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24615
AGREEMENT INFORMATION AGREEMENT NUMBER 24615 NAME/TYPE OF AGREEMENT SEOPW CRA & FLORIDA FILM HOUSE INTERNATIONAL, INC DESCRIPTION GRANT AGREEMENT/WORK TRAINING/ECONOMIC DEVELOPMENT/YOUTH PROGRAMMING/ART & CULTURE/FILE ID: 14365/CRA-R-23-0037 EFFECTIVE DATE July 23, 2023 ATTESTED BY TODD B. HANNON ATTESTED DATE 9/27/2023 DATE RECEIVED FROM ISSUING DEPT. 10/3/2023 NOTE GRANT AGREEMENT This GRANT AGREEMENT ("Agreement") is made as of this 1� day �� of Se 2023 ("Effective Date") by and between the SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes (the "SEOPW CRA"), and FLORIDA FILM HOUSE INTERNATIONAL, INC., a Florida non-profit corporation ("Grantee"). RECITALS A. WHEREAS, the SEOPW CRA is responsible for carrying out community redevelopment activities and projects within its Redevelopment Area in accordance with the 2018 Southeast Overtown/Park West Community Redevelopment Plan Update, as amended and restated (the "Plan"); and B. WHEREAS, Section 2, Goal 4 at page 10 of the Plan lists the "creati[on of] jobs within the community" as a stated redevelopment goal; and C. WHEREAS, Section 2, Goal 5 at page 10 of the Plan lists the "[p]romotion and marketing of the community" as a stated redevelopment goal; and D. WHEREAS, Section 2, Principle 6 at page 14 of the Plan lists the promotion of "local cultural events, institutions, and businesses", as a stated redevelopment principle; and E. WHEREAS, Section 2, Principle 14 at page 15 of the Plan lists "restor[ing] a sense of community and unify[ing] the area culturally" as a stated redevelopment principle; and F. WHEREAS, Grantee operates The Urban Film Festival ("Film Festival"), which the SEOPW CRA supported since 2018. The Film Festival is a 3-day event focusing on educating, exposing, and providing distribution opportunities for the new generation of filmmakers by connecting them with industry professionals, equipping them with the skills and tools they need through hands on workshops and panels.; and G. WHEREAS, on July 27, 2023, the Board of Commissioners passed and adopted Resolution No. CRA-R-23-0037 attached hereto as Exhibit "A", authorizing the issuance of a grant, in an amount not to exceed Twenty -Five Thousand Dollars and Zero Cents ($25,000.00) to Grantee to underwrite costs associated with the Program (the "Grant"); and H. WHEREAS, the parties wish to enter into this Agreement to set forth the terms and conditions relating to the use of the Grant. NOW, THEREFORE, in consideration of the mutual promises of the parties contained herein and other good and valuable consideration, receipt and sufficient of which is hereby acknowledged, the SEOPW CRA and Grantee agree as follows: 1. RECITALS. The Recitals to this Agreement are true and correct and are incorporated herein by referenced and made a part hereof. 2. GRANT. Subject to the terms and conditions set forth herein and Grantee's compliance with all of its obligations hereunder, the SEOPW CRA hereby agrees to make available, to Grantee, the Grant to be used for the purpose and disbursed in the manner hereinafter provided. 3. USE OF GRANT. The Grant shall be used to underwrite costs associated with the Program, in accordance with Scope of Work and Budget in Exhibit "B", attached hereto and incorporated herein. The SEOPW CRA is not obligated to expend additional funds beyond the approved grant. 4. TERM. The term of this Agreement shall commence on the Effective Date written above and shall terminate upon the earlier of one (1) year from the Effective Date written above, full disbursement of Twenty -Five Thousand Dollars and Zero Cents ($25,000.00), or earlier as provided for herein; provided, however, that the following rights of the SEOPW CRA shall survive the expiration or early termination of this Agreement: to audit or inspect; to require reversion of assets; to enforce representations, warranties, and certifications; to exercise entitlement to remedies, limitation of liability, indemnification, and recovery of fees and costs. 5. DISBURSEMENT OF GRANT. a. GENERALLY. Subject to the terms and conditions contained in this Agreement, the SEOPW CRA shall make available to Grantee up to One Hundred Thousand Dollars and No Cents ($100,000.00). In no event shall payments to Grantee under this Agreement exceed Twenty - Five Thousand Dollars and Zero Cents ($25,000.00). Payments shall be made to Grantee or directly to vendors on behalf of Grantee, only after the SEOPW CRA has received and approved requests for disbursement in accordance with the SEOPW CRA and Grantee approved Scope of Work and Budget. b. REQUESTS FOR DISBURSEMENT OF GRANT FUNDS. All requests for the disbursement of grant funds shall be submitted in writing to the SEOPW CRA by Grantee's authorized representative prior to the termination of this Agreement. All such requests must be accompanied by supporting documents reflecting the use of grant funds in accordance with the Program's approved Scope of Work and Budget, as reflected in Exhibit "B". For purposes of this Agreement, "supporting documentation" may include invoices, receipts, photographs, and any other materials evidencing the expense incurred. Grantee agrees that all invoices or receipts reflecting the expenses incurred in connection to the Program shall be in Grantee's name, and not in the name of the SEOPW CRA in light of Grantee's inability to bind the SEOPW CRA to any legal and/or monetary obligation whatsoever. The SEOPW CRA reserves the right to request additional supporting documentation for any expenditures, and the SEOPW CRA reserves the right to deny any and all requests it deems to be outside of the approved Scope of Work and Budget. Grantee's failure to provide additional supporting documentation or explanation regarding expenses incurred, when requested by the SEOPW CRA, shall serve as grounds for immediate termination of this Agreement, and Grantee solely shall bear all costs associated with any expenditures not approved by the SEOPW CRA. c. CASH TRANSACTIONS PROHIBITED. The parties agree that no payment will be made to Grantee as a reimbursement for any Program -specific expenditure paid in cash. Grantee acknowledges that a cash transaction is insufficient per se to comply with record -keeping requirements under this Agreement. d. NO ADVANCE PAYMENTS. The SEOPW CRA shall not make advance payments to the Grantee or Grantee's vendors for services not performed or for goods, materials, or equipment which have not been delivered to the Grantee for use in connection with the Program. 6. COMPLIANCE WITH POLICIES AND PROCEDURES. Grantee understands that the use of the Grant is subject to specific reporting, record keeping, administrative, and contracting guidelines and other requirements affecting the SEOPW CRA's activities in issuing the Grant. The SEOPW CRA agrees to provide notice of said guidelines and other requirements to Grantee in advance of requiring compliance with same. Without limiting the generality of the foregoing, Grantee represents and warrants that it will comply, and the Grant will be used in accordance with all applicable federal, state and local codes, laws, rules, and regulations. 7. REMEDIES FOR NON-COMPLIANCE. If Grantee fails to perform any of its obligations or covenants hereunder, or materially breaches any of the terms contained in this Agreement, the SEOPW CRA shall have the right to take one or more of the following actions: a. Withhold cash payments, pending correction of the deficiency by Grantee; b. Recover payments made to Grantee; c. Disallow (that is, deny the use of the Grant for) all or part of the cost for the activity or action not in compliance; d. Withhold further awards for the Program; or e. Take such other remedies that may be legally permitted. 