HomeMy WebLinkAbout19203 Exhibit BGRANT AGREEMENT BETWEEN SOUTHEAST
OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT
AGENCY
AND
SIXTH STREET MIAMI PARTNERS LLC
This GRANT FUNDING AGREEMENT (This "Agreement") is entered into this
day of , 2026 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 ("SEOPW CRA"), with principal address at 819 N.W. 2nd
Avenue, 3rd Floor, Miami, Florida 33136, and Sixth Street Miami Pal tilers LLC, a Foreign Limited
Liability Company authorized to conduct business in the State of Florida, with principal address
at 2200 Biscayne Boulevard, Miami, Florida 33137 ("RECIPIENT"). The SEOPW CRA and the
RECIPIENT may each be referred to as a "Party" and may collectively be referred to as the
"Parties."
RECITALS
WHEREAS, on April , 2026, pursuant to Resolution No. CRA-R-26- , attached and
incorporated herein as Exhibit "A," the SEOPW CRA allocated Three Million Five Hundred Thousand
Dollars ($3,500,000.00) ("Funds") to RECIPIENT which includes full interior Class A buildout of a
convention center on the 7th Floor of the Gale Miami Hotel and Residences, consisting of
approximately 42,000 square feet of space, of the property located at 159 N.E. 6th Street, Miami,
Florida 33132 ("Property"); and
WHEREAS, the SEOPW CRA agrees to enter into this Agreement with the RECIPIENT
to set forth the terms and conditions relating to the use of the Funds by the RECIPIENT.
NOW, THEREFORE, in consideration of the mutual covenants and promises herein
contained, the Parties agree as follows:
TERMS
1. RECITALS: The recitals are true and correct and are hereby incorporated into and made
a part of this Agreement.
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2. TERM: The term of this Agreement shall commence on the Effective Date and shall
continue until the expiration of the SEOPW CRA from the Effective Date. The Effective Date
shall be the date the Clerk of the SEOPW CRA Board executes this Agreement. If necessary,
RECIPIENT may submit a written request for an extension to the Executive Director for up to
Twenty -Four (24) additional months, which the Executive Director may grant or deny in his or
her sole and absolute discretion.
3. GRANT OF FUNDS: Subject to the terms and conditions set forth herein and
RECIPIENT'S compliance with all of its obligations hereunder, the SEOPW CRA hereby agrees
to make available to the RECIPIENT the Funds to be used for the purpose(s), full interior Class A
buildout of a convention center , and activity(ies) (as defined in Exhibit "B," attached and
incorporated), and as disbursed in the manner hereinafter provided.
4. USE OF FUNDS: The Funds shall be used by the RECIPIENT as described in the Scope
of Work and Proposed Budget, attached and incorporated herein as Exhibit "B."
5. DISBURSEMENT OF FUNDS:
A. The SEOPW CRA shall allocate Funds to the RECIPIENT in the total amount not to
exceed Three Million Five Hundred Thousand Dollars ($3,500,000.00) ("Funds").
Payment shall be made on a reimbursement basis, or directly to Recipient, in
accordance with the schedule as set forth in Exhibit "C," attached and incorporated,
and submission of a Request for Payment Form, attached and incorporated as Exhibit
"D.
B. The RECIPIENT shall provide the SEOPW CRA an Open Permit and Closed Permit
and Release of Lien, for the activities described in the Scope of Work, attached and
incorporated as Exhibit "B."
C. The RECIPIENT shall provide the SEOPW CRA with a Request for Payment Form,
attached and incorporated as Exhibit "D," prior to any disbursement of funds by the
SEOPW CRA. Prior to any disbursement of funds by the SEOPW CRA, the
RECIPIENT will need to provide a valid and executed W-9 form and completed
(ACH) Authorization Form, as applicable. The SEOPW CRA may reject a Request
for Payment Form if it is completed or submitted incorrectly or without appropriate
supporting documentation.
D. RECIPIENT shall not be entitled, nor shall they be able to claim any right to any
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remaining, unused, or unspent Funds at the time of the termination, expiration, or
cancellation of this Agreement and any extensions thereto. Upon termination,
expiration, or cancellation of this Agreement and any extensions thereto, the
SEOPW CRA shall pay to RECIPIENT compensation for any pending invoices
which have been submitted to the SEOPW CRA prior to the effective date of
termination or expiration of this Agreement, and any extensions thereto.
6. COMPLIANCE WITH POLICIES AND PROCEDURES: RECIPIENT understands
that the use of the Funds is subject to specific reporting, record keeping, administrative and
contracting guidelines, audit, and other requirements affecting the activities being funded for the
Scope of Work. RECIPIENT covenants and agrees to comply with such requirements and
represents and warrants to the SEOPW CRA that the Funds shall be used in accordance with all
of the requirements, terms and conditions contained therein, as the same may be amended during
the term hereof. Without limiting of the foregoing, RECIPIENT represents and warrants that it
will comply with, and the Funds will be used in accordance with, all applicable federal, state, and
local codes, laws, rules and regulations.
7. RECORDS. INSPECTIONS. REPORTS/AUDITS AND EVALUATION: To the
extent required by law, the Inspection and Audit provisions set forth in Sections 18-101 and 18-
102 of the Code of the City of Miami, Florida, as amended ("City Code"), are deemed as being
incorporated by reference herein and additionally apply to this Agreement. The SEOPW CRA
shall have the right to conduct audits of RECIPIENT'S records pertaining to the Funds and that
reasonable times, and for a period of up to three (3) years following the termination of this
Agreement, audit, or cause to be audited, those books and records of the RECIPIENT which are
related to RECIPIENT'S performance under this Agreement. RECIPIENT agrees to maintain all
such books and records at its principal place of business for a period of three (3) years after final
payment is made under this Agreement. The SEOPW CRA may also, and the RECIPIENT shall
permit, the SEOPW CRA and other persons duly authorized by the SEOPW CRA to inspect all
Agreement records, facilities, goods, and activities of the RECIPIENT which are in any way
connected to the activities undertaken pursuant to the terms of this Agreement, and/or interview
any clients, employees, subcontractors or assignees of the RECIPIENT as requested by the
SEOPW CRA. At the request of the SEOPW CRA, the RECIPIENT shall transmit to the SEOPW
CRA written statements of the RECIPIENT's official policies on specified issues relating to the
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RECIPIENT's activities.
