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AGREEMENT INFORMATION AGREEMENT NUMBER 23753 NAME/TYPE OF AGREEMENT NAN MCKAY & ASSOCIATES, INC. DESCRIPTION AMENDMENT NO. 1 TO SUPPLEMENTAL AGREEMENT/CITY'S EMERGENCY RENTAL ASSISTANCE PROGRAM/FILE ID: 8790/R-21-0143/MATTER I D : 21-2658 EFFECTIVE DATE July 28, 2021 ATTESTED BY TODD B. HANNON ATTESTED DATE 1/19/2022 DATE RECEIVED FROM ISSUING DEPT. 1/20/2022 NOTE DOCUSIGN AGREEMENT BY EMAIL DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F f 1.11111111. CITY OF MIAMI DOCUMENT ROUTING FORM ORIGINATING DEPARTMENT: Department of Procurement DEPT. CONTACT PERSON: Aimee Gandarilla EXT. 1906 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: Nan McKay and Associates, Inc. IS THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? TOTAL CONTRACT AMOUNT: $ FUNDING INVOLVED? TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ❑ LICENSE AGREEMENT YES YES ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT NO NO OTHER: (PLEASE SPECIFY) Supplemental Agreement PURPOSE OF ITEM (BRIEF SUMMARY): To execute amendment to supplemental agreement with Nan McKay and Associate Inc. COMMISSION APPROVAL DATE: FILE ID: ENACTMENT NO.: IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING INFORMATION Date PLEASE PRINT AND SIGN DIRECTOR OF PROCUREMENT CHIEF PROCUREMENT OFFICER / PR22040 January 14, 202AnI pp ee�z 13:3b�2 PEST SIGNATURE' �'`— -�"' RISK MANAGEMENT January 18, 2022 Ann -Marie Sharpe I 07:15:4 o I� SIGNATURE: Fro& ad.,vy CITY ATTORNEY Matter 21-2658 January 18, 2022ictor13:W ia. Iv 4e5 EST e—Docusned by SIGNATURE: 'Z�_-- _-- ASSISTANT CITY MANAGER, CHIEF FINANCIAL OFFICER January 19, 2022 Fernando Casamayor I 10: 51: 36 EST SIGNATURE:"' ASSISTANT CITY MANAGER, CHIEF OF OPERATIONS Natasha Colebrook -Williams SIGNATURE: DEPUTY CITY MANAGER Nzeribe Ihekwaba, Ph.D., PE SIGNATURE: CITY MANAGER January 19, 2022 Arthur Noriega V I 13:20:40 EST SIGNATURE: &Au& MInti CITY CLERK January 19, 2022 Todd Hannon I 18:54:21 EUT„ SIGNATURE: c PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F City of Miami Office of the City Attorney Legal Services Request To: Office of the City Attorney From: Charles Johnson Contact Person Sr. Procurement Contracting Officer Title 1 / 14/2022 Date: Procurement Requesting Client (305) 416-1924 Telephone Legal Service Requested: matter 21-2658 - To execute amendment to supplemental agreement with Nan McKay and Associates, Inc. Complete form and forward to the Office of the City Attorney or e-mail to Legal Services. Do not assume that the Office of the City Attorney knows the background of the question and/or issue, such as opinions on the same or similar issues, the existence of relevant memos, correspondence, etc. Please attach to this form and/or e-mail all pertinent information relating to the subject. Once your request has been assigned, an e-mail will be sent to you with the Assigned Attorney's name and the issued matter identification number. All attorneys in the Office of the City Attorney shall fully comply with the Rules Regulating the Florida Bar. For Legal Services requesting an opinion from the Office of the City Attorney: FlIssue opinion in writing. nPublish opinion after issuance. Authorized by: Annie Perez Date response requested by: BELOW PORTION TO BE COMPLETED BY THE OFFICE OF THE CITY ATTORNEY Assigned Attorney: Date: File No. Approved by: Ultimate Client: Comments: D / R Date: Type: Matrix: Category: Copy returned to Requesting Client Copy to Ultimate Client rev. 04/14/2017 DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F AMENDMENT NO. 1 TO THE SUPPLEMENTAL AGREEMENT BY AND BETWEEN THE CITY OF MIAMI, FLORIDA AND NAN MCKAY AND ASSOCIATES, INC. This Amendment No. 1 ("Amendment") to the Supplemental Agreement dated July 28, 2021 ("Agreement"), by and between the City of Miami, a municipal Corporation of the state of Florida ("City"), with its principal address located at 444 S.W. 2nd Avenue, Miami, FL 33130 and Nan McKay and Associates, Inc., a foreign profit corporation authorized to conduct business in the state of Florida ("Nan McKay" or "Consultant"), with its principal address located at 1810 Gillespie Way, Suite 202, El Cajon, CA 92020. RECITALS WHEREAS, pursuant to Resolution No. 21-0143, the City entered into the Agreement with Nan McKay; and WHEREAS, on October 28, 2021, the City accepted Twenty Two Million Seven Hundred Seventy Nine Thousand Three Hundred Seventeen Dollars and Ten Cents ($22,779,317.10) from the United States Department of the Treasury for the City's Emergency Rental Assistance Program ("ERA 2") to provide financial assistance and housing stability to eligible households; and WHEREAS, Nan McKay has proposed to administer the program on the city's behalf for an estimated amount of Eight Hundred Thirty Five Thousand Five Hundred Fifty Dollars ($835,550.00), under the terms and conditions of the Agreement; and NOW, THEREFORE, in consideration of the foregoing, the parties hereby amend the Agreement as follows: TERMS 1. The Consultant's proposal to the City titled "Emergency Rental Assistance Program (ERAP 2)", dated October 6, 2021 is hereby attached as Exhibit "A" to this Amendment. 2. Section 22 of the Agreement is hereby amended by adding the following language: DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F October 1, 2021 — January 31, 2022: Project Director Project Manager Project Supervisor $150 1 Hours Per Week 25 Hours. Per. Month 106.25 4 Months Total 425 $63,750 $95 1 40 170 680 $64,000 $75 1 40 170 680 $51,000 Housing $55 Specialist Call Center Supervisor Call Center Specialist Quality Control Payment Processor Technology Lead Data Analyst $55 $40 40 170 4080 $224,400 170 $55 3 40 170 680 4080 2040 $55 1 40 170 680 $90 1 20 85 340 340 Grand Total: $37,400 $163,200 $112,200 $37,400 $51,000 $30,600 $835 >This project will start October 1, 2021 and end January 31, 2022. >This budget is based on getting approximately 40% of the total ARP funds allocated paid to participants by January 31, 2022. > When additional funds are made available by the treasury, NMA will submit another budget for the additional 60% of the funds to be disbursed. >NMA will bill 1/4th of the total project each month starting November 1 for the month of October. DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F 2. Section 9 of the Agreement, titled Order of Precedence, is hereby deleted in its entirety and replaced with the following language: In case of any contradictions and/or discrepancies between the parts of the Agreement and this Amendment, precedence shall be given in the following decreasing order: (i) This Amendment and its Exhibit; (ii) The Agreement and its Exhibit; (iii) The Purchase Order Terms and Conditions; (iv) The Articles of the Contract, its Amendment, and any amendments thereto without their Exhibits; and, (v) The Exhibits hereto. 3. Section 24, of the Agreement, subsection 1) has been stricken in its entirety and replaced with the following language: 1) Administrative fees will be in an estimated amount of One Million Six Hundred Ninety -Two Thousand Three Hundred Fifty Dollars ($1,692,350.00), consisting of Eight Hundred Fifty - Six Thousand Eight Hundred Dollars ($856,800.00) for ERA 1; Eight Hundred Thirty -Five Thousand Five Hundred Fifty Dollars ($835,550.00) for ERA 2. 4. Section 26, of the Agreement, subsection 1) has been stricken in its entirety and replaced with the following language: Following December 1, 2021, the parties will review productions, processing, and approvals data to assess progress towards the target of committing all funds by January 31, 2022. Both parties agree that based on that assessment if there is evidence that the target will not be met, the parties agree to increase the resources necessary to meet said deadline, subject to further City Commission approval(s). 