8. RECORDS AND REPORTS/AUDITS AND EVALUATION. a. PUBLIC RECORDS; MAINTENANCE OF RECORDS. This Agreement shall be subject to Florida's Public Records Laws, Chapter 119, Florida Statutes. The parties understand the broad nature of these laws and agree to comply with Florida's Public Records Laws, and laws relating to records retention. Moreover, in furtherance of the SEOPW CRA's audit rights in Section 8(c) below, the Grantee acknowledges and accepts the SEOPW CRA's right to access the Grantee's records, legal representatives', and contractors' records, and the obligation of the Grantees to retain and to make those records available upon request, and in accordance with all applicable laws. The Grantee shall keep and maintain records to show its compliance with this Agreement. In addition, the Grantee's contractors and subcontractors must make available, upon the SEOPW CRA's request, any books, documents, papers, and records which are directly pertinent to this specific Agreement for the purpose of making audit, examination, excerpts, and transcriptions. The Grantee, its contractors and subcontractors shall retain records related to this Agreement or the Program for a period of five (5) years after the expiration, early termination or cancellation of this Agreement. b. REPORTS. The Grantee shall deliver to the SEOPW CRA reports relating to the use of the Grant to the SEOPW CRA on a monthly basis, including details regarding supportive services provided to residents of the Redevelopment Area. Failure to provide said reports shall result in grant funds being withheld until Grantee has complied with this provision. Thereafter, continued failure by Grantee in providing such reports shall be considered a default under this Agreement. c. AUDIT RIGHTS. The SEOPW CRA shall have the right to conduct audits of the Grantee's records pertaining to the Grant and to visit the Program, in order to conduct its monitoring and evaluation activities. Grantee agrees to cooperate with the SEOPW CRA in the performance of these activities. Such audits shall take place at a mutually agreeable date and time. d. FAILURE TO COMPLY. Grantee's failure to comply with these requirements or the receipt or discovery (by monitoring or evaluation) by the SEOPW CRA of any inconsistent, incomplete, or inadequate information shall be grounds for the immediate termination of this Agreement by the SEOPW CRA. 9. UNUSED FUNDS. Upon the expiration of the term of this Agreement, Grantee shall transfer to the SEOPW CRA any unused Grant funds on hand at the time of such expiration. 10. REPRESENTATIONS; WARRANTIES; CERTIFICATIONS. Grantee represents, warrants, and certifies the following: a. INVOICES. Invoices for all expenditures paid for by Grant shall be submitted to the SEOPW CRA for review and approval in accordance with the terms set forth in this Agreement. Grantee, through its authorized representative, shall certify that work reflected in said invoices has, in fact, been performed in accordance with the Scope of Work and Budget set forth in Exhibit"B". b. EXPENDITURES. Funds disbursed under the Grant shall be used solely for the Program in accordance with the Scope of Work and Budget set forth in Exhibit "B". All expenditures of the Grant will be made in accordance with the provisions of this Agreement. c. SEPARATE ACCOUNTS. The Grant shall not be co -mingled with any other funds, and separate accounts and accounting records will be maintained. d. POLITICAL ACTIVITIES. No expenditure of Grant funds shall be used for political activities. e. LIABILITY GENERALLY. Grantee shall be liable to the SEOPW CRA for the amount of the Grant expended in a manner inconsistent with this Agreement. f. AUTHORITY. This Agreement has been duly authorized by all necessary actions on the part of, and has been, or will be, duly executed and delivered by Grantee, and neither the execution and delivery hereof, nor compliance with the terms and provisions hereof: (i) requires the approval and consent of any other party, except such as have been duly obtained or as are specifically noted herein; (ii) contravenes any existing law, judgment, governmental rule, regulation, or order applicable to or binding on any indenture, mortgage, deed of trust, bank loan, or credit agreement, applicable ordinances, resolutions, or on the date of this Agreement, any other agreement or instrument to which the Grantee is a party; or (iii) contravenes or results in any breach of, or default under any other agreement to which the Grantee is a party, or results in the creation of any lien or encumbrances upon any property of the Grantee. 11. NON-DISCRIMINATION. Grantee, for itself and on behalf of its contractors and sub- contractors, agrees that it shall not discriminate on the basis of race, sex, color, religion, national origin, age, disability, or any other protected class prescribed by law in connection with its performance under this Agreement. Furthermore, Grantee represents that no otherwise qualified individual shall, solely, by reason of his/her race, sex, color, religion, national origin, age, disability or any other member of a protected class be excluded from the participation in, be denied benefits of, or be subjected to discrimination under any program or activity receiving financial assistance pursuant to this Agreement. 12. CONFLICT OF INTEREST. Grantee is familiar with the following provisions regarding conflict of interest in the performance of this Agreement by Grantee. Grantee covenants, represents, and warrants that it will comply with all such conflict -of -interest provisions: a. Code of the City of Miami, Florida, Chapter 2, Article V. b. Miami -Dade County Code, Section 2-11.1. 13. CONTINGENCY. Funding for this Agreement is contingent on the availability of funds and continued authorization for Program activities, and is subject to amendment or termination due to lack of funds or authorization, reduction of funds, or change in regulations. The SEOPW CRA shall not be liable to Grantee for amendment or termination of this Agreement pursuant to this Section. 14. MARKETING. a. PUBLICATION. In the event Grantee wishes to engage in any marketing efforts, Grantee shall, if approved by the SEOPW CRA in accordance with Section 14(b) below, produce, publish, advertise, disclose, or exhibit the SEOPW CRA's name and/or logo, in acknowledgement of the SEOPW CRA's contribution to the Program, in all forms of media and communications created by Grantee for the purpose of publication, promotion, illustration, advertising, trade, or any other lawful purpose, including but not limited to stationary, newspapers, periodicals, billboards, posters, email, direct mail, flyers, telephone, public events, and television, radio, or internet advertisements or interviews. Grantee's acknowledgement shall consist of the following: "Sponsored by the Southeast Overtown/Park West Community Redevelopment Agency." b. APPROVAL. The SEOPW CRA shall have the right to approve the form and placement of all acknowledgements described in Section 14(a) above, which approval shall not be unreasonably withheld. c. LIMITED USE. Grantee further agrees that the SEOPW CRA's name and logo may not be otherwise used, copied, reproduced, altered in any manner, or sold to others for purposes other than those specified in this Agreement. Nothing in this Agreement, or in Grantee's use of the SEOPW CRA's name and logo, confers or may be construed as conferring upon Grantee any right, title, or interest whatsoever in the SEOPW CRA's name and logo beyond the right granted in this Agreement. 15. DEFAULT. If Grantee fails to comply with any term or condition of this Agreement, or fails to perform any of Grantee's obligations hereunder, and Grantee does not cure such failure within thirty (30) days following receipt of written notice from the SEOPW CRA that such failure has occurred, then Grantee shall be in default. Upon the occurrence of such default hereunder the SEOPW CRA, in addition to all remedies available to it by law, may immediately, upon written notice to Grantee, terminate this Agreement whereupon all payments, advances, or other compensation paid by the SEOPW CRA directly to Grantee and utilized by Grantee in violation of this Agreement shall be immediately returned to the SEOPW CRA. Grantee understands and agrees that termination of this Agreement under this section shall not release Grantee from any obligation accruing prior to the effective date of termination. 