RECIPIENT understands, acknowledges, and agrees that:
a) The SEOPW CRA must meet certain record keeping and reporting requirements with
regard to the Funds and that in order to enable the SEOPW CRA to comply with its
record keeping and reporting requirements, RECIPIENT shall maintain all records
as required by the SEOPW CRA; and
b) At the SEOPW CRA's request, and no later than thirty (30) calendar days thereafter,
RECIPIENT shall deliver to the SEOPW CRA such reports and written statements
relating to the use of the Funds as the SEOPW CRA may require from time to time;
and
c) All costs and expenses of the activities described in the attached and incorporated
Exhibit "B" shall be at actual cost with no markups; and
d) RECIPIENT'S failure to comply with these requirements or the receipt or discovery
(by monitoring, evaluation, or audit) 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 and the immediate
reimbursement to the SEOPW CRA of any and all funds or amounts disbursed
pursuant to this Agreement.
RECIPIENT represents and warrants to the SEOPW CRA that: (i) RECIPIENT and all of
RECIPIENT'S contractors possesses all qualifications, licenses and expertise required for the
performance of the Scope of Work; (ii) it is not delinquent in the payment of any sums due to the
SEOPW CRA, including payment of permit fees, occupational licenses, etc., nor in the
performance of any obligations to the SEOPW CRA; and (iii) all personnel, agents, and contractors
assigned to perform the Scope of Work are and shall be, at all times during the term hereof, fully
qualified and trained to perform the tasks assigned.
8. COMPLIANCE WITH FEDERAL. STATE AND LOCAL LAWS: RECIPIENT
understands that agreements between private entities and local governments are subject to certain
laws, codes, rules and regulations, including, without limitation, laws pertaining to public records,
conflict of interest, record keeping, etc. The Parties agree to comply with and observe all applicable
laws, codes and ordinances as they may be amended from time to time.
9. INDEMNIFICATION: To the maximum extent permitted by law, each party shall
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indemnify, defend, and hold harmless the other party and its officials, officers, employees, and
agents from and against third -party claims to the extent caused by the indemnifying party's
negligence or willful misconduct in connection with this Agreement. This Section shall be
construed in accordance with, and limited by, §725.06, Fla. Stat., as applicable to
construction -related contracts. In no event shall either party be liable for consequential, incidental,
special, or punitive damages.
10. REVERSION OF ASSETS: Upon the expiration, termination, or cancellation of this
Agreement and any extensions thereto, any unspent Grant funds shall immediately revert to the
possession and ownership of the SEOPW CRA and RECIPIENT shall immediately transfer to the
SEOPW CRA all unused Grant funds at the time of such expiration, termination, or cancellation.
11. DEFAULT: Notwithstanding anything in this Agreement to the contrary, the SEOPW
CRA shall not declare a default unless it first provides RECIPIENT with written notice describing
the alleged default, after which RECIPIENT shall have ten (10) Business Days to cure any
monetary default and thirty (30) calendar days to cure any non -monetary default, with such
thirty -day period automatically extended for up to an additional sixty (60) calendar days (not to
exceed ninety (90) days in the aggregate) if RECIPIENT commences cure within the initial period
and diligently prosecutes the cure to completion; further, RECIPIENT shall not be required to
repay, refund, or return any Grant Funds that were properly expended on eligible costs in
accordance with the approved Scope of Work and Budget prior to the expiration of the applicable
cure period. Upon the occurrence of any uncured default (other than a default relating solely to
Community Benefits under Section 15 or Exhibit "G"), the SEOPW CRA's remedies shall be
strictly limited to withholding future, undisbursed Grant Funds and/or terminating this Agreement
on a prospective basis only, provided that the SEOPW CRA shall remain obligated to pay
Recipient for all eligible costs properly incurred and documented prior to the effective date of
termination; and with respect to any alleged default relating to Community Benefits, the SEOPW
CRA's sole and exclusive remedy shall be specific performance, and the SEOPW CRA shall have
no right to impose monetary penalties, offset or reduce previously disbursed funds, or require
repayment or recapture of any Grant Funds properly expended on eligible costs already approved.
12. SEOPW CRA'S TERMINATION RIGHTS: The SEOPW CRA shall have the right to
terminate this Agreement, in its sole discretion, at any time, by giving written notice to
RECIPIENT at least thirty (30) business days prior to the effective date of such termination. In
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such event, the SEOPW CRA shall pay RECIPIENT compensation for any pending invoices which
have been submitted to the SEOPW CRA prior to the effective date of termination. In no event
shall the SEOPW CRA be liable to RECIPIENT for any additional compensation, other than that
provided herein, or for any consequential or incidental damages.
13. REMEDIES FOR NONCOMPLIANCE: In the event of noncompliance or a notice of
termination is issued for this Agreement, it shall be in writing to the RECIPIENT, who shall be
paid for those costs during construction prior to the date of its receipt to the notice of termination.
In no case, however, shall the SEOPW CRA pay the RECIPIENT an amount in excess of the total
sum provided by this Agreement.
It is hereby understood by and between the SEOPW CRA and the RECIPIENT that any
payment made in accordance with this Agreement to the RECIPIENT shall be made only if the
RECIPIENT is not in default under the terms of this Agreement. If the RECIPIENT is in default,
the SEOPW CRA shall not be obligated and shall not pay to the RECIPIENT any sum whatsoever.
If the RECIPIENT fails to comply with any term of this Agreement, the SEOPW CRA may take
one or more of the following courses of action:
(1) Temporarily withhold cash payments pending correction of the deficiency by the
RECIPIENT;
(2) Disallow (that is, deny both the use of funds) for all or part of the cost of the activity
or action not in compliance;
(3) Wholly or partially suspend or terminate the current Funds awarded to the
RECIPIENT; or
(4) Seek specific performance as to any of the community benefits initiative.
14. MARKETING: RECIPIENT shall consult with the Executive Director, or his or her
designee, regarding all uses and displays of the recognition of the SEOPW CRA. The SEOPW
CRA shall have the right to approve the form and placement of all acknowledgements, which
approval shall not be unreasonably withheld. While work on the Property is underway, and after
completion the RECEIPIENT shall provide signage recognizing the contributions of the SEOPW
CRA to the buildout and construction of a portion of the Property.
