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HomeMy WebLinkAbout24357AGREEMENT INFORMATION AGREEMENT NUMBER 24357 NAME/TYPE OF AGREEMENT DOLORES, BUT YOU CAN CALL ME LOLITA, LLC DESCRIPTION AMENDMENT NO. 5 TO LEASE AGREEMENT/SOUTH EXTERIOR CONCRETE FENCE WALL RESTORATION, SEALING & PAINTING/FILE ID: 13458/R-23-0110/MATTER ID: 20-2784L EFFECTIVE DATE ATTESTED BY TODD B. HANNON ATTESTED DATE 4/13/2023 DATE RECEIVED FROM ISSUING DEPT. 4/14/2023 NOTE DOCUSIGN AGREEMENT BY EMAIL DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 ncoev,aAnu 31.10 . ij CITY OF MIAMI DOCUMENT ROUTING FORM ORIGINATING DEPARTMENT: REAL ESTATE AND ASSET MANAGEMENT DEPT. CONTACT PERSON: Michael Rivers EXT. 1460 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: Dolores, But You Can Call Me Lolita, LLC IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? ❑ YES 0 NO TOTAL CONTRACT AMOUNT: $ 74,139.58 Monthly FUNDING INVOLVED? ❑ YES 0 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): Fifth (5) Amendment to Lease Agreement enclosed for Dolores, But You Can Call Me Lolita, LLC that DREAM is requesting that the City Manager review and sign. COMMISSION APPROVAL DATE: 03/09/2023 FILE ID: 13458 ENACTMENT NO.: R-23-0110 IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING INFORMATION Date PLEASE PRINT AND SIGN APPROVAL BY DEPARTMENTAL DIRECTORDocuSigned April 5, 2023 I 10:27:53 EDT PRINT: Andrew Frey SIGNATURE: by: AA)..re , k. Frey SUBMITTED TO RISK MANAGEMENTDocuSigned April 5, 2023 I 11:08:35 EDT PRINT: Ann -Marie Sharpe SIGNATURE: by: tu'r at,v4,6 Assigned ACA: Isiaa Jones (i April 5, 2023 I 11:13 : 28 SUBMITTED TO CITY ATTORNEY Matter ID#: 20-2784L April 5, 2023 I 23:15:16 EDT EDT PRINT: Victoria Men SIGNATURE: PRINT: L arry M. Spring�H� SIGNATURE: PRINT: Arthur Noriega�L9D2.°9zB9�54u4 SIGNATURE: 55349B495F254BU igned by: P----u(9-2)-- APPROVAL BY ASSISTANT CITY MANAGER April 10, 2023 I 14:50:20 EDT DocuSigned by: , S.rritAl ,-DocuSigned by: Art- Nor( RECEIVED BY CITY MANAGER April 11, 2023 I 11:25:30 EDT April 13, 2023 I 22 ATTESTED BY THE CITY CLERK 1) ONE ORIGINAL TO CITY CLERK, 2) ONE COPY TO CITY ATTORNEYS OFFICE, 3) REMAINING ORIGINAL(S) TO ORIGINATING DEPARTMENT 54:54 EDT PRINT: Todd B. Hannon SIGNATURE: 85UI.FbU 77Y 2P DocuSigned by: E46D7560DCF1459... PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 AMENDMENT NO. 5 TO LEASE AGREEMENT BETWEEN THE CITY OF MIAMI AND DOLORES, BUT YOU CAN CALL ME LOLITA, LLC This Amendment No. 5 to the Lease Agreement (the "Amendment") is entered into by and between the CITY OF MIAMI, a municipal corporation of the State of Florida (the "City" and/or "Landlord"), and DOLORES, BUT YOU CAN CALL ME LOLITA, LLC, a Florida limited liability company ("Tenant"). RECITALS: WHEREAS, the City entered into that certain Lease Agreement dated March 3, 1998 with Alamilla and Associates, Inc ("Alamilla"), (i) as assigned by Assignment & Assumption of Lease Rights dated February 20, 1998 by and between Alamilla and Firehouse IV of Miami, Inc., a Florida corporation ("Firehouse"), which assignment was approved by Landlord pursuant to that certain Consent by Landlord dated March 3, 1998, (ii) as amended by Amendment to Lease Agreement dated February 6, 2001, by and between Landlord and Firehouse, (iii) as assigned by Assignment & Assumption of Lease Rights dated June 6, 2002, by and between Firehouse and New Spanish Concepts, LLC, a Delaware limited liability company ("New Spanish"), which assignment was approved by Landlord pursuant to that certain Consent by Landlord dated June 2, 2002, (iv) as amended by Second Amendment to Lease Agreement dated June 13, 2002, by and between Landlord and New Spanish ("Second Amendment"), (v) as amended by Amendment No. 3 to Lease Agreement dated August 1, 2003, by and between Landlord and New Spanish, (vi) as amended by Amendment No. 4 to Lease Agreement dated March 19, 2007, by and between Landlord and New Spanish, and (v) as assigned by Assignment & Assumption of Lease Rights dated June 7, 2007, by and between New Spanish and Tenant (collectively, as so assigned and amended, the "Lease") for the leasing, management and operation of a restaurant on City -owned property, legally described on Exhibit A, attached hereto and made a part hereof, commonly known as 1000 South Miami Avenue, Miami, Florida (such property, together with the building and improvements located thereon, are hereinafter referred to as the "Premises"); and 1 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 WHEREAS, Tenant has exercised the second and last renewal option under the Lease and as such the Lease is set to expire on April 1, 2023 ("Lease Expiration Date"); and WHEREAS, Tenant is requesting Landlord to extend the Lease Expiration Date to June 30, 2029 (i.e. an additional period of six (6) years and three (3) months) (the "Lease Extension") in order to amortize the cost of certain capital improvements that Tenant has or is planning to perform on the Premises, which are more particularly described on Exhibit B, attached hereto and incorporated herein by reference (the "Capital Improvements"); and WHEREAS, pursuant to Section 29-B of the City Charter of the City of Miami, Tenant is making this request for a Lease Extension within the last five (5) years of the Lease Expiration Date for period of time that does not exceed 25% of the original Term of the Lease. WHEREAS, the parties have agreed to further extend the Term of the Lease as set forth herein and adjust the annual Rent to current fair market value based on an appraisal ordered by Landlord and consequently amend the Lease going forward to eliminate Annual Percentage Rent. NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth and in consideration of other valuable consideration the parties covenant and agree as follows: 1. Incorporation of Recitals; Definitions: The recitals and findings set forth above are hereby adopted by reference thereto and incorporated herein as if fully set forth in this Amendment. All of the initial capitalized terms used in this Amendment shall, unless otherwise provided herein, have the same definitions and meanings as given to them in the Lease. 2. Amendment Effective Date: The effective date of this Amendment shall be the date upon which it is executed by the City Manager and Tenant, with the later of such execution dates being the controlling effective date (the "Amendment Effective Date"). Tenant shall execute this Amendment no later than ten (10) days following City Commission approval of this Amendment. 