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24177
AGREEMENT INFORMATION AGREEMENT NUMBER 24177 NAME/TYPE OF AGREEMENT MIAMI FIREFIGHTERS FEDERAL CREDIT UNION DESCRIPTION LEASE AGREEMENT/1103 N.W. SOUTH RIVER DRIVE, MIAMI, FLORIDA 33136/F I L E ID: 7867/R-20-0386/MATTER ID: 18-3051 EFFECTIVE DATE November 17, 2022 ATTESTED BY TODD B. HANNON ATTESTED DATE 11/30/2022 DATE RECEIVED FROM ISSUING DEPT. 12/1/2022 NOTE DOCUSIGN AGREEMENT BY EMAIL DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 CITY OF MIAMI DOCUMENT ROUTING FORM aaaonan RAnn ua�a I 0 ♦ ORIGINATING DEPARTMENT: DREAM DEPT. CONTACT PERSON: Sandy Lila EXT. 1461 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: Miami Firefighters Federal Credit Union IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? ❑ YES ® NO TOTAL CONTRACT AMOUNT: $66,850.00 (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): A new Lease Agreement for 3,385 square feet of office space on the first and second floors of the City's Fire Station No. 3 building located at 1103 Northwest South River Drive, Miami, Florida 33136. This is for an initial period of fifteen (15) years with two (2) five (5) year options to renew to operate a full - service banking facility. COMMISSION APPROVAL DATE: 11/19/2020 FILE ID: 7867 ENACTMENT NO.: R-20-0386 IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING INFORMATION Date PLEASE PRINT AND SIGN APPROVAL BY DEPARTMENTAL INTERIM DIRECTOR November 23, 2022 I 15:09:46 EST PRINT: Jacque SIGNATURE: ]inq,lawny, rr ��� �� J "-2D SUBMITTED TO RISK MANAGEMENT pus November 28, 2022 I 06:50:51 EST PRINT: Ann-M�gol�iii��y: SIGNATURE: Fro& 7C2F20AD4DF... atoll/') Assigned ACA: Isiaa Jones, November 28, 2022 I 10:08:21 SUBMITTED TO CITY ATTORNEY Matter ID#: 18-3051 November 29, 2022 I EST 01:46:20 EST PRINT: Victoria SIGNATURE: 7395 Niggedby: . 6318214E7... o-"'cc_ -j7 APPROVAL BY ASSISTANT CITY MANAGER November 30, 2022 I 09:56:58 EST PRINT: Larry SIGNATURE: F1EF90A-FGFE04o7... M. Apucig gd by: —C9D2002897f54D4_ RECEIVED BY CITY MANAGER November 30, 2022 I 13:55:12 EST PRINT: Arthur SIGNATURE\ Noriega V r—DocuSigned by: Ark Porie5., ATTESTED BY THE CITY CLERK 1) ONE ORIGINAL TO CITY CLERK, November 30, 2022 1 20:01:04 EST PRINT: Todd SIGNATURE: o,Ge_ ee4 B. Hannon DocuSigned by: C--1---j3r C E46D7560DCF1459... 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: B133D706-4217-4671-A00E-8E17DE13A567 LEASE AGREEMENT ISSUED BY THE CITY OF MIAMI TO MIAMI FIREFIGHTERS FEDERAL CREDIT UNION FOR THE PROPERTY LOCATED AT 1103 N.W. SOUTH RIVER DRIVE, MIAMI, FLORIDA 33136 DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 THIS LEASE AGREEMENT (hereinafter referred to as "Lease"), is made and entered into this 171 day of November, 2022 by and between MIAMI FIREFIGHTERS FEDERAL CREDIT UNION, a federally chartered credit union under the laws of the United States (hereinafter referred to as the "Lessee"), and the CITY OF MIAMI, a municipal corporation of the State of Florida, having its principal office at 444 S.W. 2' Avenue, Miami Florida 33130 (hereinafter referred to as the "City"). WITNESSETH: WHEREAS, the City owns and operates the property located at 1103 N.W. South River Drive, Miami, Florida 33136 ("Property"); and WHEREAS, Miami Firefighters Federal Credit Union has requested to lease a portion of the Property, consisting of approximately 3,385 SF as shown on the attached Exhibit B ("Leased Premises"), to operate a full -service banking facility; and WHEREAS, the City and Lessee are parties to a Revocable License Agreement "RLA" dated January 26th, 2012, where the initial term was for sixty (60) months with an option to extend the RLA for five (5) additional one-year (1) renewal option periods; and WHEREAS, Lessee has continued to occupy a portion of the Property, as shown in Exhibit B under the RLA terms; and WHEREAS, the City of Miami Commission authorized the City Manager to negotiate and execute a lease agreement between the Miami Firefighters Federal Credit Union and the City of Miami pursuant to Resolution R-20-0386 passed on November 19th, 2020 by the City of Miami Commission; and NOW THEREFORE, in consideration of the mutual covenants and provisions contained herein, the parties hereto agree as follows: 1. Definitions: The following words and expressions used in this Lease shall be construed as follows, except when it is clear from the context that another meaning is intended: a) Common Areas: "Common Areas" shall mean all areas, space, equipment and special services provided by the City on or off the land occupied by the Miami Firefighters Federal Credit Union for the common or joint use or benefit of Lessees of the property located at 1103 N.W. South River Drive, their employees, agents, customers, invitees and licensees, including but not limited to, open and enclosed courts, landscaped and planted areas, and the equipment and facilities appurtenant to each of the aforesaid. b) Contract Manager: "Contract Manager" shall mean City of Miami, Director of the Department of Real Estate and Asset Management, or the duly authorized representative. c) Days: "Days" shall mean calendar days. d) Deliverables: "Deliverables" shall mean all documentation and any items of any nature submitted by the Lessee to the City for review and approval pursuant to the terms of this Lease. e) Department: "Department" shall mean the Department of Real Estate and Asset Management (DREAM). DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 Effective Date: "Effective Date" shall mean the date this agreement is executed by the City Manager of the City of Miami and attested to by the City Clerk. If the Effective date does not fall on the first day of the calendar month, it will be deemed to be the 1st day of the following calendar month. f) Intentionally Deleted g) Intentionally Deleted h) Lease: "Lease" or "Lease Documents" shall mean collectively these terms and conditions, and all associated addenda and attachments, and all other attachments hereto and all amendments issued hereto. i) Lease Year: "Lease Year" shall mean 365 (366 days in a leap year) beginning on the Effective Date of this Lease and ending twelve (12) months later. J) Partial Term: "Partial Term" shall mean any part or portion of the Term (as defined below) of this Lease. k) Intentionally Deleted 1) Intentionally Deleted m) Intentionally Deleted n) Subcontractor: "Subcontractor" shall mean any person, entity, firm or corporation, other than the employees of the Lessee, who furnishes labor and/or materials, whether directly or indirectly, on behalf and/or under the direction of the Lessee and whether or not in privity of agreement with the Lessee. o) Union Lot: "Union Lot" shall mean the parking lot located at 1138 NW 7th Street, Miami, FL as shown on Exhibit E. 2. Exhibits: The Exhibits listed in this Paragraph and attached to this Lease are hereby incorporated in and made a part of this Lease: Exhibit A: Exhibit B: Exhibit C: Exhibit D: Exhibit E: Exhibit F: Exhibit G: Exhibit H: Description of the Property Property Deed Description of the Area Insurance Requirements ATM equipment locations Union Lot City of Miami Resolution A: Corporate Documents B: Resolution adopted by the Lessee's board authorizing the appropriate Officer to execute this Lease 3. Property Description: Approximately 3,385 square feet of office space depicted on Exhibit `B" and located within the Property located at 1103 N.W. South River Drive, Miami, Florida, as legally described in Exhibit "A" attached hereto and made a part hereof, on the first and second floors of the City of Miami Firefighters Fire Station #3 building (Station #3) (the "Leased Premises"). DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 4. Use: The City hereby grants unto the Lessee, and the Lessee hereby accepts from the City, a Lease for the Leased Premises to be used as a full service banking facility including automated teller machines, with the right to provide and/or sell such services, items or products that include, but are not limited to, life insurance, disability insurance, accidental death and dismemberment insurance, credit insurance, homeowners insurance, automobile insurance, GAP insurance, extended warranties, automobile purchasing services and investment services. Automated teller machine service must include membership in a multi -institutional program. Lessee shall use the Leased Premises only for the uses permitted herein. The Lessee shall not provide any other services or sell any other items or products without the prior written approval of the City, and any sales by the Lessee of services or items not specifically authorized in writing by the City shall constitute a default. The unapproved services or sale of items shall be discontinued immediately by the Lessee upon written notice from the City. Lessee shall conduct its business at all times in accordance with this Lease. 5. - Limitations on Use: Subject to Lessee's right to use the Leased Premises for the purposes specified in Paragraph 4, Lessee shall not suffer or permit the Leased Premises or any part thereof to be used in any manner, or anything to be done therein, or suffer or permit anything to be brought into or kept therein, which would in any way (i) violate any legal requirements or insurance requirements; (ii) cause structural injury to the Property, the Leased Premises, or any part thereof; (iii) constitute a public or private nuisance; (iv) impair the appearance of the Property, the Leased Premises, or adjoining areas; (v) materially impair or interfere with the proper and economic cleaning, heating, ventilating or air-conditioning of the Property or Leased Premises or the proper and economic functioning of any other common service facility or common utility of the Leased Premises; (vi) impair or interfere with the physical convenience of any of the occupants of the Property or the Leased Premises; or (vii) impair any of the Lessee's other obligations under this Lease. 6. Operations: In the event, and except to the extent that the Leased Premises may be untenantable by reason of damage by fire or other casualty, Lessee shall continuously and uninterruptedly use, occupy and operate the Leased Premises as a full service banking facility including minor portions thereof as are reasonably required for storage and office purposes, and such storage and office space only in connection with the business conducted by Lessee in the Leased Premises; and will have on the premises adequately trained personnel for efficient service to customers. 7. Governmental Approvals: If any governmental license or permit shall be required for the proper and lawful conduct of Lessee's business in the Leased Premises, or any part thereof, Lessee, at its expense, shall duly procure and thereafter maintain such license or permit and submit the same to inspection by the City. Lessee shall at all times comply with the terms and conditions of each license and permit. 8. _Term: The City hereby leases the Leased Premises to the Lessee for an initial term of fifteen (15) years commencing on the Effective Date ("Initial Term"). 9. Option to Renew: The Lessee has the option of extending this Lease for two (2) additional terms of five (5) years each ("First Renewal Term" and "Second Renewal Term" respectively), as long as the Lessee is not in Default of any of the Lease provisions. To exercise the First Renewal Term or the Second Renewal Term, the Lessee must give Lessor written notice by the latter of (i) the date which is one hundred eighty (180) prior to the expiration date of the Term or the First Renewal Term or (ii) the date thirty (30) days following written notice from Lessor advising Lessee that Lessee has DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 failed to furnish notice of its option to exercise the First Renewal Term or the Second Renewal Term, as applicable, in the manner provided for herein, which notice shall state in bold capitalized large font letters that such notice constitutes final notice to Lessee of its option to exercise the First Renewal Term or the Second Renewal Term, as applicable. The First Renewal Term and the Second Renewal Term will be on the same terms and conditions as the Initial Term, except that the Minimum Base Rent will be adjusted as set forth in Section 12 paragraph G & H below. The Initial Term, together with the First Renewal Term and the Second Renewal Term (to the extent each is properly extended pursuant to the terms hereof) shall constitute the "Term". 11. Holding Over: If Lessee remains in possession of the Leased Premises after the expiration of the Term of this Lease, or any option period, without a new Lease reduced to writing and duly executed and delivered (even if Lessee shall have paid, and City shall have accepted, rent in respect to such holding over), Lessee shall be deemed to be occupying the Leased Premises only as a Lessee from month -to -month, subject to all covenants, conditions, and agreements of this Lease. If Lessee fails to surrender the Leased Premises upon the termination of this Lease, then Lessee shall, in addition to any liabilities to the City accruing therefrom, indemnify and hold harmless the City and its assigns and agents from loss or liability resulting from such failure, including, without limiting the generality of the foregoing, any claims made by any succeeding Lessee on such failure. 