Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
23967
AGREEMENT INFORMATION AGREEMENT NUMBER 23967 NAME/TYPE OF AGREEMENT THE OPERA ATELIER DESCRIPTION REVOCABLE LICENSE AGREEMENT/900 SW 1ST STREET ROOM 205/FILE ID: 08-00087/R-08-0070/MATTER ID: 22-1342 EFFECTIVE DATE June 28, 2022 ATTESTED BY NICOLE EWAN ATTESTED DATE 6/28/2022 DATE RECEIVED FROM ISSUING DEPT. 6/28/2022 NOTE DOCUSIGN AGREEMENT BY EMAIL DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C CITY OF MIAMI DOCUMENT ROUTING FORM ORIGINATING DEPARTMENT: Department of Real Estate and Asset Management DEPT. CONTACT PERSON: Danny Lozano, Property Mgmt. Specialist EXT. 1469 NAME OF OTHER CONTRACTUAL PARTY/ENTITY: The Opera Atelier, Inc. 1S THIS AGREEMENT A RESULT OF A COMPETITIVE PROCUREMENT PROCESS? ❑ YES ® NO TOTAL CONTRACT AMOUNT: $345.86/Month + 3% Annual Increase INVOLVED? ❑ YES ® NO TYPE OF AGREEMENT: ❑ MANAGEMENT AGREEMENT ❑ PROFESSIONAL SERVICES AGREEMENT ❑ GRANT AGREEMENT ❑ EXPERT CONSULTANT AGREEMENT ® LICENSE AGREEMENT OTHER: ❑ PUBLIC WORKS AGREEMENT ❑ MAINTENANCE AGREEMENT ❑ INTER -LOCAL AGREEMENT ❑ LEASE AGREEMENT ❑ PURCHASE OR SALE AGREEMENT PURPOSE OF ITEM (BRIEF SUMMARY): Execute Revocable License Agreement for The Opera Atelier, Inc. to occupy Room 205 (office space) located in the Manuel Artime Community Center. COMMISSION APPROVAL DATE: 2/14/2008 FILE ID: 08-00087 ENACTMENT NO.: R-08-0070 IF THIS DOES NOT REQUIRE COMMISSION APPROVAL, PLEASE EXPLAIN: ROUTING INFORMATION Date PLEASE PRINT AND SIGN APPROVAL BY DEPARTMENTAL DIRECTOR (DREAM) June 27, 2022 I 07:33SIZNA4TJRE: PRINT: JACQUELINE PRINT: ANN-MAAIM LORENZO r—DocuSigned by: a4V-9-/A-"-• j '-2D197C2=^�D... SUBMITTED TO RISK MANAGEMENT June 27, 2022 I 07:40SIENEADITURE: ARPE FV'atAk ablMti5 SUBMITTED TO CITY ATTORNEY Matter No. 22-1342 , l� June 27, 2022 I 15:07SI PRINT: VICTORIA N URE: MENDEZ p- DocuSigned by: �4• ---)-4: \—Dr00n=6... APPROVAL BY ASSISTANT CITY MANAGER/CFO June 27, 2022 I 16:17S PRINT: LARRY 1NVTUp: SPRING ,—DocuSigned by: `Sae4.. RECEIVED BY CITY MANAGER June 28, 2022 I 12:45:01 PRINT: ART ,—DocuSigned EDT SIGNATURE: co e26e2DG�I NORIEGA by: Arai- Nor;eT, ,-850CF6C372DD42A... ATTESTED BY CITY CLERK June 28, 2022 I 15:28SIGN:13 PRINT: TODD ,—DocuSigned EDTURE: AT B. HANNON by: ��l m�� `foavu '-18169471A31D411... PLEASE ATTACH THIS ROUTING FORM TO ALL DOCUMENTS THAT REQUIRE EXECUTION BY THE CITY MANAGER DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C REVOCABLE LICENSE AGREEMENT ISSUED BY THE CITY OF MIAMI TO THE OPERA ATELIER, INC. FOR THE OCCUPANCY OF ROOM 205 WITHIN THE CITY -OWNED PROPERTY LOCATED AT 900 SOUTHWEST 1' STREET, MIAMI, FLORIDA DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C CONTENTS 1. PURPOSE. 4 2. OCCUPANCY AND USE PERIOD 5 3. INTEREST CONFERRED BY THIS AGREEMENT. 5 4. REVOCATION -AT -WILL. 5 5. USE FEE. 5 6. LATE FEE AND INTEREST. 6 7. RETURNED CHECK FEE. 6 8. GUARANTEE DEPOSIT. 7 9. INCREASE OF GUARANTEE. 7 10. ADJUSTMENT TO USE FEE AND GUARANTEE DEPOSIT. 8 11. CONDITION OF THE PROPERTY AND MAINTENANCE. 8 12. SERVICES AND UTILITIES 9 13. ALTERATIONS, ADDITIONS OR REPLACEMENTS. 9 14. VIOLATIONS, LIENS AND SECURITY INTERESTS. 10 15. CITY ACCESS TO FACILITY. 10 16. INDEMNIFICATION AND HOLD HARMLESS. 11 17. INSURANCE. 12 18. SAFETY. 13 19. AMERICAN WITH DISABILITIES ACT 14 20. NO LIABILITY. 14 21. TAXES AND FEES. 14 22. CANCELLATION BY REQUEST OF EITHER OF THE PARTIES WITHOUT CAUSE. 15 23. VIOLATIONS. 15 24. NOTICES. 15 25. ADVERTISING. 16 26. COMMON AREAS. 16 27. OWNERSHIP OF IMPROVEMENTS. 17 28. SURRENDER OF AREA. 17 29. SEVERABILITY. 18 30. NO ASSIGNMENT OR TRANSFER 18 31. NONDISCRIMINATION. 18 32. WAIVER OF JURY TRIAL. 18 33. WAIVER. 19 34. AMENDMENTS AND MODIFICATIONS 19 35. COURT COSTS AND ATTORNEY(S) FEES 19 36. COMPLIANCE WITH ALL LAWS APPLICABLE. 19 37. HAZARDOUS MATERIALS 20 38. RADON GAS 21 39. ENTIRE AGREEMENT. 21 40. CONFLICT OF INTERESTS. 21 41. PUBLIC RECORDS. 22 42. THIRD PARTY BENEFICIARY. 22 43. NO PARTNERSHIP. 22 44. AUTHORITY 22 45. VENUE .22 46. HEADINGS ...23 47. COUNTERPARTS; ELECTRONIC SIGNATURES ...23 EXHIBIT "A" 24 2 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C REVOCABLE LICENSE AGREEMENT This Revocable License Agreement ("Agreement") is made this 28 day of June 2022, between the City of Miami (the "City") a municipal corporation of the State of Florida and THE OPERA ATELIER, INC., a non-profit corporation organized under the laws of the State of Florida (the "Licensee") with addresses at 970 SW 1st Street Suite 408, Miami Florida 33130. RECITALS WHEREAS, the City owns and operates a public facility known as the Manuel Artime Community Center located at 900 Southwest 1st Street, Miami, Florida (the "Building"); and WHEREAS, on February 14, 2008, the City Commission passed and adopted Resolution No. R-08-0070, authorizing the City Manager to issue Revocable License Agreements with revised rates for the use of office space at the Building; and WHEREAS, Licensee has expressed its interest in utilizing office space in the Building; and WHEREAS, this Agreement is not assignable; and WHEREAS, this Agreement has no defined term and is revocable -at -will by the City without the consent of the Licensee; and WHEREAS, this Agreement does not transfer an interest in real property including any leasehold interest in real property owned by the City; and WHEREAS, this Agreement does not confer a right to use any real property for any general purposes; and WHEREAS, this Agreement does not convey or transfer any right to exclude the City from any real property; and WHEREAS, this Agreement permits only certain, enumerated, specific and listed permitted uses and does not permit anything further; and WHEREAS, the Parties jointly, knowingly and voluntarily stipulate as to the accuracy of these recitals; and 3 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C NOW, THEREFORE, in order to carry out the intent as expressed herein and in consideration of the mutual agreements subsequently contained, the City and Licensee agree as follows: RECITALS The above recitals are true and correct and hereby incorporated into and made a part of this Agreement 1. PURPOSE. The City is the owner of real property and improvements thereon at 900 SW 1st Street, Miami, Florida (the "Property"). The City has determined that Room 205, consisting of a total square footage of approximately two hundred seventy-one (271) square feet located within the Property (the "Area"), depicted as Exhibit "A" attached hereto and made a part hereof, is not needed at this time by any of the City's offices or departments. The City hereby authorizes the Licensee to occupy and use the Area, under the conditions hereinafter set forth. The use of the Area is limited to Licensee's use of the space as an education center for the purposes of advancing knowledge of the fine arts and from time -to -time rehearsals for plays to local under -privileged children, seniors and children of school age and is not to be used for any other purpose whatsoever (the "Permitted Use"). Any use of the Area not authorized under the Permitted Use must receive the prior written consent of the City Manager. This consent may be withheld for any or no reason, including, but not limited to additional financial consideration. Notwithstanding any language contained herein to the contrary, the Licensee shall not utilize the Area in any manner that would disrupt the Events held within the Building. Licensee shall not permit noise or other nuisances to travel from the Area to any other areas in the Building while Events, rehearsals, or other schedule activities are held within the Building. Parking adjacent to the Building may be available subject to the sole discretion of the Theater Manager or designee. However, Licensee shall not have the right to utilize the parking during scheduled Events within the Building. 