2 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 3. Defined Terms. All references in the Lease to the term "Annual Percentage Rent" are hereby deleted. All references in the Lease to the term "Minimum Annual Rent" shall be amended to say "Annual Rent" wherever such term appears in the Lease. 4. Rentable Square Footage. The parties agree that based on those certain floor plans prepared by CEC Engineering, Inc. and attached hereto as Exhibit B the total rentable square footage of the leased Premises is 9,365 square feet. 5. Section 4.3. Section 4.3 of the Lease as was amended and restated in its entirety in the Second Amendment entitled "Amount of Annual Percentage Rent" is hereby deleted in its entirety. 6. Section 4.4. Section 4.4 of the Lease as was amended and restated in its entirety in the Second Amendment entitled "Payment of Annual Percentage Rent Installments" is hereby deleted in its entirety. 7. Section 4.6: Section 4.6 of the Lease was amended and restated in its entirety in the Second Amendment. Section 4.6 entitled "Rent Adjustment" as previously amended is hereby amended by adding the following immediately below the existing Rent table for the First and Second Renewal Terms: LEASE YEAR (column 1) ANNUAL RENT (column 2) 26 (4/1/2023-3/31/2024) $889,675 (based on $95/SF) 27 $889,675 (4/ 1 /2024-3/31 /2025) 28 $889,675 (4/ 1 /2025-3/31 /2026) 29 $916,365 (4/1/2026-3/31/2027) (3% increase in Lease Year 29) 30 $916,365 (4/1/2027-3/31/2028) 31 plus 3 months $916,365 (4/ 1 /2028-6/3 0/2029) 3 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 8. Lease Extension. The term of the Lease shall be extended for a term of six (6) years and three (3) months ("Third Renewal Term") from April 2, 2023 through July 1, 2029, subject to the terms and conditions set forth herein and the Lease (the original 15-year Term, as extended by the First Renewal Term, Second Renewal Term and Third Renewal Term shall collectively be referred to as "Term"). 9. Capital Improvements. Tenant has completed the Capital Improvements set forth on Exhibit C with an aggregate cost of $268,424.51, except for the below -listed to be completed items, with an estimated aggregate cost of $46,050.00 ("Outstanding Capital Improvements"). a. Remove existing staircase with landing and damaged column; b. Dispose of debris to dumpster and clean area; c. Mobilization of heavy equipment needed for construction; d. Fabricate and install a new metal staircase, columns and landing; and e. Attach to concrete structure. All of the Outstanding Capital Improvements will be completed on or before April 30, 2023, subject only to Force Majeure, unless an alternative date is mutually agreed upon by the parties hereto. 10. Proposed Future Capital Improvements. Tenant is currently in the planning stages of a complete remodel and renovation of the downstairs bar area. Tenant plans to purchase and install all new furniture, fixtures, and equipment and the project will involve both the indoor and outdoor ground floor area. Tenant anticipates that these proposed future capital improvements will cost Tenant approximately $500,000.00 to complete. 11. Section 1.1(h). Section 1.1(h) of the Lease is hereby deleted in its entirety and hereby replaced with the following: "Force Majeure" means any period of delay which arises from or through Acts of God; strikes, lockouts or labor difficulty; explosion, sabotage, accident, riots or civil commotion; acts of war, fire, 4 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 flood or other casualty; restrictions or delays by any governmental or utility authority or any court of law; terrorism; governmental actions or legal requirements; civil disturbances, pandemics, epidemics, quarantines or other public health crises; delays caused by the other party; and causes beyond the reasonable control of a party. 12. Section 8.1, 8.2 and 8.3. Section 8.1, 8.2 and 8.3 of the Lease is amended and restated in its entirety to read as follows: Section 8.1 Insurance on the Premises. Beginning on the Lease Date and at all times during the Lease Term, Tenant shall, at the Tenant's sole cost and expense but for the benefit of the Landlord and the Tenant's as their interests may appear, maintain the following insurance: (a) "All Risk" or Direct Loss of Physical Damage with no coinsurance including wind and named storm, along with earth movement and flood. Coverage should be included for debris removal, extended coverage, and demolition and increased cost of construction that are caused by legal requirements regulating the construction or repairs of the damaged property, including ordinance and law coverage. The policy shall also include coverage for terrorism and sprinkler leakage and boiler and machinery, if applicable. The property policy shall cover One Hundred Percent (100%) of the replacement cost or valuation of the Premises or building (exclusive of foundation and excavation costs), Tenants alterations, improvements, fixtures, equipment, furniture, trade fixtures and floor coverings, including the expense of the removal of debris as a result of damage by an insured peril (collectively "Insured Premises") on the Premises. Deductibles for such insurance coverage shall not exceed ten thousand dollars ($10,000) for all perils and five percent (5%) of the insured value for wind, storm and hail. The Landlord and Tenant shall be named as Loss Payee on this coverage. Unless expressly waived in writing by the Landlord, the replacement cost of the Insured Premises shall be determined every five (5) years during the Lease Term by an insurance appraiser, selected and paid for by the Tenant, provided that the Tenant shall obtain the Landlord's approval (which approval shall not be unreasonably withheld) of the appraiser before commencement of the appraisal. The appraiser selected by the Tenant shall submit a written report 5 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 of the appraised replacement cost to the Landlord and the Tenant. If the Landlord or the Tenant is not satisfied with this report, the dissatisfied party shall serve upon the other a notice of dissatisfaction within thirty (30) days after receipt of the report and the Landlord and Tenant shall in good faith attempt to resolve any disputes concerning the appraised replacement cost. During this period of the dispute, the Tenant shall continue to maintain insurance in an amount equal to the greater of the amount determined by the appraiser or that maintained before the dispute arose. Immediately upon receipt of the