12. Lessee's Obligation/Payments: a. Minimum Rent: Lessee, in consideration of the use and occupancy of the Leased Premises, does hereby covenant and agree with the City to pay to the City the sum of Sixty Six Thousand Eight Hundred Fifty Dollars and 00/100 Cents ($66,850.00) per annum in monthly installments of Five Thousand Five Hundred Seventy Dollars and 83/100 Cents ($5,570.83) ("Minimum Rent") due on the first day of each month in advance, without billing, less any credits for the Union Lot as detailed in Section 12h below commencing on the Effective Date and each month thereafter on the 1st of the month. All rent payments provided for in this Lease Agreement shall be made or mailed to: City of Miami Finance Department Attn: Cash Receipts Section 444 SW 2nd Ave, 6th Floor, Miami, FL 33130 (Checks shall be made payable to the "City of Miami") b. Accord and Satisfaction: No payment by Lessee or receipt by City of an amount less than Minimum Rent shall be deemed an accord and satisfaction. The City may accept a check or payment from Lessee without prejudice to City's right to recover the balance of such Minimum Rent or pursue any other remedy provided in this Lease, at law or in equity. c. Sales Tax: The Lessee shall be liable for the prevailing State of Florida Sales and Use Tax imposed on rent [(currently at the rate of 6.5%)] on the amounts payable to the City under this Lease. This Sales and Use Tax shall be payable to the City when rent is due, which in turn will remit same, less authorized handling deductions, to the State. Said tax is applicable to Minimum Rent unless otherwise determined by the State of Florida. DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 d. Taxes on Lessee's Personal Property: Lessee shall be responsible for and shall pay before delinquency all municipal, city or state taxes assessed against any occupancy interest or personal property of any kind, owned by or placed in, upon or about the Leased Premises by Lessee. e. Late Payment Charge: In the event that the Lessee fails to make any payments, including Minimum Rent, within ten (10) calendar days of the due date, a late charge of $250.00 per month will be assessed. The right of the City to require payment of such late payment charge and the obligation of the Lessee to pay same shall be in addition to and not in lieu of the rights of the City to enforce other provisions herein, including termination of this Lease, or to pursue other remedies provided by law. f. Worthless Check Draft: In the event that the Lessee delivers a dishonored check or draft to the City in payment of any obligation arising under this Lease, the Lessee shall incur and pay a service charge of $40.00 or five percent (5%) of the face amount of the check, whichever is greater. For each such dishonored check, such payment is to be made within not more than five (5) days from notice of such default. Further, in such event, the City may require that future payments required pursuant to this Lease be made by cashier's check or other means acceptable to the City. A second such occurrence of dishonored check during the Term will be a breach of this Lease and, at the City's option, will constitute a default under this Lease, allowing termination. g. Annual Increase to Minimum Rent: On the first anniversary of the Effective Date and each anniversary thereafter, for the life of the Lease and any extensions or renewals thereof, the Minimum Rent shall increase by 3% of the amount due the prior year. h. Union Lot Rent Credit: On the Effective Date, the City will be granted the exclusive use of the Union Lot on weekends for the entire day and on weekdays from 3:OOPM through 7:OOAM. In exchange for the use of this lot, the City will grant the Lessee a rent credit in the amount of $2,090.00 per month ("Rent Credit") for the Term of this Lease and any extensions thereof unless cancelled or terminated by the City or Lessee upon providing a 30-day written notice of cancellation of the use of the Union Lot. Upon cancellation or termination of the use of the Union Lot, the Rent Credit will cease and the City's use of the Union Lot will no longer be permissible. On the first anniversary of the Effective Date and each anniversary thereafter, for the life of the Lease and any extensions or renewals thereof, the Rent Credit shall increase by 3% of the amount granted the prior year (provided that the City has not cancelled or terminated the use of the Union Lot). 13. Intentionally Deleted 14. Intentionally Deleted 15. Use of Common Areas: Lessee and its concessionaires, sublessees, officers, employees agents, customers and invitees shall have the right, in common with the City and all others to whom the City has granted or may hereafter grant rights or who shall otherwise have such rights, to use the Common Areas, subject to such reasonable rules and regulations as the City may from time to time impose. Lessee agrees to abide by such rules and regulations. The City shall have the right to limit, or otherwise schedule, deliveries to Lessee. DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 16. Building Services: The City has caused all necessary utility lines and services to be brought to the Leased Premises. Lessee shall not place any unacceptable load or burden on the capacity of the applicable building systems and utility lines as determined either by the public utility providing such service or by the City's architect or engineer in the exercise of reasonable judgment. Lessee shall make all repairs caused by Lessee's negligence. 17. Curtailment or Interruption of Service: The City reserves the right to interrupt, curtail or suspend the provision of any utility service to which Lessee may be entitled hereunder when necessary by reason of accident or emergency or for repairs, alterations, or improvements in the judgment of City desirable or necessary to be made, or due to difficulty in obtaining supplies or labor or for any other cause beyond the reasonable control of the City. The work of such repairs, alterations, or improvements shall be prosecuted with reasonable diligence. The City shall in no respect be liable for any failure of the utility companies or governmental authorities to supply utility service to Lessee or for any limitation of supply resulting from governmental orders or directives. No diminution or abatement of rent or other charges, nor damages, shall be claimed by Lessee by reason of the City's or other individual's interruption, curtailment or suspension of a utility service, nor shall this Lease Agreement or any of Lessee's obligations hereunder be affected or reduced thereby. If any payment of rent due hereunder shall remain unpaid for more than ten (10) days after it shall become due, the City may, without notice to Lessee, discontinue utilities service until all arrears of rent shall have been paid in full. The City shall not be liable for damage to persons or property or the business of Lessee for any such discontinuance, nor shall such discontinuance in any way be construed as an eviction of Lessee or cause an abatement of rent, or operate to release Lessee from any of Lessee's obligations hereunder. 18. Certain Construction Contract Terms: All contracts entered into by the Lessee for the construction of any improvements to the Leased Premises shall require completion of the improvements within a specified time period, to be determined in consultation with the City, prior to the execution of said contract(s) and shall contain, unless otherwise authorized by the City, reasonable and lawful provisions for the payment of actual and liquidated damages to the City in the event contractor(s) fails to complete the construction on time. The Lessee agrees that it will use its best efforts to take all necessary action available under any such construction contract to enforce the timely completion of the work covered thereby. Lessee understands and agrees to procure any and all construction and electrical services in strict compliance with §255.20 Fla. Stats. (2007). Prior to commencing any construction, Lessee must deliver all plans, specifications and scheduling for any construction or other improvements, at its sole cost and expense, to the City, and specifically to the City Manager or his designee for approval at least sixty (60) days before commencement of any work. Further, Lessee shall not commence construction of any improvements upon the Leased Premises unless and until it has secured, and has on -hand, sufficient funds or resources to complete the improvement project. 19. Construction Bonds: Before any construction work on the Leased Premises is commenced or before any materials, equipment or supplies are purchased, the project developer shall deliver to the City and record in the public records of Miami -Dade City, Florida, a performance and payment bond with a surety insurer authorized to do business in the State of Florida as a surety in the full amount of the project cost. Such bond shall be in the form provided by §255.05 Fla. Stats. (2007) and shall name project developer as principal and City as obligee. DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 20. Ownership of Improvements: Upon the expiration or earlier termination of this Lease for any reason, all existing and future City installed fixtures, equipment, improvements and appurtenances attached to or built into the Leased Premises in such a manner as to become part of the freehold, whether or not by or at the expense of Lessee, shall become and remain a part of and be surrendered with the Leased Premises. Any furniture, furnishing, equipment or other articles of movable personal property owned by Lessee and located in the Leased Premises, shall be and shall remain the property of Lessee and may be removed by it at any time during the Term of this Lease so long as Lessee is not in default of any of its obligations under this Lease, and the same have not become a part of the freehold, and so long as such does not materially affect Lessee's ability to use said premises and conduct its business as provided herein. However, if any of Lessee's property is removed and such removal causes damage to the Leased Premises, Lessee shall repair or pay the cost of repairing any damage to the Leased Premises resulting from such removal. Any property belonging to Lessee and not removed by Lessee at the end of the Term shall, at the election of the City, be deemed to be abandoned by Lessee, and the City may keep or dispose of such property and restore the premises to good order within ten (10) days after billing Lessee for the cost of such disposal and or renovations needed to restore the premises. At the expiration of the Term, Lessee shall deliver to the City the keys and combinations to all safes, cabinets, vaults, doors and other locks left by Lessee on the Leased Premises. 21 Intentionally deleted 22. Lessee's Changes: a. Conditions for Making Changes: After the Effective Date, and subject to approval of the City in writing, Lessee may at any time, at its expense, make such other alterations, additions, installations, substitutions, improvements and decorations (hereinafter collectively called "Lessee's Changes"), in and to the Leased Premises, excluding structural changes, as Lessee reasonably may consider necessary for the conduct of its business in the Leased Premises, subject to approval by the City, in addition to the following conditions: i. The outside appearance or structural integrity of the subject property shall not be affected. ii. No part of the subject property not included within the Leased Premises shall be physically affected. iii. The proper functioning of any of the material, electrical, sanitary, fire protection, and other service systems shall not be adversely affected. iv. In performing the work involved in making Lessee's Changes, Lessee shall be bound by and observe all of the conditions and covenants contained in this Article. v. At the expiration or any earlier termination of this Lease, on the City's written request, Lessee shall restore the Leased Premises to its original condition. b. Approvals for Changes, Cost and Insurance: Lessee, at its expense, shall obtain all necessary governmental permits and certificates for the commencement of prosecution of Lessee's Changes and for final approval thereof upon completion, and shall cause Lessee's Changes to be performed in compliance therewith, and with all applicable laws and requirements of public authorities, and with all applicable requirements of insurance bodies, and in good and workmanlike manner, using materials and equipment at least DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 equal in quality and class to the original installations of the Leased Premises, and so as not to impose any additional expense upon the City. Throughout the performance of Lessee's Changes, Lessee shall carry, or cause to be carried, insurance as set -forth in Paragraphs 53 and 54. If any of Lessee's Changes shall involve the removal of any fixtures, equipment or property in the Leased Premises which are the City's Property, such fixtures, equipment or other property shall be promptly replaced, at Lessee's expense, with fixtures, equipment or other property of like utility and at least equal value unless the City shall otherwise expressly consent in writing. c. Violations, Liens, and Security Interests: Lessee, at its expense, and with diligence and dispatch, shall secure the cancellation or discharge of all notices of violation arising from or otherwise connected with Lessee's Changes or operations in the Leased Premises which shall be issued by any public authority having or asserting jurisdiction. Lessee shall promptly pay its contractors and materialmen for all work and labor done at Lessee's request. Should any such lien be asserted or filed, regardless of the validity of said liens or claims, Lessee shall bond against or discharge the same within ten (10) days of the filing of said encumbrance. In the event Lessee fails to remove or bond against said lien by paying the full amount claimed, Lessee shall pay the City upon demand any amounts paid out by the City, including the City's costs, expenses and attorney's fees. Lessee further agrees to hold the City harmless from and to indemnify the City against any and all claims, demands and expenses, including attorney's fees, by reason of any claim of any contractor, subcontractor, materialman, laborer or any other third person with whom Lessee has contracted, or otherwise is found liable for, in respect to the Leased Premises. Nothing contained in this Lease shall be deemed, construed or interpreted to imply any consent or agreement on the part of the City to subject the City's interest or estate to any liability under any mechanic's or other lien asserted by any contractor, subcontractor, materialman or supplier thereof against any part of the subject property or any of the buildings or improvements thereon (inclusive of the Leased Premises) and each such contract shall provide that the contractor must insert a statement in any subcontract or purchase order that the contractor's contract so provides for waiver of lien and that the subcontractor, materialman and supplier agree to be bound by such provision. 