4 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C 2. OCCUPANCY AND USE PERIOD. The Effective Date of this Agreement is the date on which Licensee initially occupies the Area, which is July 1 , 2022 (the "Effective Date"), and shall continue on a month -to -month basis until the first to occur of the following: a) cancellation or termination by the express written agreement of the parties hereto; or b) cancellation or termination by request of any of the parties hereto, subject to the notice provisions "Cancellation by Request of Either of the Parties Without Cause" and "Revocation -At- Will." 3. INTEREST CONFERRED BY THIS AGREEMENT. Licensee agrees that this Agreement has been issued by the City to authorize Licensee to occupy the Area solely for the limited purpose of operating its office operations therein and no other purpose. The parties hereby agree that the provisions of this Agreement do not constitute a lease and the rights of Licensee hereunder are not those of a tenant but are a mere personal privilege to do certain acts of a temporary character and to otherwise use the Area subject to the terms of this Agreement. No leasehold interest in the Area is conferred upon Licensee under the provisions hereof and Licensee does not and shall not claim at any time any leasehold estate or ownership interest in the Area by virtue of this Agreement or its use of the Area hereunder. Additionally, Licensee does not and shall not claim at any time any interest or estate of any kind or extent whatsoever in the Area by virtue of any expenditure of funds by the Licensee for improvements, construction, repairs, partitions or alterations to the Area which may be authorized by the City. 4. REVOCATION -AT -WILL. This Agreement is revocable at the will of the City. The City Manager may revoke this Agreement at will and in writing without prior notice to Licensee. 5. USE FEE. In consideration for this Agreement, commencing from the Effective Date of the Agreement, Licensee agrees to pay to the City for the use of Room 205 with approximately 271 square feet the rate of Fifteen and 31/100 Dollars ($15.31) per square foot, for a monthly Use Fee 5 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C in the amount Three Hundred Forty -Five and 86/100 Dollars ($345.86), plus State Use Tax, if applicable, which shall be paid in advance and in full on the first day of each month, without notice or demand (the "Use Fee"). Nothing in this paragraph shall be construed to grant Licensee the right to use or occupy the Area for a term greater than on a month -to -month basis. Licensee shall be also responsible for any and all fees incurred by the City for security or other third -party costs resulting from Licensee's use of the Area. Payments shall be made payable to "City of Miami" and shall be mailed to 444 S.W. 2nd Avenue, 6th Floor, Finance Department, Miami, Florida 33130, or such other address as may be designated from time to time. 6. LATE FEE AND INTEREST. In the event any installment of the Use Fee is not received by the City within five (5) days after it becomes due, Licensee shall pay to City a late charge of ten percent (10%) of the amount due. Such late fee shall constitute additional fees due and payable to City by Licensee upon the date of payment of the delinquent payment referenced above. Acceptance of such late charge by City shall not constitute a waiver of Licensee's violations with respect to such overdue amount nor prevent City from the pursuit of any remedy to which City may otherwise be entitled. Any amount not paid to the City within fifteen (15) days after the date on which such amount is due shall bear interest at the rate of 12% per annum from its due date until paid. Payment of such interest shall not excuse or cure any violation by the Licensee. 7. RETURNED CHECK FEE. In the event any check is returned to the City as uncollectible, the Licensee shall pay to City a returned check fee (the "Returned Check Fee") based on the following schedule: Returned Amount Returned Check Fee $00.01 - 50.00 $20.00 $50.01 - 300.00 $30.00 $300.01 - 800.00 $40.00 OVER $800 5% of the returned amount. Such returned check fee shall constitute additional fees due and payable to the City by Licensee upon the date of payment of the delinquent payment referenced above. Acceptance of 6 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C such returned check fee by City shall, in no event, constitute a waiver of Licensee's violations with respect to such overdue amount nor prevent City from the pursuit of any remedy to which City may otherwise be entitled. 8. GUARANTEE DEPOSIT. Licensee shall deposit with City the amount of Six Hundred Ninety -One and 72/100 Dollars ($691.72) (the "Guarantee"), as guarantee for the full and faithful performance by Licensee of all obligations of Licensee under this Agreement or in connection with this Agreement. Licensee shall pay the Guarantee Deposit upon execution of the Agreement. If Licensee is in violation beyond any applicable notice or cure period, the City may use, apply or retain all or any part of the Guarantee for the payment of (i) any fee or other sum of money which Licensee was obligated to pay but did not pay, (ii) any sum expended by City on Licensee's behalf in accordance with the provisions of this Agreement, or (iii) any sum which City may expend or be required to expend as a result of Licensee's violation. Should the City use, apply or retain all or any part of the Guarantee, the Licensee shall reimburse the amounts used, applied or retained within thirty (30) days. The use, application or retention of the Guarantee or any portion thereof by City shall not prevent City from exercising any other right or remedy provided for under this Agreement or at law and shall not limit any recovery to which City may be entitled otherwise. Provided Licensee is not in violation of this Agreement, the Guarantee or balance thereof, as the case may be, shall be returned to Licensee upon the termination of this Agreement or upon any later date after which Licensee has vacated the Area in the same condition or better as existed on the Effective Date, ordinary wear and tear excepted. Upon the return of the Guarantee (or balance thereof) to the Licensee, City shall be completely relieved of liability with respect to the Guarantee. Licensee shall not be entitled to receive any interest on the Guarantee. 9. INCREASE OF GUARANTEE. If Licensee is in violation of this Agreement more than two (2) times within any twelve (12) month period, irrespective of whether or not such violation is cured, then, without limiting City's other rights and remedies provided for in this Agreement or at law or equity, the Guarantee shall automatically be increased by three (3) times the Guarantee then in place. This increase shall be paid by Licensee to City forthwith on demand. 