appraiser's report, the Tenant shall procure and deliver to the Landlord written confirmation from the insurer(s) evidencing the increase in insurance which may be required to comply with the provisions above. (b) Business Income with adequate limits to meet the Minimum Annual Rent and the debt service payment for the Leasehold Improvements and any other mortgages which include the pledging of the Leasehold Estate. The Landlord shall be named as a loss payee. Section 8.2 Other Insurance To Be Carried. The Tenant shall also, at the Tenant's sole cost and expense but for the mutual benefit of the Landlord and the Tenant maintain the following insurance: (a) Commercial General Liability, including contractual liability, products and completed operations, personal injury, liquor liability, garage keepers liability, if applicable and premises and operations coverages against all claims, demands or actions, bodily injury, personal injury, death or property damage occurring on the Premises, the limits of which shall not be less than one million dollars ($1,000,000) per occurrence, $2,000,000 policy aggregate protecting against bodily injury and property damage, with a maximum deductible of ten thousand dollars ($10,000). This policy shall be written on a primary and non-contributory basis. Landlord must be listed as additional insured on this coverage. (b) (b) Umbrella Liability Tenant shall further maintain an excess umbrella policy which limits of at least $5,000,000 per occurrence and policy aggregate. The umbrella policy must be excess over the general liability, auto and liquor policies. The Landlord must be listed as additional insured on this policy. 6 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 (c) Automobile liability insurance covering all owned, non -owned and hired vehicles used in conjunction with operations covered by this Agreement with limits of at least $500,000 per accident. Landlord must be listed as additional insured on this coverage. (d) Workers Compensation Insurance subject to the statutory limits of the State of Florida. (e) The Landlord reserves the right to reasonably amend the herein insurance requirements by the issuance of a notice in writing to the Tenant, which amended insurance requirements shall be subject to the reasonable approval by Tenant, which approval shall not be unreasonably withheld. Section 8.3 Delivery of Insurance Policies. All policies of insurance required herein shall be made available to Landlord upon request. Insurance settlements shall be distributed in accordance with the terms of this agreement. Insurance company certificates evidencing the existence of all of these policies of insurance shall be delivered to the Landlord. All policies of insurance required to be provided and obtained shall provide that they shall not be amended or canceled on less than thirty (30) days prior written notice to the Landlord and all insured and beneficiaries of the policies shall contain waiver of subrogation rights endorsements, as required below. The Landlord shall have no obligation to pay premiums or make contributions to the insuring company or any other person or satisfy any deductible. On or before the Lease Date and not less than thirty (30) days prior to the expiration date of any policy required to be carried pursuant to this Section, the Tenant shall deliver to the Landlord the applicable respective policies and insurance company certificates evidencing all policies of insurance and renewals required to be furnished. Receipt of any documentation of insurance by the Landlord or by any of its representatives which indicates less coverage than required does not constitute a waiver of the Tenant's obligation to fulfill the insurance requirements herein 7 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 subrogation rights endorsements, as required below. The Landlord shall have no obligation to pay premiums or make contributions to the insuring company or any other person or satisfy any deductible. On or before the Lease Date and not less than thirty (30) days prior to the expiration date of any policy required to be carried pursuant to this Section, the Tenant shall deliver to the Landlord the applicable respective policies and insurance company certificates evidencing all policies of insurance and renewals required to be furnished. Receipt of any documentation of insurance by the Landlord or by any of its representatives which indicates less coverage than required does not constitute a waiver of the Tenant's obligation to fulfill the insurance requirements herein. 13. Miscellaneous. This Amendment shall be construed and governed in accordance with the laws of the State of Florida. This Amendment may be executed in any number of counterparts and by the separate parties hereto in separate counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. The parties shall be entitled to sign and transmit an electronic signature of this Agreement (whether by facsimile, PDF or other email transmission), which signature shall be binding on the party whose name is contained therein. To the extent that any terms or provisions of this Amendment are inconsistent or conflict with the terms and conditions of the Lease, the terms and conditions of this Amendment shall control. Except as specifically provided herein, all of the terms and provisions of the Lease shall remain in effect. [Signature page to follow] 8 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 IN WITNESS WHEREOF, Lessor and Lessee have executed this Lease. Attest: cDocuSigned by: JOAaltitln, t�jb B4A57107-1.69449r.. Signature Joaquin Chamizo Dir. of operations Print Name and Tile ocuSigned by: Attest DocuSigned by: 2023 I BY: -E469-564366FF4 9_. Todd B. Hannon City Clerk 22:54:54 DOLORES, BUT YOU CAN CALL ME LOLITA, LLC, a Florida limited liability company By: Signature Carlos Galan DocuSigned by: rataA-arx� w�;0824fi President Print Name and Title CITY MIAMI, a municipal corporation of the State of Florida T Y: ADocuSigned by: 14 Ndrieq April 11, 2023 �506F€G37-9n42A... Arthur Noriega V City Manager 11:25:30 EDT Approved As To Form and Correctness Approved As To Insurance Requirements DocuSigned by: By: Y F4-E-90ARFEE645--7 Victoria Mendez City Attorney uS Matter ID# 20-2784L �� ,-DocuSigned by: amAbato By: 993-49B-49-5 Ann -Marie Sharpe Director of Risk Management 9 4869-3813-7882, v. 6 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 EXHIBIT A LEGAL DESCRIPTION OF LAND The North 100 feet of Lots 1, 2 and 3, Block 74, of CITY OF MIAMI SOUTH, according to the Plat thereof recorded in Plat Book "B", Page 41, of the Public Records of Miami -Dade County, Florida. 