23. Lessee's Repairs and Maintenance: Lessee, at its expense, shall make promptly all repairs, ordinary or extraordinary, in the Leased Premises, as shall be required for any reason whatsoever. Lessee shall also be required to make such repairs, other than those required to be made by the City under Paragraph 47, as may be necessary to maintain the Leased Premises and Lessee's property in as good order, condition, and repair. Lessee shall be responsible for repairs, maintenance, and replacements including all utility systems and HVAC systems serving the Leased Premises and appurtenances thereto, and shall keep them at all times neat, clean and in good repair, free from filth, overloading, danger of fire, explosion, or any nuisance, and return the same to the City, after removing all its property therefrom, at the expiration of the Term, in as good condition as when received by Lessee, ordinary wear, tear and use, and casualty loss due to causes beyond Lessee's control, excepted. The provision of all interior maintenance within the Leased Premises is the sole and exclusive responsibility of the Lessee. Lessee agrees that it will cause no damage to foundations, roofs, walls or floors, and if it does, it will be liable to the City for the cost of repairs. If the Leased Premises are not surrendered as stated herein, in addition to all other rights given to the City herein or by law: a The City may, at its option, restore the Leased Premises to good order and condition and DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 Lessee shall pay to the City within ten (10) days after billing therefore, as additional rent, the reasonable expense of such restoration; and b. Lessee shall indemnify and hold harmless the City against any and all claims, demands, loss, or damage, including attorney's fees, resulting from the delay by Lessee in surrendering, the Leased Premises including, but not limited to, claims made by any succeeding Lessee or Lessor based on such delay. c. Lessee shall pay to the City as liquidated damages for any holdover, in addition to amounts paid pursuant to (b) above, double rent (including Minimum Rent). d. Lessee's obligations in this paragraph shall survive the termination of this Lease. 24. Facilities: The Lessee hereby agrees to submit for approval by the City detailed plans and specifications for any anticipated leasehold improvements and shall construct the improvements in accordance with the approved plans. All equipment and personal property furnished by Lessee shall be of good quality and suitable for its purpose. As part of the approval process, the City shall have the right to require substitute equipment of personal property when such action is deemed necessary or desirable. Equipment acquired by the Lessee by way of purchase from the City that is unsuitable for Lessee's operations may be replaced with other equipment or personal property of the Lessee's choice, subject to the above conditions. It shall be the responsibility of the Lessee to coordinate activities with the City during any periods of construction and normal operations. The Lessee agrees to maintain said premises in the same condition, order, and repair as at the commencement of operations or after improvements, excepting only reasonable wear and tear arising from the use thereof under this Lease. All such contracts with contractors and subcontractors utilized to complete work on the building shall also contain a provision wherein it is agreed that such contractor will indemnify and hold harmless the City. 25. City Approval: The Lessee agrees that it will obtain prior written approval from the City in all of the following matters: a. Changes from originally approved specifications, activities, signage, and graphics. b. Equipment Lessee plans to install requiring any building modifications. c. Any use of the City's, or Facility's name. Further it is understood by Lessee that, should any of the above items not be approved, Lessee may offer alternative solutions. The City Manager or designee shall respond with a decision in any of the above matters within sixty (60) days. 26. City Approval of Change: The City reserves the right with stated just cause to require the Lessee to change within a stated time any and all items contained in Paragraph 25 it deems in need of change, despite previous approval of same. 27. Prior Approval Required: The Lessee agrees that it shall obtain prior written approval from the City in all of the following matters pursuant to this paragraph: a. Hours of daily operation. DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 b. The decor of the Leased Premises and all signs to be installed, erected or displayed in or on the Leased Premises, and any changes thereto at any time during the Term. 28. Remedies for Lessee's Failure or Delay to Submit Plans or Perform Work: With regard to any leasehold improvements it seeks to make to the Leased Premises, if Lessee fails or omits to make timely submission to the City of any plans or specifications or delays in submitting or supplying information, or in giving authorizations or in performing or completing improvements, or fails to open for business for a period of 5 or more consecutive days, the City, in addition to any other right or remedy it may have at law or in equity, may pursue any one or more of the following remedies: a. to the extent such failure, omission or delay is Lessee's fault or within Lessee's control, City may give Lessee at least ten (10) days written notice that, if a specified failure, omission or delay is not cured by the date therein stated, this Lease shall be deemed canceled and terminated. If such notice shall not be complied with, this Lease shall, on the date stated in such notice, ipso facto be canceled and terminated, without prejudice to City's rights hereunder. b. City may, after 30 days' prior written notice of its intention to do so, at Lessee's cost and expense, including, without limitation, expense for such overtime as City's architect may deem necessary, proceed with the completion of any such plans or specifications or Lessee's Work, as the case may be, and such performance by City, shall have the same effect hereunder as if the desired plans, specifications, information, approval, authorization, work or other action by Lessee had been done as herein required. For such purpose, City may enter upon the Leased Premises and take possession thereof and of all materials, appliances, equipment thereon and employ such other contractors and subcontractors, as it may elect, to complete Lessee's Work, and Lessee shall indemnify and hold City harmless from any liability that may be incurred thereby to Lessee's contractors or subcontractors. c. Intentionally deleted. d. City may require Lessee to pay to City, as additional rent hereunder, the cost to City of completing the Leased Premises in accordance with the terms and provisions of this Lease over and above what would have been such cost had there been not such failure. e. In exercising any of the foregoing remedies, City shall be entitled to retain and have recourse to any bond or escrow deposit provided by Lessee under Paragraph 19 hereof. 29. On -Site Manager Throughout the Term, the Lessee shall employ a qualified full-time on -site manager having experience in the management of this type of banking facility operation, who shall be available during normal business hours, and be delegated sufficient authority to ensure the competent performance and fulfillment of the responsibility of the Lessee under this Lease and to accept service of all notices provided for herein. 30. Hours of Operation: At a minimum, the bank shall operate five (5) days per week, Mondays through Fridays, continuously no earlier than 7:OOAM to no later than 5:OOPM, except on City, DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 State, and Federal holidays. The City may require a change in days and/or hours of operation, if, in the reasonable discretion of the City, such a change is desirable in providing the best service to the public. 31. Intentionally deleted. 32. Personnel: The Leased Premises shall have sufficient staff to provide outstanding service. The Lessee shall provide the City with the name and telephone number of a management person of the Lessee who will be on call, at all time, for emergencies or other matters related to the operations under this Lease. The Lessee shall ensure that all its personnel are courteous and cooperative and present a neat, clean and professional appearance at all times. The Lessee shall ensure that all employees having public contact are able to understand and communicate in spoken English. 33. Public Contact With Lessee's Employees: Lessee's employees in contact with the public shall perform their duties in an efficient and courteous manner. Lessee's employees will not be considered agents of the City. 34. Quality of Lessee's Service: Lessee shall conduct its operations in an orderly manner and so as not to annoy, disturb, or be offensive to customers, patrons, or others in the immediate vicinity of such operations. Lessee shall control the conduct, demeanor and appearance of its officers, members, employees, agents, representatives, and upon objection of the City concerning the conduct, demeanor or appearance of any such person, Lessee shall immediately take all necessary steps to correct the cause of such objection. Lessee shall furnish good, prompt and efficient service, adequate to meet all reasonable demands therefore. The Lessee shall not conduct any business or activity not specifically authorized by this Lease in the Leased Premises, unless approved in writing by the City Manager. It is expressly understood and agreed that the said operation shall not interfere in any manner with the use of the public area or infringe upon the normal method of operations of any other parties authorized to conduct business at or near the Leased Premises. The Lessee agrees that a determination by the City shall be accepted as final in evaluating whether its activities infringe on the rights of others and that Lessee shall fully comply with any decisions on this matter. 35. Signs: The nature, size, shape and installation of Lessee's business signs within the Leased Premises or in, on or adjacent to the subject property must first be approved in writing by City. Said signage must also be approved by City and all governmental authorities having jurisdiction. All signs shall be removed by the Lessee at termination of this Lease and any damage or unsightly condition caused to premises because of or due to said signs shall be satisfactorily corrected or repaired by the Lessee. 36. Monitoring Services: The City shall have the right, without limitation, to monitor and test the quality of services of the Lessee, including, but not limited to personnel and the effectiveness of its cash -handling procedures, through the use of the shopping service, and other reasonable means. 37. Ingress and Egress: Subject to applicable rules and regulations, statutes and ordinances, and the terms of this Lease governing the use of the facility, Lessee, Lessee's agents and servants, patrons and invitees, and suppliers of service and furnishers of materials shall have right of ingress and egress to and from the premises. DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 38. Services/Equipment Provided by City: Subject to the provisions on this Lease, including without limitation Section 17, the City shall provide the following: a. Electrical services as existing. b. Water facilities as existing. c. Sewage collection facilities as existing. d. Waste collection service. 