5. Counterparts; Electronic Signatures: This Amendment may be executed in counterparts, each of which shall be an original as against either party whose signature appears thereon, but all of which taken together shall constitute but one and the same instrument. An executed facsimile or electronic scanned copy of this Amendment shall have the same force and effect as an original. The parties shall be entitled to sign and transmit an electronic signature on this Amendment (whether by facsimile, PDF or other email transmission), which signature shall be binding on the party whose name is contained therein. Any party providing an electronic signature agrees to promptly execute and deliver to the other parties an original signed Amendment upon request. DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F IN WITNESS WHEREOF, the provider hereto has caused this instrument to be executed by their respective officialsthereunto duly authorized, as of the day and year first above written. ATTEST: "Consultant" NAN MCKAY & ASSOCIATES, INC., a foreign profit corporation authorized to conduct business in Florida DocuSigned by: cart54 Wai{( ByrY..pj 1� Ct.rv�©c�ti� By: 2neors�... Print Name: r'►s Cutu1K voc.3, Print Name: sarah Waitt +-‘,35 Asy Lt$.Q ip,LVrzati Title: VP of operations (Corporate Seal) ATTEST: llocuSignetl "City" CITY OF MIAMI, a Florida municipal corporation DocuSigned by: (—DocuSipned By:'iw n�h Todd B. Hannon, City QJ rk Arthur Noriega V, City Manager APPROVED AS TO LEGAL FORM APPROVED AS TO INSURANCE AND CORRECTNESS: DS Victoria Mendez Matter 21-2658 City Attorney REQUIREMENTS: z, Ann-N�a T Sharpe, Director Risk Management Department DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F CORPORATE RESOLUTION (This Resolution needs to authorize the signatory to sign) WHEREAS, Nan McKay and Associates, Inc., a California corporation, desires to enter into an Agreement with the City of Miami for the purpose of performing the work described in the contract to which this resolution is attached; and WHEREAS, the Board of Directors at a duly held corporate meeting has considered the matter in accordance with the bylaws of the corporation; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS that this corporation is authorized to enter into the Agreement with the City, and the CEO (signer's corporate title) and the VP of Operations (signer's corporate title) are hereby authorized and directed to execute the Agreement in the name of this Corporation and to execute any other document and perform any acts in connection therewith as may be required to accomplish its purpose. IN WITNESS WHEREOF, this 11th day of November, 2021. Nan McKay & Associates, Inc. ("Consultant") A California Corporation ,—DocuSigned by: By: `— 5CAOCO2C455F4A0... Print Name: John McKay, igr�etlFbyQ Stoat, N ifUL1IUU//C1 U4UU.. (sign) Print Name: Sarah Waitt TITLE: VP of Operations (sign) DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F City of Miami Legislation Resolution City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 8790 Final Action Date: A RESOLUTION OF THE MIAMI CITY COMMISSION WITH ATTACHMENT(S), BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, RETROACTIVELY RATIFYING, CONFIRMING, AND APPROVING THE CITY MANAGER'S RECOMMENDATION AND WRITTEN FINDING, ATTACHED AND INCORPORATED AS EXHIBIT "A", FOR THE SELECTION OF NAN MCKAY AND ASSOCIATES, INC., A FOREIGN PROFIT CORPORATION AUTHORIZED TO CONDUCT BUSINESS IN THE STATE OF FLORIDA ("NMA"), PURSUANT TO SECTION 18-90 OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED ("CITY CODE"), WAIVING THE REQUIREMENTS FOR COMPETITIVE SEALED BIDDING METHODS AS NOT BEING PRACTICABLE OR ADVANTAGEOUS TO THE CITY OF MIAMI ("CITY") FOR THE PROVISION OF EMERGENCY RENTAL ASSISTANCE PROGRAM ("ERAP") MANAGEMENT SERVICES ("SERVICES") FOR THE CITY'S DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT FOR THE APPROXIMATE AMOUNT OF EIGHT HUNDRED FIFTY SIX THOUSAND EIGHT HUNDRED DOLLARS ($856,800.00); RETROACTIVELY AUTHORIZING THE CITY MANAGER'S NEGOTIATION AND EXECUTION OF AN AGREEMENT WITH NMA FOR THE ERAP SERVICES, IN A FORM ACCEPTABLE TO THE CITY ATTORNEY; FURTHER AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE ANY AND ALL OTHER DOCUMENTS, INCLUDING ANY AMENDMENTS, RENEWALS, AND EXTENSIONS, SUBJECT TO ALL ALLOCATIONS, APPROPRIATIONS, PRIOR BUDGETARY APPROVALS, COMPLIANCE WITH ALL APPLICABLE PROVISIONS OF THE CITY CODE, INCLUDING THE CITY'S PROCUREMENT ORDINANCE, ANTI -DEFICIENCY ACT, AND FINANCIAL INTEGRITY PRINCIPLES, ALL AS SET FORTH IN CHAPTER 18 OF THE CITY CODE, IN FORMS ACCEPTABLE TO THE CITY ATTORNEY, AND IN COMPLIANCE WITH ALL APPLICABLE LAWS, RULES, AND REGULATIONS, AS MAY BE DEEMED NECESSARY FOR SAID PURPOSE. WHEREAS, the City of Miami ("City") was awarded $14.1 million by the United States Department of Housing and Urban Development ("HUD") for Emergency Rental Assistance Program ("ERAP") funding in response to the effects of the Novel Coronavirus ("COVID-19") pandemic; and WHEREAS, these ERAP funds must be committed by September 30, 2021 and spent by December 31, 2021; and WHEREAS, the time constraints of the ERAP funds awarded to the City, as well as the staffing and technology requirements, make it necessary to outsource the ERAP management services ("Services") to an entity with the capacity and proven track record of managing similar programs for other jurisdictions; and WHEREAS, Nan McKay and Associates, Inc., a foreign profit corporation authorized to conduct business in the State of Florida ("NMA"), has successfully managed similar programs for other agencies throughout the United States; and DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F WHEREAS, the City Manager, pursuant to Section 18-90 of the Code of the City of Miami, Florida, as amended ("City Code"), approved the emergency procurement of the ERAP Services from NMA for the City; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated as if fully set forth in this Section. Section 2. By a four -fifths (4/5ths) affirmative vote, the City Manager's recommendation and written finding, attached and incorporated as Exhibit "A", for the selection of NMA pursuant to Section 18-90 of the City Code waiving the requirements for competitive sealed bidding methods as not being practicable or advantageous to the City for the provision of ERAP Services for the Department of Housing and Community Development for the approximate amount of Eight Hundred Fifty Six Thousand Eight Hundred Dollars ($856,800.00) are hereby retroactively ratified, confirmed, and approved. Section 3. The City Manager's negotiation and execution of an agreement with NMA for the ERAP Services, in a form acceptable to the City Attorney, are retroactively authorized. Section 4. The City Manager is further authorized to negotiate and execute any and all other documents, including any amendments, renewals, and extensions, subject to all allocations, appropriations, prior budgetary approvals, compliance with all applicable provisions of the City Code, including the City's Procurement Ordinance, Anti -Deficiency Act, and Financial Integrity Principles, all as set forth in Chapter 18 of the City Code, in forms acceptable to the City Attorney, and in compliance with all applicable laws, rules, and regulations, as may be deemed necessary for said purpose. Section 5. This Resolution shall become effective immediately upon its adoption. APPROVED AS TO FORM AND CORRECTNESS: ria Mende_z-Cy ttor 3/30/2021 DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F * II ,I, 2;[II 3 III Date: 03/17/2021 AGENDA ITEM SUMMARY FORM File ID: #8790 Commission Meeting Date: 04/08/2021 Requesting Department: Department of Housing and Community Development Sponsored By: District Impacted: All Type: Resolution Subject: Retroactive Approval - Emergency Rental Assistance Program Purpose of Item: The nature of this item is to respectfully request a resolution of the Miami City Commission with attachment(s), by a four -fifths (4/5ths) affirmative vote, retroactively ratifying, confirming and approving the City Manager's recommendation and written findings, for the selection of Nan McKay and Associates, Inc. ("NMK"), attached and incorporated as Exhibit "A", pursuant to Section 18-90 of the Code of the City of Miami, Florida, as amended; waiving the requirements for competitive sealed bidding methods as not being practicable or advantageous to the City of Miami ("City") for the provision of Emergency Rental Assistance Program ("ERAP") management services for the Department of Housing and Community