7 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C 10. ADJUSTMENT TO USE FEE AND GUARANTEE DEPOSIT. The Use Fee and Guarantee Deposit shall each be increased October 1st of this year and every October 1st thereafter by three percent (3%). 11. CONDITION OF THE PROPERTY AND MAINTENANCE. A. Licensee accepts the Area in "As Is", in its present condition and state of repair condition and without any representation by or on behalf of City, and agrees that City shall, under no circumstances, be liable for any latent, patent or other defects in the Area. Licensee, at its sole cost, shall maintain the Area in good order and repair at all times and in an attractive, clean, safe and sanitary condition and shall suffer no waste or injury thereto. B. Licensee shall be responsible for all repairs to the Area required or caused by Licensee's use of part thereof without limiting the generality of the foregoing, Licensee is specifically required to replace all light bulbs and ballasts as needed, and make repairs (a) to the portion of any pipes, lines, ducts, wires or conduits contained within or serving the Area; (b) to windows, plate glass, doors and any fixtures or appurtenances composed of glass; (c) to Licensee's sign, if applicable; (d) to the Area or the Property when repairs to same are necessitated by any act or omission of Licensee or the failure of Licensee to perform its obligations under this Agreement. C. Licensee agrees to make all changes necessary to the Area at Licensee's sole cost and expense in order to comply with all City, County and State building code requirements for Licensee's occupancy thereof. D. If Licensee installs any electrical equipment that overloads the lines in the Area or the Property, City may require Licensee to make whatever changes to the lines as may be necessary to render same in good order and repair, and in compliance with all applicable legal requirements. E. If, in an emergency, it shall become necessary to make promptly any repairs or replacements required to be made by Licensee, City may reenter the Area and proceed forthwith to have the repairs or replacements made and pay the cost thereof. Within thirty (30) days after City renders a bill, therefore, Licensee shall reimburse the City for the cost of making the repairs. 8 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C 12. SERVICES AND UTILITIES. City shall, at its sole cost and expense, furnish and maintain air conditioning, electric current and dumpster for regular office debris. Licensee must abide by the rules, regulations, schedules, and practices of the City in the administration of these services. The City reserves the right to interrupt, curtail or suspend the provision of any utility service, including but not limited to, heating, ventilating and air conditioning systems and equipment serving the Area, to which Licensee may be entitled hereunder, when necessary by reason of accident or emergency, or for repairs, alterations or improvements in the judgment of City desirable or necessary to be made or due to difficulty in obtaining supplies or labor or for any other cause beyond the reasonable control of the City. The work of such repairs, alterations, or improvements shall be prosecuted with reasonable diligence. The City shall in no respect be liable for any failure of the utility companies or governmental authorities to supply utility service to Licensee or for any limitation of supply resulting from governmental orders or directives. Licensee shall not claim any damages by reason of the City's or other individual's interruption, curtailment or suspension of a utility service, nor shall the Revocable License or any of Licensee's obligations hereunder be affected or reduced thereby. Licensee, at its sole cost, shall provide cleaning services for the Area. Licensee shall pay for all telephone services or other utility service Licensee may require including the installation of any necessary lines and equipment. Licensee, at its sole cost and expense, shall hire a pest control company, as needed, to ensure that the Area will at all times be in a clean and sanitary condition and free from vermin. Licensee agrees to provide any and all Security it deems necessary to protect its operations and equipment. Licensee shall insure that all appropriate equipment and lights have been turned off and appropriate doors locked at the close of operations within the Area each day. 13. ALTERATIONS, ADDITIONS OR REPLACEMENTS. Except in the event of an emergency, Licensee shall not make any repair or alteration required or permitted to be performed by Licensee without first receiving the written approval of the Director of Public Facilities, which approval may be conditioned or withheld for any or no reason whatsoever, including a condition to pay additional fees if such alteration will affect the cost of services being provided by the City. If City approves such request, no repair or alteration 9 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C shall be commenced until plans and specifications thereof shall have been submitted to and approved by the City Manager. In the event of an emergency, Licensee shall reasonably proceed to perform such repair work and shall immediately notify the City of such work. 14. VIOLATIONS, LIENS AND SECURITY INTERESTS. Licensee, at its expense and with due diligence and dispatch, shall secure the cancellation or discharge of or bond off same in the manner permitted by law, all notices of violations arising from or otherwise in connection with Licensee's improvements or operations in the Area which shall be issued by any public authority having or asserting jurisdiction. Licensee shall promptly pay its contractors and materials men for all work and labor done at Licensee's request. Should any such lien be asserted or filed, regardless of the validity of said liens or claims, Licensee shall bond against or discharge the same within fifteen (15) calendar days of Licensee's receipt of notice of the filing of said encumbrance. In the event Licensee fails to remove or bond against said lien by paying the full amount claimed, Licensee shall pay the City upon demand any amount paid out by City, including City's costs, expenses and reasonable attorneys' fees. Licensee further agrees to hold City harmless from and to indemnify the City against any and all claims, demands and expenses, including reasonable attorney's fees, by reason of any claims of any contractor, subcontractor, material man, laborer or any other third person with whom Licensee has contracted or otherwise is found liable to, in respect to the Area. Nothing contained in this Agreement shall be deemed, construed or interpreted to imply any consent or agreement on the part of City to subject the City's interest or estate to any liability under any mechanic's or other lien asserted by any contractor, subcontractor, material man or supplier thereof against any part of the Area or any of the improvements thereon and each such contract shall provide that the contractor must insert a statement in any subcontract or purchase order that the contractor's contract so provides for waiver of lien and that the subcontractor, material man and supplier agree to be bound by such provision. 