16. NO LIABILITY. In consideration for the Grant, Grantee hereby waives, releases, and discharges the City of Miami, the SEOPW CRA, its Board of Commissioners, officers, employees, agents, representatives, and attorneys, whether disclosed or undisclosed, any and all liability for any injury or damage of any kind which may hereafter accrue to Grantee, its officers, directors, members, employees, agents, or representatives, with respect to any of the provisions of this Agreement or performance under this Agreement. 17. SPECIFIC PERFORMANCE. In the event of breach of this Agreement by the SEOPW CRA, Grantee may only seek specific performance of this Agreement and any recovery shall be limited to the grant funding authorized for the Services provided herein. In no event shall the SEOPW CRA be liable to Grantee for any additional compensation, other than that provided herein. 18. INDEMNIFICATION OF THE SEOPW CRA. The Grantee agrees to indemnify, defend, protect, and hold harmless the City of Miami, the SEOPW CRA, its Board of Commissioners, officers, employees, agents, representatives, and attorneys from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "liabilities") for reason of any injury to or death of any person or damage to or destruction or loss of any property arising out of, resulting from or in connection with: (i) the performance or non- performance of the services, supplies, materials and equipment contemplated by this Agreement or the Program, whether directly or indirectly caused, in whole or in part, by any act, omission, default, professional errors or omissions, or negligence (whether active or passive) of Grantee or its employees, agents, or subcontractors (collectively referred to as "Grantee"), regardless of whether it is, or is alleged to be, caused in whole or part (whether joint, concurrent or contributing) by any act, omission, default, breach, or negligence (whether active or passive) ofthe SEOPW CRA, unless such injuries or damages are ultimately proven to be the result of grossly negligent or willful acts or omissions on the part of the SEOPW CRA; or (ii) the failures of Grantee to comply with any of the paragraphs provisions herein; or (iii) the failure of Grantee to conform to statutes, ordinances, or other regulations, or requirements of any governmental authority, federal, state, county, or city in connection with the granting or performance of this Agreement, or any amendment to this Agreement. Grantee expressly agrees to indemnify and hold harmless the SEOPW CRA, from and against all liabilities which may be asserted by an employee or former employee of Grantee, any of subcontractors, or participants in the Program, as provided above, for which Grantee's liability to such employee, former employee, subcontractor, or participant would otherwise be limited to payments under state Worker's Compensation or similar laws. 19. INSURANCE. Grantee shall, at all times during the term hereof, maintain such insurance coverage as provided in Exhibit "C" attached hereto and incorporated herein, All such insurance, including renewals, shall be subject to the approval of the SEOPW CRA, or the City of Miami (which approval shall not be unreasonably withheld) for adequacy of protection and evidence of such coverage shall be furnished to the SEOPW CRA on Certificates of Insurance indicating such insurance to be in force and effect and providing that it will not be canceled, or materially changed during the performance of the Program under this Agreement without thirty (30) calendar days prior written notice (or in accordance to policy provisions) to the SEOPW CRA. Completed Certificates of Insurance shall be filed with the SEOPW CRA, to the extent practicable, prior to the performance of services hereunder, provided, however, that Grantee shall at any time upon request by SEOPW CRA file duplicate copies of the policies of such insurance with the SEOPWCRA. If, in the reasonable judgment of the SEOPW CRA, prevailing conditions warrant the provision by Grantee of additional liability insurance coverage or coverage which is different in kind, the SEOPW CRA reserves the right to require the provision by Grantee of an amount of coverage different from the amounts or kind previously required and shall afford written notice of such change in requirements thirty (30) days prior to the date on which the requirements shall take effect. Should Grantee fail or refuse to satisfy the requirement of changed coverage within thirty (30) days following the SEOPW CRA's written notice, this Agreement shall be considered terminated on the date the required change in policy coverage would otherwise take effect. Upon such termination, the SEOPW CRA shall pay Grantee expenses incurred for the Program, prior to the date of termination but shall not be liable to Grantee for any additional compensation, or for any consequential or incidental damages. 20. DISPUTES. In the event of a dispute between the Executive Director ofthe SEOPW CRA and Grantee as to the terms and conditions of this Agreement, the Executive Director of the SEOPW CRA and Grantee shall proceed in good faith to resolve the dispute. If the parties are not able to resolve the dispute within thirty (30) days of written notice to the other, the dispute shall be submitted to the SEOPW CRA's Board of Commissioners for resolution within ninety (90) days of the expiration of such thirty (30) day period or such longer period as may be agreed to by the parties to this Agreement. The Board's decision shall be deemed final and binding on the parties. 21. INTERPRETATION. a. CAPTIONS. The captions in this Agreement are for convenience only and are not a part of this Agreement and do not in any way define, limit, describe or amplify the terms and provisions of this Agreement or the scope or intent thereof. b. ENTIRE AGREEMENT. This instrument constitutes the sole and only agreement of the parties hereto relating to the Grant, and correctly set forth the rights, duties, and obligations of the parties. There are no collateral or oral agreements or understandings between the SEOPWCRA and Grantee relating to the Agreement. Any promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. This Agreement shall not be modified in any manner except by an instrument in writing executed by the parties. The masculine (or neuter) pronoun and the singular number shall include the masculine, feminine and neuter genders and the singular and plural number. The word "including" followed by any specific item(s) is deemed to refer to examples rather than to be words of limitation. c. CONTRACTUAL INTERPRETATION. Should the provisions of this Agreement require judicial or arbitral interpretation, it is agreed that the judicial or arbitral body interpreting or construing the same shall not apply the assumption that the terms hereof shall be more strictly construed against one party by reason of the rule of construction that an instrument is to be construed more strictly against the party which itself or through its agents prepared same, it being agreed that the agents of both parties have equally participated in the preparation of this Agreement. d. COVENANTS. Each covenant, agreement, obligation, term, condition, or other provision herein contained shall be deemed and construed as a separate and independent covenant of the party bound by, undertaking or making the same, not dependent on any other provision of this Agreement unless otherwise expressly provided. All of the terms and conditions set forth in this Agreement shall apply throughout the term of this Agreement unless otherwise expressly set forth herein. e. CONFLICTING TERMS. In the event of conflict between the terms of this Agreement and any terms or conditions contained in any attached documents, the terms of this Agreement shall govern. f. WAIVER. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing. g. SEVERABILITY. Should any provision contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable under the laws of the State of Florida, then such provision shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable to conform with such laws, that same shall be deemed severable, and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and effect. h. THIRD -PARTY BENEFICIARIES. No provision of this Agreement shall, in any way, inure to the benefit of any third party so as to make such third party a beneficiary of this Agreement, or of any one or more of the terms hereof or otherwise give rise to any cause of action in any party not a party hereto. 