EXHIBIT F Advanced Filing System 0 Tenan Landlord Landlord DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 A I SO' IN YOUNG All tenants 50FORTY Building 5040 NW 7th Street Miami, FL 33126 2800 Ponce De Leon Boulevard Suite 180 Coral Gables, FL 33134 United States T 305.476.7127 F 954.938.1812 avisonyoung.com Notice Effective Date: April 14th, 2022 Re: CHANGE OF OWNERSHIP AND MANAGEMENT COMPANY FOR 50FORTY Building, LOCATED AT 5040 NW 7th Street, Miami, FL 33126. Dear Tenant: This notice is to inform you that effective April 14, 2022, ownership of the 50FORTY Building has been transferred to VALORO MED OWNER, LLC. VALORO MED OWNER, LLC has appointed Avison Young Property Management (USA), LLC, as the new property management company for this building and Avison Young will provide full - service property management duties, which include but is not limited to: • Common area maintenance & repairs • Rent collection & adjustments • All accounting related services • Promotional & marketing issues (if any) Karina Del Junco, Senior Property Manager is assigned as your onsite Property Manager for your location. For any operational or property management issues, Karina may be reached at (305) 476-7127 or via email at karina.deljunco@avisonvoung.com. Rent payments, correspondence and inquiries should be directed as follows: Rent & Other Payable to: VALORO MED OWNER, LLC Payments DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 Addressed to: VIA US FIRST CLASS MAIL FOR CHECKS: VALORO MED OWNER, LLC P.O. BOX 209375 AUSTIN, TX 78720-9375 VIA OVERNl5HT COURIER: VALORO MED OWNER, LLC Yardi Systems (# 9375) 12301 Research Blvd. Building IV Suite 180 Austin, TX 78759 VIA WIRE & ACH TRANSFER: Bank Name: CHASE Bank ABA #: 021 000 021 Account Name: VALORO MED OWNER, LLC Account #: Attn: Jay Choi — (212) 696-3313 Correspondence & Inquiries Addressed to: VALORO MED OWNER, LLC c/o Avison Young Property Management (USA) LLC 500 West Cypress Creek Road, Suite 350 Fort Lauderdale, FL 33309 Email : Karina.deljunco@avisonyoung.com Fax: (954) 938-1812 Legal Notices Addressed to: VALORO MED OWNER, LLC 500 West Cypress Creek Road, Suite 350 Fort Lauderdale, FL 33309 Attention: Karina Del Junco, Senior Property Manager Rent statements are issued each month and will to be sent to you via email. We ask that as soon as possible, you have VALORO MED OWNER, LLC, and Avison Young Property Management (USA) LLC listed on your insurance policy as additionally insured, as is required by the provisions of your lease. Please be sure to send your amended insurance certificate to this office. 2 I Page DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 Please complete the attached Tenant Information Sheet so that your records can be updated, and return this to us via mail, email(karina.deljunco@avisonvoung.com). This information will be used to email you your rent statements and contact you especially in case of emergencies. Should you have any rent or accounting related questions, please contact Jennifer Koerber at (561) 229-0847 or via email at jennifer.koerber@avisonyoung.com. For after-hours emergency needs and services, Avison Young Property Management (USA) LLC, can be reached at the following number: (800) 670-3360 Property Reference: 50FORTY Building We thank you in advance for your cooperation and look forward to working with you. Sincerely, Karina Del Junco Title: Senior Property Manager Avison Young Property Management (USA) LLC As Agent for VALORO MED OWNER, LLC "Landlord". 