15. COMMUNITY BENEFITS: As a condition of receiving the Funds, the RECIPIENT
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agrees to provide defined community benefits that directly support economic development,
workforce advancement, local hiring, and community engagement goals within the SEOPW CRA.
Community Benefits" means, collectively, all community benefit obligations described in Section
15 of this Agreement, including, without limitation: (i) The obligation to host, sponsor, or
facilitate at least ten (10) Community Events each Annual Fiscal Year; (ii) The Vendor
Participation obligations favoring Local Vendors; (iii)The Annual Christmas Giving obligations;
(iv) The Local Hiring obligations during both the construction and operations phases of the
Project; and (v) The Workforce Development Program Participation obligations in collaboration
with Transition Inc. and/or Circle of Brotherhood as more particularly described in Exhibit "G"
in the Community Benefits Requirements and Plan.
16. INSURANCE: The required Insurance, as approved by the SEOPW CRA, shall be
provided by the RECIPIENT and all such proof shall be attached and incorporated as Exhibit "F"
to this Agreement. Those entities/individuals required to be listed as additional insured by the
shall be included on all insurance certificates and furnished by the RECIPIENT.
RECIPIENT shall, at all times during the term hereof, maintain insurance coverage in
accordance with Exhibit "F," attached and incorporated by this reference. All such insurance,
including renewals, shall be subject to the approval of the SEOPW CRA 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 during the performance of the services under this contract. Recipient shall require its
contractors to comply with the insurance requirements applicable under this section. Execution of
this Agreement is contingent upon the receipt and approval by the SEOPW CRA of proper
insurance documents from the RECIPIENT.
17. NONDISCRIMINATION: RECIPIENT represents and warrants to the SEOPW CRA
that RECIPIENT does not and will not engage in discriminatory practices and that there shall be
no discrimination in connection with RECIPIENT's performance under this Agreement on
account of race, color, sex, religion, age, handicap, marital status or national origin. RECIPIENT
further covenants that no otherwise qualified individual shall, solely by reason of his/her race,
color, sex, religion, age, handicap, marital status or national origin, be excluded from participation
in, be denied services, or be subject to discrimination under any provision of this Agreement.
18. ASSIGNMENT: This Agreement shall not be assigned by RECIPIENT except as stated
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herein, in whole or in part, without the prior written consent of the SEOPW CRA, which may not
be withheld or conditioned, or unreasonably delayed in the SEOPW CRA's. Recipient may
collaterally assign its rights to receive grant proceeds and related rights to any construction or
permanent lender without SEOPW CRA's consent. The SEOPW CRA shall execute commercially
reasonable estoppels, consents, and notices of default to such lender, affording lender the right
(but not the obligation) to cure RECIPIENT defaults within the applicable cure periods."
19. CERTIFICATIONS REGARDING DEBARMENT. SUSPENSION. AND OTHER
RESPONSIBILITY MATTERS: RECIPIENT certifies to the best of its knowledge and belief
that it and its principals and contractors:
a) Are not presently debarred, suspended, proposed for debarment, declared ineligible,
or voluntarily excluded from covered transactions by any Federal, State, or local
agency; and
b) Have not within a three (3) year period preceding the adoption of the Resolution,
attached and incorporated as Exhibit "A," as applicable, been convicted of or had a
civil judgement rendered against them for the commission of fraud or a criminal
offense in connection with obtaining, attempting to obtain, or performing a public
(Federal, State, or local) transaction or contract under a public transaction; violation
of Federal or State antitrust statutes or falsification or destruction of records, making
false statements, or receiving stolen property; and
c) Are not presently indicted for or otherwise criminally or civilly charged by a
government entity (Federal, State, or local) with commission of any of the offenses
enumerated in paragraph 16.b of this certification; and
d) Have not within a three (3) year period preceding the adoption of the Resolution,
attached and incorporated as Exhibit "A," as applicable, had one or more public
transactions (Federal, State, or local) terminated for cause or default.
Where the prospective primary participant is unable to certify to any of the statements in
this certification, such prospective participant shall submit an explanation to the SEOPW CRA
and the SEOPW CRA shall have the right to, in the SEOPW CRA's sole discretion, to not enter
into or terminate this Agreement.
20. NOTICES: All notices or other communications required under this Agreement shall be
in writing and shall be given by hand -delivery or by registered or certified U.S. Mail, return receipt
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requested, addressed to the other party at the address indicated herein or to such other address as
a party may designate by notice given as herein provided. Notice shall be deemed given on the day
on which personally delivered; or, if by mail, on the fifth day after being posted or the date of
actual receipt, whichever is earlier.
RECIPIENT
Sixth Street Miami Partners LLC.
159 NE 6th Street Miami, Florida
33132
Attn: Jefferson Brackin, Authorized
Representative
With copies to:
SEOPW CRA
SEOPW CRA Redevelopment
District Community
Redevelopment Agency
819 NW 2nd Avenue, 3rd Floor
Miami, Florida 33136
Attn: James D. McQueen, Executive
Director
With copies to:
21. PUBLIC RECORDS: Pursuant to the provisions of Section 119.0701. Florida Statutes,
RECIPIENT must comply with the Florida public records laws, specifically the RECIPIENT
must:
A. Keep and maintain public records that ordinarily and necessarily would be required
by the public agency in order to perform the service.
B. Provide the public with access to public records on the same terms and conditions
that the public agency would provide the records and at a cost that does not exceed
the cost provided in this chapter of the Florida Statutes or as otherwise provided by
law.
C. Ensure that public records that are exempt or confidential and exempt from public
records disclosure requirements are not disclosed except as authorized by law.
D. Meet all requirements for retaining public records and transfer, at no cost, to the
SEOPW CRA all public records in possession of the RECIPIENT upon termination
of the contract and destroy any duplicate public records that are exempt or
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confidential and exempt from public records disclosure requirements.
E. All records stored electronically must be provided to the SEOPW CRA in a format
that is compatible with the information technology systems of the SEOPW CRA.
IF THE RECIPIENT HAS QUESTIONS REGARDING THE APPLICATION OF
CHAPTER 119, FLORIDA STATUTES, TO THE RECIPIENT'S DUTY TO PROVIDE
PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN
OF PUBLIC RECORDS AT 305-679-6801 AND AT 819 N.W. 2ND AVENUE, 3RD
FLOOR, MIAMI, FL 33136.