39. Equipment and Services Provided by Lessee: The Lessee, at its sole cost, shall provide: a. Extermination service (if additional service, other than what the City is currently providing, is required). b. Janitorial service 40. Equipment Installed by Lessee: Any equipment, furnishings, and/or advertising installed by the Lessee shall be in keeping with the appropriate standards of decor at the leased premises and must be approved by the City prior to installation, which approval shall not be unreasonably withheld. The Lessee shall not install, remove or replace the equipment or furnishings without notification to, and prior approval by the City, which approval shall not be unreasonably withheld. Following the installation of any additional equipment, furnishing and improvements which the City may approve from time to time, Lessee shall provide to the City a statement setting forth the cost of such equipment, furnishings or improvements and the date upon which the installation of such equipment, furnishings and improvements was completed. Lessee agrees that all new equipment, furnishings and improvements provided shall meet the requirements of all applicable building, fire, pollution and other applicable codes or regulations. Lessee shall not alter or modify any portion of the Leased Premises or the improvements constructed therein without first obtaining written approval from the City. 41. Appearance of Leased Premises: Upon failure of the Lessee to maintain the Leased Premises as required herein, the City may, after fifteen (15) days written notice to the Lessee, enter upon the Leased Premises and perform all cleaning, maintenance and repairs which may be necessary and the cost thereof, plus 25% for administrative costs, shall constitute additional rent, and shall be billed to and paid by the Lessee. Additionally, the City may resort to other remedies available herein. Lessee shall repair all damages to the leased or non -leased portions of the Leased Premises caused by the Lessee, its employees, agents, or independent contractors. 42. Quiet Enjoyment of Leased Property: The City covenants and agrees that so long as no default exists in the performance of Lessee's covenants and agreements contained herein, Lessee may peaceably and quietly hold and enjoy the Leased Premises and all parts thereof for that portion of the Term, free from eviction or disturbance by the City or any person claiming under, by, or through the City. 43. Right to Transfer or Convey Leased Property: The City shall have the right to transfer or convey in whole or in part the Leased Premises, this Lease and all rights of the City existing and to exist, and rents and amounts payable under the provisions hereof; and nothing herein contained shall limit or restrict any such right, and the rights of the Lessee under this Lease shall be subject and subordinate to all instruments executed and to be executed in connection with the exercise of any such right of the City, including, but not limited to a lease and to all renewals or modifications thereof. This paragraph shall be self -operative and no further instrument or subordination shall be DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 required. Lessee covenants and agrees, if requested, to execute and deliver upon demand such further instruments confirming such subordination of this Lease as shall be requested by the City. Lessee hereby irrevocably appoints the City as its attorney in fact to execute and deliver any such instrument for and in the name of the Lessee. Notwithstanding the foregoing, the City shall provide Lessee with written notice of any such transfer or conveyance within five (5) days of the date that the City transfers or conveys the Leased Premises. Thereafter, for a period of 180 days after its receipt of such written notice of transfer or conveyance, Lessee shall have the right, at its sole option, to terminate this Lease by providing written notice of termination to the City and/or the new owner of the Leased Premises. Lessee shall then have 180 days from the date of providing such written notice to vacate the Leased Premises, after which it will have no further obligation to pay any rent(s) under this Lease. 44. Liability for Damage or Injury: The City shall not be liable for damage or injury which may be sustained by any party or persons on the Leased Premises other than the damage or injury solely caused by the negligence or intentional actions of the City, its agents and employees while in the course of City business, and as limited by sovereign immunity and F.S. 768.28. 45. Indemnification: The Lessee shall indemnify, defend, and hold harmless the City and its officers, employees, agents and instrumentalities from any and all liability, losses or damages, including attorney's fees and cost of defense, which the City or its officers, employees, agents or instrumentalities may incur as a result of claims, demands, suits, causes of actions or proceedings of any kind or nature arising out of, relating to or resulting from the performance of this Lease by the Lessee or its employees, agents, servants, partners, principals or subcontractors. The Lessee shall pay all claims and losses in connection therewith and shall investigate and defend all claims, suits or actions of any kind or nature in the name of the City, where applicable, including appellate proceedings, and shall pay all costs, judgments, and attorney's fees which may issue thereon. Lessee expressly understands and agrees that any insurance protection required by this Lease or otherwise provided by Lessee shall in no way limit the responsibility to indemnify, keep and save harmless and defend the City or its officers, employees, agents and instrumentalities as herein provided. The provisions set forth in this section shall survive the expiration or earlier termination of this Lease. 46. Damage or Destruction of Premises: If either the Leased Premises or any portion of the subject property (the "Premises") is partially damaged due to Lessee's negligence, but not rendered unusable for the purposes of this Lease, the same shall with due diligence be repaired by the Lessee from proceeds of the insurance coverage and/or at Lessee's own cost and expense. If the damage shall be so extensive as to render such premises unusable for the purposes intended, but capable of being repaired within thirty (30) days, the damage shall be repaired with due diligence by the Lessee from the proceeds of the insurance coverage policy and/or at its own cost and expense. In the event the said premises are completely destroyed due to Lessee's negligence, Lessee shall repair and reconstruct the premises so that they equal the condition on the Effective Date, and pay the City the Minimum Rent. In lieu of reconstructing, Lessee shall reimburse the City all expenses incurred by the City in restoring the Premises to their original condition, plus Minimum Rent, until the Premises has been leased to another vendor or possession returned to Lessee. The election of remedies shall be at the sole discretion of the City. 47. City's Repair: The City, as its responsibility, and at its expense (except if the damage is caused by Lessee), shall make all structural repairs and replacements, as necessary, or desirable in order to keep in good order and repair the foundations, roofs and structural soundness of floors and walls of the Leased Premises of the Property. The City shall grant no allowance to Lessee for a diminution of rental value for interruption of business and no liability on the part of the City by reason of DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 inconvenience, annoyance, or injury to business arising from the City, Lessee or others making any repairs, alterations, addition, improvements, restorations, or replacements, in or to any portion of the Property or the Leased Premises, or in or to fixtures, appurtenances, or equipment thereof. The City shall be under no obligation to make any such repairs until and unless Lessee notifies the City in writing, and the City agrees, of the necessity therefore, in which event the City shall have a reasonable time thereafter to make such repairs. Notwithstanding any other provision of this Lease to the contrary, Lessee's rent including additional rent shall abate to the extent, and for such period of time, as all or any portion of the Leased Premises are rendered untenantable by reason of any cause for which the City is responsible. The City shall have the absolute right to make reasonable repairs, alterations, and additions to any structures and facilities, including the Leased Premises, free from any and all liability to the Lessee for loss of business or damages of any nature whatsoever during the making of such repairs, alterations, and additions, except for such damage caused by the sole negligence or intentional misconduct by the City and where not otherwise indemnified by the Lessee. In making such repairs, alterations, and additions, the City shall take such reasonable measures as are necessary to minimize interference with Lessee's operations of the Leased Premises. If the Lessee's business is interrupted, a pro-rata adjustment of the minimum rent payable hereunder for the period of such interruption shall be made. As -Is. Lessee agrees that Lessee is familiar with the condition of both the Premises and the Building, and, except as otherwise expressly and specifically set forth herein, Lessee hereby accepts the Premises in its "AS -IS, WHERE -IS" condition. Lessee acknowledges that neither Landlord, nor any representative of Landlord, has made any representation as to the condition of the Premises or its suitability for Lessee's intended use other than as expressly set forth herein. Lessee acknowledges and agrees that Lessee has made its own inspection of the Premises and Landlord shall have no obligation to make any repairs, replacements, or improvements (whether structural or otherwise) of any kind or nature in connection with preparing the Premises for Lessee's occupancy. The foregoing acknowledgments and agreement shall not reduce Landlord's maintenance, repair, and service obligations as set forth in this Lease. 48. Assignment, Subletting, and Successors in Interest: Lessee shall not assign or sublet this Lease nor any portion thereof, nor any property associated with this Lease without prior written approval of the City which may be withheld in the City's sole and absolute discretion. At no time shall Lessee attempt to mortgage, pledge or otherwise encumber this Lease or the Leased Premises. Unapproved assignment or subletting shall be grounds for immediate termination of this Lease. It is agreed that all terms and conditions of this Lease shall extend to and be binding on assignees, sublessees and other successors, as may be approved by the City. Lessee shall be liable for acts and omissions by any sublessee affecting this Lease. The City reserves the right to directly terminate (and evict or pursue any applicable remedy) any sublessee for any cause for which Lessee may be terminated. 49. Intentionally Deleted. 50. Security Deposit: Prior to the start of the Lease, the Lessee shall furnish a Security Deposit in cash equal to three (3) months monthly guarantee or ten thousand dollars ($10,000.00) whichever is greater, redeemable at the end of the Term except for such conditions pertinent thereto. Additionally, if the City must draw upon any portion of the security provided, the Lessee hereby agrees to restore the security to its original amount within seven (7) days of receiving notice by DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 the City that the security was drawn upon. In the event that the Lessee abandons its performance of the Lease, the City will retain the security deposit. 51. City's Property Insurance: Any insurance the City may maintain shall not cover Lessee's improvements and betterments, contents, or other property of Lessee. Lessee shall not violate, or permit the violation of, any condition imposed by any of the City's insurance policies, and shall not do, or permit anything to be done, or keep or permit anything to be kept in the Leased Premises which would increase fire or other property or casualty insurance rate on the building or buildings in which the leased premises is located or the property therein over the rate which would otherwise then be in effect (unless approved by the City and Lessee pays the resulting increased amount of premium as provided under the further terms hereof), or which would result ininsurance companies of good standing refusing to insure the same or any of such property in amounts and at normal rates reasonably satisfactory to the City. If, by reason of any act or omission on the part of Lessee, the rate of property insurance on the Leased Premises or equipment or other property of the City or other tenants shall be higher than it otherwise would be, Lessee, after first receiving 15 days prior written notice to correct such act or omission and having failed to do so, shall reimburse the City, on demand, for that part of the premiums for property insurance paid by the City because of such uncorrected act or omission on the part of Lessee, which sum shall be deemed additional rent for purposes of collection only. The City also reserves the right to require the Lessee to correct such act or omission which caused the property insurance to increase and restore to its original status. 