3 'Page DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 Tenant Information Request Form 5040 NW 7th Street Building Please provide us with the information requested below, which will be kept on file at the Avison Young Management Services Office and used for informational and emergency notification purposes only: Business Name: Business Address: Phone No: ( ) Fax No: ( ) Daily Contact: Name: Phone Number(s) Fax Number: Executive Contact: (if same, please skip) Name: Phone Number (s) Fax Number: Accounting Contact: (if same, please skip) Name: Phone Number (s) Fax Number: Emergency Contact #1 Name: Home, Pager and/or mobile phone: Emergency Contact #2 Name: Home, Pager and/or mobile phone: Alarm Company (if applicable) Phone No: 4 I Page DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 PLEASE RETURN THIS FORM TO: Avison Young Management Services 2800 Ponce De Leon Blvd., Ste 180, Coral Gables, FL 33134 OR EMAIL karina.deljuncoAavisonyoung.com 5 I Page DocuSign Envelope ID: 3CBAC839-749B-4D21-9262-7549C94029D8 ACORD CERTIFICATE OF INSURANCE ISSUE DATE (MM/DD/YY) PRODUCER [Insurance Broker Name and Address] CODE SUB -CODE ITHIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS INO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. COMPANIES AFFORDING COVERAGE COMPANY LETTER A [Name of Insurance Carrier] COMPANY LETTER B INSURED [Tenant's Name and Address] COMPANY LETTER C COMPANY LETTER D COMPANY LETTER E COVERAGES ITHIS IS TO CERTIFY THAT THEPOLICIES 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 RESPECTS 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. CO. LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS A GENERAL X LIABILITY COMMERCIAL GENRL LIABILITY (Policy Number] pa -harbor] [ara(/arx/xxJ COMBINED SINGLE LIMIT PER OCCURRENCE FOR BODILY INJURY & PROPERTY DAMAGE $ 1,000,000 (CLAIMS MADE X OCCUR. - OWNER'S & CONTRACTR'S PROT. AGGREGATE $ 2,000,000 A AUTOMOBILE X _ _ _ _ _ LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS GARAGE LIABILITY (Policy Number] [xx/xx/xxJ [ara&xfrrxJ COMBINED SINGLE LIMIT $ 1,000,000 BODILY INJURY (PER PERSON) $ BODILY INJURY (PER ACCIDENT) $ PROPERTY DAMAGE $ UMBRELLA LIABILITY OTHER THAN UMBRELLA FORM EACH OCCURRENCE $ 1,000,000 A WORKERS COMPENSATION AND EMPLOYERS LIABILITY (Policy Number] [xx/arx/arxJ [xx/arx/arxJ STATUTORY I $ 1,000,000 (EACH ACCIDENT) $ 1,000,000 (DISEASE -POLICY LIMIT) $ 1,000,000 (DISEASE -EACH EMPLOYEE) DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/SPECIAL TERMS VALORO MED OWNER, LLC, and Avison Young Property Management (USA) LLC. are included as additional insured under General Liablity if required by written contract in accordance with policy terms and provisions. CERTIFICATE HOLDER CANCELLATION VALORO MED OWNER, LLC c/o Avison Young Property Management (USA) LLC as agent for Owner 5040 NW 7th Street I SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE I EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO I MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE I LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NOOBLIGATION OR I LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. Miami, Florida 33126 AUTHORIZED REPRESENTATIVE ACORD 25-S (3/88) CACORD CORPORATION 1988 Olivera, Rosemary From: Lila, Sandy Sent: Monday, October 31, 2022 8:42 AM To: Lee, Denise; Olivera, Rosemary Cc: Hannon, Todd; Lorenzo, Jacqueline; Rivers, Michael Subject: Matter ID 22-2079 Valoro Med Owner, LLC Executed Agreement - 10/31/2022 Attachments: Complete_with_DocuSign_IA_Office Space.pdf Good morning, Please find attached the fully executed copy of an agreement from DocuSign that is to be considered an original agreement for your records. Matter ID 22-2079 Valoro Med Owner, LLC Executed Agreement - 10/31/2022 Kind regards, Sandy Lila Lease Manager Department of Real Estate and Asset Management 444 SW 2 Avenue, 3rd Floor Miami, Florida 33130 slila@miamigov.com 0: (305)416-1461 1