10 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21B3D5B132 tpfter•CPAWRIOLVerPATTO WARRANTY DEED (Statutory) FLORIDA k- h IEWz Ynbenture, .41 a de th is 122— day H. J. PEACOCK and MARY M. PEACOCK, his wife, el D. 19?2 between, of the County of--- Dacia -- in, the State of Florida., — ,part .of the first part, and -- TH7 CITY OF MIAMI, a municipal corporation of the State of --Florida, of the Cozin,t,y Dad.e -i,t the State of —Florida, — part-y — of the second part, WITNESSETH, That the said part i.. es of the first part, for and in consideratiOn of the 871771, of - DOLL,D7S, to ------- hell— in hand paid by the said part .y • - the second part, the, receipt whereof is hereby acknowl- edged, have granted, bargained and sold to the said part V — of the second part, —i t S ---- heirs and. assigns forever, the following described lan4sio-Wit/ The North one -hundred (100) feet of Lots one (1), two (2) and three (3) of Block seventy-four (74) South,of ;the City of Miami, according to map or 'plat thereof made by A. L. Knowlton, C.E., and recorded in the office of the Clerk of the Circuit Court in and for Dade County, Florida, And, the said part., es • of the first part do — hereby fully warrant the title to said land, and will defend the same against the lawful claims of al/ persons whomsoever. LV WIT.:VESS 'WHEREOF, The said part....i.es...of the first part — have — hereunto set — their hancl_a..and scal....the day and year first above written, No' ed, Sealed arid Delivered in Presence of Us: )21 Az._Ze fri, 44k"Y.,/lr(S.E..4L.) e,"/ (S.EdL.) ST./ITF. OF FLORID./I, County of Dade. /,, y� HEREBY CTRTIFY that before the subscriber personally appeared on the y1 E of a�f'UL „4. D. 19122 H. J. PEACOCK day and.... .u. _.t M.ARy...M PE,EAGeCK.�..: -, ..� his wife, to me knawn to be the person..a.deseribed in., and who executed the foregoing Instrument and severally acknowledged that, they executed the said instrument for the wises and purposes therein set forth. I further certify that the said Mary M. Peacock, — — wife of the said ..— H. J. Peacock, -- - - — on a. separate and private examination ta.lcen, hrt and before, me, separately and apart from her said husband,, did ackrrorc1edse that she made herself a party to the foregoing instrument for the purpose of renounciras, rcl.iazquish- i..rayr and eoaz,ritiu_r all of her rish,t, title and interest,, whether' of dower or of separate property, statutory or equitable, in and to the lands therein described,, and that she executed the said instrument freely and voluntarily, and without an:y cnns a'ainl, fear, apprehension or 0onrpu7sdon of or from her said husbard. • TVIT.NFSS mu signature and official seal, at M1 ami., aforesaid. i.n the County of .Lade.♦ -- — State of..._.---._--F-10rida,. - the day and year last Notary Public, State o My commisai.o.n....expi.ree Florida at Large. l.Y, f •d 0 44 O ▪ ,x Z,; 0 0 0 Fa al N a 0 • 1-3 0 • 1:0a al P. 4-4 4.4 tH 4 4-1 r-1 0 Crb 0 0 0 0 ea r Z£l9SoEBIZo£-L086-o4Z17-o3Z3-S0838Ldo :a1 adoleAu3 u6lgn000 ITEI I El. -I FH E 0 0 101 El '0 • N I FIRST FL(X)R PLAN Li Indoor Area 6,233 SF L2 Indoor Area: 3,132 SF Total Indoor Area: 9,365 SF • F FE E I E L 1E1 El El EE11 1 SI 1? SI LE,EL ' HAy FHE -;3,EiA6E GUIDEU.E5 'LW - fr; DERM FILE NO. GDO-3414 1.1 E• E FE I •-1_ z Lu HEET • E P.GT-1 SNIVId 110014 Zel,EISCICEIIZOC-L086-00Z17-adZ3-9083EILda :al adolanu3 u6!Snooa 9 .n Z88L-£68£-6981b E-IT T-I LE E•IT i-I N V SECOND FLOOR PLAN I IT HE I IT HE ❑ E I E 0 L LJ ❑ I IT HE ❑ E L .EE RE -E II E-TI 1!1— IT FE LE T - E I IT HE LI Indoor Area 6,233 SF L2 Indoor Area: 3,132 SF Total Indoor Area: 9,365 SF I r_ u- - ❑ :0. ❑' ---❑' n TE LE .EL H- FIE IILE E- E- E F- - I ELI E a DEW FILE NO. GDO-3 CC 30 z°Z 0 w < 0. J Cf]> w J SHEET H+u.aEH P.GT-2 Z£ 68Sa£8 6Za£-L086-aaZb-adZ3-S0838Lda :al adoIanu3 u6!Snooa DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 EXHIBIT C COMPLETED CAPITAL IMPROVEMENTS South exterior concrete fence wall restoration, sealing and painting. Cost - $ 3200.00 Plus all Capital Improvements shown in the below Estimate from Florida Atlantic General Contracting LLC, except for the work for the "Staircase" which is part of the Outstanding Capital Improvements. Plus all Capital Improvements shown in the below Invoices numbered 2232 and 2233 from Florida Atlantic General Contracting LLC for the "Renovation of bar area" (upstairs bar area). [See following page] 13 4869-3813-7882, v. 6 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 Florida Atlantic General Contracting LLC f-OC 1 ?: °xeriLne Road State 416 Ft. LEL e.:dale, FL 33309 Office: 54 200} 1164 =mail: floridaatlanticgclhoimad.corn CGC 1524019 TO: Dolores But You Can Call Me LOELta 1000 S. Miami Avenue Miami, FL ESTIMTE ESTI3LAIE NO: i115-18 DATE:11;2 49 DES+CRIFFIO + TOTAL This budget is based on the priority- need; of reform and maintenance by wear and damazed from LEE Revision of approved once and is given a budget based on the details of architecture and engineering. Scope: Re m-a:ions, restorations. repairs: and maintenance of different restauram. aiea _ Roof (Flit Roof System and Tile] • Remove existing roof down to trackable surface. + Instal] 2-inch ISO set in hot asphalt. • Instal] compressed wood fiber, can strip where roof -deck joins parapet wall. • Iasta]] 1 Laver of CertainTeed Flintlastic TJ1tra Ply SMS Base Sheet set in hot asph&i: • Install new lead shields and galvanized roof vents on all pipes protruding roof deck. + Instal] new Scupper and overflow Scuppers as per code. + All A.0 stand legs will be done in Chem -anti penetration detsils and portable sealer. • Install final layer with Cert2i Teed Flint]astic FRP set in hot asphalt. + R2_].force perimeter parape:wall with modified rubber FLLntlaatic GMS set in hot asphalt. + Instal] Aluminum termination bar with drive pins were appLicable _ • Seal top of termination bar with modified roofing cement and membrane_ • Install Stucco stop with Lip_ • Replace all the roof, matching the existing. • Haul away all roofing debris. Leaving premises in 9 clean condition • New that roof system will carry a 2-year warranty labor from contractors and 20 NM warranty from Manufacture (NDL cost is additional)_ S 105..000.00 Gaiter i Replace the Existing gutters. $9,460.00 14 4869-3813-7882, v. 6 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 Exterior Building Walls 346,800.00 • Restore all eXtenal bmldiT,E walls including concrete restoration, mbar repass: caul, waterproofing. and sealing all penetrations. • Apply stucco and finish to match existing. Paint Exterior 318,600.00 Pressure wash all building walls, windows: doors: sidewalks. driveways and patios • Caulking windows and doors • Apply one coat of primer and two (oats of later. finish color paw:. i'..ync hiding all watt board, molding, wood paneling, door. trims and railings) Staircase 321,050.00 4 P.eLrnVQ existing staircase witty. Landing inn -imaged column i Dispose of debris to dumpster and cleanup area . Mobilization of heavy equipment needed for construction ■ Fabricate and install a new meta] staircase: columns and Landing. . Attach to €ancrnte structure SUB TOTAL $2OO.p10.00 CONSTRUCTION MANAGER AGER FEE -tND OVERHEAD 320,091.00 PROFIT OF THE COST OF THE WORK 32-0,091.00 TOTAL. 