22. AMENDMENTS. No amendment to this Agreement shall be binding on either party, unless in writing and signed by both parties. 23. DOCUMENT OWNERSHIP. Upon request by the SEOPW CRA, all documents developed by Grantee shall be delivered to the SEOPWCRA upon completion ofthis Agreement, and may be used by the SEOPW CRA, without restriction or limitation. Grantee agrees that all documents maintained and generated pursuant to this Agreement shall be subject to all provisions of the Public Records Law, Chapter 119, Florida Statutes. It is further understood by and between the parties that any document which is given by the SEOPW CRA to Grantee pursuant to this Agreement shall at all times remain the property of the SEOPW CRA and shall not be used by Grantee for any other purpose whatsoever, without the written consent of the SEOPW CRA. 24. AWARD OF AGREEMENT. Grantee warrants that it has not employed or retained any person employed by the SEOPW CRA to solicit or secure this Agreement, and that it has not offered to pay, paid, or agreed to pay any person employed by the SEOPW CRA any fee, commission percentage, brokerage fee, or gift of any kind contingent upon or resulting from the award of the Grant. 25. NON-DELEGABILITY. The obligations of Grantee under this Agreement shall not be delegated or assigned to any other party without the SEOPW CRA's prior written consent which may be withheld by the SEOPW CRA, in its sole discretion. 26. CONSTRUCTION. This Agreement shall be construed and enforced in accordance with Florida law. 27. TERMINATION. The SEOPW CRA reserves the right to terminate this Agreement, at any time for any reason upon giving five (5) days written notice of termination to Grantee. If this Agreement should be terminated by the SEOPW CRA, the SEOPW CRA will be relieved of all obligations under this Agreement. In no way shall the SEOPW CRA be subjected to any liability or exposure for the termination of this Agreement under this Section. 28. NOTICE. All notices or other communications which shall or may be given pursuant to this Agreement shall be in writing and shall be delivered by personal service, or by registered mail, addressed to the party at the address indicated herein or as the same may be changed from time to time. Such notice shall be deemed given on the day on which personally served, or, if by mail, on the fifth day after being posted, or the date of actual receipt or refusal of delivery, whichever is earlier. To SEOPW CRA: To Grantee: James McQueen, Executive Director Southeast Overtown/Park West Community Redevelopment Agency 819 N.W. 2nd Avenue, 3rd Floor Miami, FL 33136 Email: JMcQueen(amiamigov.com With copy to: Vincent T. Brown, Esq., Staff Counsel Southeast Overtown/Park West Community Redevelopment Agency 819 N.W. 2nd Avenue, 3rd Floor Miami, FL 33136 Email: VTBrown@miamigov.com Marco Molinet, President Florida Film House International, Inc. 570 N.W. 26th Street Miami, FL 33127 Email: Marco@floridafilmhouse.com 29. INDEPENDENT CONTRACTOR. Grantee, its contractors, subcontractors, employees, agents, and participants in the Program shall be deemed to be independent contractors, and not agents or employees of the SEOPW CRA, and shall not attain any rights or benefits under the civil service or retirement/pension programs of the SEOPW CRA, or any rights generally afforded its employees; further, they shall not be deemed entitled to Florida Workers' Compensation benefits as employees of the SEOPW CRA. 30. SUCCESSORS AND ASSIGNS. This Agreement shall be binding upon the parties hereto, and their respective heirs, executors, legal representatives, successors, and assigns. 31. MULTIPLE COUNTERPARTS AND ELECTRONIC SIGNATURES. This Agreement may be simultaneously executed in multiple counterparts, all of which shall constitute one and the same instrument, and each of which shall be deemed to be an original. The facsimile or other electronically delivered signatures of the parties shall be deemed to constitute original signatures, and facsimile or electronic copies hereof shall be deemed to constitute duplicate originals. 32. MISCELLANEOUS. a. In the event of any litigation between the parties under this Agreement, the parties shall bear their own attorneys' fees and costs at trial and appellate levels. b. Time shall be of the essence for each and every provision of this Agreement. c. All exhibits attached to this Agreement are incorporated in, and made a part of this Agreement. IN WITNESS WHEREOF, in consideration of the mutual entry into this Agreement, for other good and valuable consideration, and intending to be legally bound, the SEOPW CRA and Grantee have executed this Agreement. ATTEST: B. Hanno Clerk of the Board APPROVED AS TO FORM AND LEGAL SUFFICIENCY: By: Vincent T. Brown, Esq. Staff Counsel WITNESSES: By: BLADEMIL (Sep 6, 2023 10:31 EDT) Print: BLADEMIL GRULLON Print: Roxanne Jackson SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes By: J s cQueen Executive Director APPROVED AS TO INSURANCE REQUIREMENTS: By: Franc icotornez (Sep 6, 2023 12:32 EDT) Anne Marie Sharpe Director of Risk Management FLORIDA FILM HOUSE INTERNATIONAL, INC.,, a Florida non-profit corporation ("Grantee"): By. d .oMulll . (Sep 6, 2023 10.30 CDT) Marco Monnet President [SIGNATURE PAGE TO GRANT AGREEMENT] Exhibit "A" Resolution No. CRA-R-23-0037 Southeast Overtown/Park West Community Redevelopment Agency Legislation CRA Resolution: CRA-R-23-0037 File Number: 14365 Final Action Date:7/27/2023 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY ("SEOPW CRA"), WITH ATTACHMENT(S), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER AN ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING, AND CONFIRMING THE EXECUTIVE DIRECTOR'S RECOMMENDATION AND FINDING THAT COMPETITIVE NEGOTIATION METHODS AND PROCEDURES ARE NOT PRACTICABLE OR ADVANTAGEOUS PURSUANT TO SECTIONS 18-85(A) OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED, AS ADOPTED BY THE SEOPW CRA, WAIVING THE REQUIREMENTS FOR COMPETITIVE SEALED BIDDING AS NOT BEING PRACTICABLE OR ADVANTAGEOUS TO THE SEOPW CRA; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISPERSE FUNDS, AT HIS DISCRETION, ON A REIMBURSEMENT BASIS OR DIRECTLY TO VENDORS, UPON PRESENTATION OF INVOICES AND SATISFACTORY DOCUMENTATION FROM THE GRANTS AND AIDS" ACCOUNT NO. 10050.920101.883000.0000.00000, SUBJECT TO THE AVAILABILITY OF FUNDING, IN AN AGGREGATE AMOUNT NOT TO EXCEED ONE HUNDRED SIXTY THOUSAND NINE HUNDRED THOUSAND DOLLARS AND ZERO CENTS ($160,900.00) TO PRESERVE HISTORICAL CULTURAL HERITAGE BY SUPPORTING THE CULTURE AND ARTS PROGRAMS ("PURPOSE") OF THE ORGANIZATIONS SET FORTH IN EXHIBIT "A", ATTACHED IN INCORPORATED HEREIN; FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE AGREEMENTS, INCLUDING ANY AND ALL DOCUMENTS NECESSARY, ALL IN FORMS ACCEPTABLE TO THE GENERAL COUNSEL; FOR THE ALLOCATION OF THE FUNDS FOR THE PURPOSE STATED HEREIN; PROVIDING FOR THE INCORPORATION OF RECITALS, AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Southeast Overtown/Park West Community Redevelopment Agency ("SEOPW CRA") is a community redevelopment agency created pursuant to Chapter 163, Florida Statutes, and is responsible for carrying out community redevelopment activities and projects within its redevelopment area in accordance with the 2018 Southeast Overtown/Park West Redevelopment Plan Update (the "Plan"); and WHEREAS, Section 2, Goal 1 of the Plan, provides for the preservation of cultural heritage, "by incorporating the cultural arts as a critical component of economic development" as a stated redevelopment goal; and WHEREAS, Section 2, Goal 4 of the Plan, provides for the creation of jobs within the community and cultural ventures that will provide life sustaining jobs to residents, as a stated redevelopment goal; and WHEREAS, Section 2, Goal 6 of the Plan, lists "improving the quality of life for residents", as a stated redevelopment goal; and City of Miami Page 1 of 3 File ID: 14365 (Revision:) Printed On: 8/4/2023 File ID: 14365 Enactment Number: CRA-R-23-0037 WHEREAS, Section 2, Principle 3 of the Plan, further provides that "there must be variety in housing