22. CONFLICT OF INTEREST: RECIPIENT has received copies of, and/or is familiar
with, the following provisions regarding conflict of interest in the performance of this Agreement
by RECIPIENT. RECIPIENT covenants, represents and warrants that it will comply with all such
conflict of interest provisions including, but not limited to:
(a) the Code of the City of Miami, Florida, Chapter 2, Article V; and
(b) Miami -Dade County Code, Section 2-11.1.
23. GOVERNING LAW, VENUE, AND FEES: This Agreement shall be construed and
enforced according to the laws of the State of Florida. Venue in all proceedings shall be in a
court of competent jurisdiction in Miami -Dade County, Florida and the Parties explicitly agree to
the use of this venue. The term "proceedings" shall include, but not be limited to, all meetings to
resolve the dispute, including voluntary arbitration, mediation, or other alternative dispute
resolution mechanism. The Parties both waive any defense that venue in Miami -Dade County is
not convenient. In any civil action or other proceedings between the Parties arising out of the
Agreement, each party shall bear its own attorney's fees.
24. WAIVER OF JURY TRIAL: NEITHER THE RECIPIENT, NOR ANY ASSIGNEE,
SUCCESSOR, HEIR OR PERSONAL REPRESENTATIVE OF THE RECIPIENT, NOR ANY
OTHER PERSON OR ENTITY, SHALL SEEK A JURY TRIAL IN ANY LAWSUIT,
PROCEEDING, COUNTERCLAIM OR ANY OTHER LITIGATION PROCEDURE BASED
UPON OR ARISING OUT OF ANY OF THE AGREEMENT AND/OR ANY
MODIFICATIONS, OR THE DEALINGS OR THE RELATIONSHIP BETWEEN OR AMONG
SUCH PERSONS OR ENTITIES, OR ANY OF THEM. NEITHER THE RECIPIENT, NOR
ANY OTHER PERSON OR ENTITY WILL SEEK TO CONSOLIDATE ANY SUCH ACTION
IN WHICH A JURY TRIAL HAS BEEN WAIVED WITH ANY OTHER ACTION. THE
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PROVISIONS OF THIS PARAGRAPH HAVE BEEN FULLY DISCUSSED BY THE
PARTIES HERETO, AND THE PROVISIONS HEREOF SHALL BE SUBJECT TO NO
EXCEPTIONS. NO PARTY TO THIS AGREEMENT HAS IN ANY MANNER AGREED
WITH OR REPRESENTED TO ANY OTHER PARTY THAT THE PROVISIONS OF THIS
PARAGRAPH WILL NOT BE FULLY ENFORCED IN ALL INSTANCES.
25. MISCELLANEOUS PROVISIONS:
A. Title and paragraph headings are for convenient reference and are not a part of this
Agreement.
B. 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.
C. 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
control.
D. Should any provision, paragraph, sentence, word or phrase 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 or the SEOPW
CRA, such provision, paragraph, sentence, word or phrase shall be deemed modified
to the extent necessary in order to conform with such laws, or if not modifiable, then
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 or
limitation of its use.
26. NON-DELEGABILITY: The obligations undertaken by the RECIPIENT pursuant to this
Agreement shall not be delegated or assigned to any other person or firm, in whole or in part,
without the SEOPW CRA's prior written consent, which may be withheld in the SEOPW CRA's
sole discretion.
27. SUCCESSORS AND ASSIGNS: This Agreement shall be binding upon the parties
hereto, their heirs, executors, legal representatives, successors, or assigns.
28. INDEPENDENT CONTRACTOR: RECIPIENT, its contractors, subcontractors,
employees, and agents 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 SEOPW CRA, or any
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rights generally afforded its employees; further, they shall not be deemed entitled to Florida
Workers' Compensation benefits as employees of the SEOPW CRA.
29. NO THIRD -PARTY BENEFICIARY RIGHTS: No provision of this Agreement shall,
in any way, inure to the benefit of any third parties so as to constitute any such third party a
beneficiary of this Agreement, or of anyone or more of the terms hereof, or otherwise give rise to
any cause of action in any party not a party hereto.
30. CONTINGENCY CLAUSE: Funding for this Agreement is contingent on the availability
of funds and continued authorization for program activities and the Agreement is subject to
amendment or termination due to lack of allocated and available funds, reduction or
discontinuance of funds or change in laws, codes, rules, policies or regulations, upon thirty (30)
calendar days' notice.
31. RECIPIENT CERTIFICATION: The RECIPIENT certifies that it possesses the legal
authority to enter into this Agreement pursuant to authority that has been duly adopted or passed
as an official act of the RECIPIENT's governing body, authorizing the execution of this
Agreement, including all understandings and assurances contained herein, and directing and
authorizing the person identified as the official representative of the RECIPIENT to act in
connection with this Agreement and to provide such information as may be requested. The
aforementioned authorization for the RECIPIENT is attached and incorporated as Exhibit"F."
32. AUTHORITY: Each person signing this Agreement represents and warrants that he or
she is duly authorized and has legal capacity to execute and deliver this Agreement. Each parry
represents and warrants to the other that the execution and delivery of the Agreement and the
performance of such parry's obligations and the certifications hereunder have been duly authorized
and that the Agreement is valid and legal agreement binding on such party and enforceable in
accordance with its terms.
33. CONSTRUCTION: 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.
34. ENTIRE AGREEMENT: This instrument and its attachments constitute the sole and
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entire agreement between the parties relating to the subject matter hereof and correctly sets forth
the rights, duties, and obligations of each to the other as of its date. Any prior agreements,
promises, negotiations, or representations not expressly set forth in this Agreement are of no force
or effect. No modification or amendment hereto shall be valid unless in writing and executed by
properly authorized representatives of the parties hereto.
35. ACKNOWLEDGEMENT: The Parties expressly acknowledge that each has read and
understand each and every provision in this Agreement and have had the opportunity to seek the
advice and representation of independent counsel. Furthermore, the Parties expressly
acknowledge that this Agreement is entered into in good faith and was not obtained by fraud,
misrepresentation, or deceit.
36. COUNTERPARTS AND ELECTRONIC SIGNATURES: This Agreement may be
executed in any number of counterparts, each of which so executed shall be deemed to be an
original, and such counterparts shall together constitute but one and the same Agreement. The
parties shall be entitled to sign and transmit an electronic signature of this Agreement (whether
by facsimile, PDF or other email transmission), which signature shall be binding on the party
whose name is contained therein. Any party providing an electronic signature agrees to promptly
execute and deliver to the other parties an original signed Agreement upon request.