3241,092. 00 Permit Fees are Nut included_ Quoted price does not include materiels as noted such as: shower doors, sink, counters, design or mosaics, moldings. plumbing: paint, caulk, bath. cabinet, marbLe, etc. Customer to purchase these items or we can purchase certain items an customer behalf a a agreed upon to be later reimbursed for these material expenses_ Quote also does not included the following: Any repairs to existing flooring. no work included in existing employee Lounge. roofing. wos& in existing conference roam and plumbing regarding grease trap. Architect Not Included The above quoted prices do not include Architect drawings we work with the architects and ran assist with this if needed_ If this quotation is accepted. any actions necessary to enforce the teams and conditions of this contract shall entitle Florida Atlantic General Contracting to payment of all reasonable andnecessery attorney fees tnciried yn prosecuting said action_ THANKYOU FOR YOUR BUSINESS 15 4869-3813-7882, v. 6 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 Florida Atlantic General Contracting LLC 5601 Povrerline Road Suite 406 Ft Lauderdale, FL 33309' Office: 754-200,-4464 FinaiI: floridaatlanFirgiliijotmaiLcom CGC 15-24029 TO: Do1crres But You Can Ca11 Me Lalita 1000 S I4iiami Ave Miami_ FL 33130 INVOICE INVOICE NO: 2232 DATE 11I1;}12022 DESOEIPTIOY IOIAL SCOPE OF WORK: Renovation of bar area DE3iIOLITION S2,480.00 • Demo existing bar includes walls and counters chairs equipment, plumbing disconnection, framing • Dumpster including haul away S 1,820.00 REBUILD • Redo framing for flooring, level with existing concrete Poor, install roof felt, install mortar cement S3,200.00 • Build a new frame for new location of bar area — materials and labor • Install cement board and pIrmo od for bar to frame wall — material included S2,700.00 • Install new flooring and interior wall S2,800.00 iL ELECTRICAL ■ Install new electrical switches and outlet} for refri=-erator_ lighting and computer outlets and wine cooler sangria machine S 1,840.00 PLt MBING • Repair existing drainage system, install new floor drain S 1,350.00 • Run new cold and hot water for dishwasher and sink 5880.00 • Run new drams for ice basin, sink etc_ S 1,100.00 FINISHES • Install the new file design with the locker door design in front of bar wall S 1,650.00 • Fabrication and install of quartz countertop S 11,281.71 • Fabrication and install of glass shelves for new built in S 1,580.80 • Install aluminum frame to attach and install new shelving S 1,400.00 ■ Move and place. new equipment in correct location 5650.00 ■ Install new equipment 5840.00 ■ Prepare plumbing and electrical connections for new eouipmer.t S725.00 • Clean up S625.00 TOTAL AMOUNI 536,92,.:71 AMOUNT DUE OW S29,:738.00 16 4869-3813-7882, v. 6 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 ea tffi \kil* Florida Atlantic General Contracting LLC 5601 P4werline Road State 406 Ft Lauderdale, FL 33309 Office:754-200-4464 Email fiaridaatlanticgae botmaiLcom CGC 1524029 TO: Dolores But You Can Ca11 Me Lolita 1000 S. Miami Ave FL 33130 INVOICE INVOICE NO: ,33 DATE, 11:16 20,2 DESC REFTIOY TOLU COPE OF WORK.: Bar Cabinetry Installation of new cabinetry • Fabrtcarian of 2 bar cabinet 100" W x 24" D x 72' H • Installation oft new bar cabinet NOI INCLUDED - LED Lighting and shelres TOTAL S8,190.00 AMOUNT DUE NOV." S8,190.00 17 4869-3813-7882, v. 6 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 4C c Rp° �� CERTIFICATE OF LIABILITY INSURANCE DATE (MMIODIYYYY) 3/27/2023 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 pollcy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER (305)220-2260 Eastern United Insurance JAIME CARLOS ORDONEZ A-196817 175 Fontainebleau Blvd. Suite 2A-1 Miami, FL 33172 CONTACT JAIME C. ORDONEZ PHONE (A/C. No. ExO: (305)220-2260 Ext. Fu�,Ne):(305)220-2263 E-MAIL JCORDONEZC�EASTERNUNITEDINS.COM ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC 4 ,NsuRERA:ACCREDITED SPECIALTY INSURANCE COMPANY INSURED DOLORES, BUT YOU CAN CALL ME LOLITA, LLC 1000 SOUTH MIAMI AVE. MIAMI, FL 33130 (305)403-3103 Ext. INSURERB:FIREMAN'S FUND INSURANCE COMPANY 21873 INSURER C: INSURERD: INSURERE: 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 REEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSR SUBR WVO POLICY NUMBER POLICY EFF (MMIDDIYYYY) POLICY EXP (MM/DD/YYYY) LIMITS A GENERAL X LIABILITY COMMERCIAL GENERAL LIABILITY X 2-RMS-FL-17-S0110048-00 06/08/22 06/08/23 EACH OCCURRENCE $ 1,000,000 DAMAGE TO RENTED PREMISES (Ea occurrence) $ 100,000 X CLAIMS -MADE OCCUR MED EXP (Any one person) sEXCLUDED X LIOUOR LIABILITY PERSONAL $ ADV INJURY $ 1,000,000 X ASSAULT & BATTERY GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: ^ 1 POLICY n zip,: n Loc PRODUCTS - COMP/OP AGG $ 2,000,000 HIRED/NON OWNED $ 1,000,000 A AUTOMOBILE _ X LIABILITY ANY AUTO ALL OWNED AUTOS HIRED AUTOS X SCHEDULED NON OWNED UTOS AUTOS N 2-RMS-FL-17S0110048-00 06/08/22 06/08/23 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 $ BODILY fNJURY (Per person) BODILY INJURY Per accident) $ PROPERTY DAMAGE (Per accident) $ $ B UMBRELLA LIAB EXCESSLIAB X OCCUR CLAIMS -MADE X USL00213021U-030404 06/08/22 06/08/23 EACH OCCURRENCE $ 5,000,000 AGGREGATE $ 5,000,000 DED RETENTION $- 0 $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y 1 N ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? I (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below N / A WC STATU- TORY LIMITS ]OTH- I FR E.L. EACH ACCIDENT $ E.L. DISEASE- EA EMPLOYEE $ E_L DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS 1 LOCATIONS! VEHICLES (Attach ACORD 101. Additional Remarks Schedule if more space Is required) RESTAURANT.NO