Development ("HCD") for an estimated expenditure amount of $856,800. Background of Item: The City of Miami was awarded $14.1 million by the US Department of Housing and Urban Development, for emergency rental assistance in response to the effects of the COVID-19 pandemic. ERAP funds must be committed by September 30, 2021 and spent by December 31, 2021. ERAP time constraints, staffing and technological requirements make it necessary to outsource the management of ERAP to an entity with the capacity it requires and a track record of experience in the successful management of similar programs. Having managed similar programs for agencies throughout the United States, NMK has the capacity and experience necessary to manage ERAP for the City, in a manner that will meet all programmatic and financial requirements. Budget impact Analysis Item is an Expenditure Item has NO budget impact Item is NOT funded by Bonds Total Fiscal Impact: $856,800 (estimate) Special Revenue Account No.: 82001.910101.534000.0000.0000. Reviewed By DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F Department of Community and Economic Development Review Completed 03/17/2021 3:17 PM Office of Grants Administration Carolina Aguila Department of Risk Management Ann -Marie Sharpe Department of Procurement Annie Perez Office of Management and Budget Office of Management and Budget City Manager's Office City Manager's Office Legislative Division Office of the City Attorney Office of the City Attorney Office of the City Attorney City Commission Luis Hernandez -Torres Leon P Michel Fernando Casamayor Arthur Noriega V Valentin J Alvarez Pablo Velez Barnaby L. Min Victoria Mendez Todd B. Hannon George Mensah Grant Review Risk Review Procurement Review Budget Analyst Review Budget Review Assistant City Manager Review City Manager Review Legislative Division Review ACA Review Deputy City Attorney Review Approved Form and Correctness Meeting Department Head Skipped Completed Completed Completed Completed Completed Completed Completed Completed Completed Completed Pending 03/18/2021 8:43 AM 03/19/2021 10:37 AM 03/23/2021 2:30 PM 03/23/2021 3:19 PM 03/23/2021 3:24 PM 03/24/2021 11:13 AM 03/24/2021 12:32 PM 03/24/2021 12:54 PM 03/26/2021 10:09 AM 03/26/2021 10:25 AM 03/30/2021 6:59 PM 04/08/2021 9:00 AM DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F CITY OF MIAMI, FLORIDA INTER -OFFICE MEMORANDUM EL I TO: Arthur Noriega V City Manager FROM: George Men Director of ousing & Comm. Dev. DATE: 3/5/2021 SUBJECT: Emergency purchases REFERENCES: ENCLOSURES: Proposal from Nan Mckay The Department of Housing and Community Development respectfully requests your approval of the following emergency purchase(s) services of Nan Mckay & Associates, Inc. in connection with the management of the Emergency Rental Program (see attached proposal). The City will be accessing the County's contract for this emergency. The goods and/or services required herein are as a result of one or both of the following circumstance(s): 1) A public emergency (threats to health, life, welfare or safety); or 2) Convenience of the City. Per the emergency procurement procedures as defined in Section 18-90 of the City Code, authorization to waive the competitive bid process, albeit it is a retroactive authorization, is also requested for the aforementioned emergency purchase if greater than $25,000. This purchase is necessary for the following reason: The City has received an award of $14.1 million for an Emergency Rental Assistance Program which has to be committed by September 30th, 2021 and spent by December 31st, 2021. With the amount of money involved and the length of time it will take to ramp up staff capacity and purchase the necessary technology to manage this program. it is advantageous to the City to outsource this management to an entity with the capacity and proven record of managing a rental program for other jurisdictions. Please see below, list of vendors which may have been solicited: Vendor Name Contact information Quote Comment Ungork Torri Atkins $987,500 3 year software solution only. Indelible Business Solutions LLP Michael White $777, 175 Has never managed a rental program as a company. Nan Mckay & Associates John McKay $856,800 Currently managing the County's program. Nan McKay & Associates was selected due to their experience in managing rental programs across _the country and the ability to ensure there are no duplication of benefit for any tenant between the county and the city . Upon your approval, and pursuant to Section 18-90 of the City Code, Procurement will prepare an item for ratification of this emergency for the next available Commission meeting. DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F CITY M ` AGER: Arthur N+Qri DIRECTOR OF PROCUREMENT: Annie Perez CPPO APPROVED DISAPPROVED El Date APPROVED ® DISAPPROVED El 31R/202 1 Date Additional certification required for emergency purchases greater than $25.000: INTERIM DIRECTOR, OFFICE OF MANAGEMENT AND BUDGET: `�j Leon Michel I certify the funds to cover this emergency purchase are available. Date 03-08-2021 DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F (Situ rrf 41litmi ANNIE PEREZ, CPPO ARTHUR NORIEGA V Chief Procurement Officer City Manager CITY OF MIAMI'S SUPPLEMENTAL AGREEMENT TO CONTRACT NO. RFP NO. 01132 BETWEEN MIAMI-DADE COUNTY, AND NAN MCKAY AND ASSOCIATES, INC. The City of Miami, a Florida municipal corporation ("City"), is accessing Contract No. RFP No. 01132 between the Miami -Dade County, ("MDC") and Nan McKay and Associates, Inc., a California profit corporation authorized to conduct business within the State of Florida ("Contractor"), made and entered effective as of January 1, 2020, attached hereto as Exhibit "A" and incorporated herein by reference ("Contract"), for the provision of Section 8 Housing Voucher Services ("Services"). This is a Supplemental Agreement to the Contract, inclusive of applicable City legal requirements and language for use by the City's Department of Housing and Community Development ("Agreement"). The term of the Contract is from January 1, 2020 to December 31, 2021, with three (3) optional one (1) year renewal periods. Pursuant to this Agreement, the effective date of Contract access by the City is , 2021. 1) The Contractor's proposal to the City of Miami titled "Emergency Rental Assistance Program", dated March 2, 2021 is hereby attached as Exhibit A to this Agreement. 2) The phrases/words "Miami -Dade County", "County", "Public Housing and Community Development", "PHCD" and "Commission Auditor" shall be stricken and replaced hereby with the phrase/word "City of Miami" or "City" throughout the Contract. 3) The phrase "Miami -Dade County" shall be stricken and replaced hereby with the phrase/word "City of Miami" or "City" throughout the Contract. 4) The phrase "County Mayor" shall be stricken and replaced with the phrase "City Manager" throughout the Contract. 5) The phrase "Board of County Commissioners" shall be stricken and replaced hereby with the phrase/word "City Commission" throughout the Contract. 6) The phrase "Section2- 481 of the Code of Miami -Dade County" shall be stricken and replaced hereby with the phrase "Sections 18-100, 18-101, and 18-102 of the Code of the City of Miami, Florida ("City Code")" throughout the Contract. 7) The phrases "Category 3-Emergency Rental Assistance Program", "Emergency Rental Assistance Program" and "ERAP 2.3" shall be stricken and replaced with the word/phrase "ERA" or "Program" or "City's Emergency Rental Assistance Program". 8) Contractor's Responsibilities: A. Contractor has agreed to furnish the Services as further described in the Contract's Appendix A Scope of Services as attached. DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F City of Miami, Florida B. Contractor shall provide Services to the City in an amount equal to the costs identified in the Contract. C. Contractor's responsibilities shall commence on the effective date of this Agreement. 