52. Lessee's Property Insurance: Lessee shall carry fire and extended coverage, and vandalism and malicious mischief insurance and sprinkler damage insurance on all improvements and betterments, equipment, furniture, fixtures, inventory and supplies or other property of Lessee's in the amount of at least eighty percent (80%) of the full replacement cost thereof. Exhibit D attached hereto and incorporated hereby regarding additional insurance requirements. 54. Intentionally Deleted. 55. Termination by the City: a. This Lease shall automatically terminate upon any of thefollowing: i. Institution of proceedings in voluntary bankruptcy or reorganization by the Lessee; ii. Institution of proceedings in involuntary bankruptcy against the Lessee if such proceedings continue for a period of ninety (90) days; iii. Assignment by Lessee for the benefit of creditors; iv. Except for closures due to natural disasters and/or other similar emergencies, abandonment or discontinuation of operations without cause for more than a 48- hour period without prior written approval from the City; v. The discovery of any misstatement in the Lessee's proposal leading to award of this Lease, which in the determination of the City significantly affects the Lessee's qualifications to perform under the Lease; vi. Subject to the provisions of Paragraph 48, unapproved change of ownership interest in Lessee and/or failure to submit the ownership list within 24 hours upon the request of the City; or vii. Failure to cease any activity which may cause limitation of City's use of the leased premises. DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 b. Non-payment of Rent/Health Hazard: This Lease shall terminate after fifteen (15) calendar days written notice by the City either by posting on or at the Leased Premises and by certified or registered mail to any known address of Lessee set forth in Paragraph 66 hereof for doing any of the following: Non-payment of any sum or sums due hereunder after the due date for such payments; provided, however, that such termination shall not be effective if Lessee makes the required payment(s) during the fifteen (15) calendar day period following mailing of the written notice. Additionally, the City may sue for rent for the unexpired Term of this Lease as set forth below. ii. Notice of any condition posing a threat to health or safety of the public or patrons and not remedied within the seven (7) calendar day period from receipt of written notice. c. Non-performance of Covenants: This Lease shall terminate after thirty (30) days from receipt by Lessee of written notice having either been posted on or at the Leased Premises or by certified or by registered mail to the address of the Lessee set forth in Paragraph 66 hereof for any of the following: Non-performance of any covenant of this Lease other than non-payment of rent and others listed in a and b above, and failure of the Lessee to remedy such breach within the thirty (30) calendar day period from receipt of the written notice. ii. A fmal determination in a court of law in favor of the City in litigation instituted by the Lessee against the City or brought by the City against Lessee. In the event that the City terminates this Lease by operation of any of the provisions as stated in Sections 55 a, b and c, then, in addition to other rights and remedies available to the City under the law, the Lessee shall pay to the City the equivalent of two (2) year's Minimum Rent due and owing under this Lease as liquidated damages. The Lessee shall otherwise not have any further liability for the payment of the Minimum Rent after termination of the Lease. d. Intentionally deleted. e. Habitual Default: Notwithstanding the foregoing, in the event that the Lessee has frequently, regularly or repetitively defaulted in the performance of or breached any of the terms, covenants and conditions required herein to be kept and performed by the Lessee, regardless of whether the Lessee has cured each individual condition of breach or default, the Lessee shall be determined by the City to be an "habitual violator". At the time that such determination is made, the City shall issue to the Lessee a written notice advising of such determination and citing the circumstances therefor. Such notice shall also advise the Lessee that there shall be no further notice or grace periods to correct any subsequent breaches or defaults and that any subsequent breach(es) or default(s), of whatever nature, taken with all previous breaches and defaults, shall be considered cumulative and, collectively, shall constitute a condition of noncurable default and grounds for immediate DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 termination of this Lease. In the event of any such subsequent breach or default, City may cancel this Lease upon the giving of written notice of termination to the Lessee, such cancellation to be effective upon the thirtieth (30) day following the date of receipt thereof, with no additional opportunity to cure, and all payments due hereunder shall be payable to said date, and the Lessee shall have no further rights hereunder Immediately upon receipt of said notice of termination, the Lessee shall discontinue its operations at the leased premises, and proceed to remove all its personal property in accordance with the applicable provisions of this Lease. 56. Termination by Lessee: Lessee shall have the right upon thirty (30) calendar days from receipt of written notice to the City by certified or registered mail to the address set forth in Paragraph 66 hereof to terminate this Lease at any time after the occurrence of one or more of the following events: a. Issuance by any court of competent jurisdiction of any injunction substantially restricting the use of the Leased Premises for the purposes set forth herein, and the remaining in force of said injunction for a period of more than thirty (30) calendar days. b. The assumption by the United States Government or any authorized agency thereof, or any other governmental agency, of the operation, control, or use of the subject property, or any substantial part, or parts, thereof in such a manner as substantially to restrict Lessee's operations for a period of ninety (90) calendar days or more. c. The Leased Premises are untenantable for one hundred eighty (180) or more consecutive days. If the Lease is terminated by Lessee for any of the foregoing reasons (i.e., for cause), Lessee shall not have any further liability for the payment of the Minimum Rent after termination. Further, at any time after the first five (5) years of this Lease, Lessee shall also have the right to terminate this Lease without cause by providing the City with one (1) year's prior written notice of its intent to vacate the Leases Premises (the "Vacancy Date") (which written notice shall be sent by certified or registered mail to the address set forth in Paragraph 66 hereof). If Lessee elects to terminate this Lease in such manner without cause, Lessee shall be required to pay the City, in addition to any Minimum Rent owed through the Vacancy Date, an early termination fee (the "Early Termination Fee") equal to the amount of one (1) additional year's Minimum Rent due and owing under this Lease. The Early Termination Fee shall be due on the Vacancy Date, and after payment of such Early Termination Fee, Lessee shall have no further liability to the City for the payment of the Minimum Rent. 57. Termination of Lease: Following the termination of this Lease, the Lessee, within sixty (60) calendar days, shall forthwith remove all of its personal property not acquired under the terms of this Lease. Any personal property of Lessee not removed in accordance with this paragraph may be removed by the City for storage at the cost of the Lessee or shall constitute a gratuitous transfer of title thereof to the City for whatever disposition is deemed to be in the best interests of the City. The City shall not be liable to Lessee for the safekeeping of Lessee's personal property during or after termination of this Lease. Lessee shall not remove any City -owned equipment, supplies in bulk, or fixtures within the Leased Premises at any time without pre -approval in writing from the City. Lessee shall be liable to the City DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 for the fair market value of any City -owned equipment, supplies in bulk, or fixtures removed without City pre -approved written permission. Lessee shall also be liable for any expenses incurred by the City in prosecuting any action against Lessee following unapproved item removal described above. Lessee shall also be liable to the City for any expenses incurred by the City in replacing any items wrongfully removed by Lessee. It is the intention of the parties to this Lease that all furnishings and equipment purchased or leased by the Lessee, except those permanently affixed to buildings, as defined under the laws of the State of Florida, shall be the personal property of the Lessee. Upon the termination of this Lease Agreement and the removal of all personal property by Lessee, the Lessee shall deliver said premises to the City in the condition set forth in Paragraph 64 hereof. 58. No Waiver of Right to Enforce: The waiver by either party of any breach of any term, covenant, or condition herein contained shall not be deemed to be a waiver of such term, covenant, or any subsequent breach of the same or any other term, covenant, or condition herein contained. The subsequent acceptance of rent hereunder by City shall not be deemed to be a waiver of any preceding breach by Lessee of any term, covenant, or condition of this Lease, other than the failure of Lessee to pay the particular rent so accepted, regardless of City's knowledge of such preceding breach at the time of acceptance of such rent. No covenant, term, or condition of this Lease shall be deemed to have been waived by either party, unless such waiver be in writing by the waiving party nor shall there be any accord and satisfaction unless expressed in writing and signed by both City and Lessee. 59. Rules and Regulations: The Lessee will observe, obey, and comply with all rules and regulations adopted by the City and all laws, ordinances and/or rules and regulations of other governmental units and agencies having lawful jurisdiction, which may be applicable to Lessee's operations under this Lease. Failure to do so will constitute a breach of the Lease. 60. Hurricane Preparedness: The Lessee shall follow the City's emergency evacuation and hurricane plan, as set forth for the Leased Premises. 61. Inspection by City: The City shall have the authority to make periodic reasonable inspections of the Leased Premises, equipment, and operations during the normal operating hours thereof to determine if such are being maintained in a neat and orderly condition. The Lessee shall be required to make any improvements in cleaning or maintenance methods reasonably required by the City. Such periodic inspections may also be made at the City's discretion to determine whether the Lessee is operating in compliance with the terms and provisions of this Lease. 62. Right of Entry: The City shall have the right to enter upon the Leased Premises at all reasonable times, whether or not during normal business hours, to examine same and to make such repairs, alterations, replacements, or improvements in the Leased Premises as the City deems necessary, but the City assumes no obligation to make repairs in the Leased Premises other than those expressly provided for in this Lease. The City agrees, however, that any such repairs, alterations, replacements, or improvements shall be made with minimum amount of inconvenience to Lessee and that the City will diligently proceed therewith to completion. The City or the City's agents shall also have the right to enter upon the Leased Premises at reasonable times to show them to actual or prospective tenants, or lessees of the subject Property. During the one hundred and eighty (180) days prior to the expiration of the Term of this Lease, the City may show the Leased Premises to prospective tenants. If, during the last ninety (90) days of the Term of this Lease, Lessee shall have removed all or substantially all of Lessee's property DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 therefrom, the City may immediately enter, alter, renovate, and redecorate the Leased Premises without elimination or abatement of rent or other compensation and such action shall have no effect upon this Lease. 63. Intentionally deleted. 64. Surrender of Premises: At the expiration or earlier termination of the Term of this Lease, Lessee shall peaceably surrender the Leased Premises in as good a condition as the Leased Premises were on the Effective Date, ordinary wear and tear and damage by condemnation, fire or other casualty excepted. Lessee shall deliver all keys for the Leased Premises to the City at the place then fixed for the payment of rent, and shall notify the City in writing of all combinations of locks, safes and vaults, if any, in the Leased Premises. Ordinary wear and tear shall be deemed not to include damage or injury caused by moving Lessee's property or trade fixtures into or out of the Leased Premises. Lessee's obligation to observe and perform the covenants set forth in this paragraph shall survive the expiration or earlier termination of the Term of this Lease. 