37. ANTI -HUMAN TRAFFICKING AFFIDAVIT: RECIPIENT confirms and certifies
that it is not in violation of Section 787.06, Florida Statutes, and that it does not and shall not use
"coercion" for labor or services as defined in Section 787.06, Florida Statutes. RECIPIENT shall
execute and submit to the SEOPW CRA an Affidavit in compliance with Section 787.06(13),
Florida Statutes, attached and incorporated hereto as Attachment "A." If RECIPIENT fails to
comply with the terms of this Section, the SEOPW CRA may suspend or terminate this Agreement
immediately, without prior notice, and in no event shall the SEOPW CRA be liable to
RECIPIENT for any consequential or incidental damages.
[Page intentionally left blank; Signature page to follow]
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IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
executed by their respective officials thereunto duly authorized on the Effective Date.
"SEOPW CRA"
SOUTHEAST OVERTOWN/PARK WEST
COMMUNITY REDEVELOPMENT
AGENCY, a public agency and body corporate
created pursuant to Section 163.356, Florida
Statutes
By:
James D. McQueen
Executive Director
APPROVED AS TO LEGAL SUFFICIENCY:
By:
Vincent T. Brown, Esq.
Staff Counsel
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
)
) SS:
The foregoing instrument was acknowledged before me by means of ❑ physical presence
or ❑ online notarization, this day of , 20 by James D. McQueen,
Executive Director of the SOUTHEAST OVERTOWN/PARK WEST COMMUNITY
REDEVELOPMENT AGENCY, a public agency and body corporate, created pursuant to
Section 163.356, Florida Statutes, and such individual is ❑ personally known to me or ❑ has
produced as identification.
Notary Public, State of
Print Name:
Title:
Commission No.
(If any)
My Commission Expires:
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" RECIPIENT"
SIXTH STREET MIAMI PARTNERS
LLC, a Foreign Limited Liability
Company authorized to conduct business
in the State of Florida
By:
Jefferson Brackin
Authorized Representative
ATTEST:
By:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
)
)
) SS:
The foregoing instrument was acknowledged before me by means of ❑ physical presence
or ❑ online notarization, this day of , 20 by Jefferson Brackin,
Authorized Representative of SIXTH STREET MIAMI PARTNERS LLC, a Foreign Limited
Liability Company authorized to conduct business in the State of Florida, and such individual is
❑ personally known to me or ❑ has produced as identification.
Notary Public, State of
Print Name:
Title:
Commission No.
(If any)
My Commission Expires:
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EXHIBIT A
RESOLUTION CRA-R-26-
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EXHIBIT B
SCOPE OF WORK AND BUDGET
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EXHIBIT C
A. The grant funding under this Agreement shall be $3,500,000.00.
B. All payments shall be for construction buildout provided only during the term of this
Agreement and in compliance with the previously approved Scope of Work and Budget
(Exhibit B).
C. Requests for payment should be made should be submitted to the SEOPW CRA in no more
than two requests. RECIPIENT may enroll in Direct Payment with the SEOPW CRA. The
SEOPW CRA can provide additional information for the RECIPIENT to enroll in Direct
Payment.
D. Each written request for payment shall contain a statement declaring and affirming that the
project was completed in accordance with the approved Scope of Work and Budget. All
documentation in support of each request shall be subject to review and approval by the
SEOPW CRA at the time the request is made.
E. All expenditures must be verified with a copy of the original invoice and a copy of a check
or other form of payment which was used to pay that specific invoice. In the event that an
invoice is paid by various funding sources, the copy of the invoice must indicate the exact
amount (allocation) paid by various funding sources equaling the total of the invoice. No
miscellaneous categories shall be accepted as a line -item budget.
F. The RECIPIENT must submit the final request for payment to the SEOPW CRA.
G. Any payment due under this Agreement may be withheld pending the receipt and approval
by the SEOPW CRA of all reports due from the RECIPIENT as a part of this Agreement
and any modifications thereto.
H. During the term hereof and for a period of three (3) years following the date of the last
payment made hereunder, the SEOPW CRA shall have the right to review and audit the
time records and related records of the RECIPIENT pertaining to any payments by the
SEOPW CRA.
Page 18 of 31
Date:
EXHIBIT D
REQUEST FOR PAYMENT FORM
Send to:
SEOPW CRA Redevelopment District
Community Redevelopment Agency
819 N.W. 2nd Avenue, 3rd Floor
Miami, Florida 33136
Attn: James D. McQueen,
Executive Director
Program/Project Title: Convention Center Hotel Buildout
Recipient's Name: Sixth Street Miami Partners LLC
Recipient's Address: 159 N.E. 6th St
Miami, Florida 33136
I hereby request payment in the amount of $
the Activity/Services provide below.
Invoice Number:
for expenses incurred in relation to
Recipient
Description
Amount
TOTAL: $
I certify that the Project Construction and buildout was completed in accordance to the approved
Project and any mutual amendments thereto as described in the Grant Agreement and that expenses
were incurred in the provision of said Activity/Service.
Authorized Representative Type Name
Signature
Date
Title
Page 19 of 31
*Payment shall be made within forty-five (45) calendar days after receipt of Recipient's proper invoice, as that term
is defined by the Local Government Prompt Payment Act, Section 218.70, et. seq., Florida Statutes, which shall be
accompanied by sufficient supporting documentation and contain sufficient detail, to allow a proper audit of
expenditures, should SEOPW CRA require one to be performed.
Page 20 of 31
EXHIBIT E
RECIPIENT'S CORPORATE RESOLUTION
Page 21 of 31
EXHIBIT F
INSURANCE REQUIREMENTS
Page 22 of 31
INSURANCE REQUIREMENTS RECIPIENT
SIXTH STREET MIAMI PARTNERS LLC
Page 23 of 31
INSURANCE REQUIREMENTS
CONSTRUCTION REQUIREMENTS
SIXTH STREET MIAMI PARTNERS LLC
Page 24 of 31
EXHIBIT G
COMMUNITY BENEFITS REQUIREMENT AND PLAN
This Community Benefits Plan (this "Community Benefits Plan") is entered into this
day of , 2026 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 ("SEOPW CRA"), with principal address at 819 N.W. 2nd
Avenue, 3rd Floor, Miami, Florida 33136, and Sixth Street Miami Partners LLC, a Foreign Limited
Liability Company authorized to conduct business in the State of Florida, with principal address
at 2200 Biscayne Boulevard, Miami, Florida 33137 ("Recipient"). The SEOPW CRA and the
Recipient may each be referred to as a "Party" and may collectively be referred to as
the "Parties."