9) Article 2 of the Contract, titled "Order of Precedence" is hereby deleted in its entirety and replaced with the following language: In case of any contradictions and discrepancies between the parts of the Agreement, precedence shall be given in the following decreasing order: (i) This Agreement; (ii) Purchase Order Terms and Conditions; (iii) Exhibit A to this Agreement; (iv) The articles of the Contract, the Amendment, and any amendments thereto without their Exhibits; and (v) Exhibits hereto. 10)Article 6 of the Contract titled "Notice Reguirements"= is hereby deleted in its entirety and replaced with the following language: All notices or other communications required under this Contract shall be in writing and shall be given by hand -delivery of by registered or certified U.S. Mail, return receipt 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. TO THE CITY: Arthur Noriega V City Manager 3500 Pan American Drive Miami, Florida 33133 Victoria Mendez City Attorney 444 SW 2nd Avenue, 9th Floor Miami, Florida 33130 Annie Perez, CPPO Procurement Director 444 SW 2nd Avenue, 6th Floor Miami, Florida 33130 George Mensah Director, Department of Housing and Community Development 14 NE 1st Avenue, 2nd Floor Miami, Florida 33132 Page 2 DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F City of Miami, Florida TO CONTRACTOR: Nan McKay and Associates, Inc. 1810 Gillespie Way, Suite 202 El Cajon, CA 92020 Attn.: John McKay, Chief Executive Officer 11)Article 9 of the Contract, titled "Method and Times of Payment" is hereby deleted in its entirety and replaced with the following language: Contractor agrees that under the provisions of this agreement, Contractor may invoice the City in accordance with the following Price Schedule. $ $125,357 $62,679 $62,679 $62,679 $62,679 $62,679 $62,679 $62,679 $62,679 $62,679 62,679 $83,571 All invoices issued by Contractor will be processed within forty-five (45) days, from the date of issuance in accordance with Florida Statutes Sections 218.73 and 218.74 of the Florida Prompt Payment Act. Any amounts owed to Contractor by the City that remain unpaid more than thirty (30) days after the due date, following receipt by the City of an undisputed proper invoice, shall be subject to interest payable to Contractor in accordance with Florida Statutes Section 218.74(4) Florida Prompt Payment Act. Invoices and associated back-up documentation shall be submitted by Contractor to the City as follows: Via email at pavables(a�miamigov.com and mgdelosrios aamiamigov.com, or via hardcopy as follows: City of Miami Department of Housing & Community Development 14 NE 1st Avenue, Second Floor Miami, FL 33132 Attention: Michelle De Los Rios, Senior Budget & Financial Support Advisor The City may at any time designate a different address and/or contact person by giving written notice to the Contractor. 12)Article 27 of the Contract titled "Termination and Suspension of Work" is hereby deleted in its entirely and replaced with the following language: A. The City, acting by and through its City Manager, shall have the right to terminate this Agreement, in its sole discretion, and without penalty, at any time, by giving written notice to Contractor at least thirty (30) calendar days prior to the effective date of such termination. In such event, the City shall pay to Contractor compensation for Services rendered and approved expenses incurred prior to the effective date of termination. In no event shall the City be liable to Contractor for any additional compensation and expenses incurred, other than that provided herein, and in no event shall the City be liable for any consequential or Page 3 DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F City of Miami, Florida incidental damages. The Contractor shall have no recourse or remedy against the City for a termination under this subsection except for payment of fees due prior to the effective date of termination. 13)Article 36 of the Contract, titled "Inspector General Reviews", subsection titled "Miami - Dade County Inspector General Review", is hereby deleted in its entirety. 14)Article 44 of the Contract, titled "Public Records and Contracts for Services Performed on Behalf of Miami -Dade County", paragraph 2 is hereby deleted in its entirety and replaced with the following language: IF CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE DIVISION OF PUBLIC RECORDS AT (305) 416-1800, VIA EMAIL AT PUBLICRECORDS@MIAMIGOV.COM, OR REGULAR MAIL AT CITY OF MIAMI OFFICE OF THE CITY ATTORNEY, 444 SW 2ND AVENUE, 9TH FLOOR, MIAMI, FLORIDA 33130. CONTRACTOR MAY ALSO CONTACT THE RECORDS CUSTODIAN AT THE CITY OF MIAMI DEPARTMENT WHO IS ADMINISTERING THIS CONTRACT. 15)Article 45, titled "Most Favored Nations", is hereby added with the following language: Contractor shall not treat the City worse than any other similarly -situated government agency and, in this regard, grants the City a "most favored nations clause" meaning the City shall be entitled to receive and be governed by the most favorable terms and conditions that Contractor grants now or in the future to a similarly situated government agency. 16)Article 46, titled "Counterparts; Electronic Signatures", is hereby added with the following language: This Agreement and any amendments hereto may be executed in counterparts and all such counterparts taken together shall be deemed to constitute one and the same instrument, each of which shall be an original as against either party whose signature appears thereon, but all of which taken together shall constitute but one and the same instrument. An executed facsimile or electronic scanned copy of this Agreement shall have the same force and effect as an original. The parties shall be entitled to sign and transmit an electronic signature on 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. 17)Section A of the Amendment, Paragraph 3 of Supplemental Agreement 1 to the Contract ("Amendment") is hereby deleted in its entirety and replaced with the following language: Contractor shall in collaboration with the City's Department of Housing and Community Development ("HCD") develop and modify, as required by the City, the ERA application and supporting materials such as Frequently Asked Questions ("FAQ"), copy for advertisements for print and electronic media, content for County websites about ERA. Page 4 DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F City of Miami, Florida 18)Section A of the Amendment, Articles 1 and 2 of the Amendment are hereby deleted in their entirety as these services are the responsibility of MDC and not provided by the City. 19)Section A of the Amendment, Article 5 of the Amendment is hereby deleted in its entirety as these services are not required by the City. 20)Section A of the Amendment, Article 6 of the Amendment is hereby deleted in its entirety and replaced with the following language: To provide staffing for the review and prioritizing of applications in accordance with the Treasury's FAQ's as well as the source law, i.e., Consolidated Appropriations Act of 2021, with program funds, to the extent feasible, to be allocated throughout the five (5) City Commission Districts. The number of staff required for this work will number approximately 8 to 15 and may fluctuate during the Program. The functions of staff will include, among other tasks: case management with direct contact with tenants and landlords; previously mentioned compliance review of files; answering calls by a formal call center dedicated to ERA; responding to email inquiries as part of a formal email response team; picking up and processing of paper applications; and detailed compilation and alignment of data needed for processing of checks that will be issued to landlords. Staff will be required to on -site at a location accessible to City of Miami residents, but within Miami -Dade County, or via telephone and/or internet. 21)Section A of the Amendment Article 11 of the Amendment is hereby deleted in its entirety. 22)The Table on page 3 of the Amendment under the heading "The Contractor shall provide the following staff and resources:", has been stricken in its entirety and is replaced with the following: Program Director Manager Technology Lead Supervisor Housing Specialist Call Center Lead CaII Center Specialist Rate Hours Per Week 150 0.25 40 95 1 40 150 0.25 40 65 1 40 55 3 40 55 1 40 35 3 40 9 Months Total 170 382.5 57,375 170 1530 145,350 170 382.5 57,375 170 1530 99,450 170 4590 252,450 170 1530 84,150 170 4590 160,650 6,800 Page 5 DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F City of Miami, Florida 23) The Section of the Amendment titled "The County as represented by PHCD will provide and ensure the following:", Article 4, is hereby deleted in its entirety. 