65. Approvals: Except as provided otherwise, whenever prior approvals are required hereinabove by either party, such approvals shall not be unreasonably withheld. 66. Notices: All notices pursuant to this Lease shall be in writing and sent by certified mail, electronic mail or delivered by personal service to the addresses for each Party appearing on page one of this Lease and as indicated below, or as the same may be changed in writing from time to time. To the City: City of Miami Attn: City Manger 444 SW 2' Avenue Miami, Florida 33130 (l0th Floor) To the Lessee: With Copies To: City of Miami Attn: Department of Real Estate and Asset Management Director 444 SW 2 Avenue, Miami, Florida 33130 (3rd Floor) City Attorney City of Miami 444 SW 2nd Avenue Miami, Florida 33130 (9th Floor) Miami Firefighters FCU 1111 NW 7th St Miami, FL 33136 Attn: Chief Executive Officer DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 or to such other address as either party may designate in writing, and where receipt of same is acknowledged by the receiving party. The City may alternatively provide notice by posting written notice on or at the Leased Premises. If attempted delivery of such notice by mail is thwarted by any avoidance of receipt or unavailability for receipt by the intended recipient, such notice will have the effect of being constructively received by the recipient three (3) days after mailing. 67. Interpretations: This Lease and the exhibits and attachments hereto, and other documents and agreements specifically referred to herein, constitute the entire, fully integrated Lease between the parties with respect to the subject matter hereof and supersede all prior or contemporaneous verbal or written agreements between the parties with respect thereto, excepting any past or contemporaneous written or verbal agreements expressly and clearly incorporated by reference within the four corners of this Lease. This Lease may be amended only by written document, properly authorized, executed, and delivered by both parties hereto. For the City, appropriate authorization shall be construed to mean appropriate formal action by the City Manager or the City Manager's designee or, if required by law, the Miami City Commission. This Lease shall be interpreted as a whole unit and paragraph headings are for convenience only. The Lease shall not be construed in favor of one party or the other. All matters involving the Lease Agreement shall be governed by laws of the Stateof Florida. 68. Security: The Lessee acknowledges and accepts full responsibility for the security and protection of its equipment, other personal property and money used in connection therewith. The City makes no warranties as to any obligation to provide security for the Leased Premises, outside of standard security measures supplied by the City in general. Lessee may provide its own specialized security for the Leased Premises, subject to the City's written approval. Absence of said Lessee security measures shall not increase the City's security obligation. 69. Rights Reserved to City: All rights not specifically granted to the Lessee by this Lease are reserved to the City. The designation of any particular remedy for the City is without prejudice to any other relief available in law or equity, and all such relief is reserved to the City. 70. Lien: The City shall have a lien upon all personal property of the Lessee on the leased premises to secure the payment to the City of any unpaid money accruing to the City under the terms of this Lease. 71. Entirety of Agreement: The parties hereto agree that this Lease sets forth the entire agreement between the parties, and there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Lease may be added to, modified, superseded or otherwise altered, except as may be specifically authorized herein or by written instrument executed by the parties hereto. 72. Headings: The headings of the various paragraphs and sections of this Lease, and its Table of Contents, are for convenience and ease of reference only, and shall not be construed to define, limit, augment or describe the scope, context or intent of this Lease or any part or parts of this Lease. 73. Waiver: Waiver of any breach shall not constitute waiver of any other breach. Invalidation DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 of any portion of this Lease shall not automatically invalidate the entire Agreement. 74. Performance: The parties expressly agree that time is of the essence in the performance of this Lease and that the failure by either party to complete performance within the time specified, or within a reasonable time, if no time is specified herein, shall relieve the other party of any obligation to accept such performance. 75. No Partnership or Agency: The City and the Lessee are independent entities and the officers, employees, and agents of one are not, and shall not represent themselves to be, officers, employees, or agents of the other. This Lease does not constitute and shall not be represented to constitute a partnership between the City and the Lessee. 76. Choice of Venue: Any litigation between the City and the Lessee relating in any way to this Lease Agreement shall be brought and presented exclusively in a Court located in Miami -Dade County, Florida. 77. Subcontractural Relations: Lessee shall not enter into any subcontracts, retain consultants; or assign, transfer, convey, sublet, or otherwise dispose of the Lease, or any or all of its rights, title or interest herein, or its power to execute such Lease to any person, company, or corporation without the prior written consent of the City, which will not be unreasonably withheld. Consent of the City does not confer upon the subcontractor any direct right of action against the City, or action against the City through the operator, or involve the City in any expense. 78. ,Intentionally deleted. 79. Local, State, and Federal Compliance Requirements: Lessee agrees to comply, subject to applicable professional standard, with the provisions of any and all Federal, State and the City orders, statutes, ordinances, rules and regulations which may pertain to the Services required under this Lease. 80. Nondiscrimination: During the performance of this Agreement, Lessee agrees to not discriminate against any employee or applicant for employment because of race, religion, color, sex, handicap, marital status, age or national origin, and will take affirmative action to insure that they are afforded equal employment opportunities without discrimination. Such action shall be taken with reference to, but not limited to: recruitment, employment, termination, rates of pay or other forms of compensation, and selection for training or retraining, including apprenticeship and on the job training 81. Assumptions, Parameters, Projections, Estimates and Explanations: The Lessee understands and agrees that any assumption, parameters, projections, estimates and explanations presented by the City herein are provided to the Lessee for evaluation purposes only. However, since these assumptions, parameters, projections, estimates and explanations represent predictions of future events, the City makes norepresentations or guarantees; and the City shall not be responsible for the accuracy of the assumptions presented; and the City shall not be responsible for conclusions to be drawn therefrom; and any assumptions, parameters, projections, estimates and explanations shall not form the basis of any claim by the Lessee. The Lessee accepts all risk associated with using this information. DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 82. Intentionally deleted. 83. Indulgence Not Waiver: The indulgence of either party with regard to any breach or failure to perform any provision of this Lease shall not be deemed to constitute a waiver of the provisions or any portion of this Lease, either at the time of breach or failure occurs or at any time throughout the Term of this Lease. 84. Survival: The parties acknowledge and agree that the respective obligations of the Lessee and the City under this Lease that by nature would continue beyond the termination, cancellation or expiration thereof, shall survive termination, cancellation or expiration hereof. 85. City as Sovereign: It is expressly understood that notwithstanding any provision of this Lease and the City's status thereunder: a. The City retains all of its sovereign prerogatives and rights as a City under Florida laws and shall in no way be estopped from withholding or refusing to issue any approvals of applications for building, zoning, planning or development under present or future laws and regulations of whatever nature applicable to the planning, design; construction and development of the Leased Premises or the operation thereof, or be liable for the same; and b. The City shall not by virtue of this Lease be obligated to grant the Lessee any approvals of applications for building, zoning, planning or development under present or future laws and ordinances of whatever nature applicable to the planning, design, construction, development and/or operation of the Leased Premises. 86. No Liability for Exercise of Police Power: Notwithstanding and prevailing over any contrary provision in this Lease, or any City covenant or obligation that may be contained in this Lease, or any implied or perceived duty or obligation, the City shall not be liable for any exercise of police power or otherwise subject to any liability for exercising any of its sovereign prerogatives as a municipal corporation. 87. City's Audit Right. Landlord shall have the right to cause the City's Independent Auditor General or certified public accountant, engaged to audit all rent payments. Landlord shall give notice to Lessee of Landlord's intent to audit within fifteen [15/Business Days] after Landlord's delivery to Lessee of Landlord's intent to audit (the "Landlords Audit Notice. After receipt of Landlord's Audit Notice, Lessee shall promptly make the applicable records available to Landlord auditor for the audit. 87. Public Records: Lessee understands that the public shall have access, at all reasonable times, to City contracts, subject to the provisions of Chapter 119, Florida Statues, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable law(s). 88. Counterparts and Electronic Signatures: This Agreement may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, and such counterparts shall together constitute but one and the same Agreement. The parties shall be entitled to sign and transmit an electronic signature of this Agreement (whether by facsimile, PDF or other email DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 transmission), which signature shall be binding on the party whose name is contained therein. SIGNATURE PAGE TO FOLLOW DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 IN WITNESS WHEREOF, the parties hereto have executed this Agreement of the day and year first above written. LESSEE MIAMI FIREFIGHTERS FEDERAL CREDIT UNIT a federally charted credit union AUTHORIZED REPRESENTATIVE: ATTEST: ris„ a November 23, 2022 1 15:09:14 EST 83F74E73176d1CF.. Name: Isi s Garcia Date: Title: member services supervisor DocuSigned by: CITY OF MIAMI, a municipal Corporation of the State of Florida by: roD:cuSigned eTsNovember 30, 2022 I 13:55:12 EST ... Arthur Noriega V Date: City Manager DocuSigned by: c Atan17.A. L4444ber 23, 2022 I 04:31:31 PST A41D606951BC40F.-. Name: Mari tza Title: Interim CEO Corporate Seal: ATTEST: DocuSigned by: �r val des Date: DocuSigned by: -334‘ember 30, 2022 1 20:01:04 EST C4GD75CODCr14:rO_._ Todd B. Hannon Date: City Clerk APPROVED AS TO INSURANCE APPROVED AS TO FORM AND REQUIREMENTS CORRECTNESS: riDocuSigned by: DocuSigned by: ratt dtrejiber 28, 2022 I 06: 50: 51 EST // °'"reC N veli 9, 2022 I 01:46:20 EST 27395C6318214E7 F1FF90AF6FF0457 Ann -Marie Sharpe Date: Victoria Mendez Date: Risk Management City Attorney �D5 Matter ID #: 18-3051, November 28, 2022 1 10:08:21 EST DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 EXHIBIT A DESCRIPTION OF PROPERTY 1103 NW South River Drive Miami, Florida 33136 FOLIO No. 01-3135-030-0010 LEGAL DESCRIPTION SPORTSMAN PARK SEC B PB 55-30 TRACT A THRU C LOT SIZE 148975 PROPERTY INFORMA11ON o Fond: 91.3135079.8919 Sub-❑Ivlelmn_ SPORTSMAN PAd<SEC Property Address tin Tor DR 119L TA. 7.S. Owner C ITY OF MIAMI DEPT Or P&D ASSET MANAGEMENT DIVISION Malting Address _44 S.A. 2A'VE STE ii525 41?A411. FL 33130 191 d PA Primary Zone 86g0 CAMMUNBTY FACILITIES Primary Land Use 9940 MUNICtaAL MUNICIPAL Beds i B3thai Halt 0idl0 Floors 2 L1vIng Unite ACtusI Area 9E •]:B Sort Lining Area Adjusted Area 96.07BEigli L*t size 148,975 SgSf Year Bunt Mr plc(Srr9u!ding Wm! DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 EXHIBIT B PROPERTY DEED [on the following page] DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 (3) (1) COUNTY OF DADE DEED NO. 194.1 STATE OF FLORIDA T-4.)6= 06.71, a/_3/ S-O3 , _e,6,70 through the �� _ 30 ) TRUSTEES OF THE INTERNAL IMPROVEMENT FUND OF THE STATE OF FLORIDA, GRANTOR to CITY OF MIAMI of the City of MIAMI WITNESSETH: , County of LADS State of.FLORIDA., GRANTEE WHEREAS, in pursuance of provisions of Section 9 of Chapter 18296, Laws of Florida, Acts of 1937, title to the lands hereinafter described vested in the State of Florida and the said State by said Section of said Chapter is authorized and empowered to sell said lands through the Trustees of the Internal Improvement Fund of the State of Florida; and (2) WHEREAS, pursuant to NOTICE duly given by said Trustees of the Internal Improvement Fund, the land referred to by the Certificates hereinafter described was offered for sale on the 19.day of..AtT UAS..T ,194...2 , in the County of DADE , and bids were received, and the said Trustees having accepted the highest and best bid for said land, and having awarded the sale of the said land to the person making such bid, said person being the GRANTEE herein named; Therefore, KNOW ALL MEN BY MESE PRESENTS: That the State of Florida, through the Trustees of the Internal Improvement Fund of the State of Florida, under authority of Section 9 of Chapter 18296, aws of Florida, Acts of 1937, for and in consideration of the amount of ----.5 .VELTI.