15. CITY ACCESS TO FACILITY. City and its authorized representative(s) shall have at all times access to the Area. City will maintain a complete set of keys to the Area. Licensee, at its sole cost and expense, may duplicate or change key locks but not until first receiving written approval from the Director of 10 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C Public Facilities (hereinafter referred to as "Director") for such work. In the event Licensee changes key locks as approved by the Director, Licensee, at its sole cost and expense, must also provide a copy of said keys to the City. The City shall have access to and entry into the Area at any time to (a) inspect the Area, (b) to perform any obligations of Licensee hereunder which Licensee has failed to perform after written notice thereof to Licensee, Licensee not having cured such matter within ten (10) days of such notice, (c) to assure Licensee's compliance with the terms and provisions of this Agreement and all applicable laws, ordinances, rules and regulations and (d) for other purposes as may be deemed necessary by the City Manager in the furtherance of the City's corporate purpose; provided, however, that City shall make a diligent effort to provide at least 24-hours advance notice and Licensee shall have the right to have one or more of its representatives or employees present during the time of any such entry. The City, its officers, directors, employees, representatives and agents, shall not be liable for any loss, cost or damage to the Licensee by reason of the exercise by the City of the right of entry described herein for the purposes listed above. The making of periodic inspection or the failure to do so shall not operate to impose upon City any liability of any kind whatsoever nor relieves the Licensee of any responsibility, obligations or liability assumed under this Agreement. 16. INDEMNIFICATION AND HOLD HARMLESS. Licensee shall indemnify, defend and hold harmless the City and its officials, employees and agents (collectively referred to as "Indemnitees") and each of them from and against all loss, costs, penalties, fines, damages, claims, expenses (including attorney's fees) or liabilities (collectively referred to as "Liabilities") arising out of, resulting from, or in connection with (i) the performance or non-performance of the services contemplated by this Agreement which is or is alleged to be directly or indirectly caused, in whole or in part, by any act, omission, default or negligence (whether active or passive) of Licensee or its employees, agents or subcontractors (collectively referred to as "Licensee"), regardless of whether it is, or is alleged to be, caused in whole or part (whether joint, concurrent or contributing) by any act, omission, default or negligence (whether active or passive) of the Indemnitees, or any of them or (ii) the failure of the Licensee to comply with any of the paragraphs herein or the failure of the Licensee to conform to statutes, ordinances, or other regulations or requirements of any governmental authority, federal 11 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C or state, in connection with the performance of this Agreement. Licensee expressly agrees to indemnify and hold harmless the Indemnitees, or any of them, from and against all liabilities which may be asserted by an employee or former employee of Licensee, or any of its subcontractors, as provided above, for which the Licensee's liability to such employee or former employee would otherwise be limited to payments under state Workers' Compensation or similar laws. Licensee further acknowledges that, as lawful consideration for being granted the right to utilize and occupy the Area, Licensee, on behalf of himself, his agents, invitees and employees, does hereby release from any legal liability the City, its officers, agents and employees, from any and all claims for injury, death or property damage resulting from Licensee's use of the Area. 17. INSURANCE. Licensee, at its sole cost, shall obtain and maintain in full force and effect at all times throughout the period of this Agreement, the following insurance coverage: (a) Commercial General liability insurance including premises, operations, personal injury, and contractual liability providing coverage against all claims, demands or actions for bodily injury, personal injury, death or property damage occurring in or about the premises. The policy or policies must provide limits in the amount of $1,000,000 per occurrence, $2,000,000 aggregate and must list the City of Miami as Additional Insured. This coverage must be written on a primary and noncontributory basis. (b) "All Risk" property insurance against loss or damage by fire, windstorm, with such endorsements for extended coverage, vandalism, malicious mischief, flood and special coverage, insuring 100% of the replacement cost of Licensee's improvements, fixtures, equipment, furniture and all other personal property in and about the Area. This requirement may be waived provided that Licensee executes a full release holding the City harmless for any damages incurred by Licensee due to the above -mentioned causes as defined in a standard All Risk policy. (c) Worker's Compensation in the form and amounts required by State law. (d) Automobile Liability insurance covering all owned, non -owned and hired vehicles used in conjunction with operations covered by this Agreement. The policy or policies of insurance shall contain such limits as may be reasonably requested by the City from time to time but not less than Three Hundred Thousand Dollars ($ 300,000 per accident.. The City of Miami shall be listed as additional insured on the policy or policies of insurance. 12 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C (e) The City's Division of Risk Management, reserves the right to reasonably amend the insurance requirements by the issuance of a notice in writing to Licensee. The Licensee shall provide any other insurance or security reasonably required by the City. (f) The policy or policies of insurance required shall be so written that the policy or policies may not be canceled or materially changed without thirty (30) days advance written notice to the City. Said notice should be delivered to the City of Miami, Division of Risk Management, 444 SW 2 Avenue, 9th Floor, Miami, Florida 33130, with copy to City of Miami, Department of Public Facilities, 444 SW 2 Avenue, 3rd Floor, Miami, Florida 33130, or such other address that may be designated from time to time. (g) A current evidence and policy of insurance evidencing the aforesaid required insurance coverage shall be supplied to the Department of Public Facilities /Asset Management of the City at the execution of this Agreement and a new evidence and policy shall be supplied at least twenty (20) days prior to the expiration of each policy period. Insurance policies required above shall be issued by companies authorized to do business under the laws of the State of Florida, with the following qualifications as to management and financial strength: the company should be rated "A" as to management, and no less than class "V" as to financial strength, in accordance with the latest edition of Best's Key Rating Guide, or the company holds a valid Florida Certificate of Authority issued by the State of Florida, Department of Insurance, and is a member of the Florida Guarantee Fund. Receipt of any documentation of insurance by the City or by any of its representatives, which indicates less coverage than required does not constitute a waiver of the Licensee's obligation to fulfill the insurance requirements herein. In the event Licensee shall fail to procure and place such insurance, the City may, but shall not be obligated to, procure and place same, in which event the amount of the premium paid shall be paid by Licensee to the City as an additional fee upon demand and shall in each instance be collectible on the first day of the month or any subsequent month following the date of payment by the City. Licensee's failure to procure insurance shall in no way release Licensee from its obligations and responsibilities as provided herein. 