options" as a stated redevelopment principle; and WHEREAS, The organizations, (Florida Film House International Inc., and Miami -Dade North Arts & Humanities Foundation Inc.) (the "Organizations") more particularly defined in Exhibit "A" attached and incorporated herein provide programs which preserve the rich history of the redevelopment area by bringing culture and art initiatives which will create jobs and connect communities ("Purpose"); and WHEREAS, the Organizations listed in Exhibit "A," attached and incorporated herein have completed applications and requested funding to assist with arts and cultural programs, as described in their respective proposals as set forth in Exhibit "B," attached and incorporated herein; and WHEREAS, the Organizations' missions continue to align with the Purpose stated herein; and WHEREAS, the Board of Commissioners wishes to authorize funding in the aggregate amount not to exceed One Hundred Sixty Thousand Nine Hundred Thousand Dollars and Zero Cents ($160,900.00) ("Funds") to the Organizations listed and in the respective amounts as set forth in Exhibit "A"; and WHEREAS, the Board of Commissioners finds that authorizing this Resolution would further the SEOPW CRA redevelopment goals and objectives; and WHEREAS, based on the recommendation and findings of the Executive Director, it is in the SEOPW CRA's best interest for the Board of Commissioners to authorize, by an affirmative four -fifths (4/5ths) vote, a waiver of competitive sealed bidding procedures pursuant to Section 18-85(A) of the Code of the City of Miami, Florida, as amended ("City Code"), as adopted by the SEOPW CRA, and to authorize the Executive Director to negotiate and execute any and all agreements necessary, all in forms acceptable to the General Counsel, the Funds to the Organizations set forth in Exhibit "A," subject to the availability of funds; and NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY 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 herein as if fully set forth in this Section. Section 2. By a four -fifths (4/5th) affirmative vote, after an advertised public hearing, the Executive Director's recommendation and written findings that competitive negotiation methods and procedures are not practicable or advantageous to the SEOPW CRA, pursuant to Section 18-85 (A) of the City Code, as adopted by the SEOPW CRA, and waiving the requirements for said procedures is ratified, approved, and confirmed. Section 3. The Executive Director is hereby authorized to disperse the Funds, at his discretion, on a reimbursement basis or directly to vendors, upon presentation of invoices and satisfactory documentation from the Grants and Aids" Account No. 10050.920101.883000.0000.00000, subject to the availability of funds to the Organizations set forth in Exhibit "A." Section 4. The Executive Director is authorized to negotiate and execute an agreement, including any and all necessary documents and all -in forms acceptable to the General Counsel, for said Purpose to the Organizations set forth in Exhibit "A". Section 5. Sections of this Resolution may be renumbered or re -lettered and correction of typographical errors which do not affect the intent may be authorized by the Executive Director, or the City of Miami Page 2 of 3 File ID: 14365 (Revision:) Printed on: 8/4/2023 File ID: 14365 Enactment Number: CRA-R-23-0037 Executive Director's designee, without need of a public hearing, by filing a corrected copy of the same with the SEOPW CRA Board Clerk. Section 6. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND LEGAL SUFFICIENCY: V e,,,,T , Counsel 7/20/2023 City of Miami Page 3 of 3 File ID: 14365 (Revision:) Printed on: 8/4/2023 Exhibit "B" Scope of Work and Budget Southeast Overtown/Park West Community Redevelopment Agency ork TraiitinElEconomic Development/Youth Pro 'rwnining/4rt &Culture Grant Application Effective July 1, 2023 Location: The legal description of the Redevelopment Area is physically defined as beginning near the southeast. corner of Lununns Park; at the southwest come. of the intersection of NW 2nd Street and NW 3rd Court: continue north to the north side of NW 5th Street: then west. along the north side of NW 5th Street to the east side of NW 7th Avenue; then north along the east side of NW 7th Avenue to the north side of NW 22nd Street: then east along the north side of NW 22nd Street to the east side of NW 5th Avenue: then south on the cast side of NW 5th Avenue to the North Side of NW 22nd Street: then east on the north side of NW 22nd Street to the west side of NW 2nd Avenue: then north on the west side of NW 2nd Avenue to the north side of NW 22nd Street: then east on the north side of N\V 22nd Street to the east side of NW 1st Place; then south on the east side of N\V 1st Place to the north side of NW loth Street: then east along the north side of NW l nth Street to the east side of NW 1st Avenue: then south along the east side of NW 1st Avenue to the southern edge of the 1-395 ROW: then east along the southern edge of the 1-395 ROW to the western side of Biscayne Boulevard; then south along the west side of Biscayne Boulevard to the north side of NE 5th Street: then west along the north side of NE 5th Street to the west side of North Miami Avenue; then south along the west side of North Miami Avenue to the north side of NW 1 ;t Street: then nest along the north side of NW 1st Street past NW lst Avenue. to include properties abutting the west side of NW lst Avenue: then north along the nestern edge of said properties to the north side of N\V 5th Street; then west along the north side of NW 5th Street to the east side of NW 3rd Avenue: then south along the east side of NW 3rd Avenue to the south side of NW 2nd Street; then west along the south side of NW 2nd street to the southwest corner of the intersection of NW 2nd Street and NW 3rd Court. A map of the CRA boundaries can be found at: h1tns:/te\perienceo-erlm\ n.coni eraniap II. General Provisions The funding assistance provided under the grant program is intended to be on a reimbursement basis. The CRA has the exclusive authority to determine funding distribution and to approve or deny Grant applications based on its determination as to the benefits to the Southeast Overtown / Parkwest CRA produced by requested proposals. The SEOPW CRA may impose any conditi nls of approval it deems suitable to protect the interests of the agency. including a duly executed contract. Applicant Criteria: • Must be an established restaurant_ retail business or eligible business and/or organization for a minimum of twelve months in a consecutive year within the Southeast Overtown/ Parkwest CRA boundaries. • Must be able to justify assistance through the financial growth of the business and its competitiveness in the marketplace. • Business owners will be required to complete an initial consultation with the Overtown Business Resource Center (OBRC) to develop the most effective growth strategy and appropriation of grant funding. • If the applicant is seeking payroll assistance. employees must be W-2, as defined by the CRA, whose wages are reported to the state and federal government. No more than one of the two required full-time equivalent positions may be occupied either by the owner of the business/organization receiving the grant, or by an employee who is related to the owner of the business/organization receiving the grant. Payroll expenses must also not exceed 20% of the requested budget. Applicants are encouraged to speak with SEOPW CRA staff to discuss their project qualifications and eligibility for reimbursement under the Program before applying. The OBRC, 4 in partnership with the CRA, will make a final recommendation on the eligible expenses. III. Criteria Considered Criteria considered when reviewing applications include, but are not limited to: a. Compatibility with development plan(s) and guidelines_ e.g.,SEOPWCRA Redevelopment Plan. b. The use of the business. c. The applicant's business or operational plan and financial stability. d. The amount of private resources invested in the project: e. Additional grant funding from other sources IV. Eligible Expenses a. Directly related to the proposal. b. specifically and clearly detailed in the