24)The language within Section B of the Amendment, that reads "Amend Appendix B. Price, Schedule to include the following. Administrative fees will be in an estimated amount of $5,850,000", is hereby deleted in its entirety and replaced with the following language: Administrative fees will be in an estimated amount of $856,800. 25)Section B of the Amendment Article 1 is hereby deleted in its entirety. 26)Section B of the Amendment, Article 2 is hereby deleted in its entirety and replaced with the following language: Following August 2021, the parties will review production, processing, and approvals data to assess progress towards the target of committing all funds by September 30th, 2021. Both parties agree that based on that assessment if there is evidence that the target will not be met, the parties agree to increase the resources necessary to meet said deadline, subject to further City Commission approval(s). 27)Section B of the Amendment Article 3 is hereby deleted in its entirety. All other terms, covenants and conditions of the Contract, as amended, shall remain in full force and effect. Page 6 DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F City of Miami, Florida IN WITNESS WHEREOF, the Parties have executed this Agreement, or have caused the same to be executed, as of the date and year first above written. ATTEST: DocuSigned by: CafttkvitAt U MS By. As---os,011761a4EFe,,CC... Name: Catherine ures Title: vice Presi dent ATTEST: Elltate City Clerk "Contractor" Nan McKay, Inc., a California profit corporation By: Do'' cu••S i g nnneAAd 'by: '' :95oratsu... Print Name: John McKay Title: CEO "CITY" CITY OF MIAMI, a Florida municipal corporation Arthur N'b ega V City Manager APPROVED AS TO LEGAL FORM AND APPROVED AS TO INSURANCE CORRECTNESS: REQUIREMENTS: Digitally signed by Min, Mini Barnaby 8arnaby Date: 2021.07.25 08:15:30 By:-04'00' By: Digitally signed by Gomez, Gomez, Frank Date: 2021.07.1 S 06:28:26 -04'00' Victoria Mendez Anne Marie Sharpe, Director City Attorney Risk Management Page 7 DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F EXHIBIT "B" CITY OF MIAMI DEPARTMENT OF HOUSING AND COMMUNITY DEVELOPMENT EMERGENCY RENTAL ASSISTANCE PROGRAM Program Description: The Emergency Rental Assistance ("ERA") program was established by section 501 of Division N of the Consolidated Appropriations Act, 2021, Pub. L. No. 116- 260 (Dec. 27, 2020) (the "Act") to provide rental and utility relief to residents who has negatively been affected by the coronavirus pandemic. Source of Funding: US Department of the Treasury Amount to be provided: 1. 12 months of rent and utilities to include up to 3 months of prospective rent. 2. Maximum amount per household cannot exceed $24,000.. Eligibility 1. Applicant must be City of Miami resident 2. At least one or more individuals of the household must meet the following criteria: i. Qualifies for unemployment or has experienced a reduction in household income, incurred. significant costs, or experienced a financial hardship due to COVID-19; ii. Demonstrates a risk of experiencing homelessness or housing instability; and iii. Has a household income at or below 80 percent of the area median. Priority The following households will be given priority as per statute: 1. Households that include an individual who has been unemployed for 90 days or more prior to application for assistance. 2. Households with income at or below 50 percent of the area median Application Funds can be applied by: 1. An eligible household 2. A landlord on behalf of an eligible household • Page 1 of 2 DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F Required Documents: • State of Florida issued photo ID for all adult household members (age 18 and up) • Proof that a member of the applicant household lost his/her job or had a reduction in income after March 1, 2020. • Copy of current, executed lease agreement (signed by landlord and renter) • Proof of household income for all adult household members: o Pay -stubs o Unemployment benefits o Profit and loss statement for self-employed o Affidavit of no -income for those without any income o Social Security award statement • Copies of Utility Bill (water, electricity, gas etc) if payment is required. Application Process 1. Applications for the ERA can be submitted through the following: a. Online b. Paper application 2. Irrespective of the method of application, applicants will be required to submit complete documents online, by mail or through the department's drop box before the application will be processed. 3. Applications will be processed on first come, first ready, first serve. Payments All funds will be paid directly to the landlord and/or utility company except in cases where the landlord or utility company is unwilling to participate in the program in which case the payment can be made directly to the tenant as per regulations. Page 2 of 2 DocuSign'Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F A� ®`f CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 9/24/2021 THIS CERTIFICATE 15 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). Spectrum Risk Management 74 Discovery Irvine, CA 92618 www.spectrumrisk.com 0077485 CONTPRODUCER NAME: Account Manager PHONE FAX JA/C No Ext):E-M949-756-5730 (A/C,No): 949-756-5740 ADDRESS:Aoffice()spectrumrisk.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Continental Casualty Company 20443 INSURED Nan Mckay and Associates, Inc. 1810 Gillespie Way #202INSURER El Cajon CA 92020 INSURER B : Federal Insurance Company 20281 c : The Hanover Insurance Company 22292 INSURER D : Aspen American Insurance Company 43460 INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR )6/VD POLICY NUMBER POLICY EFF (MMIDD/YYYY) POLICY EXP (MMIDD/YYYY) LIMITS A / COMMERCIAL GENERAL LIABILITY ✓ 5094620901 9/25/2021 9/25/2022 EACH OCCURRENCE $1,000,000 CLAIMS -MADE ✓ OCCUR DAMAGE TO RENTED PREMISES (Ea occurrence) $ 1,000,000 MED EXP (My one person) $ 10,000 PERSONAL & ADV INJURY $ 1 ,000,000 GEN'L ✓ AGGREGATE POLICY OTHER: LIMIT APPLIES ECT PER: LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OP AGG $2,000,000 $ A AUTOMOBILE / LIABILITY ANY AUTO OWNED SCHEDULED AUTOS NON -OWNED AUTOS ONLY ✓ 6025383632 9/25/2021 9/25/2022 (Ea aBINEDt) SINGLE LIMIT $ 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident)$ PROPERTY DAMAGE (Per accident) $ A / UMBRELLALIAB EXCESS LIAB O OCCUR CLAIMS -MADE 5094621188 9/25/2021 9/25/2022 EACH OCCURRENCE $3,000,000 AGGREGATE $ 3,000,000 $ DED I ✓ I RETENTION$10,000 B WORKERS AND EMPLOYERS' COMPENLIABILOITY N ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N/A / 7183-27-75 9/25/2021 9/25/2022 ,/ STATUTE EOTH E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000.000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 A A C D Professional Liability Network Security/Privacy/Media Liab Crime coverage- Client Property Employment Practices Liab-3rd party 596375059 652339992 BD3 1007035 09 DSUMLP00219721 9/25/2021 5/19/2021 5/4/2021 1/15/2021 9/25/2022 5/19/2022 5/4/2022 1/15/2022 $5,000,000 Per claim/Agg. Retention $25K $5,000,000 Per claim/Agg.