DEDUCTIBLE APPLIES. TERRORISM COVERAGE INCLUDED. CERT FICATE HOLDER IS HEREBY NAMED ADDITONAL INSURED. ANY OTHER REQUIREMENTS AS INDICATED IN YOUR AGREEMENT, IF APPLICABLE. EXCESS LIABILITY FOLLOW FROM OVER THE GENERAL LIABILITY AND LIQUORS POLICIES. THIS POLICY IS PRIMARY AND NON - CONTRIBUTORY. CERTIFICATE HOLDER CANCELLATION CITY OF MIAMI-DEPT. OF P&D P.O. BOX 565428 MIAMI FL 33256 ATTN: SABRINA BLUE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2010/05) © 1988-2010 ACO ORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 / A� o® CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 10/13/2022 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 Eastern Insurance Group, Inc. 7400 SW 50th Terrace Suite 100 Miami FL 33155 CONTACT Amanda Nogues NAME: PHONE o, Ext): (305) 595-3323 FAX No): (305) 595-7135 E-MAIL amanda@easterninsurance.net ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Technology Insurance Company 42376 INSURED Dolores But You Can Call Me Lolita, LLC 1000 S. Miami Avenue Miami FL 33130 INSURER B INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: Master 22-23 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS -MADE OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ MED EXP (Any one person) $ PERSONAL &ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PRO - JECT PER: LOC GENERAL AGGREGATE $ PRODUCTS -COMP/OPAGG $ $ AUTOMOBILE _ LIABILITY ANY AUTO OWNED AUTOS ONLY HIRED AUTOS ONLY SCHEDULED AUTOS NON -OWNED AUTOS ONLY COMBINED SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N N /A TWC4119973 07/28/2022 07/28/2023 X PER PEATUTE OTH ER E.L. EACH ACCIDENT 1 ,000,000 $ E.L. DISEASE - EA EMPLOYEE $ 1 ,000,000 E.L. DISEASE - POLICY LIMIT 10, 00000 $ , DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) CERTIFICATE HOLDER CANCELLATION I City of Miami 444 SW 2nd Avenue Miami FL 33130 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 1 A RIEY EVIDENCE OF PROPERTY INSURANCE DATE (MMIDDJYYYY) 3/27/2023 THIS EVIDENCE OF PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW. THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE ADDITIONAL INTEREST. AGENCY PHONE (AJC. No. ExII: (305)220-2260 Eastern United Insurance JAIME CARLOS ORDONEZ A-196817 175 Fontainebleau Blvd.. Suite 2A-1 Miami, FL 33172 FAX (AFC Not: (305)220-2263 CODE: E-MAIL ADDRESS: SUB CODE: AGENCY CUS OMER ID INSURED DOLORES, BUT.YOU GAN GALL ME LOLITA, LLG 1000 SOUTH MIAMI AVE. MIAMI, FL 33130 (305)403-3103 Ext. PROPERTY INFORMATION COMPANY INDEPENDENT SPECIALTY INS 1900 L. DON DODSON DR. BEDFORD TX 76201 (954)731-5600 Ext. LOAN NUMBER EFFECTIVE DATE 06/08/2022 POLICY NUMBER VVX-CU-802860-02 EXPIRATION DATE 06/08/2023 CONTINUED UNTIL TERMINATED IF CHECKED THIS REPLACES PRIOR EVIDENCE DATED: LOCATION/DESCRIPTION 1000 SOUTH MIAMI AVE MIAMI FL RESTAURANT 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 EVIDENCE OF PROPERTY INSURANCE 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. TION COVERAGE/PERILS/FORMS AMOUNT OF INSURANCE DEDUCTIBLE BUILDING, SPECIAL FORM RCV, NO COINSURANCE INCLUDING WIND & HAIL 1,100,000 2500 BUSINESS PERSONAL PROPERTY, SPECIAL FORM RCV, NO COINSURANCE 800,000 2500 BUSINESS INCOME, SPECIAL FORM, 1/3 MONTHLY LIMITATION 400,000 72 HRS ENHANCEMENT ENDORSEMENT (SEE ATTACHED) EQUIPMENT BREAKDOWN 1,900,000 2500 TERRORISM COVERAGE INCLUDED 5% ORDINANCE OR LAW INCLUDED 100% 250,000 TENANT'S GLASS INCLUDED 5,000 2500 REMARKS (Including Special Conditions) BURLAR CENTRAL ALARM SYSTEM, ANSUL SYSTEM WITH MAINTENANCE CONTRACT, FIRE PROTECTION SAFEGUARDS. CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. ST NAME AND ADDRESS CITY OF MIAMI DEPT OF P & 0 P.O. BOX 565428 MIAMI FL 33256 MORTGAGEE LO55PAYEE X ADDITIONAL INSURED X LOAN N AUTHORIZED REPRESENTATIV ACORD 27 (2009/12) © 1993-2009 A OR ORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 SMB 407 2103 CW ALL ADDITIONAL COVERAGES AND SUBLIMIT OPTIONS ADDITIONAL COVERAGES & SUBLIMIT OPTIONS THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY This endorsement provides the terms of coverage if coverage is selected on the Declarations Page. To the extent a provision of the policy or a previous endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. This endorsement does not change any other provision of the insurance policy to which it is affixed. This endorsement is a part of this insurance policy and takes effect on the effective date of this insurance policy unless another effective date is shown. Words and phrases that appear in italics in the remainder of this form have special meaning. Refer to Section I. Definitions of the policy form and / or this endorsement. The following items shall be sublimits of coverage as provided by the policy. Each value stated shall be the maximum this policy shall pay in any one occurrence, regardless of the types or number of items lost or damaged, unless further stated below. This endorsement does not create coverage not otherwise stated in the Declarations and provided in the policy. All values are sublimits of the limits provided by the policy, and not in addition to the limits provided in the policy. If there is no limit for Coverage A, B, C or D on the declarations, the additional coverages and sub -limits that relate to Coverage A, B, C, or D have a $0 sublimit for all packages (no coverage afforded.) Section I: Additional Coverages and Sublimit Options by Package Level The following items are specific to the coverage level shown on the Declarations and further defined in the policy for Additional Coverages and Sublimits. Description Sublimit of Coverage Bronze Package Limits Silver Package Limits Gold Package Limits A. Accounts Receivable: C $10,000 $25,000 $50,000 B. Debris.Rernoval: (lessor of % of the amount A, B, C 25% or 25% or 25% or paid for direct physical Toss or damage to $250,000 $500,000 $1,000,000 Covered Property or the amount stated) (Amounts are Maximum Annual Aggregate Amount) a. Maximum limit per location for Debris Removal of other property if no $5,000 $10,000 $25,000 Covered Property sustained direct physical loss or damage C. Extended Period of Indemnity D 30 Days 90 Days 180 Days D. Fine Arts: C $10,000 $25,000 $50,000 E. Leasehold Improvements and A $50,000 $100,000 $250,000 Betterments: SMB 407 2103 CW ALL ADDITIONAL COVERAGES AND SUBLIMIT OPTIONS Page 1 of 4 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 SMB 407 2103 CW ALL ADDITIONAL COVERAGES AND SUBLIMITS Description Sublimit of Coverage Bronze Package Limits Silver Package Limits Gold Package Limits F. Loading and