18. SAFETY. Licensee will allow City inspectors, agents or representatives the ability to monitor its compliance with safety precautions as required by federal, state or local laws, rules, regulations 13 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C and ordinances. By performing these inspections, the City, its agents, or representatives are not assuming any liability by virtue of these laws, rules, regulations and ordinances. Licensee shall have no recourse against the City, its agents or representatives from the occurrence, non- occurrence or result of such inspection(s). Upon occupancy of the Area, Licensee shall contact the City's Risk Management Department to schedule the inspection(s). 19. AMERICAN WITH DISABILITIES ACT. Licensee shall affirmatively comply with all applicable provisions of the Americans with Disabilities Act ("ADA") in the course of utilizing the Area including Titles I and II of the ADA (regarding nondiscrimination on the basis of disability) and all applicable regulations, guidelines and standards. Additionally, Licensee shall take affirmative steps to ensure nondiscrimination in employment of disabled persons. 20. NO LIABILITY. In no event shall the City be liable or responsible for damage to the personal property, improvements, fixtures and/or equipment belonging to or rented by Licensee, its officers, agents, employees, invitees or patrons, including without limitation, damages resulting from fire, steam, electricity, gas, water, rain, vandalism or theft which may leak or flow from or into any part of the Area, or from the breakage, leakage, obstruction or other defects of the pipes, sprinklers, wires, appliances, plumbing, air conditioning or lighting fixtures of the Area, or from hurricane or any act of God or any act of negligence of Licensee, its officers, employees, agents, invitees, or patrons or any person whomsoever whether such damage or injury results from conditions arising at or about the Area or upon other portions of the Property or from other sources. 21. TAXES AND FEES. Licensee shall pay before any fine, penalty, interest or costs is added for nonpayment, any and all charges, fees, taxes or assessments levied against the Area and/or against any occupancy interest or personal property of any kind, owned by or placed in, upon or about the Area by Licensee, including, but not limited to, ad valorem taxes, fire fees and parking surcharges. In the event Licensee appeals a tax or fee, Licensee shall immediately notify City of its intention to appeal said tax or fee and shall furnish and keep in effect a surety bond of a responsible and substantial 14 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C surety company reasonably acceptable to City or other security reasonably satisfactory to City in an amount sufficient to pay one hundred percent of the contested tax or fee with all interest on it and costs and expenses, including reasonable attorneys' fees, to be incurred in connection with it. 22. CANCELLATION BY REQUEST OF EITHER OF THE PARTIES WITHOUT CAUSE. Either party may cancel this Agreement at any time with thirty (30) days written notice to the non -canceling Party prior to the effective date of the cancellation. 23. VIOLATIONS. If Licensee in any manner violates the restrictions and conditions of this Agreement, then, after ten (10) days written notice given to Licensee by the City Manager within which to cease such violation or correct such deficiencies, and upon failure of Licensee to do so after such written notice within said ten (10) day period, this Agreement shall be automatically canceled without the need for further action by the City. This provision shall not interfere with the City's rights pursuant to Section 5 of the Agreement, entitled "Revocation -At -Will". 24. NOTICES. All notices or other communications which may be given pursuant to this Agreement shall be in writing and shall be deemed properly served if delivered by personal service or by certified mail addressed to City and Licensee at the addresses indicated herein or as the same may be changed from time to time, or for purposes of canceling this Agreement, the City may serve notice by posting it at the Area. Such notice shall be deemed given on the day it is posted at the Area; on which personally served; or if by certified mail, on the fifth day after being mailed or the date of actual receipt, whichever is earlier. The Notices addresses of the parties are: CITY OF MIAMI City of Miami City Manager 3500 Pan American Drive Miami, FL 33133 LICENSEE The Opera Atelier, Inc. 970 SW 1 Street, Room 205 Miami, Florida 33130 Attn: Director 15 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C COPY TO: City of Miami Attn: Director Department of Public Facilities 444 SW 2nd Avenue, 3rd Floor Miami, FL 33130 City of Miami City Attorney 444 SW 2nd Avenue, Suite 945 Miami, FL 33130 25. ADVERTISING. Licensee shall not permit any signs or advertising matter to be placed either in the interior or upon the exterior of the Area without having first obtained the approval of the Director, which approval may be withheld for any or no reason, at his/her sole discretion. Licensee shall, at its sole cost and expense, install, provide, maintain such sign, decoration, advertising matter or other things as may be permitted hereunder in good condition and repair at all times. Licensee must further obtain approval from all governmental authorities having jurisdiction and must comply with all applicable requirements set forth in the City of Miami Code and Zoning Ordinance. Upon the cancellation of this Agreement, Licensee shall, at its sole cost and expense, remove any sign, decoration, advertising matter or other thing permitted hereunder from the Area. If any part of the Area is in any way damaged by the removal of such items, said damage shall be repaired by Licensee at its sole cost and expense. Should Licensee fail to repair any damage caused to the Area within ten (10) days after receipt of written notice from City directing the required repairs, City shall cause the Area to be repaired at the sole cost and expense of Licensee. Licensee shall pay City the full cost of such repairs within ten (10) days of receipt of an invoice indicating the cost of such required repairs. Licensee hereby understands and agrees that the City may, at its sole discretion, erect or place upon the Area an appropriate sign indicating City's having issued this Agreement. 