- Retention $25K $1,000,000 limit/ Retention $10K $1,000,000 Each claim- Retention $100K DESCRIPTION OF OPERATIONS! LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Miami is an additional insured with respect to the general liability and auto liability per the attached carrier forms. Primary wording applies per the attached blanket carrier form. Waiver of subrogation applies to the workers compensaton. CERTIFICATE HOLDER CANCELLATION Cityof Miami 444 SW 2nd Avenue, 2nd Floor Miami FL 33130 1 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 90404 Jim Waterhouse ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and Togo are registered marks of ACORD 64124565 121-22 All lines I Ginnie Bustamante 19/24/2021 12:11:36 PM (PDT) I Page 1 of 10 DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F 20020004960210741499947 CNA SB146932G (Ed. 10-19) BLANKET ADDITIONAL INSURED AND LIABILITY EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS LIABILITY COVERAGE FORM BUSINESSOWNERS COMMON POLICY CONDITIONS TABLE OF CONTENTS I. Blanket Additional Insured Provisions A. Additional Insured - Blanket Vendors B. Miscellaneous Additional Insureds C. Additional Provisions Pertinent to Additional Insured Coverage 1.a. Primary - Noncontributory provision 1.b. Definition of "written contract" 2. Additional Insured - Extended Coverage II. Liability Extension Coverages A. Bodily Injury - Expanded Definition B. Broad Knowledge of Occurrence C. Estates, Legal Representatives and Spouses D. Fellow Employee First Aid E. Legal Liability - Damage to Premises F. Personal and Advertising Injury - Discrimination or Humiliation G. Personal and Advertising Injury - Broadened Eviction H. Waiver of Subrogation - Blanket I. BLANKET ADDITIONAL INSURED PROVISIONS A. ADDITIONAL INSURED - BLANKET VENDORS Who Is An Insured is amended to include as an additional insured any person or organization (referred to below as vendor) with whom you agreed under a "written contract" to provide insurance, but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business, subject to the following additional exclusions: 1. The insurance afforded the vendor does not apply to: a. "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; b. Any express warranty unauthorized by you; c. Any physical or chemical change in the product made intentionally by the vendor; d. Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; e. Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; f. Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; g. Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or SB146932G (10-19) Page 1 of 7 Copyright, CNA All Rights Reserved. DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F SB146932G (Ed. 10-19) h. "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (1) The exceptions contained in Subparagraphs d. or f.; or (2) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. 2. This insurance does not apply to any insured person or organization, from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. 3. This provision 2. does not apply to any vendor included as an insured by an endorsement issued by us and made a part of this Policy. 4. This provision 2. does not apply if "bodily injury" or "property damage" included within the "products - completed operations hazard" is excluded either by the provisions of the Policy or by endorsement. B. MISCELLANEOUS ADDITIONAL INSUREDS 1. Who Is An Insured is amended to include as an insured any person or organization (called additional insured) described in paragraphs 3.a. through 3.j. below whom you are required to add as an additional insured on this policy under a "written contract." 2. However, subject always to the terms and conditions of this policy, including the limits of insurance, we will not provide the additional insured with: a. A higher limit of insurance than required by such "written contract;" b. Coverage broader than required by such "written contract" and in no event greater than that described by the applicable paragraph a. through k. below; or c. Coverage for "bodily injury" or "property damage" included within the "products -completed operations hazard." But this paragraph c. does not apply to the extent coverage for such liability is provided by paragraph 3.j. below. Any coverage granted by this endorsement shall apply only to the extent permitted by law. 3. Only the following persons or organizations can qualify as additional insureds under this endorsement: a. Controlling Interest Any persons or organizations with a controlling interest in you but only with respect to their liability arising out of: (1) such person or organization's financial control of you; or (2) Premises such person or organization owns, maintains or controls while you lease or occupy these premises; provided that the coverage granted to such additional insureds does not apply to structural alterations, new construction or demolition operations performed by or for such additional insured. b. Co-owner of insured Premises A co-owner of a premises co -owned by you and covered under this insurance but only with respect to the co -owners liability for "bodily injury," "property damage" or "personal and advertising injury" as co- owner of such premises. c. Grantor of Franchise Any person or organization that has granted a franchise to you, but only with respect to such person or organization's liability for "bodily injury," "property damage," or "personal and advertising injury" as grantor of a franchise to you. SB146932G (10-19) Page 2 of 7 Copyright, CNA All Rights Reserved. 64124565 121-22 All lines I Ginnie Bustamante 19/24/2021 12:11:36 PM (PDT) I Page 3 of 10 DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F OPEIrtil maxatessi SB146932G (Ed. 10-19) d. Lessor of Equipment Any person or organization from whom you lease equipment, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" caused in whole or in part by your maintenance, operation or use of such equipment, provided that the "occurrence" giving rise to such "bodily injury" or "property damage" or the offense giving rise to such "personal and advertising injury" takes place prior to the termination of such lease. e. Lessor of Land Any person or organization from whom you lease land, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of the ownership, maintenance or use of that specific part of the land leased to you, provided that the "occurrence" giving rise to such "bodily injury" or "property damage" or the offense giving rise to such "personal and advertising injury," takes place prior to the termination of such lease. The insurance hereby afforded to the additional insured does not apply to structural alterations, new construction or demolition operations performed by, on behalf of or for such additional insured. f. Lessor of Premises An owner or lessor of premises leased to you, or such owner or lessor's real estate manager, but only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of the ownership, maintenance or use of such part of the premises leased to you, and provided that the "occurrence" giving rise to such "bodily injury" or "property damage" or the offense giving rise to such "personal and advertising injury," takes place prior to the termination of such lease. The insurance hereby afforded to the additional insured does not apply to structural alterations, new construction or demolition operations performed by, on behalf of or for such additional insured. Mortgagee, Assignee or Receiver A mortgagee, assignee or receiver of premises but only with respect to such mortgagee, assignee, or receiver's liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of the ownership, maintenance, or use of a premises by you. This insurance does not apply to structural alterations, new construction or demolition operations performed by, on behalf of or for such additional insured. h. State or Political Subdivisions A state or government agency or subdivision or political subdivision that has issued a permit or authorization, but only with respect to such government agency or subdivision or political subdivision's liability for "bodily injury," "property damage" or "personal and advertising injury" arising out of: (1) The following hazards in connection with premises you own, rent, or control and to which this insurance applies: (a) The existence, maintenance, repair, construction, erection, or removal of advertising signs, awnings, canopies, cellar entrances, coal holes, driveways, manholes, marquees, hoistaway openings, sidewalk vaults, street banners, or decorations and similar exposures; or (b) The construction, erection, or removal of elevators; or (c) The ownership, maintenance or use of any elevators covered by this insurance; or (2) The permitted or authorized operations performed by you or on your behalf. But the coverage granted by this paragraph does not apply to: (a) "Bodily injury", "property damage" or "personal and advertising injury" arising out of operations