Unloading Property for Transit: C $25,000 $50,000 $100,000 G. Moveable Equipment and Inventory in the Open: C $10,000 $25,000 $50,000 H. Ordinance or Law: Coverage A -Coverage for Loss to the Undamaged Portion of the Building (lessor of % Coverage A -Covered Property or fixed dollar amount if indicated) A 100% or $250,000 100% 100% I. Ordinance or Law: Coverage B - Demolition Cost Coverage (% of Coverage A- Covered Property) A 10% 15% 20°1° J. Ordinance qr Law: Coverage C - Increased Cost of Construction (lessor of % Coverage A - Covered Property or fixed dollar amount) A 5% 10% 15% K. Ordinary Payroll: D 1 Month 2 Months 3 Months L. Outdoor Signs, Fences, Antennas, and Vegetation `(lessor of $ amount given or Coverage B limit) a. Sublimit for each tree, shrub or plant (per item and occurrence maximum) b. Sublimit for fences B $50,000 a) $2501 $5,000 b) $10,000 $100,000 a) $250/ $5,000 b) $20,000 $250,000 a) $250/ $5,000 b) $30,000 M. Personal Effects and Personal Property of Others: C $25,000 $50,000 $100,000 N. Property Removed from Insured Locations: C $10,000 $25,000 $50,000 O. Seasonal Inventory: % of Business Personal Property C 0% 25% 50% P. Sewer or Water Back Up: A, B, C, D $15,000 $35,000 $50,000 Q. Spoilage: C $5,000 $25,000 $50,000 R. Tenant's Glass C $5,000 $10,000 $25,000 S. Valuable Papers and Records: C $10,000 $25,000 $100,000 SMB 407 2103 CW ALL ADDITIONAL COVERAGES AND SUBLIMITS Page 2 of 4 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 SMB 407 2103 CW ALL ADDITIONAL COVERAGES AND SUBLIMITS Section II: Additional Coverages and Sublimits for Coverage A, B, C as applicable for All Additional Coverage Package Levels The following items apply to Coverage A, B, and C as shown on the declarations and to all Package levels shown on the Declarations for Additional Coverages and Sublimits. Description Limits for All Packages A. 'Animals: $500 per Animal $25,000 Per Occurrence B. Business Personal Property Temporarily in Portable Storage Units: Annual Aggregate: $100,000 C. ,Electronic Data and Media: Annual Aggregate: $50,000 D. Fire Department Services Charges: $15,000 E. Fungus, Molds, Mildew, Spores Yeast: Per Occurrence and Annual Aggregate $15,000 F. Gems and Jewelry $5,000 G. Leased or Rented Equipment: Any one item: $5,000 Per Occurrence: $25,000 H. Leasehold Interest: $25,000 I. Limited Pollutant or Contaminant Clean-up and Removal Coverage: Annual Aggregate: $15,000 J. Lock and Key Replacement: $5,000 K. Newly Acquired or Constructed Property:(not more than 60 ,days,from date of acquisition or construction): Subject to all other Sublimits contained herein a) Buildings b) Business Personal Property Each Annual Aggregate: $250,000 $100,000 L. Pair or Sets: $25,000 M. Professional Fees for Covered Claims Preparation Costs: Per Occurrence and Annual Aggregate $10,000 N. Protection and Preservation of Property: $100,000 O. Reclaiming, Restoring, or Repairing Land Improvements: $10,000 SMB 407 2103 CW ALL ADDITIONAL COVERAGES AND SUBLIMITS Page 3 of 4 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 SMB 407 2103 CW ALL ADDITIONAL COVERAGES AND SUBLIMITS Description Limits For All Packages P. Reward Reimbursement: $25,000 Q. Sidewalks, Paved Surfaces, Roadways and / or Attached Patios: Includes cost of excavation, grading, backfilling, filling $50,000 R. 'Sinkhole Loss: For insureds with Earthquake Coverage only; in states other than Florida $10,000 Section III: Additional Coverages and Sublimits for Business Income Coverage The following items apply to all coverage levels shown on the Declarations for Additional Coverages and Sublimits and further specific to Coverage D: Business Income Coverage. If there is no limit for Coverage D on the declarations, the additional coverages and sublimits below will have a $0 or 0 day sublimit (no coverage afforded). Description Limits for All Packages A. Contingent Business Income: The lessor of: 30 Days, or $50,000 'B. Extra Expense: $100,000 C. Ingress / Egress Coverage: The lessor of: but in no event, will this policy pay more than the amount subject to a 72-hour qualifying period. The qualifying period does not apply wind / hail, flood, and / or earthquake events 30 Days, or $100,000 • D. Interruption by Civil or Military Authority: The lessor of: but in no event will this policy pay more than the amount subject to a 72-hour qualifying period. The qualifying period does not apply wind / hail, flood, and 1 or earthquake events 30 Days, or $100,000 E. Royalties: $10,000 F. Service Interruption: The lessor of: but in no event will this policy pay more than the amount subject to a 72-hour qualifying period. The qualifying period does not apply wind / hail, flood, and / or earthquake events 3 Weeks, or $100,000 Ail other terms and conditions, insured coverage and exclusions of this policy, including applicable limits and deductibles, remain unchanged and apply in full force and effect to the Coverage provided by this policy. SMB 407 2103 CW ALL ADDITIONAL COVERAGES AND SUBLIMITS Page 4 of 4 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 MANAGER'S CERTIFICATE OF CORPORATE RESOLUTIONS, The undersigned, as Manager of DOLORES, BUT YOU CAN CALL ME LOLITA, LLC, a Florida limited liability company ("Company"), hereby certifies to the City of Miami, a municipal corporation, that: 1. The Company is a duly formed, validly existing limited liability company and in good standing under the laws of the State of Florida and is authorized to transact business in the State of Florida. 2. In accordance with the Company's Articles of Organization and Operating Agreement the following resolutions were approved by all of the members and managers of the Company on March 17, 2023: WHEREAS, DOLORES, BUT YOU CAN CALL ME LOLITA, LLC, a Florida limited liability company proposes to enter into Amendment No. 5 to Lease Agreement (the "Lease Amendment") with the CITY OF MIAMT, a municipal corporation of the State of Florida ("City") pursuant to which this Company will amend and extend the term of the existing lease agreement entered into with the City for the restaurant space the Company leases at 1000 South Miami Avenue, Miami, Florida; and WHEREAS, a form of the Lease Amendment having been submitted to this meeting and having been duly and fully considered thereat, and the execution thereof being deemed to be in the best interest of this Company and within the express and implied powers of this Company; and RESOLVED, that both Carlos Galan and Maria M. Galan as Managers of the Company are each individually authorized, directed and empowered: to enter into, execute and deliver to the City on behalf of this Company, the Lease Amendment in the form submitted to this meeting and to perform such other acts as may be necessary or desirable to implement the terms, provisions, purposes and intents, whether express or implied, of such Lease Amendment. 