proposal budget. c. incurred or paid within the Grant Period during the fiscal year. V. Ineligible Expenses a. Expenses incurred or obligated outside of the grant period. b. Costs associated with bad debts, contingencies (money set aside for possible expenses), fines and penalties, interest, taxes (does not include payroll taxes), depreciation and other financial costs including bank fees and charges and credit card fees VI. Ineligible Businesses The following businesses will not be considered for funding by the Program: a. Businesses operating outside of the Redevelopment area. b. Businesses operating inside of the Redevelopment area for less than six mouths. c. For payroll requests, businesses with no W-2 employee or report employee wages d. Any business that is a non-confonr.ing use as determined by the SEOPW CRA VII. Funding Guidelines The SEOPW CRA shall not make advance payments to the Grantee or Grantee's vendors for services not performed or for goods, materials. or equipment which have not been delivered to the Grantee for use in connection with the Program. Program assistance is available based on a first -come. first -serve basis_ according to program eligibility, application completeness and the availability of funds. There is no guarantee that fimding will be available for every application submitted, including those that meet the required criteria. The SEOPWCRA reserves the right to stipulate guidelines for reimbursement. Assistance from the SEOPW CRA Grant program, at the sole discretion of the SEOPWCRA, may be combined with subsidies from other public or private programs. Assistance from other sources may serve as SEOPWCRA's required matching funds although expenses covered under other CRA programs are not eligible. Funding for approved projects may be carried out from one fiscal year to the next at the sole discretion of the SEOPW CRA. 5 X. ('on mencomeat -anti ronipietwo 611ils. 1111KI 11.)k: ‘kiii1111 [he Fiscal Icar period application appn.wal. 11 it he,11 cornpletect ithtn the fiscal cat- pertocl. 1)1.1( bhck mbSI.:01)\:\ i :teck)unt -tile.11-,.‘_a,;2,net.-1 to othi2rprojects. CRA Ciranis aye ...ontine.t.att. upon runcliny. (RA ;"ipplo\IIIJ :Is an i.:nriticimLint (iv!!( ol ;IA :ipplic;ini. Cor Sr( )I)Vk CIZA pnwt.:ulls \kfl:11 imchCtIltd1111) C011111,1.,: ,,,,;(-n-c•;-i:„,:(1 mo Um o SIS,(,)()NA: (-RA Communn( Rta:((.:101)1111:11t tmm 1 ;[s! wad c...,nwict.,:k aliLi inidt:rstmici ihc progran, It Date: i);ift olApptication: 6(2.31 73 Gran( A (he type of Gran t Appl,,-ing for Traini/r!IEconomic /krelopmcia! yolith 4i1 Businessl()rgaiii-Lidion requesi.in2 funding: pi c> A pn..4-, Pious 6- nr-rt Addi'o.ss `(;).1..sine-,;slid2,iiiiization requeNtingfundin2,: - 1\ RA 2.G Pt_ 1.0(1)1 hmdini), Amount iZequeste(1: 4. of Ao..)plicantl.kiiilloriz:‘(1 f4presentative: --SGA-OEM a. 6 ev(-1-4 p how_, Fax: b(4,--Cto.111,- 110Lota,,..-a 2, oLS 0213A-4 FP—A'tprpvAL ifli ti10.11:•: 1)0 )vith vrant funclin2 for residents ‘vil.hin the 7 l'in-tv man:, employment opportulities will he provided to residents within lite Redevelop likrilt ;11W? 50 lityw itian training courses will be provided in residents within the Redeveloino;:,:-, Area'? Ideld'ffY tho 'Inflic(s) of OR' training ceriilications that 11111 I/C 111-0Vii1Cd if) RecreVC101)i1lent .'.ea mice completion of roure? Covc-ii-T-ED rior iveb 04- 4tt Ug_la„t,t,F f2fVr„p exP•re-syja,,er 10. ;nail% Joh Fairs VJH 1)e cont.ucted for program participants month liv? 01, wid the program affect residents after completion? v(A-rE( eitcpdiE) .110""k1 r Attillt)ri7.111 P,epresentative (› aft (2-311,3 DATE FRIDAY #OF ;ATTENDEES EVENT !URBAN FILM FESTIVAL YOUTH 300-400 KIDS EMPOWERMENT 200-500 1300-400 SATURDAY '50-100 50-100 50-100 50-100 `50-100 SUNDAY WELCOME TO MIAMI , HAPPY HOUR AT RED ROOSTER WITH MILESTONES & GOALS Students and other kids getting informed & motivated about be creators and film makers. Celebrating the program, screening the past films & being motivated by industry professionals & super stars. WELCOME THE FILM MAKERS TO OVERTOWN & INTRODUCE OUR LOCAL FILM MAKERS TO OUR GUEST DJ EPPS & DJ H2 FILM PREMIER @ LYRIC MASTER CLASS MASTER CLASS MASTER CLASS MASTER CLASS ;MASTER CLASS 200-300 PANEL ?200-300 ;PANEL 1200-300 !PANEL 200-300 ?PANEL 200-300 'PANEL SCREENINGS 150XFILM !ATOPAC ;SCREENINGS 150 X FILM AT OPAL 300-400 300-400 300-400 FILM PREMIER j@ LYRIC `LOCAL FILM SCREENINGS !AWARD CEREMONY RED CARPET SCREENING OF A LOCAL FILM HIGH LIGHTING OUR LOCAL TALENT WRITING PRODUCING CINEMETOGRAPHY DIRECTING !ACTING HEA.I.TH - MENTAL, SPIRITUAL & PHYSICAL FINANCE PANEL DISTRIBUTION PANEL LEVELING UP PANEL ACTORS PANEL FILM MAKERS CONTENT SCREENED & CELEBRATED FILM MAKERS CONTENT SCREENED & CELEBRATED • RED CARPET SCREENING OF A LOCAL FILM HIGH LIGHTING OUR LOCAL TALENT RED CARPET SCREENING OF A LOCAL FILM HIGH LIGHTING OUR LOCAL TALENT GIVE OUT AWARDS & SCREEN FILMS DELIVERABLES Kids from Spring break, Summer program & last years after school program get awarded for completing the ;1st Take Youth Film Programs & we screen their content. 'HELP PROMOTE OVERTOWN THROUGH FINE DINING !AND GOOD VIBES & ART OF RED ROOSTER 'MEDIA COVERAGE AND EXPOSURE FILM PROFESSIONAL- ; FILM PROFESSIONAL FILM PROFESSIONAL - FILM PROFESSIONAL - FILM PROFESSIONAL - PARTY WITH THE FILM MAKERS IN OVERTOWN & { WRAP PARTY INTRODUCE OUR LOCAL FILM MAKERS TO OUR !RED ROOSTER WITH 1GUEST 200-500 !DJ EPPS & DJ H2 EDUCATE YOUNG FILM MAKERS; EDUCATE YOUNG FILM MAKERS' EDUCATE YOUNG FILM MAKERS? EDUCATE YOUNG FILM MAKERSi EDUCATE YOUNG FILM MAKERS; INFORM FILM MAKERS & LOCAL RESIDENTS OF HEALTH INFORM FILM MAKERS ON HOW TO RAISE & PROTECT THEIR MONEY AND ASSETS TEACH FILM MAKERS HOW TO MONETIZE THEIR CONTENT TEACH FILM MAKERS HOW TO LEVEL UP IN FILMING SEASONED ACTORS TEACHING ON HOW TO MOVE UP POSSIBILITY TO WIN AWARD, FREE SCREENINGS FOR ATTENDEES POSSIBILITY TO WIN AWARD, FREE SCREENINGS FOR ATTENDEES MEDIA COVERAGE AND EXPOSURE MEDIA COVERAGE AND EXPOSURE CELEBRATE AND PROMOTE OUR LOCAL FILM MAKERS HELP PROMOTE OVERTOWN THROUGH FINE DINING AND GOOD VIBES & ART OF RED ROOSTER PRODUCTION _ OIRECTCR CAMERA DATE SCENE TAKE T URSAN FILM FESTIVAL We will have athree-day event located }ndowntown Miami that focuses oneducating, exhibit and providing distribution opportunities for the new generation u<filmmakers. VVgwill provide anopportunity for filmmakers bzconnect with industry professionals, equip them with the skills and tools they need ` through hands-on workshops and versatile informational panel discussions. VVedisplay Our young fi|rnrnekoro' content onto our media par1ner'splatforms and then award our winners with distribution contracts from our distribution partners. This event will give creative content creators platform tn exhibit their work. |twill also provide them with opportunities honetwork with people who come from all over the country. Attendees come from diverse backgrounds, and many are college students from various national colleges and universities. The film festival generates vibrant vitality h»the historic area oYC)vertovvn in yWiarn} and pleasantly assists local businesses bygenerating commerce. This festival delivers on three pillars, Educ3Uon. NetvvVrh|nQ. and Giving Back to its community. (OVID 9 ADJUSTMENTS As we prepare for the Urban Film Festival we recognize that a change in course must occur given the unprecedented circumstances we are facing with COVID-19. We will take the proper precautions and measures necessary to adapt to the new normal. This year we will offer more outdoor/.digital screenings and live streaming components for attendees to enjoy social distancing practices. Offering a hybrid event will enhance filmmakers of a more personal experience compared to previous years. Now we will be able to grant access for more films to be screened and to be viewed by a more global audience ''-t)12t1A14. 