performed for the state or government agency or subdivision or political subdivision; g• or (b) "Bodily injury" or "property damage" included within the "products -completed operations hazard." With respect to this provision's requirement that additional insured status must be requested under a "written contract," we will treat as a "written contract" any governmental permit that requires you to add the governmental entity as an additional insured. SB146932G (10-19) Page 3 of 7 Copyright, CNA All Rights Reserved. Page 4 of 10 • DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F SB146932G (Ed. 10-19) i. Trade Show Event Lessor With respect to your participation in a trade show event as an exhibitor, presenter or displayer, any person or organization whom you are required to include as an additional insured, but only with respect to such person or organization's liability for "bodily injury," "property damage," or "personal and advertising injury" caused by: a. Your acts or omissions; or b. Acts or omissions of those acting on your behalf; in the performance of your ongoing operations at the trade show premises during the trade show event. j. Other Person or Organization Any person or organization who is not an additional insured under paragraphs a. through i. above. Such additional insured is an insured solely for "bodily injury," "property damage" or "personal and advertising injury" for which such additional insured is liable because of your acts or omissions. The coverage granted by this paragraph does not apply to any person or organization: (1) For "bodily injury," "property damage," or "personal and advertising injury" arising out of the rendering or failure to render any professional services; (2) For "bodily injury" or "property damage" included in the "products -completed operations hazard." But this provision (2) does not apply to such "bodily injury" or "property damage" if: (a) It is entirely due to your negligence and specifically results from your work for the additional insured which is the subject to the "written contract"; and (b) The "written contract" requires you to make the person or organization an additional insured for such "bodily injury" or "property damage"; or (3) Who is afforded additional insured coverage under another endorsement attached to this policy. C. ADDITIONAL PROVISIONS PERTINENT TO ADDITIONAL INSURED COVERAGE 1. With respect only to additional insured coverage provided under paragraphs A. and B. above: a. The BUSINESSOWNERS COMMON POLICY CONDITIONS are amended to add the following to the Condition entitled Other Insurance: This insurance is excess of all other insurance available to an additional insured whether primary, excess, contingent or on any other basis. However, if a "written contract" requires that this insurance be either primary or primary and noncontributing, then this insurance will be primary and non-contributory relative solely to insurance on which the additional insured is a named insured. b. Under Liability and Medical Expense Definitions, the following definition is added: "Written contract" means a written contract or agreement that requires you to make a person or organization an additional insured on this policy, provided the contract or agreement: (1) Is currently in effect or becomes effective during the term of this policy; and (2) Was executed prior to: (a) The "bodily injury" or "property damage;" or (b) The offense that caused the "personal and advertising injury'; for which the additional insured seeks coverage. 2. With respect to any additional insured added by this endorsement or by any other endorsement attached to this Coverage Part, the section entitled Who Is An Insured is amended to make the following natural persons insureds. If the additional insured is: a. An individual, then his or her spouse is an insured; SB146932G (10-19) Page 4 of 7 Copyright, CNA All Rights Reserved. 64124565 121-22 All lines I Ginnie Bustamante 19/24/2021 12:11:36 PM (PDT) I Page 5 of 10 DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F 20020004960210741499949 Biremen IleneNiel SB146932G (Ed. 10-19) b. A partnership or joint venture, then its partners, members and their spouses are insureds; c. A limited liability company, then its members and managers are insureds; d. An organization other than a partnership, joint venture or limited liability company, then its executive officers, directors and shareholders are insureds; or e. Any type of entity, then its employees are insureds; but only with respect to locations and operations covered by the additional insured endorsement's provisions, and only with respect to their respective roles within their organizations. Furthermore, employees of additional insureds are not insureds with respect to liability arising out of: (1) "Bodily injury" or "personal and advertising injury" to any fellow employee or to any natural person listed in paragraphs a. through d. above; (2) "Property damage" to property owned, occupied or used by their employer or by any fellow employee; or (3) Providing or failing to provide professional health care services. II. LIABILITY EXTENSION COVERAGES It is understood and agreed that this endorsement amends the Businessowners Liability Coverage Form. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision, and the changes made by this endorsement to such provision do not apply. A. Bodily injury — Expanded Definition Under Liability and Medical Expenses Definitions, the definition of "Bodily injury" is deleted and replaced by the following: "Bodily injury" means physical injury, sickness or disease sustained by a person, including death, humiliation, shock, mental anguish or mental injury by that person at any time which results as a consequence of the physical injury, sickness or disease. B. Broad Knowledge of Occurrence Under Businessowners Liability Conditions, the Condition entitled Duties In The Event of Occurrence, Offense, Claim or Suit is amended to add the following: Paragraphs a. and b. above apply to you or to any additional insured only when such "occurrence," offense, claim or "suit" is known to: (1) You or any additional insured that is an individual; (2) Any partner, if you or an additional insured is a partnership; (3) Any manager, if you or an additional insured is a limited liability company; (4) Any "executive officer" or insurance manager, if you or an additional insured is a corporation; (5) Any trustee, if you or an additional insured is a trust; or (6) Any elected or appointed official, if you or an additional insured is a political subdivision or public entity. This paragraph applies separately to you and any additional insured. C. Estates, Legal Representatives and Spouses The estates, heirs, legal representatives and spouses of any natural person insured shall also be insured under this policy; provided, however, coverage is afforded to such estates, heirs, legal representatives and spouses only for claims arising solely out of their capacity as such and, in the case of a spouse, where such claim seeks damages from marital common property, jointly held property, or property transferred from such natural person insured to such spouse. No coverage is provided for any act, error or omission of an estate, heir, legal representative or spouse outside the scope of such person's capacity as such, provided however that the spouse of a natural person Named Insured and the spouses of members or partners of joint venture or partnership Named Insureds are insureds with respect to such spouses' acts, errors or omissions in the conduct of the Named Insured's business. SB146932G (10-19) Page 5 of 7 Copyright, CNA All Rights Reserved. DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F SB146932G (Ed. 10-19) D. Fellow Employee First Aid Coverage In the section entitled Who Is An Insured, paragraph 2.a.1. is amended to add the following: The limitations described in subparagraphs 2.a.1.