As a condition of receiving the Funds, and in furtherance of the SEOPW CRA's public
purpose, the Recipient agrees to comply with the following community benefits obligations, which
collectively constitute the "Community Benefits" required under this Agreement.
Unless otherwise specifically defined herein, all capitalized terms in this Community
Benefits Plan will have the same meaning as provided in the Grant Funding Agreement outlining
the Recipient Terms ("Grant Agreement"). For the avoidance of doubt, Business Days shall mean
Monday through Friday, excluding legal holidays in the SEOPW CRA, Florida. Unless otherwise
identified as Business Days, any reference to days shall refer to calendar days.
1. Purpose. Pursuant to the Grant Agreement, Recipient is required to provide
certain community benefits, including the community benefits listed in Section 15 of the Grant
Agreement. This Community Benefits Plan establishes the community benefits, including the
scope required to be provided by Recipient. For the avoidance of doubt, (A) any obligations of
Recipient contained in this Community Benefits Plan that are also contained elsewhere in any
Grant Agreement shall be required to be satisfied only once, and (B) Recipient shall not be
required to provide any of the community benefits required by this Community Benefits Plan
prior to the Funds disbursement.
2. Defined Community Benefits. Recipient will provide the following
community benefits, as set forth in Section 15 of the Agreement, having a total value of
$
(a) SEOPW CRA use of Convention Center Spaces: Recipient will make
available to the SEOPW CRA at no charge the use of a portion of the Event Space (as
outlined in Exhibit ) for up to 10 SEOPW CRA Use Blocks (as defined below) per fiscal
year on the following terms and conditions:
(i) Recipient shall not be required to make available to the
SEOPW CRA any portion of the building not included in the building in
Page 25 of 31
excess of the portion outlined in Exhibit to host the lesser of (A)
persons and (B) the number of anticipated attendees identified by the
SEOPW CRA in the notice required by paragraph (iv), below;
(ii) The right to use is specific to the SEOPW CRA, may only
be used for non -revenue generating municipal purposes, and may not be
assigned or transferred to any other party;
(iii) The right to use is subject to availability of the space on the
date and time period requested by the SEOPW CRA;
(iv) The SEOPW CRA must give Recipient not less than sixty
(60) days' and not more than one hundred eighty (180) days' prior written
notice of its desire to use the Event Space, which notice must specify the
requested date, time, and length of meeting, and the use, number of people
to use the space, and any ancillary services that are requested (e.g., food
and beverage or audio/visual support, collectively, the "Ancillary
Services");
(v) No Ancillary Services may be utilized by the SEOPW CRA
in connection with its use of the Event Space, except for those Ancillary
Services timely requested by the SEOPW CRA;
(vi) Recipient reserves the right to select the location of the
Event Space to be made available in connection with each such SEOPW
CRA request;
(vii) Recipient reserves the right to identify up to thirty (30)
days each Fiscal Year for which no use or only limited use by the SEOPW
CRA is permitted, and Recipient may change such dates only upon notice
to the SEOPW CRA;
(viii) The SEOPW CRA is responsible for the cost and expense
of any Ancillary Services and parking provided in connection with its use
of the Event Space, provided, however, that the SEOPW CRA will be
entitled to a ten percent (10%) discount from the generally applicable rates
for Ancillary Services and parking; and
(ix) The SEOPW CRA must comply with the generally
applicable rules and regulations established by Recipient from time to time
in connection with the use of Event Space. For purposes hereof, the term
"SEOPW CRA Use Blocks" means periods of time not to exceed twelve
(12) hours on any calendar day.
(b) Re -Entry Program: Recipient will coordinate with existing not -for -profits
(including, but not limited to, an initial outreach to Transition, Inc. and Circle of
Brotherhood, Inc.) to develop and implement a staffing plan for the employment of
returning citizens (i.e., formerly incarcerated individuals) as part of the construction
workforce for the Convention Center Project without materially impacting the cost,
timeline, or risks associated with the development of the Project.
(c) Annual Holiday Giving Program Obligation: Each Fiscal Year during
the Term, Recipient shall support a holiday giving initiative benefiting residents of the
Community Redevelopment Area (the "Holiday Giving Program") by providing either
Page 26 of 31
(A) a monetary contribution of $ to the SEOPW CRA for deposit into a
segregated account and use solely for the Holiday Giving Program, or (B) in -kind
donations of new toys, food, clothing, gift cards, or similar items having an aggregate fair
market value of. The Holiday Giving Program shall be planned and administered by the
SEOPW CRA to serve a broad public purpose within the Community Redevelopment Area.
All contributions under this Section shall be documented and included in the Recipient's
annual report submitted pursuant to Section 4 of this Community Benefits Plan. The Parties
acknowledge and agree that any contributions made pursuant to this Section shall count
toward the total value of Community Benefits required under this Community Benefits
Plan.
(d) Workforce Development Program: Recipient shall, each Fiscal Year
during the Term, participate in and support a workforce development initiative designed to
expand employment opportunities for residents of the Community Redevelopment Area
(the "Workforce Development Program"). Recipient shall collaborate with local workforce
agencies, educational institutions, job training organizations, and community -based
partners to identify, train, and recruit individuals for construction related and operations
related employment associated with the Project. Recipient shall use commercially
reasonable efforts to promote job opportunities to SEOPW CRA residents, including
publicizing available positions, participating in job fairs, providing information regarding
required skills and certifications, and supporting access to training or apprenticeship
pathways necessary for employment. Priority shall be given, to the extent feasible, to
SEOPW CRA residents who are unemployed or underemployed at the time of application.
Recipient shall provide the SEOPW CRA with an annual Workforce Development Report
by October 1 of each Fiscal Year, detailing: (i) job postings issued; (ii) outreach and
recruitment activities conducted; (iii) SEOPW CRA residents hired; (iv) unemployed or
underemployed residents placed into jobs; (v) training, apprenticeship, or certification
programs supported; and (vi) progress toward meeting the Workforce Development
Program objectives. All efforts under this Section shall be credited toward the total value
of Community Benefits under this Community Benefits Plan.