`i'-1f LV. ..AND....NO,I.1i.0. DOLLARS ($ 75.00 ), to them in hand paid, the receipt of which is hereby acknowledged, have granted, bargained and sold, and by these presents do grant, bargain, sell and convey all of the right, title and interest of the State of Florida arising out of said Section 9 of Chapter 18296, unto the said GRANTEE, its }tars, successors and assigns, in and to the following described land, situate, lying and being in the County of DADE State of Florida, as referred to, identified and described by State and County tax sale certificates, to -wit: Amount (4) No. Date DESCRIPTION See. Tp. Rg. Ac. Rec'd 24472 8550 8-3-1931 ) LOTS 21 and 22 BLOCK 4 .) COMMERCIAL RIVERSIDE, a subdn. 7-5-1937 ✓) According to Plat Book 20 at page 64, Public Records of Dade County,Florida. $ 75.00 Said land being located in the City of Miami State of F1v4da, County of Dade. �� This instrument w• s filed for record the/J d of••�G'r.G{4 1942 at/d:ja2,4M and y recorded in..,. w_ Bock on .... ao?02,Z, File No, R. E. b. LE A LttH14GRCU.f RESERVING unto the State of Florida easement for State Road Rightao l P ''Huudret (22 yfeeltivide, lying equally on each side of the center line of any State Road existing on the date of this deed through so much of any parcel herein described as is within One Hundred (100) feet of said center line. (5) TO HAVE AND TO HOLD the above granted and described premises unto the said GRANTEE, and its heirs, successors and assigns forever, all in pursuance of Section 9 of Chapter 18296 aforesaid. (6) IN TESTIMONY W.H.EREOF the said Trustees of the Internal Improvement Fund of the State of Florida have hereunto subscribed their names and affixed the official seal of said Trustees, and have caused the seal of the Department of Agriculture of the State of Florida to be hereunto affixed, at the Capitol, in the City of Tallahassee, on this the SEF _ 5 1942. STATE OF FLORIDA BY: (SEAL). TRUSTEES, It(tTERNAL IMPROVEMENT FUND ..GOVERNOR (SEAL) COMPTROLLER (SEAL) :.:`.T�l.�..� TREASURER (SEAL) ATTORNEY (SEAL) �y GENERAL COMMISSIONER (SEAL) of AGRICULTURE (SEAL) r As and = posing t DEPARTMENT OF :ti TRUSTEES •: THE INTERNAL IMPROVEMENT AGRICULTURE "• " FUND OF THE STATE OF FLORIDA. DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 SEE 2/o7-/67 ,rat ,t 2 nuUts 1 ! AN DE Ufa ° WARRANTY E� (TO ooxroawa -`-. 'HEFTY•S FORM R. E. 34 business in the County of Dade SEr 0,14 2+a -- , (NA 3, sl}tee cV-) o/_ _,3 This ,Juhrpturr, Made this I.Sth . day of APriI A. D. 1932, BETWEEN T. HARRISON GIBSON, a single man, of the County of Dade and State of Florida part_ of the first part, and CITY OF' MIAMI, a man i e ipal O o rvorat i,ofia corporation existing under the laws of the State of Florida having its principal place of and State of P2orida and lawfully authorized to transact business in the State of Florida, party of the second part. WITNESSETH: That the said part_ of the first part, for and in consideration of the sum of TRW DOLLAlp AND OTFTh R VALUABLE CON,g'I'T)ERATION — — — to him in hand paid by the said party of the second part, the receipt whereof is hereby acknowledged, has granted, bargained and sold to the said party of the second part, its successors and assigns, forever, the following described land,'situate, lying and being in the County of Dade and State of Florida, to -wit: All of Blocks I, 2, 3, 4 and5, of camukm IAL RIV. USIDE,. a subdivision of Miami, Dade County, Florida, according to the'plat thereof recorded in Plat Book 20, at Page 64, of the Public records of Dade County, Florida, except- ing the following lots, to -wit: Lots7, 18, 29, 20, 27, '28 andA) of Block-2;--Lots" 8 arcd'9, of RZook 3, and Lots 3, 6, 21 and 22, of Block 4. (Said lot "A",_B1k.2 being the unnumbered lot lying SE of Lot 28):• --This deed is given subject to all out- standing munioipa.I, State, County and Drainage taxes and assessment and im- provement liens. • v And the said parts of the first part doB _ hereby fully warrant the title to said land, and will defend the same against the lawful claims of all persons whomsoever. IN WITNESS WHEREOF, the said part____ of the first part_tag_hereunto set his hand and seaL_ the day and year above written. i , sealed and delivered in presence of us: t. (Sea]) (Seal) APPROVED AST DESCRIPTION DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 EXHIBIT C DESCRIPTION OF AREA Offices of approximately 3,385 square feet Located at 1103 N.W. South River Drive Miami, Florida 33136 02. OPEN TO BELOW BECONC7 1�L aski�_ t�'R PLAIIj.• aRFrza i.PrcEB • WL*0 •tl oAdi lb!0 • r, 404.2• DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 EXHIBIT D INSURANCE REQUIREMENTS Lessee, at its sole cost, shall obtain and maintain in full force and effect at all times throughout the period of this Lease, the following insurance coverage: INSURANCE REQUIREMENTS FOR A CERTIFICATE OF INSURANCE LEASE AGREEMENT MIAMI FIREFIGHTERS FEDERAL CREDIT UNION I. Commercial General Liability A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $1,000,000 General Aggregate Limit $ 2,000,000 Products/Completed Operations $ 1,000,000 Personal and Advertising Injury $1,000,000 B. Endorsements Required City of Miami listed as an additional insured Contingent and Contractual Liability Premises and Operations Liability Primary Insurance Clause Endorsement Hired and Non Owned Auto Endorsement Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of subrogation Employer's Liability A. Limits of Liability $100,000 for bodily injury caused by an accident, each accident. $100,000for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit III. PROPERTY Commercial Property Insurance covering the Business Personal Property owned by the Miami Firefighters Federal Credit Union. The Commercial property insurance shall, at a minimum, cover the perils insured under the ISO Special Causes of Loss Special Form (CP 10 30), or a substitute form providing equivalent coverages written on an All Risk or Direct Physical Loss or DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 Damage basis with no coinsurance, including wind and named storm coverage and hail not to exceed 5% deductible depending on market conditions, along with earth movement and flood. In addition, the policy should afford coverage for sprinkler leakage, if applicable as well as coverage for time element relative to loss of rents. The amount of insurance shall equal the full estimated on a replacement cost basis. The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer not less than (30) days prior to any such cancellation or material change, or in accordance to policy provisions. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: The company must be rated no less than "A-" as to management, and no less than "Class V" as to Financial Strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All policies and /or certificates of insurance are subject to review and verification by Risk Management prior to insurance approval. Thirty (30) days prior to Certificate of Insurance expiring, Lessee must furnish to the Department of Real Estate and Asset Management a copy of the new certificate of coverage. DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 MIAMI-4 OP ID: AY ACORO" CERTIFICATE OF LIABILITY INSURANCE �� DATE(MM/DD/YYYY) 11 /15/2022 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 800-785-5527 Allied Solutions, LLC Nimtz Pkwy South Bend, IN 46628 Brandon Bottomley CONTACT Brandon Bottomley NAME: PHONE (A/c, No, Ext):800-785-5527 FAX 844-355-40965770 (A/c, No): E-MAIL ashle .trecartin alliedsolutions.net ADDRESS: y INSURER(S) AFFORDING COVERAGE NAIC # INSURER A : Gotham Ins. Co. 25569 INSURED Miami Firefighters FCU Patrick Totten, CEO 1111 NW 7th St Miami, FL 33136 INSURER B : New York Marine & General 16608 INSURER C : 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 POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF IMM/DD/YYYYI POLICY EXP IMM/DD/YYYYI LIMITS A X COMMERCIAL GENERAL LIABILITY X X PK202100003685 12/15/2021 12/15/2022 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) 400,000 $ MED EXP (Any one person) $ 10,000 PERSONAL BADVINJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PO - JE0 PER: LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OP AGG $ 2,000,000 $ B AUTOMOBILE X LIABILITY ANY AUTO OWNED AUTOS ONLY AUTOS ONLY X SCHEDULED AUTOS NON-OWNED ONLYY X X AU202100003603 12/15/2021 12/15/2022 COMBINED SINGLE LIMIT (Ea accident) 1,000,000 $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ (Per PROPERTYDAMAGE$ $ B X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE X X UM202100001249 12/15/2021 12/15/2022 EACH OCCURRENCE $ 2,000,000 AGGREGATE $ DED RETENTION $ $ B 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 WC202100007784 12/15/2021 12/15/2022 PER STATUTE OTH- ER E.L. EACH ACCIDENT $ 500,000 E.L. DISEASE - EA EMPLOYEE $ 500,000 E.L. DISEASE - POLICY LIMIT 500,000 $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Miami, Department of Risk Management and Department of real Estate and Asset Management are additional insured on a primary and non- contributory basis as their interests may appear. CERTIFICATE HOLDER CANCELLATION City of Miami Department of Risk Management 444 SW 2 Aavenue, 9th Floor Miami, FL 33130 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE askiej7reccc tL '-i-- ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 EXHIBIT E PROPOSED ATM EQUIPMENT LOCATIONS A ivuo�.o W,—� WORK OOM C113•' IIipi . M11 i I we Al a LIMN10 iMIIIII a \P®i' dab illS MOM 11i\liMON DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 EXHIBIT F UNION LOT OFFICE OF THE PROPERTY APPRAISER Summary Report Property Information Folio_ 01-4f 62-005-011 a Property Address: 1138 Mh' 7 ST Miami, FL 33138-380S Owner MIAMI FIREMANS FED CREDIT UNION Mailing Address ti ti NVP 7 5T MIAMI, FL 33436-3604 PA Primary Zone 6100 COMMERCIAL - NEIGHBORHOOD Primary Land Use 2565 PARKING LOT!MOBILE HOME. PARK : FARMING LOT Beds i Baths + Half 010 f 0 Roars 0 Living Units 0 Actual Area 0 Sq.Ft Living Area 0 Sq.Ft Adjusted Area 0 Sq.Ft Lot Stse 6,550 Sq.F1 Year Bulk 0 Assessment Intonation Year 2022 2021 2020 Land Value $303.0ia17 $383,000 $303.000 Building Value $0 $0 $tl XFVatue $11,527 $14,888 $41,B415 Market Value $404,527 $404888 $404,648 Assessed Value 5404,527 $28t,335 $348,869 Benefits Intonalfan I7enefni Tyree 2022 202t 2020 Non -Homestead Cap Assessment Reduction $23.253 $58,179 Nose: Not ell benefits ere applicable to all Texa6le Values (i.e. County, School Board, Caty, Regional)_ Short Legal Description LAVMRENCE ESTATE LAND COS SLIB PB2-46 LOT 5 LESS N1OFT RWW IRK 2 LOT SIZE 8550 SQUARE Ell_ I OR 14826-212 4290 1 Generated On : 8122022 Taxable Value Information 2022 2021 2020 County Exemption Value $0 $0 $0 Taxable Vdue $404,527 $381,335 $348,660 School Board Exemption Value $0 5 $0 Taxable Value $404,527 $404,688 $404,848 City Exemption Value $0 $ $0 Taxable Value 5404,6627 $361,335 $340,860 Regional Exemption Value $0 $01 $0 Taxable Value $404,527 $381,335 $340.669 Sales lnf®tmatIon Previous Sale Price OR Book- Pepe Qualification Description 12A0111000 $80,000 14826- 212 Sales which ere quaffed O6f0111900 Sal14763- 15157 Sales which ere disqualified as a remit of examination of the deed The Woe ofthe Property Appraiser Is continually eddng and updating the lax roll. This weCarla ntay not reflect the meet current Information on record. The Property' Appraiser BIM lirriarriZade Ccurity assumes no Ilatity, see lul dladalreer and User Agreement at htipPerr w.relaraidade.gaiiInialdiscte+recesp Verslcni DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 EXHIBIT G CITY OF MIAMI RESOLUTION [on the following page] DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 .