'FILM EST1VAL TION We have developed workshops, master classes, and discussion panels designed to provide the next Generation of Urban Filmmakers with tools and insights from key industry professionals to enhance their productions and sharpen their skills. WORKSHOPS: • Producing • Directing PANELS: • Distribution • Femme-Powerment , MASTER CLASSES: • Producing INDUSTRY DISCUSSIONSI MEET & GREETS • Acting • Star/Actor • Directing • Big execs & Celebs. • Writing • From Music Video • Acting • Cinematography to Film • Writing • Marketing • TV & Web • Cinematography • Photography • Diversity. • Editing • Music Video. • Film Law & High Quality • r Filming On A Low Budget.L .. URBAN FILM, FEST:VAL cr DEMOGRAPHICS AGE: 14-18 18-25 24-35 35+ RACE: 500 1250 Sao GENDER: 30% MEN 1250 30% i 15% ' 1 5% LATIN 1 WHITE OTHER 40% WOMEN 5% OTHER URBAN 4, FILM FESTIVA EXPOS ME UFF works with traditional media, social media, contemporary platforms and aggregators to expose the filmmakers content, along with collaborating with our media partners to maximize the exposure of the filmmakers content. URBAN FILM FESTIVAL .1410. Ao. Ago, DIRECTOR! 04044400:,,, DISTRiBU) ION UFF prides itself in advancing filmmakers into the new age of distribution.UFF is partnering with Worldwide Urban Distribution, to provide filmmakers with the opportunity to learn how to optimize and monetize from their content. The winners will be awarded a distribution contract with Worldwide Urban Distribution. URBAN FILM FESTIVAL FILM FESTIVAL CO OP Si DISTRIBUTION PARTNERSHIPS Urban Film Festival has created a co-op with (5) other high profile film festivals in which we screen the best of each other's film festivals, increasing exposure for filmmakers. Our mission is to open a new door for filmmakers all over the world not only to acquire more knowledge on the new age of distribution, but to also take advantage of opportunities to monetize from their content. Urban Film Festival has partnered with various distribution companies to educate new age filmmakers on the shifted state of the industry and provide them with distribution opportunities to expose their content. UFF aims to take full advantage of its network of platforms to directly connect filmmakers with distributors in search for content. URBAN 'FILM FESTIVAL SPONSORSHIP OPPORTUNITIES We provide a variety of sponsorship opportunities. We can custom -develop ways to connect your brand's elements and integrate your messaging seamlessly with our attendees. Brands who decide to align themselves with this festival will benefit from marketing, digital media, social content, on -site branding, and touchpoint integrations. Below are possible opportunities: •Brand and Product display on panel discussions •Custom Content Brand Integration Activation •Brand Inclusion on Marketing Elements •Brand Inclusion on Live Streaming Platform •Meet and Greets •Experiences and Sweepstakes URBAN FILM FEST!VAL ON SITE ACTIVATION OPPORTUNITY We can also provide a customizable opportunity to create an on -site activation at the Urban film festival, where you can maximize brand visibility and directly engage with attendees. We can discuss a custom package that best aligns with your target audience and goals. -FILM`, URBAN FEsT:vAL URBAN Benchmarks 'ES AIGHLIGHT VAL • Al! the workshops and panels sold out, and received great reviews from film enthusiasts that attended. • All the premiere screenings were sold out and received standing ovations. • The three films that premiered at the festival received distribution contracts. Testimonials 'I learned more about film in my four hour producing workshop than I have learned in my last semester of classes." - Charles Lee (Film Student) "A Miami Love story was very raw, very true. This the type of cultural film that is needed in Hollywood." - Professor Russell Motley "Urban Film Festival will be providing hundreds of filmmakers with the education, exposure and distribution needed to succeed." - Marco (Mall) Molinet - Founder URBAN FILM FESTIVAL .M%KrIL44. H Florida Film F ouse FLORIDA FILM HOUSE INTERNATIONAL INC EIN#82-2399488 PROPOSAL FOR 2023 URBAN FILM FESTIVAL "Contract Year 2023 Date Submitted: 6/26/23 BUDGET LINE ITEM EXPENSE DESCRIPTION LOCATIONS MARKETING: AWARDS & TROPHIES CURATION STAFF BLACK INNOVATION CENTER, RED ROOSTER, URBAN, AND ANY OTHER LOCATION IN OVERTOWN GRAPHICS, PRINTING, RADIO, MERCH, BANNERS, DIGITAL, SOCIAL MEDIA, PROMO GEAR ALL MARKETING, BRANDING MATERIALS AWARDS, PRINTING, TROPHIES AND SHIPPING FOOD - LOCAL RESTAURANTS, DECORATION, VENDORS,ENTERTAINMENT, SOUND & MEDIA ITEMS CURATION, SUPPORT & TRUCKING Staff STREAMING, FILMING & PHOTOG PUBLIC RELATIONS TRAVEL & ACCOMODATIONS GROUND & SHUTTLES FESTIVAL SUPPORT WEBSITE, DATA, HOSTING, FILMING, LIVE STREAMING, GEAR & PERSONEL PUBLICIST FLIGHTS, GROUND TRANSPORTATION & HOTEL FOR SPECIAL INVITED GUEST, SPEAKERS, CELEBRITIES, AND EDUCATORS INSURANCE, LEGAL & BOOK KEEPING TOTAL Total Request BUDGET REQUEST $1,000.00 $6,500.00 $1,000.00 $2,500.00 $1,000.00 $2,500.00 $2,000.00 $1,000.00 $6, 000.00 $1,500.00 S25,000.00 Administrative Programm Cost Cost 1n00 2 500 2.000 1 000 1000 6.500 1, 000 2.500 1.000 11000 CITY F BUSINESS NAME: FLORIDA FILM HOUSE LLC. DBA: BTR HOLDER NAME: FLORIDA FILM HOUSE LLC. BUSINESS ADDRESS: 1951 NW 7 AV 600 EXPIRES: Effective Year Oct. 1 2022 Thru Sep. 30 2023 ACCOUNT NUMBER: 195416 RECEIPT NUMBER: 197518 COMMENTS: RESTRICTIONS: ADMINISTRATIVE OFFICE FY 22- 23 ISSUED: Oct 11, 2022 Robort Santos-Alborna This issuance of a business tax receipt does not permit the holder to violate any zoning laws of the City nor does it exempt the holder from any licenseor permits that may be required by law. This document does not constitute a certification that the holder is qualified to engage in the business, profession or occupation specified herein. The document indicates payment of the business tax receipt only. • PLEASE DISPLAY THIS CERTIFICATE IN A CONSPICUOUS LOCATION AT OCCUPANCY ADDRESS. • FAVOR DE MOSTRAR ESTE CERTIFICADC EN UN SITIO VISIBLE EN LA DIRECCION DEL COMERCIO. • TANPRI AFICHE SETIFIKA SA A NAN YON KOTE KONSIDEB NAN ADRES OKIPANS. www.miamigov.com Local Business Tax Receipt Miami -Dade County, State of Florida -THIS IS NOT A BILL - D0 NOT PAY 7340823 BUSINESS NAME/LOCATION FLORIDA FILM HOUSE LLC 1951 NW 7TH AVE STE 600 MIAMI, FL 33136-1128 OWNER FLORIDA FILM HOUSE LLC C/O MARCO D MOLINET SR MGR Employee(s) 3 MIAMIZVkDE RECEIPT NO. RENEWAL 7633359 EXPIRES SEPTEMBER 30, 2023 Must be displayed at place of business Pursuant to County Coda Chapter 8A - Art. 9 & 10 SEC. TYPE OF BU 3INESS 213 SERVICE BUSINESS PAYMENT RECEIVED BY TAX COLLECTOR 49.50 10/10/2022 INT-23-003964 This Local Business Tax Receipt only confirms payment of the Local Business Tax. The Receipt is not a license, permit, or a certification of the holder's qualifications, to do business. Holder must comply with any governmental or nongovernmental regulatory laws and requirements which apply to the business. The RECEIPT NO. above must be displayed on all c. mmercial vehicles - Miami -Dade Code Sec 8a-276. For more information, visit tvww.miamidade.gov/taxcollector 'FLORIDA DEPARTMENT Of "STATE DIVISION 0= CORPORATIONS , Di isioN of . 1, CO tPORATIONS on (Octal Staie of Florida tt-€ limit "Qpo tment of Sot / nivision of Corporatiora / Search Records / Search by Entity Nam. 1 Detail by Entity Name Florida Not For Profit Corporation FLORIDA FILM HOUSE INTERNATIONAL INC Filing Information Document Number N17000009200 FEI/EIN Number 82-239948B Date Filed 09/06/2017 Effective Date 09/06/2017 State FL Status ACTIVE Principal Address 570 NW 26TH STREET MIAMI, FL 33127 Mailing Address 570 NW 26TH STREET MIAMI, FL 33127 Registered Agent Name & Address MOLINET, MARCO 570 NW 26TH STREET MIAMI, FL 33127 Officer/Director Detail Name & Address Title P MOLINET, MARCO 28561 SW 164TH AVE HOMESTEAD, FL 33033 Title VP GRULLON, BLADEMIL 542 NW 42ND STREET MIAMI, FL 33127 Annual Reports https://search.sunbiz.org/Inquiry,=/Corporation Search/Search Res.."house&IlstNarneOrder=FLORIDAFILMHOUSE%201_100000264550 6/26i23, 11:31 PM Pane 1 of 2 Exhibit "C" Insurance Requirements INSURANCE REQUIREMENTS — FLORIDA FILM HOUSE 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 Personal and Adv. Injury $ 1,000,000 Products/Completed Operations $ 1,000,000 B. Endorsements Required City of Miami & SEOPW CRA listed as additional insured Contingent & Contractual Liability Premises and Operations Liability Primary Insurance Clause Endorsement Abuse and Molestation Included The City of Miami Building Department 444 SW 2nd Ave Miami, FL 33130-0000 Southeast Overtown Park West Community Redevelopment Agency 819 NW 2nd Avenue, 3rd Floor Miami, FL 33136-0000 II. Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Owned/Scheduled Autos Including Hired, Borrowed or Non -Owned Autos Any One Accident $ 1,000,000 B. Endorsements Required City of Miami & SEOPW CRA listed as an additional insured III. 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 $100,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit IV. Professional Liability/Errors and Omissions Coverage Combined Single Limit Each Claim $1,000,000 General Aggregate Limit $1,000,000 The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer 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. ACCoRI r CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 08/29/2023 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 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 Hemisphere Insurance Group 12350 SW 132 CT #107 Miami, FL 33186 Phone (305) 501-2801 Fax (305) 553-9010 CONTACT NAME: PHONE (Ncc, No, Ext): (305) 501-2801 FAX No): (305) 553-9010 ADDRESS: hemisphereinsgrp@aol.com INSURER(S) AFFORDING COVERAGE NAIC if INSURER A: SCOTTSDALE INS COMPANY INSURED FLORIDA FILM HOUSE INTERNATIONAL INC 570 NW 26 ST MIAMI FL 33177 INSURER B : 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 ADDLSUBR INSR WVD POLICY NUMBER POLICY EFF (MM/DDYYY) POLICY EXP/Y (MM/DD/YYYY) LIMITS A n COMMERCIAL GENERAL LIABILITY CLAIMS -MADE V OCCUR • Y Y CPS7853620 08/23/2023 08/23/2024 EACH OCCURRENCE $ 1,000,000.00 DAMAGE TO RENTED PREMISES (Ea occurrence) $ 100,000.00 MED EXP (Any one person) $ 5,000.00 n SEXUAL ABUSE/MOLEST PERSONAL BADVINJURY $ 1,000,000.00 GEN'L AGGREGATE LIMIT APPLIES PER: PRO- ❑ POLICY ❑ JECT ❑ LOC ❑ OTHER GENERAL AGGREGATE $ 2,000,000.00 PRODUCTS-COMP/OPAGG $ 2,000,000.00 PROFESSIONAL/E&O $ 1,000,000.00 A AUTOMOBILE LIABILITY ANY AUTO OWNED mSCHEDULED AUTOS CPS7853620 08/23/2023 08/23/2024 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000.00 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ ❑ I-R DS ONLY n NON -OWNED AUTOS ONLY PROPERTY DAMAGE (Per accident) $ AUTOS ONLY ❑ . $ ❑ UMBRELLA LIAB ❑ OCCUR ❑ EXCESS LIAB ❑ CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ ❑ DED . RETENTION $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y I N ANY PROPRIETOR/PARTNER/EXECUTIV N / A ❑ SPER TATUTE ❑ EOTH E.L. EACH ACCIDENT $ OFFICER/MEMBEREXCLUDED? (Mandatory In NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - EA EMPLOYE $ E.L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) CERTIFICATE HOLDER IS ALSO ADDITIONAL INSURED. INSURANCE IS PRIMARY AND NON-CONTRIBUTORY CERTIFICATE HOLDER CANCELLATION SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY 819 NW 2nd Avenue, 3rd floor, Miami, FL 33136 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) QF ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 4cc)R1J CERTIFICATE OF LIABILITY INSURANCE hift.......----" DATE(MM/DD/YYY`/) 08/03/2023 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 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 Hemisphere Insurance Group 12350 SW 132 CT #107 Miami, FL 33186 Phone (305) 501-2801 Fax (305) 553-9010 CONTACT NAME: HAX /c No. Ext): (305) 501-2801 (A/c No): (305) 553-9010 ADDRESS: hemisphereinsgrp@aol.com INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: SCOTTSDALE INS COMPANY INSURED FLORIDA FILM HOUSE INTERNATIONAL INC 570 NW 26 ST MIAMI FL 33177 INSURER B : INSURERC: 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 LTRINSR TYPE OF INSURANCE ADDLSUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY) LIMITS A 0 COMMERCIAL GENERAL LIABILITY Y Y CPS7644691 08/23/2023 08/23/2024 EACH OCCURRENCE $ 1,000,000.00 n OCCUR El n SEXUAL ABUSE/MOLEST PARENTED TCLAIMS-MADE PREEMMI ESESS(RENTED occurrence) $ 100,000.00 MED EXP (Any one person) $ 5,000.00 PERSONAL&ADVINJURY $ 1,000,000.00 GEN'L AGGREGATE LIMIT APPLIES PER: • POLICY • JECTPRO • LOC OTHER GENERAL AGGREGATE $ 2,000,000.00 PRODUCTS - COMP/OP AGG $ 2,000,000.00 PROFESSIONAL/E&O $ 1,000,000.00 A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) $ In ANY AUTO SCHEDULED BODILY INJURY (Per person) $ • ■ AUTOS BODILY INJURY (Per accident) PROPERTY DAMAGE (Per accident) $ $ AOWNE ONLY •HIRED NON -OWNED AUTOS ONLY AUTOS ONLY $ • UMBRELLA LIAB • OCCUR • EXCESS LIAB II CLAIMS -MADE N / A EACH OCCURRENCE $ AGGREGATE $ • DED • RETENTION$ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N ■ PER ■ OTH- STATUTE • ER E.L. EACH ACCIDENT $ $ ANY PROPRIETOR/PARTNER/EXECUTIVT-1 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - EA EMPLOYE E.L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) CERTIFICATE HOLDER IS ALSO ADDITIONAL INSURED. INSURANCE IS PRIMARY AND NON-CONTRIBUTORY CERTIFICATE HOLDER CANCELLATION SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY 819 NW 2nd Avenue, 3rd floor, Miami, FL.33136 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) QF ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD James McQueen Executive Director Southeast Overtown/Park West Community Redevelopment Agency 819 N.W. 2nd Avenue, 3' Floor Miami, Florida 33136 RE: Grant Agreement and Insurance Coverage Mr. McQueen, This correspondence serves to advise you that Florida Film House International Inc. ("Florida Film House International Inc:') does not employ four (4) or more individuals, and in turn, is not required to obtain workers' compensation coverage. Additionally, the Corporation does not maintain automobile insurance coverage given that the Corporation neither owns an automobile, nor utilizes automobiles that are hired, borrowed, or otherwise non -owned. Should you have any questions or requite additional informon, please feel free to contact my office. 4/3 i %23 fjr«s-e Marco (Mall) Mali of P AS' fi -1•iNw .lT-c, 1 Florida Film House Inter Inc Grant Agree Film Festival 2023 Final Audit Report 2023-09-06 Created: 2023-09-06 By: Antonette English (aenglish@miamigov.com) Status: Signed Transaction ID: CBJCHBCAABAAJODK1hed8r56PfX0k3yHke-INEpg3wC1 "1 Florida Film House Inter Inc Grant Agree Film Festival 2023" History t Document created by Antonette English (aenglish@miamigov.com) 2023-09-06 - 1:40:03 PM GMT- IP address: 138.43.105.128 04. Document emailed to marcomall@me.com for signature 2023-09-06 - 1:42:18 PM GMT t Email viewed by marcomall@me.com 2023-09-06 - 2:29:16 PM GMT- IP address: 104.28.57.244 - Signer marcomall@me.com entered name at signing as Marco Molinet 2023-09-06 - 2:29:58 PM GMT- IP address: 107.115.227.8 t50 Document e-signed by Marco Molinet (marcomall@me.com) Signature Date: 2023-09-06 - 2:30:00 PM GMT - Time Source: server- IP address: 107.115.227.8 Document emailed to blafloridafilmhouse@gmail.com for signature 2023-09-06 - 2:30:03 PM GMT n Email viewed by blafloridafilmhouse@gmail.com 2023-09-06 - 2:30:12 PM GMT- IP address: 74.125.214.128 %a Signer blafloridafilmhouse@gmail.com entered name at signing as BLADEMIL GRULLON 2023-09-06 - 2:31:56 PM GMT- IP address: 70.131.191.74 Document e-signed by BLADEMIL GRULLON (blafloridafilmhouse@gmail.com) Signature Date: 2023-09-06 - 2:31:58 PM GMT - Time Source: server- IP address: 70.131.191.74 Document emailed to roxannecjackson@gmail.com for signature 2023-09-06 - 2:32:01 PM GMT ea Adobe Acrobat Sign Email viewed by roxannecjackson@gmail.com 2023-09-06 - 2:32:02 PM GMT- IP address: 72.14.199.3 Signer roxannecjackson@gmail.com entered name at signing as Roxanne Jackson 2023-09-06 - 2:46:20 PM GMT- IP address: 174.228.167.135 Document e-signed by Roxanne Jackson (roxannecjackson@gmail.com) Signature Date: 2023-09-06 - 2:46:22 PM GMT - Time Source: server- IP address: 174.228.167.135 74. Document emailed to fgomez@miamigov.com for signature 2023-09-06 - 2:46:26 PM GMT t Email viewed by fgomez@miamigov.com 2023-09-06 - 4:31:19 PM GMT- IP address: 163.120.80.16 Signer fgomez@miamigov.com entered name at signing as Francisco Gomez 2023-09-06 - 4:32:49 PM GMT- IP address: 163.120.80.16 Document e-signed by Francisco Gomez (fgomez@miamigov.com) Signature Date: 2023-09-06 - 4:32:51 PM GMT - Time Source: server- IP address: 163.120.80.16- Signature captured from device with phone number XXXXXXX3372 Q Agreement completed. 2023-09-06 - 4:32:51 PM GMT Fi Adobe Acrobat Sign