26. COMMON AREAS. Licensee shall have the nonexclusive right (in common with other occupants of the Property) to use the common areas of the Property for the purposes intended, subject to such rules 16 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C and regulations as City may establish from time to time. In no event shall any language in this Agreement be construed as granting Licensee any preference in the reservation of the Theater space within the Building. 27. OWNERSHIP OF IMPROVEMENTS. As of the Effective Date and throughout the Use Period, title to all buildings and improvements thereon shall be vested in City. Furthermore, title to all alterations made in or to the Area, whether or not by or at the expense of Licensee, shall, unless otherwise provided by written agreement, immediately upon their completion become the property of the City and shall remain and be surrendered with the Area. 28. SURRENDER OF AREA. In the event of cancellation, termination or expiration of this Agreement, Licensee shall peacefully surrender the Area by the time specified broom clean and in good condition and repair together with all alterations, fixtures, installation, additions and improvements which may have been made in or attached on or to the Area. Upon surrender, Licensee shall promptly remove all its personal property, trade fixtures and equipment and Licensee shall repair any damage to the Area caused thereby. Should Licensee fail to repair any damage caused to the Area within ten (10) days after receipt of written notice from City directing the required repairs, City shall cause the Area to be repaired at the sole cost and expense of Licensee. Licensee shall pay City the full cost of such repairs within ten (10) days of receipt of an invoice indicating the cost of such required repairs. City may require Licensee to restore the Area so that the Area shall be as it was on the Effective Date. In the event Licensee fails to remove its personal property, equipment and fixtures from the Area within the time limit set by the notice, said property shall be deemed abandoned and thereupon shall become the sole personal property of the City. The City, at its sole discretion and without liability, may remove and/or dispose of same as City sees fit, all at Licensee's sole cost and expense. 17 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C 29. SEVERABILITY. Should any provisions, paragraphs, sentences, words or phrases contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal or otherwise unlawful under the laws of the State of Florida or the City, such provisions, paragraphs, sentences, words or phrases shall be deemed modified to the extent necessary in order to conform with such laws, and the same may be deemed severable by the City, and in such event, the remaining terms and conditions of this Agreement shall remain unmodified and in full force and effect. 30. NO ASSIGNMENT OR TRANSFER. Licensee cannot assign or transfer its privilege of occupancy and use granted unto it by this Agreement. 31. NONDISCRIMINATION. In the performance of this Agreement or any extension thereof, Licensee and/or its authorized agents shall not discriminate in connection with its occupancy and use of the Area and improvements thereon, or against any employee or applicant for employment because of sex, age, race, color, religion, ancestry or national origin. Licensee and/or its authorized agents will take affirmative action to ensure that minority applicants are employed and that employees are fairly treated during employment without regard to their sex, age, race, color, religion, ancestry, marital status, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation. 32. WAIVER OF JURY TRIAL. The parties hereby knowingly, irrevocably, voluntarily and intentionally waive any right either may have to a trial by jury in respect of any action, proceeding or counterclaim based on this Agreement, or arising out of, under, or in connection with this Agreement or any amendment or modification of this Agreement, or any other agreement executed by and between the parties in connection with this Agreement, or any course of conduct, course of dealing, statements (whether verbal or written) or actions of any party hereto. This waiver of jury trial provision is a material inducement for the City and Licensee entering into the subject transaction. 18 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C 33. WAIVER. No failure on the part of the City to enforce or insist upon performance of any of the terms of this Agreement, nor any waiver of any right hereunder by the City, unless in writing, shall be construed as a waiver of any other term or as a waiver of any future right to enforce or insist upon the performance of the same term. 34. AMENDMENTS AND MODIFICATIONS. No amendments or modifications to this Agreement shall be binding on either party unless in writing, approved as to form and correctness by the City Attorney, and signed by both parties. The City Manager is authorized to amend or modify this Agreement as needed. 35. COURT COSTS AND ATTORNEY(S) FEES. In the event it becomes necessary for the City to institute legal proceedings to enforce or interpret the provisions of this Agreement, Licensee shall pay the City's court costs and attorney's fees through all trial and appellate levels. Licensee acknowledges that Florida law provides for mutuality of attorney's fees as a remedy in contract cases and specifically and irrevocable waives its right to collect attorney's fees from the City under applicable laws, including specifically, but not limited to Section 57.105, Florida Statutes. It is the express intent of the parties hereto that in no event will the City be required to pay Licensee's attorney's fees and court costs for any action arising out of this Agreement. In the event that Licensee's waiver under this section is found to be invalid then Licensee agrees that the City's liability for Licensee's attorney's fees and court costs shall not exceed the sum of $100.00. In the event that the waiver and limitations contained herein are found to be invalid, or are otherwise not upheld, then the provisions of this Section shall become null, and void and each party shall be responsible for its own attorney's fees and costs. 36. COMPLIANCE WITH ALL LAWS APPLICABLE. Licensee accepts this Agreement and hereby acknowledges that Licensee's strict compliance with all applicable federal, state and local laws, ordinances and regulations is a condition of this Agreement, and Licensee shall comply therewith as the same presently exist and 19 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C as they may be amended hereafter. This Agreement shall be construed and enforced according to the laws of the State of Florida. 