� OF * IIILOOO. COATED 6N 9A City of Miami Legislation Resolution Enactment Number: R-20-0386 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 7867 Final Action Date:11/10/2020 A RESOLUTION OF THE CITY OF MIAMI COMMISSION PURSUANT TO SECTION 29-B(F) OF THE CHARTER OF THE CITY OF MIAMI, FLORIDA, AS AMENDED, AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A LEASE AGREEMENT ("LEASE"), IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, BETWEEN THE CITY OF MIAMI ("CITY") AND MIAMI FIREFIGHTERS FEDERAL CREDIT UNION, A FEDERALLY CHARTERED CREDIT UNION UNDER THE LAWS OF THE UNITED STATES ("LESSEE"), FOR THE USE AND OCCUPANCY OF A CERTAIN PORTION OF CITY -OWNED PROPERTY LOCATED AT 1103 NORTHWEST SOUTH RIVER DRIVE, MIAMI, FLORIDA 33136 FOR AN INITIAL PERIOD OF FIFTEEN (15) YEARS WITH TWO (2) FIVE (5) YEAR OPTIONS TO RENEW TO OPERATE A FULL -SERVICE BANKING FACILITY FOR THE BENEFIT AND CONVENIENCE OF CITY EMPLOYEES INCLUDING AUTOMATED TELLER MACHINES AND THE PROVISION AND/OR SALE OF SUCH SERVICES, ITEMS, OR PRODUCTS THAT INCLUDE, BUT ARE NOT LIMITED TO, LIFE INSURANCE, DISABILITY INSURANCE, ACCIDENTAL DEATH AND DISMEMBERMENT INSURANCE, CREDIT INSURANCE, HOMEOWNER'S INSURANCE, AUTOMOBILE INSURANCE, GAP INSURANCE, EXTENDED WARRANTIES, AUTOMOBILE PURCHASING SERVICES, AND INVESTMENT SERVICES; WITH A RENT TO THE CITY OF SIXTY-SIX THOUSAND EIGHT HUNDRED FIFTY DOLLARS AND 00/100 CENTS ($66,850.00) PER ANNUM IN MONTHLY INSTALLMENTS OF FIVE THOUSAND FIVE HUNDRED SEVENTY DOLLARS AND 83/100 CENTS ($5,570.83) WITH CERTAIN RENT CREDITS AND OTHER TERMS AND CONDITIONS AS MORE SPECIFICALLY SET FORTH IN THE LEASE. WHEREAS, the City of Miami ("City") owns and operates the property located at 1103 Northwest South River Drive, Miami, Florida 33136 ("Property"); and WHEREAS, Miami Firefighters Federal Credit Union, a federally chartered credit union under the laws of the United States ("Lessee"), has requested to lease a portion of the Property for an initial period of fifteen (15) years with two (2) five (5) year options to renew to operate a full -service banking facility ("Lease"); and WHEREAS, the portion of the Property subject to the Lease is approximately three thousand three hundred eighty five (3,385) square feet of office space on the first and second floors of the City's Fire Station No. 3 building located within the Property ("Leased Premises"); and WHEREAS, the Lessee wishes to operate a full -service banking facility for the benefit and convenience of City employees including automated teller machines and the provision and/or sale of such services, items, or products that include, but are not limited to, life insurance, disability insurance, accidental death and dismemberment insurance, credit insurance, homeowner's insurance, automobile insurance, gap insurance, extended warranties, automobile purchasing services, and investment services ("Permitted Uses"); and DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 WHEREAS, the Lease will have a minimum yearly rent of sixty-six thousand eight hundred fifty dollars and 00/100 Cents ($66,850.00) paid in monthly installments of five thousand five hundred seventy dollars and 83/100 cents ($5,570.83) ("Base Rent"); and WHEREAS, the Lessee is the owner of certain property directly across the right of way from the property ("Union Lot"); and WHEREAS, upon execution of the Lease, the City will be granted the exclusive use of the Union Lot on weekends for the entire day and on weekdays from 3:00 P.M. through 7:00 A.M., and the City will grant the Lessee a rent credit in the amount of Two Thousand Ninety Dollars and 00/100 Cents ($2,090.00) per month ("Rent Credit") during the duration of the Lease; and WHEREAS, Section 29-B(f) of the Charter of the City of Miami, Florida, as amended ("City Charter"), allows the City Commission to lease City property without the requirements of competitive bidding when disposing of non -waterfront and non -buildable property to the owner of an adjacent property when the subject property is 7,500 square feet or less; and WHEREAS, the City hereby acknowledges that the Lease meets, and the Lessee, as the owner of the Union Lot, has met the requirements outlined in Section 29-B(f) of the City Charter; and WHEREAS, the Lessee will make improvements to the Premises as described in further detail in the Lease, such improvements being a benefit to the residents and employees of the City; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated as if fully set forth in this Section. Section 2. Pursuant to Section 29-B(f) of the City Charter, the City Manager is authorized' to negotiate and execute the Lease, in a form acceptable to the City Attorney, between the City and the Lessee for the Permitted Uses on the Leased Premises for an initial period of fifteen (15) years with two (2) five (5) year options to renew with an initial annual Base Rent in the amount of sixty-six thousand eight hundred fifty dollars and 00/100 Cents ($66,850.00) per year, with Rent Credit thereto, and other terms and conditions as further described in the Lease. Section 3. This Resolution shall become effective immediately upon adoption and signature of the Mayor.2 1 The herein authorization is further subject to compliance with all legal requirements that may be imposed, including but not limited to, those prescribed by applicable City Charter and City Code provisions. 2 If the Mayor does not sign this Resolution, it shall become effective at the end of ten (10) calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Commission. DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 APPROVED AS TO FORM AND CORRECTNESS: ndez, City Attor DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 EXHIBIT H LESSEE'S CORPORATE DOCUMENTS AND RESOLUTION ADOPTED BY THE LESSEE'S BOARD [on the following page] DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 ItY &JAt. 1rL�l�fi1,t FEDERAL CREDIT UNION CHARTER NUMBER i72 .r FARM CREDIT ADMINISTRATION, CREDIT UNION SECTION, WASMINGTON, p DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 ORGANIZATION CERTIFICATE i / /3 s • FEDERAL CREDIT UNION. To the Governor'of the Farm Credit Administration: We, the undersigned,, -with the common bond of association inddca•ted hereafter, do hereby apply for permission to organize and to operate a Federal credit union for the purposes indicated in and in accordance with the provisions of Public Act No. 467 of the 73d Congress entitled "An Act to establish a Federal Credit Union System, to establish a further market for securities of the United States and to make more available to people of small means credit for provident purposes through a national system of cooperative credit, thereby helping to stabilize the credit structure of the United States"; we agree to comply with the requirements of —said Act, with the terms of this organization certificate and with all laws, rules and regulations applicable now or later to Federal credit unions; and'we hereby certify than.: (1) The name of.this credit union shall be �f►laml Fire�e Federal Credit Union. (2) This credit union will_ maintain its office at 71 Teat R'1 3 er_S.t..1CQat., 1hi ami 19 nridp and will operate in the following territory Miami, Pl nrida_, (3) The names and addresses of the subscribers to this certificate and the number of shares subscribed by each are as follows*: (TO BE TYPED OR PRINTED) FULL NAME HOME ADDRESS NO. OF SHARES SUBSC1?IBED FOR iL ...gA_11.211 1 Q1_l11_ `17a lli_al i l„ala. _.. - }` %uY 4griL1 66,1.-_aL_a$t6._$.._,."____!'_ J.. kFrederick Sulzner 2085 Secoffe Ave., e = ; 14' 1 W. A. Hudlow 1045 S. W. 12th Ave.. " 1 ?Ii R. Shaw --P56_NL_1. _17th_Terrace "ter_ • *AT LEAST SEVEN SUSSC.iIBERS ARE REQUIRED. DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 FULL NAME �. G. Couch P (' T. M. Perry. A J. S. Dempsey - J. W. Singleton. )( C. E. Nagel; �( • Lam_ &rift ' T. M. Winston R. F. Bredlau, Homer A. Hill. P. M. Lewis. X .A, B. Steele., • A. C. Foss: H. T. Ci.eason, C. A. Kelly- William W. Landfear_,, , Herbert N. Cram Robert C. King Hubert Reason L' S. W. Barton C. E. Adams C. E. Doll, - H. R. Chase '. S 8. Long. HOME ADDRESS NO. OF SHARES SUBSCRIBED FOR 1261 N. W. 27th St., Miami, Fla. 1 1141 N. W. 32nd St., a u 1399 N. W. 20th St., N. 44-17th-• Terreee ✓. r: ,. u �2a244--W. Flagler- n / c : 2036 N. W. 2nd St., n �� 1 1 1 1 221 S. W. llth Ave,,; K 1 1 14�c1-Sr-�F. 8 h..3t.,%a;.,a4. • �: 1 74--W.. Flagler- St., 74 W. Flagler St., n 11 57 '}.- W'. lath -St . , T ! '- . p" 964 S. W. 3rd St., 1004 S. W. 3rd Ave., 2237,N. W. 1st Place, 718 N. W. lst St., 134 S. W. 8th Ave., 3128 N. W. 1st Ave., a 12262 S. W. 2nd St., /; u 7 =;2A .DI.-W29 th St., /:., n " 2735 N. W. 22nd Court, M r 1010 W. Flagler St., 520 N. E. 76th St., 1 1 1 1 1 1 1 1 St/ Col anc J. H. J. R. A. Het C. sultt San DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 State of Florida ) County of Dade ) 99 BEFORE ;IE, the undersigned, a Notary Public, in and for said State and County this Tenth day of December, 1935, personally appeared J. G. Holland' Guy Ashhurst Frederick Sulzner' E. i. Hadlow H. R. Shaw X E. G. Couch \ T. LI. Perry J. S. Dempsey J. W. Singleton C. E. Nagel M. L. 9iright T. M. Winston R. F. Bredlau. Homer A. Hill P. M. Lewis A. B. Steele A. C. Foss H. 2. Gleason C. d. Kelly .i. W. Landfear Herbert N. Cram Robert C. King Hubert Reason S. W. Parton C. E. Adams H. R. Chase S. D. Long \ C. E. Doll subscribers to the foregoing Organization Certificate and acknowledged the same to be their free act and deed. Nota� ublic Notary PuD rc, rlc r h di Large mr1I, ssion Expires .' 19.8 (SEAL) The foregoing Organization Certifi- cate is approved by me, pursuant to the provisions of Section 4 of the Federal Credit Union Act. , 19 rnor, Farm Credit Al istration DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 2 (4) The par value of the shares of this credit union shall be $5.00. (5) The proposed field of membership will be limited to those having the following common bond of association, occupation or residence v -amgln3t42—of the Miami,,_ Fl o ri da. met_ ItezigaAaita:_ ' swallwr7/111 immpAirttp frtmtl.y, Arrl assQciatioas .D (6) The term of this credit union's existence shall be perpetual; 47/3/ -3 provided, however, that the Governor of the Farm Credit Administration may suspend or revoke this organization certificate upon his finding that this credit union is bankrupt or insolvent or has violated any provision of this organization certificate, of the bylaws, of the Federal Credit Union Act including any amendments thereto or thereof, or of any regula- tions issued thereunder. (7) This certificate is made to enable the undersigned to avail themselves of the advantages of said Act. (8) The management of this credit union, the conduct of its affairs, and the powers, duties and privileges of its directors, officers, commit- tees and membership shall be as set forth in these attached bylaws and any amendments thereto or thereof approved by the Governor of the Farm Credit Administration. IN WITNESS WHEREOF we* have hereunto subscribed our names this day of *AT LEAST SEVEN SIGNERS, , 193r SIGNATURE DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 NATIONAL CREDIT UNION ADMINISTRATION REGION III CERTIFICATION OF RESOLUTION OF BOARD OF DIRECTORS ADOPTING AMENDMENT OF CHARTER/BYLAWS Miami Firemen Federal Credit Union, Charter No. 872 WHEREAS, formal request has been submitted by the officials of this federal credit union that the following amendment of its charter be approved: Section 1 of the Charter shall be amended to read as follows: "The name of this credit union shall be Miami Firefighters Federal Credit Union.' AND WHEREAS, the amendment is in the best interests of the members and is not inconsistent with Law, NOW, THEREFORE, pursuant to the provisions of the Federal Credit Union Act, the foregoing submitted amendment of the charter/bylaws of the federal credit union no. 872 is hereby approved April 30, 1993 subject to adoption by the board of directors in accordance with Article XXI of the above Federal Credit Union's Bylaws within ninety days from the stated approval date. H. Allen Carver Regional Director We, the undersigned sident and Secretary of the above Federal Credit Union, hereby certify that on /Pre2 ; w i. Z , 19 9,3 , the above amendment to the charter/bylaws was adopted by the board of directors in accordance with Article XXI of the above Federal Credit Union's Bylaws. /a ..6n{., 2i'2 12 r�: C2Jc,(1: . President nnn ,r,I'rn Al nA ni/Il)AV C1TTr 1 Cnn ATl A A)TA nrr-Innr n ')fl 1O A/1i1 1(14 All Al/CA V ((141 Q') I 1 DocuSign Envelope ID: B133D706-4217-4671-A00E-8E17DE13A567 MIAMI FIREFIGH' ' RS FEDERAL CREDIT SON Corporate Resolution and Confirmation of Authority The Board of Directors of Miarni Firefighters Federal Credit Union (Credit Union) hereby confirms the authority of its interim/President and Chief Executive Officer, Maritza Molfetto (Valdes), to execute all instruments, documents and contracts on behalf of Credit Union including, but not limited to, the revocable lease agreement attached to this Resolution and Confirmation of Authority, and all related documents, between Credit Union and the City of Miami, Florida in connection with the lease of Credit Uniotn's premises, and to bind Credit Union to the terms and conditions therein, CERTIFICATION ATIOl We, the undersigned, hereby comfy that this Resolution and Confirmation of Authority accurately reflects the authority granted to MaritzaMolfetto (Valdes) by the Board of Directors of Credit Union, This resolution is duly recorded in the official records of Credit Union and has not been modified, amended, rescinded or repealed, but remains in full force and effect as of this 7th day of October, 2022, 21'."116'1C-f Terry Remiand, Chairperson of the Bo ecretary of theoard' Olivera, Rosemary From: Lila, Sandy Sent: Thursday, December 1, 2022 8:12 AM To: Lee, Denise; Olivera, Rosemary Cc: Hannon, Todd; Lorenzo, Jacqueline; Maichel, Hans Subject: Matter ID # 18-3051 Miami Firefighters Federal Credit Union (MFFCU) Executed Agreement - 11/30/2022 Attachments: Complete_with_DocuSign_MFFCU_2022_Lease_Rout.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 # 18-3051 Miami Firefighters Federal Credit Union (MFFCU) Executed Agreement - 11/30/2022 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