(e) Local Vendor Participation requirement: Recipient shall, each Fiscal
Year during the Term, implement a vendor participation program designed to expand
contracting opportunities for small, disadvantaged, and locally based businesses within the
Community Redevelopment Area (the "Vendor Participation Program"). Recipient shall
annually solicit and engage qualified vendors for goods and services related to the Project
and shall use commercially reasonable efforts to ensure that no less than [ ]% of all
eligible procurement expenditures for such Fiscal Year are awarded to small or
disadvantaged vendors located within the Community Redevelopment Area, and if
unavailable, then within the City of Miami. Recipient shall provide the SEOPW CRA with
an annual report by October 1 of each Fiscal Year, detailing: (i) procurements issued, (ii)
vendors solicited, (iii) vendors selected, (iv) amounts awarded, and (v) compliance with
the required participation goal. All efforts under this Section shall be credited toward the
total value of Community Benefits under this Community Benefits Plan.
(f) Local Labor Workforce Requirement/Local Hiring Obligation:
Page 27 of 31
Recipient shall use commercially reasonable efforts to hire, or cause its contractors and
subcontractors to hire, qualified residents of the Community Redevelopment Area
("SEOPW CRA Residents") for construction related and operations related positions
associated with the Project. Priority shall be given, to the extent feasible, to SEOPW CRA
residents who are unemployed or underemployed at the time of application. Recipient shall
collaborate with local workforce agencies, job training organizations, and community -
based partners to identify eligible SEOPW CRA residents, promote available job
opportunities, and facilitate training, certification, or apprenticeship pathways needed for
participation in the Project's labor workforce. Recipient shall provide the SEOPW CRA
with an annual Local Labor Workforce Report by October 1 of each Fiscal Year, which
shall include: (i) positions filled by SEOPW CRA residents, (ii) identification of
unemployed or underemployed SEOPW CRA residents hired, (iii) workforce outreach
activities, and (iv) efforts undertaken to meet this requirement. All efforts under this section
shall be credited toward the total value of Community Benefits under this Community
Benefits Plan.
(g) Wage Requirements: Recipient, and all contractors and subcontractors
performing work in connection with the Project, shall comply with the wage and benefit
requirements set forth in Section §2-8.9 of the Code of Miami -Dade County, Florida
(the "Code"), including the obligation to pay no less than the County's required Living
Wage to all covered employees, or higher wages and benefits where feasible. Recipient
shall ensure that all covered employees performing services related to the Project are paid
at or above the Living Wage rates established and published by Miami -Dade County for the
applicable fiscal year. Recipient shall maintain sufficient payroll and compliance
documentation to demonstrate adherence to these wage requirements and shall make such
records available to the SEOPW CRA upon request. Compliance under this Section shall be
included in Recipient's annual report and credited toward the total Community Benefits
obligations under this Community Benefits Plan.
3. Monitoring. Commencing 90 days after the Commencement Date and
continuing until Recipient has satisfied all of its obligations under this Community Benefits
Plan, Recipient will provide the Executive Director with an annual written report setting
forth Recipient's progress toward satisfying its obligations under this Community Benefits
Plan.
4. Release of Obligations. Upon expiration and sunset of the SEOPW CRA
in 2042, satisfaction of any of Recipient's obligations under this Community Benefits Plan,
Recipient will have no further obligation to comply with, and will be automatically released
from, such obligation and at the request of Recipient, the Executive Director will execute
and deliver to Recipient recordable instrument reflecting that Recipient is released from
such obligation in form and substance reasonably acceptable to Recipient. Within twenty
(20) Business Days after Recipient's written request of Recipient or any sublessee or
lender, the Executive Director shall be required to execute an estoppel in form and
substance reasonably acceptable to the Executive Director and to Recipient (or sublessee
or lender, as applicable) setting forth the status of Recipient's compliance with such
ongoing obligations.
Page 28 of 31
5. Assignment. Recipient, in its sole and absolute discretion, may assign (a)
all its obligations under this Community Benefits Plan in connection with Recipient's
assignment of all of its rights under the Agreement, or (b) any portion of its obligations
under this Community Benefits Plan related to a specific component of the Project in
connection with Recipient's assignment of its rights under the Agreement to a lessee of
such component of the Project through a bifurcated agreement, in each case, upon written
notice given to the Executive Director. Any such notice of assignment shall indicate: (i)
the name of the assignee and the assignee's contact information, (ii) the portion of
Recipient's obligations under this Community Benefits Plan being assigned, and (iii) any
other terms or provisions applicable thereto and mutually agreed to as between Recipient
and the assignee. Upon the assignment of all Recipient's obligations under this Community
Benefits Plan, the assignee will be solely responsible for satisfying such obligations and
Recipient.
6. Amendments. Upon mutual agreement by the Parties, the Executive
Director, in his or her reasonable discretion, may approve amendments to this Community
Benefits Plan.
[SIGNATURES TO FOLLOW]
Page 29 of 31
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be
executed by their respective officials thereunto duly authorized on the Effective Date.
"SEOPW CRA"
SOUTHEAST OVERTOWN/PARK WEST
COMMUNITY REDEVELOPMENT
AGENCY, a public agency and body corporate
created pursuant to Section 163.356, Florida
Statutes
By:
James D. McQueen
Executive Director
APPROVED AS TO LEGAL SUFFICIENCY:
By:
Vincent T. Brown, Esq.
Staff Counsel
STATE OF FLORIDA
COUNTY OF MIAMI-DADE )
)
) SS:
The foregoing instrument was acknowledged before me by means of ❑ physical presence
or ❑ online notarization, this day of , 20 by James D. McQueen,
Executive Director of the SOUTHEAST OVERTOWN/PARK WEST COMMUNITY
REDEVELOPMENT AGENCY, a public agency and body corporate, created pursuant to
Section 163.356, Florida Statutes, and such individual is ❑ personally known to me or ❑ has
produced as identification.
Notary Public, State of
Print Name:
Title:
Commission No.