37. HAZARDOUS MATERIALS. The Licensee shall, at its sole cost and expense, at all times and in all respects comply with all federal, state and local laws, statutes, ordinances and regulations, rules, rulings, policies, orders and administrative actions and orders relating to hazardous materials ("Hazardous Materials Laws"), including, without limitation, any Hazardous Materials Laws relating to industrial hygiene, environmental protection or the use, storage, disposal or transportation of any flammable explosives, toxic substances or other hazardous, contaminated or polluting materials, substances or wastes, including, without limitation, any "Hazardous Substances", "Hazardous Wastes", "Hazardous Materials" or "Toxic Substances" (collectively "Hazardous Materials"), under any such laws, ordinances or regulations. The Licensee shall, at its sole cost and expense, procure, maintain in effect and comply with all conditions of any and all permits, licenses and other governmental and regulatory approvals relating to the presence of Hazardous Materials within, on, under or about the Area or required for the Licensee's use of any Hazardous Materials in or about the Area in conformity with all applicable Hazardous Materials Laws and prudent industry practices regarding management of such Hazardous Materials. Upon cancellation or revocation of this Agreement, the Licensee shall, at its sole cost and expense, cause all Hazardous Materials, including their storage devices, placed in or about the Area by the Licensee or at the Licensee's direction, to be removed from the Area and transported for use, storage or disposal in accordance and compliance with all applicable Hazardous Materials Laws. The Licensee may operate according to the custom of the industry so long as the use or presence of Hazardous Materials is strictly and properly monitored according to, and in compliance with, all applicable governmental requirements. The requirements of this Paragraph of the License shall survive the cancellation or revocation of this License. The City represents that: (i) To the best of its knowledge there are no environmental violations, whether under federal, state, or local laws, existing on the Area; (ii) To the best of its knowledge there are no Hazardous Materials presently existing on the Area. 20 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C 38. RADON GAS. Radon is a naturally occurring radioactive gas that, when it has accumulated in a building in sufficient quantities, may present health risks to persons who are exposed to it over time. Levels of radon that exceed federal and state guidelines have been found in buildings in Florida. Additional information regarding radon and radon testing may be obtained from your county public health unit. Licensee may, have an appropriately licensed person test the Area for radon. If the radon level exceeds acceptable EPA standards, the City may choose to reduce the radon level to an acceptable EPA level, failing which either party may cancel this License. 39. ENTIRE AGREEMENT. This instrument and its attachments constitute the sole and only agreement of the parties hereto and correctly set 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. This Agreement is the result of negotiations between the parties and has been typed/printed by one party for the convenience of both parties, and the parties covenant that this Agreement shall not be construed in favor of or against either of the parties. 40. CONFLICT OF INTERESTS. Licensee is aware of the conflict of interest laws of the City of Miami (Miami City Code Chapter 2, Article V), Dade County, Florida (Dade County Code, Section 2-11.1 et. seq.) and of the State of Florida as set forth in the Florida Statutes, and agrees that it will fully comply in all respects with the terms of said laws and any future amendments thereto. Licensee covenants that no person or entity under its employ, presently exercising any functions or responsibilities in connection with this Agreement, has any personal financial interests, direct or indirect, with the City. Licensee further covenants that, in the performance of this Agreement, no person or entity having such conflicting interest shall be utilized in respect to services provided hereunder. Any such conflict of interest(s) on the part of Licensee, its employees or associated persons, or entities must be disclosed in writing to the City. 21 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C 41. PUBLIC RECORDS. Licensee understands that the public shall have access, at all reasonable times, to City contracts, subject to the provisions of Chapter 119, Florida Statutes, and agrees to allow access by the City and the public to all documents subject to disclosure under applicable law. 42. THIRD PARTY BENEFICIARY. This Agreement is solely for the benefit of the parties hereto and no third party shall be entitled to claim or enforce any rights hereunder. 43. NO PARTNERSHIP. Nothing contained herein shall make, or be construed to make any party a principal, agent, partner or joint venturer of the other. 44. AUTHORITY. Each of the parties hereto acknowledges it is duly authorized to enter into this Agreement and that the signatories below are duly authorized to execute this Agreement in their respective behalf. 45. VENUE. Venue in all civil actions or other proceedings between the parties shall be in a court of competent jurisdiction within Miami -Dade County, Florida. In the event it becomes necessary for either party to institute legal proceedings to enforce the provisions of this Agreement, each party shall bear its own attorneys' fees through all administrative, regulatory, trial and appellate levels. 46. HEADINGS Title and Section headings are for convenient reference and are not a part of this Agreement. 22 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C 47. COUNTERPARTS; 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. Remainder of the page intentionally left blank 23 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C IN WITNESS WHEREOF, the parties hereto have executed this Agreement of the day and year first above written. ATTEST: DocuSigned by: DocuSigned by: lvfcatt, ewatA, Todannon Ci Clerk CITY OF MIAMI, a municipal corporation of the State of Florida DocuSigned by: A�- N�eS., l - 850CF6C372DD42A... Arthur Noriega City Manager APPROVED AS TO INSURANCE APPROVED AS TO LEGAL FORM AND REQUIREMENTS: r111111DocuSigned by: 27 J.00318294E7... Ann -Marie Sharpe, Director Department of Risk Management WITNESSES: CORRECTNESS: —DocuSigned by: /A4-11-tX-. F1CFO43fF6FE045-7... Victoria Mendez - City Attorney Matter ID: 22-1342 LICENSEE: THE OPERA ATELIER, INC., a Florida not -for - profit corporation Sigma re At NOT2-Zi? Print Nome Xeco 4.re ( 7" Print Title 24 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C EXHIBIT "A" 25 DocuSign Envelo • pe ID: 46660021-0C63-431C-AA6A-C44BBA92E84C i D 3 EXHIBIT A The Area Manuel Artime, Second Floor 900 Southwest 1st Street r —» -- III SECOND FLOOR PLAN 4!I i�CP. PIR 4rfekuti wpm 1` nrATAILir • ` -1 w.i-F,F. r w{ I. L Room 205 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C City of Miami Legislation Resolution: R-08-0070 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 08-00087 Final Action Date: 2/14/2008 A RESOLUTION OF MIAMI CITY COMMISSION UPDATING USE FEES FOR USE OF OFFICE SPACE AT THE MANUEL ARTIME THEATER AND COMMUNITY CENTER, LOCATED AT 900 SOUTHWEST 1ST STREET AND 970 SOUTHWEST 1ST STREET, MIAMI, FLORIDA, RESPECTIVELY; AUTHORIZING THE CITY MANAGER TO EXECUTE REVOCABLE LICENSE AGREEMENTS, IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, WITH ORGANIZATIONS FOR SAID PURPOSE; FURTHER AUTHORIZING THE CITY MANAGER TO AMEND THE EXISTING LICENSE AGREEMENTS TO MODIFY THE DATE FOR USE FEE ADJUSTMENTS TO TAKE PLACE IN OCTOBER OF EACH YEAR AND PROVIDE FORATHREE PERCENT (3%) ANNUAL INCREASE. WHEREAS, the practice of charging fees for the use of office space at Manuel Artime Theater and Community Center, located at 900 and 970 Southwest 1st Street, Miami, Florida (collectively "Facility"), respectively, has been in effect for more than twenty years; and WHEREAS, the Department of