(a), (b) and (c) do not apply to your "employees" for "bodily injury" that results from providing cardiopulmonary resuscitation or other first aid services to a co -"employee" or "volunteer worker" that becomes necessary while your "employee" is performing duties in the conduct of your business. Your "employees" are hereby insureds for such services. But the insured status conferred by this provision does not apply to "employees" whose duties in your business are to provide professional health care services or health examinations. E. Legal Liability — Damage To Premises 1. Under B. Exclusions, 1. Applicable to Business Liability Coverage, Exclusion k. Damage To Property, is replaced by the following: k. Damage To Property "Property damage" to: 1. Property you own, rent or occupy, including any costs or expenses incurred by you, or any other person, organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; 2. Premises you sell, give away or abandon, if the "property damage" arises out of any part of those premises; 3. Property loaned to you; 4. Personal property in the care, custody or control of the insured; 5. That particular part of any real property on which you or any contractors or subcontractors working directly or indirectly in your behalf are performing operations, if the "property damage" arises out of those operations; or 6. That particular part of any property that must be restored, repaired or replaced because "your work" was incorrectly performed on it. Paragraph 2 of this exclusion does not apply if the premises are "your work" and were never occupied, rented or held for rental by you. Paragraphs 1, 3, and 4, of this exclusion do not apply to "property damage" (other than damage by fire or explosion) to premises: (1) rented to you: (2) temporarily occupied by you with the permission of the owner, or (3) to the contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to Damage To Premises Rented To You as described in Section D — Liability and Medical Expenses Limits of Insurance. Paragraphs 3, 4, 5, and 6 of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph 6 of this exclusion does not apply to "property damage" included in the "products - completed operations hazard." 2. Under B. Exclusions, 1. Applicable to Business Liability Coverage, the following paragraph is added, and replaces the similar paragraph, if any, beneath paragraph (14) of the exclusion entitled Personal and Advertising Injury: Exclusions c, d, e, f, g, h, t, k, I, m, n, and o, do not apply to damage by fire to premises while rented to you or temporarily occupied by you with permission of the owner or to the contents of premises rented to you for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in Section D. Liability And Medical Expenses Limits Of Insurance. SB146932G (10-19) Page 6 of 7 Copyright, CNA All Rights Reserved. /2021 12:11:36 PM (PDT) I Page 7 of 10 64124565 121-22 All lines I Ginnie Bustamante DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F 20020004960210741499950 SB146932G (Ed. 10-19) 3. The first Paragraph under item 5. Damage To Premises Rented To You Limit of the section entitled Liability And Medical Expenses Limits Of Insurance is replaced by the following: The most we will pay under Business Liability for damages because. of "property damage" to any one premises, while rented to you or temporarily occupied by you with the permission of the owner, including contents of such premises rented to you for a period of 7 or fewer consecutive days, is the Damage to Premises Rented to You Limit. The Damage to Premises Rented to You Limit is the greater of: a. $1,000,000; or b. The Damage to Premises Rented to You Limit shown in the Declarations. F. Personal and Advertising Injury— Discrimination or Humiliation 1. Under Liability and Medical Expenses Definitions, the definition of "personal and advertising injury" is amended to add the following: h. Discrimination or humiliation that results in injury to the feelings or reputation of a natural person, but only if such discrimination or humiliation is: (1) Not done intentionally by or at the direction of: (a) The insured; or (b) Any "executive officer," director, stockholder, partner, member or manager (if you are a limited liability company) of the insured; and (2) Not directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person or person by any insured. 2. Under B. Exclusions, 1. Applicable to Business Liability Coverage, the exclusion entitled Personal and Advertising Injury is amended to add the following additional exclusions: (15) Discrimination Relating to Room, Dwelling or Premises Caused by discrimination directly or indirectly related to the sale, rental, lease or sub -lease or prospective sale, rental, lease or sub -lease of any room, dwelling or premises by or at the direction of any insured. (16)Emptoyment Related Discrimination Discrimination or humiliation directly or indirectly related to the employment, prospective employment, past employment or termination of employment of any person by any insured. (17) Fines or Penalties Fines or penalties levied or imposed by a governmental entity because of discrimination. 3. This provision (Personal and Advertising Injury — Discrimination or Humiliation) does not apply if Personal and Advertising Injury Liability is excluded either by the provisions of the Policy or by endorsement. G. Personal and Advertising Injury - Broadened Eviction Under Liability and Medical Expenses Definitions, the definition of "Personal and advertising injury" is amended to delete Paragraph c. and replace it with the following: c. The wrongful eviction from, wrongful entry into, or invasion of the right of private occupancy of a room dwelling or premises that a person or organization occupies committed by or on behalf of its owner, landlord or lessor. H. Waiver of Subrogation — Blanket We waive any right of recovery we may have against: a. Any person or organization with whom you have a written contract that requires such a waiver. All other terms and conditions of the Policy remain unchanged. SB146932G (10-19) Page 7 of 7 Copyright, CNA All Rights Reserved. 64124565 121-22 All lines I Ginnie 9ustamante 1 9/24/2021 12:11:36 PM (PDT) 1 Page 6 of 10 , DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F CNA 5094620901 CNA80103XX (09-14) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: BUSINESSOWNERS COMMON POLICY CONDITIONS The following is added to Paragraph H. Other Insurance and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: 1. The additional insured is a Named Insured under such other insurance; and 2. You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. All other terms and conditions of the Policy remain unchanged. CNA80103XX (09-14) Page 1 of 1 Copyright, CNA Ali Rights Reserved, Includes copyrighted material of Insurance Services Office, Inc., with Its permission 64124565 121-22 A11 lines 1 Ginnie Bustamante 1 9/24/2021 12:11:36 PM (PDT) I Page 9 of 10 , DocuSign Envelope ID: B1213241-C66D-43E4-918E-C32FA24EC15F WORKERS COMPENSATION AND E►viiLOYERS LIABILITY INSURANCE POLICY WC000313 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Blanket Waiver Person/Organization: Job Description All FL Operations Schedule Blanket Waiver - Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective: 09/25/2019 Policy No.:NAWC009748 Insured: Nan McKay & Associates, Inc. Insurance Company: Berkshire Hathaway Homestate Ins Co WC000313 (Ed. 4-84) Endorsement No.: Premium $ Countersigned by ©1983 National Council on Compensation Insurance 64124565 121-22 A11 lines I Ginnie Bustamante 19/24/2021 12:11:36 PM (PDT) I Page 10 of 10 Olivera, Rosemary From: Gandarilla, Aimee Sent: Thursday, January 20, 2022 8:12 AM To: Hannon, Todd Cc: Lee, Denise; Olivera, Rosemary; Cabrera, Paola Subject: Executed Supplemental Agreement Nan McKay Attachments: Supplemental Agreement Nan McKay.pdf Good morning Todd: Please find attached the fully executed copy of an agreement from DocuSign that is to be considered an original agreement for your records. Thanks, Qtrnee gandavtifia Procurement Assistant City of Miami Department of Procurement 444 SW 2nd Avenue, 6th floor, Miami, FL 33130 P (305) 416-1906 F(305) 400-5338 agandarilla@miamigov.com https://miamigov.com/Government/Departments-Organizations/Procurement "Serving, Enhancing, and Transforming our Community" If you're not already a Vendor, click on or scan the QR Code to register as a new Vendor for the City of Miami. 1