(If any)
My Commission Expires:
Page 30 of 31
" RECIPIENT"
SIXTH STREET MIAMI PARTNERS
LLC, a Foreign Limited Liability
Company authorized to conduct business
in the State of Florida
By:
Jefferson Brackin
Authorized Representative
ATTEST:
By:
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
)
)
) SS:
The foregoing instrument was acknowledged before me by means of ❑ physical presence
or ❑ online notarization, this day of , 20 by Jefferson Brackin,
Authorized Representative of SIXTH STREET MIAMI PARTNERS LLC, a Foreign Limited
Liability Company authorized to conduct business in the State of Florida, and such individual is
❑ personally known to me or ❑ has produced as identification.
Notary Public, State of
Print Name:
Title:
Commission No.
(If any)
My Commission Expires:
Page 31 of 31
ATTACHMENT A - ANTI -HUMAN TRAFFICKING AFFIDAVIT
The undersigned affirms, certifies, attests, and stipulates as follows:
1. The entity/individual is a nongovernmental entity authorized to transact business in the State of
Florida (hereinafter, "nongovernmental entity").
2. The nongovernmental entity is either executing, renewing, or extending a contract (including, but
not limited to, any amendments, as applicable) with the SEOPW CRA or one of its agencies,
authorities, boards, trusts, or other SEOPW CRA entity which constitutes a governmental entity
as defined in Section 287.138(1), Florida Statutes (2024). c. The nongovernmental entity is not in
violation of Section 787.06, Florida Statutes (2024), titled "Human Trafficking."
3. The nongovernmental entity does not use "coercion" for labor or services as defined in Section
787.06, Florida Statutes (2024).
Under penalties of perjury, pursuant to Section 92.525, Florida Statutes, I declare the following:
a) I have read and understand the foregoing Anti -Human Trafficking Affidavit and that the facts,
statements and representations provided in Section 1 are true and correct; and
b) I am an officer, a representative, or individual of the nongovernmental entity authorized to
execute this Anti -Human Trafficking Affidavit.
FURTHER AFFIANT SAYETH NAUGHT.
Nongovernmental Entity/Individual:
Name:
Signature:
Office Address:
Title:
Email Address: Main Phone Number:
CERTIFICATE OF AUTHORITY
(IF CORPORATION — INC. — OR LLC)
I HEREBY CERTIFY that at a meeting of the Board of Directors of
, a corporation/LLC organized and existing under
the laws of the State of , held on the _ day of , 20 , a resolution was duly
passed and adopted, authorizing (Name) as (Title) of the
corporation/LLC to execute agreements on behalf of the corporation/LLC and providing that their execution
thereof, attested by the secretary of the corporation/LLC, shall be the official act and deed of the
corporation/LLC.
I further certify that said resolution remains in full force and effect.
IN WITNESS WHEREOF, I have hereunto set my hand this _ day of , 20 .
Secretary:
Print:
NOTARIZATION
STATE OF ) ) SS:
COUNTY OF )
THE FOREGOING INSTRUMENT was acknowledged before me by means of [ ] physical presence or
[ ] online notarization on this day of , 20 , by
as
, on behalf of said entity, who is ( ) personally known to me or ( ) has
produced the following identification
SIGNATURE OF NOTARY PUBLIC,
STATE OF
COMMISSION EXPIRES ON
COMMISSION NO. (IF ANY)
NAME AND TITLE OF NOTARY PUBLIC
(PRINTED, STAMPED OR TYPED)
CERTIFICATE OF AUTHORITY
(IF LIMITED PARTNERSHIP — L.P.)
I HEREBY CERTIFY
that at a meeting of the Board of Directors of
, a partnership organized and existing under the
laws of the State of
duly passed and
(Title)
provides that their execution
partnership.
, held on the day of , 20 , a resolution was
adopted, authorizing (Name) as
of the partnership to execute agreements on behalf of the partnership and
thereof, attested by a partner, shall be the official act and deed of the
I further certify that said partnership agreement remains in full force and effect.
Partner:
Print:
IN WITNESS WHEREOF, I have hereunto set my hand this , day of , 20 .
Names and addresses of bartners:
Name
Street Address
City
State
Zip
NOTARIZATION
STATE OF ) ) SS:
COUNTY OF )
THE FOREGOING INSTRUMENT was acknowledged before me by means of [ ] physical presence or
[ ] online notarization on this
day of , 20 , by as
, on behalf of said entity, who is ( ) personally known to me or ( ) has
produced the following identification
SIGNATURE OF NOTARY PUBLIC,
STATE OF
COMMISSION EXPIRES ON
COMMISSION NO. (IF ANY)
NAME AND TITLE OF NOTARY PUBLIC
CERTIFICATE OF AUTHORITY
(IF JOINT VENTURE)
Joint ventures must submit a joint venture agreement indicating that the person signing this Agreement is
authorized to sign documents on behalf of the joint venture. If there is no joint venture agreement, each
member of the joint venture must sign this Agreement and submit the appropriate Certificate of Authority
(corporate, partnership, or individual).
NOTARIZATION
STATE OF ) ) SS:
COUNTY OF
THE FOREGOING INSTRUMENT was acknowledged before me by means of [ ] physical presence or
[ ] online notarization on this day of , 20 , by as
, on behalf of said entity, who is ( ) personally known to me or ( ) has
produced the following identification
SIGNATURE OF NOTARY PUBLIC,
STATE OF
COMMISSION EXPIRES ON
COMMISSION NO. (IF ANY)
NAME AND TITLE OF NOTARY PUBLIC
CERTIFICATE OF AUTHORITY
(IF INDIVIDUAL OR SOLE MEMBER LLC)
I HEREBY CERTIFY that, I (Name) , individually and doing
business as (d/b/a) (If Applicable) have executed and am
bound by the terms of the Agreement to which this attestation is attached.
IN WITNESS WHEREOF, I have hereunto set my hand this day of , 20 .
Signed:
Print:
NOTARIZATION
STATE OF ) ) SS:
COUNTY OF
THE FOREGOING INSTRUMENT was acknowledged before me by means of [ ] physical presence or
[ ] online notarization on this day of , 20 , by as
, on behalf of said entity, who is ( ) personally known to me or ( ) has
produced the following identification
SIGNATURE OF NOTARY PUBLIC,
STATE OF
COMMISSION EXPIRES ON
COMMISSION NO. (IF ANY)
NAME AND TITLE OF NOTARY PUBLIC