Public Facilities recently conducted an analysis of market rental rates for similar type office buildings in the area and has determined it to be in the best interest of the City of Miami to renew and update the fees for use ("Use Fees") of office space at the Facility, which rates and other terms and conditions shall be formalized by the execution and issuance of a Revocable License Agreement ("Agreement"), in a form acceptable to the City Attorney; and WHEREAS, following a review of comparable market rates in the area, the Use Fees for the two Manuel Artime buildings were determined to be $15.00, and $13.50, per square foot, for the Facility; and WHEREAS, the new Use Fees of $15.00, and $13.50, per square foot will be discounted twenty-five percent (25%) for not -for -profit entities licensing space at the Facility; and WHEREAS, the new Use Fees will be applied only to incoming individuals or organizations and to any expanded space for existing Licensees; and WHEREAS, existing Licensees at the Facility will be grandfathered and continue to pay the rates under their respective Agreements for their existing space; and WHEREAS, Licensees, both existing and new, could benefit from simplified procedures for the timing and amount of annual Use Fee increases; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORI DA: 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. City of Miami Page 1 of 3 File Id: 08-00087 (Version: 1) Printed On: 6/9/2021 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C File Number: 08-00087 Enactment Number: R-08-0070 Section 2. The following Use Fees policy for the use of office space at the Facility are updated as follows: (A) REVOCABLE LICENSE AGREEMENT REQUIRED; USE FEES ESTABLISHED. All individuals or organizations licensing office space at the Facility shall enter into a Revocable License Agreement with the City of Miami. Commencing from the date this Resolution is approved, all Agreements, shall include charges of Use Fees for use of office space as follows: (1) Offices in Community Center building (970 Southwest 1st Street): (i) For -Profit Organizations: $15.00 per square foot (ii) Not -for -Profit Organizations: $15.00 per square foot, less twenty-five percent (25%) discount. (2) Offices in Theater building (900 Southwest 1st Street): (i) For -Profit Organizations: $13.50 per square foot (ii) Not -for -Profit Organizations: $13.50 per square foot, less twenty-five percent (25%) discount. (3) Existing Licensees: Any individual or organization licensing office space at the Facility at the time this Resolution is approved shall continue to pay the Use Fee arrangements of their existing License until such time their License is terminated or revoked. Any newly expanded space by existing Licensees will incur the Use Fees set forth above. (B) USE FEE ADJUSTMENT; USE FEE INCREASE. (1) Use Fee Adjustment: The Use Fee set forth in Subsection "A" hereinabove may be adjusted to credit Licensees for expenses incurred for the provision of capital improvements to the Facility, subject to presentation of valid documentation and approval by the City Manager or his designee, in his sole discretion. (2) Use Fee Increase - Timing: Commencing October 1, 2008, and each October 1 thereafter, Use Fees provided in Subsection "A" above shall be increased by three percent (3%). All future Agreements shall provide for said increase in the Use Fees and Agreements commencing use in future years shall pay a Use Fee reflecting the accumulated annual increases set forth in this section. (3) Application of October 1 Fee Increases to Existing Licensee: Fees of existing Licensees whose annual fee increase date falls after January 1, 2008, (but before October 1, 2008) shall not be increased until October 1st, 2008. On October 1, 2008, they shall then pay an increase equal to the three percent (3%). Thereafter, said organizations shall pay the 3% increase every October 1 as per item two (2) of this Section above. This section does not immediately apply to existing Licensees whose increases are set to $.50, per year, until their square footage rate reaches $6.00, per square foot. Section 3. The City Manager is authorized{1} to execute Agreements, in a form acceptable to the City Attorney, pursuant to the provisions set forth in Section 2 hereinabove and to execute any amendments to existing Licensees to implement Section 3 hereinabove. Section 4. This Resolution shall become effective immediately upon its adoption and signature of the Mayor.{2} City of Miami Page 2 of 3 File Id: 08-00087 (Version: 1) Printed On: 6/9/2021 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C File Number: 08-00087 Enactment Number: R-08-0070 Footnotes: {1} The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to those prescribed by applicable City Charter and Code provisions. {2} If the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Commission. City of Miami Page 3 of 3 File Id: 08-00087 (Version: 1) Printed On: 6/9/2021 DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C ACORD® CERTIFICATE OF LIABILITY INSURANCE 401..------ DATE (MM/DD/YYYY) 06/ 17/2022 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER All Insurance USA Corp 2360 SW 8th Street Miami ,—DocuSigned by: Fro& aolt11(,) "-27395C6318214E7... FL 33135 CONTACT NAME: Leivis Ledesma PHONE (A/C, No, Ext): (305)230 4770 FAX 305 357-8172 (A/C, No): ( ) E-MAIL SALES@ALLINSURANCEUSA.COM INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: HISCOX INS CO INC 10200 INSURED THE OPERA ATELIER INC 970-900 SW 1 TH ST SUITE 408,301,300,205 Miami FL 33130 INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR R TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MMIDDIYYYY) POLICY EXP (MM/DD/YYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY Y UDC-4477660-CGL-22 05/04/2022 05/04/2023 EACH OCCURRENCE $ 1,000 000.00 CLAIMS -MADE OCCUR DAMAGE RETE PREMISESO(Ea occur ence) $ 100 000.00 MED EXP (Any one person) $ 5 000.00 PERSONAL & ADV INJURY $ 1,000 000.00 GEN'L X AGGREGATE POLICY OTHER: LIMIT APPLIES JECT PRO-LOC PER. GENERAL AGGREGATE $ 2,000 000.00 PRODUCTS - COMP/OP AGG $ S/T GEN AGRE $ AUTOMOBILE LIABILITY ANY AUTO OWNED SCHEDULED AUTOS NON -OWNED AUTOS ONLY COMBINED SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ $ UMBRELLA LIAB EXCESS LIAB O OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DED RETENT ON $ $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N I A PER STATUTE OTH- ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Primary and non contributory CERTIFICATE HOLDER CANCELLATION CITY OF MIAMI 444 SW 2nd Ave MIAMI PRIMARY AND NON CONTRIBUTORY FL 33130 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE LL ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 46660021-0C63-431C-AA6A-C44BBA92E84C peril teller Jacqueline Lorenzo Director City of Miami Dream Department Dear Ms. Lorenzo, The Opera Atelier, Inc. www.theoperaatelier.org 1-786-560-6845 info@theoperaatelier.org 970 Sw 1st Street, Suite 408. Miami, FI 33130 June 11, 2022 This letter certifies that The Opera Atelier, Inc. has fewer than 4 employees. Therefore, it is exempt from this requirement in the State of Florida. Additionally, coverage for business personal property is not warranted at this time. Thank you for your support and understanding. Sincerely yours, Jacqueline Solorzano Executive Director The Opera Atelier