3. Attached as Exhibit "A" hereto is a true, correct and complete copy of the approved Resolutions executed by all of the members and managers of the Company. DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 The undersigned has hereunto executed this Certificate as of this 23rd day of March, 2023. STATE OF FLORIDA ) ss: COUNTY OF MIAMI-DADE Carlos Galan, Manager The foregoing Certificate was sworn to, subscribed and acknowledged before me by means of [X] physical presence or [ ] online notarization on this 23 day of March, 2023 by Carlos Galan, as Manager of Dolores, But You Can Call M- Lolita, LLC, a Florida limited liability company, on behalf of the limited liability company. ' : is personally known to me. i I ry l/ [NOTARIAL SEAL] 4893-6393-8393, v. 1 --knotew NJ LA 20 (Print Name of Notary) Notary Public, State of Florida Commission No.: 44.1-019 P617 My Commission Expires: lc( `7,192----- 2 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 EXIIIBIT "A" DowSign Envelope ID: 4CF6D840-C281-4FFF-BB42.5D5C7CBEFC27 CERTIFICATE OF AND UNANIMOUS ACTION BY WRITTEN CONSENT OF THE MEMBERS AND MANAGERS OF DOLORES, BUT YOU CAN CALL ME LOLITA, LLC The undersigned, being all of the members and managers ("Managers") of DOLORES, BUT YOU CAN CALL ME LOLITA, LLC, a Florida limited liability company (the "Company") do hereby certify that: The Company, by and through any of its two Managers, Carlos Galan and Maria M. Galan, is each authorized to negotiate, execute and deliver the Lease Amendment (as defined below) on behalf of the Company. 2. That the below Resolutions are approved by Managers on behalf the Company: WHEREAS, DOLORES, BUT YOU CAN CALL ME LOLITA, LLC, a Florida limited liability company proposes to enter into Amendment No. 5 to Lease Agreement (the "Lease Amendment") with the CITY OF MIAMI, a municipal corporation of the State of Florida ("City") pursuant to which this Company will amend and extend the term of the existing lease agreement entered into with the City for the restaurant space the Company leases at 1000 South Miami Avenue, Miami, Florida; and WHEREAS, a form of the Lease Amendment having been submitted to this meeting and having been duly and fully considered thereat, and the execution thereof being deemed to be in the best interest of this Company and within the express and implied powers of this Company; and RESOLVED, that both Carlos Galan and Maria M. Galan as Managers of the Company are each individually authorized, directed and empowered: to enter into, execute and deliver to the City on behalf of this Company, the Lease Amendment in the form submitted to this meeting and to perform such other acts as may be necessary or desirable to implement the terms, provisions, purposes and intents, whether express or implied, of such Lease Amendment. 3. The City is entitled to rely on this Certificate. 4. This Certificate may be executed in any number of counterparts but taken together shall be considered one Certificate. This Certificate may be executed via facsimile or PDF and such facsimile or PDF signature pages shall be deemed originals. 3 4893-6393-8393, v. 1 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 DocuSign Envelope ID:4CFBD940-C281.4FFF-B842-505C7CBEFC27 NOW THEREFORE, the undersigned has executed the foregoing Certificate as of the 17th day of March, 2023. Members and Managers: CDoeu6lp.. by: t$ilos `t'd& oocugronedsr: Chta ei ana i'Galan 4895-3569-9031, v. 1 4 4893-6393-8393, v. 1 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 Detail by Entity Name DIVISION OF CORPORATIONS DI VB101117/ an Okla! of !lu ladaa sveb iie Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Florida Limited Liability Company DOLORES, BUT YOU CAN CALL ME LOLITA, LLC Filing Information Document Number L07000026290 FEI/EIN Number 26-0326431 Date Filed 03/09/2007 Effective Date 03/09/2007 State FL Status ACTIVE Last Event LC AMENDMENT Event Date Filed 06/25/2007 Event Effective Date NONE Principal Address 1000 SOUTH MIAMI AVENUE MIAMI, FL 33130 Changed: 06/25/2007 Mailing Address 1000 SOUTH MIAMI AVENUE MIAMI, FL 33130 Changed: 06/25/2007 Registered Agent Name & Address Joseph, Seth Z 255 Alhambra Circle SUITE 1250 CORAL GABLES, FL 33134 Name Changed: 01/10/2015 Address Changed: 01/10/2015 Authorized Person(s) Detail Name & Address Title MGR https://search.sunbiz.org/Inquiry/CorporationSearch/Search ResultDetail?inquirytype=EntityName&directionType=ForwardList&searchNameOrder=DO.. 1 /2 DocuSign Envelope ID: DF7BE805-E2FD-42DD-9B07-3D21 B3D5B132 GALAN, CARLOS 1000 SOUTH MIAMI AVE. MIAMI, FL 33130 Title Managing Member GALAN, MARIA M 1000 SOUTH MIAMI AVENUE MIAMI, FL 33130 Annual Reports Report Year Filed Date 2021 01/11/2021 2022 02/01/2022 2023 01/24/2023 Document Images 01/24/2023 --ANNUAL REPORT 02/01/2022 -- ANNUAL REPORT 01/11/2021 --ANNUAL REPORT 01/15/2020 --ANNUAL REPORT 02/28/2019 --ANNUAL REPORT 04/19/2018 --ANNUAL REPORT 01/07/2017 --ANNUAL REPORT 02/02/2016 --ANNUAL REPORT 01/10/2015 --ANNUAL REPORT 01/08/2014 --ANNUAL REPORT 01/08/2013 --ANNUAL REPORT 01/10/2012 --ANNUAL REPORT 01/04/2011 --ANNUAL REPORT 01/05/2010 --ANNUAL REPORT 01/15/2009 --ANNUAL REPORT 07/17/2008 --ANNUAL REPORT 06/25/2007 -- LC Amendment 03/09/2007 -- Florida Limited Liability View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format Detail by Entity Name Florida Department of State, Division of Corporations https://search.sunbiz.org/Inquiry/CorporationSearch/Search ResultDetail?inquirytype=EntityName&directionType=Forward List&searchNameOrder=DO... 2/2 Olivera, Rosemary From: Rivers, Michael Sent: Friday, April 14, 2023 11:26 AM To: Hannon, Todd Cc: Olivera, Rosemary; Lee, Denise; Frey, Andrew; Blue, Sabrina; Lila, Sandy; Jones, Isiaa; Cabrera, Paola Subject: Matter 20-2784L Dolores But You Can Call Me Lolita, LLC Attachments: _AMD 5 Dolores_but_You_Can_Call_Me_Lolita,_LLC.pdf Good morning Todd, Please find attached the fully executed copy of an agreement from DocuSign that is to be considered an original agreement for your records. Thank you Regards, Michael Rivers, Special Project Asst. Real Estate & Asset Management City of Miami 444 SW 2nd Ave, 3rd Floor Miami, FI 33130 mrivers@miamigov.com i