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HomeMy WebLinkAbout26282AGREEMENT INFORMATION AGREEMENT NUMBER 26282 NAME/TYPE OF AGREEMENT TOMORROWLAND, LLC DESCRIPTION BUSINESS GRANT AGREEMENT/ASSIST WITH PAYROLL COST/FILE ID: 17457/CRA-R-25-0020/MATTER ID: 26-2044 EFFECTIVE DATE September 11, 2026 ATTESTED BY NICOLE EWAN ATTESTED DATE 9/11/2026 DATE RECEIVED FROM ISSUING DEPT. 9/14/2026 NOTE DOCUSIGN AGREEMENT BY EMAIL BUSINESS GRANT AGREEMENT BY AND BETWEEN THE OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY AND TOMORROWLAND, LLC THIS BUSINESS GRANT AGREEMENT is entered into as of the 1 1 day of September, 2026, by and between the OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes, with principal address at 1401 N. Miami Avenue, Miami Florida 33136 ("CRA"), and TOMOROWLAND, LLC, a Florida Limited Liability Company, located within the CRA boundaries at 1368 North Miami Ave, Miami, Florida 33136 ("GRANTEE"). RECITALS WHEREAS, GRANTEE submitted a grant application and proposals directly to the CRA requesting Thirty -Five Thousand Dollars and Zero Cents ($35,000.00) to underwrite the cost associated with the cost of hiring, training, and retaining employees within the boundaries of the CRA; and WHEREAS, the CRA adopted Resolution No. CRA-R-23-0050 on October 12, 2023, establishing the Business Grant Program ("Program") for business development in the Area, and Resolution No. CRA-R-25-0020 on April 10, 2025, authorizing the continuation of the Program, both attached and incorporated herein as composite Exhibit "A" (collectively, the "Authorizing Resolutions") for the purposes of business development in the OMNI Redevelopment Area ("Area"); and WHEREAS, pursuant to the Authorizing Resolution, the Program authorizes the Executive Director of the CRA ("Executive Director") to disburse funds from the Program, at his/her discretion, on a reimbursement basis or directly to vendors upon presentation of invoices and satisfactory documentation to qualifying businesses; and WHEREAS, GRANTEE and the CRA wish to enter into this Agreement to set forth the terms Page 1 of 21 and conditions relating to the use by GRANTEE of a grant in the amount not to exceed Thirty -Five Thousand Dollars ($35,000.00) ("Grant") for the Program as defined below; NOW, THEREFORE, in consideration of the promises and the mutual covenants contained herein, the parties agree to as follows: TERMS 1. RECITALS AND INCORPORATIONS. The recitals and all statements contained therein are true and correct and are hereby incorporated as part of this Agreement. The following exhibits are attached hereto and are hereby incorporated into and made a part of this Agreement: Exhibit A — Authorizing Resolution Exhibit B — Program Description Exhibit C — Insurance Requirements Exhibit D — GRANTEE' S Corporate Resolution or Other Proof of Signing Authority and Corporate Status/Sunbiz Exhibit E — Anti -Human Trafficking Affidavit In the event of a conflict between the provisions of this Agreement or any of its exhibits, the conflict shall be resolved in favor of this Agreement, then in the priority order indicated above. 2. GRANT. Subject to the terms and conditions set forth herein and GRANTEE's compliance with all of its obligations hereunder, the CRA hereby agrees to make available to the GRANTEE, the Grant to be used for the purpose and Program, as stated herein, and as disbursed in the manner hereinafter provided. 3. USE OF GRANT. The Grant shall be used by GRANTEE as follows: to underwrite the cost associated with hiring, training and retaining employees for business use within the Area ("Program"), as described in Composite Exhibit "B", which includes GRANTEE's CRA Business Incentive and Assistance Application. 4. COMPLIANCE WITH POLICIES AND PROCEDURES. GRANTEE understands that the Page 2 of 21 use of the Grant is subject to specific reporting, record keeping, administrative and contracting guidelines, audit, and other requirements affecting the activities funded by the Grant for the Program. GRANTEE covenants and agrees to comply with such requirements, and represents and warrants to the CRA that the Grant shall be used in accordance with all of the requirements, terms and conditions contained therein, as the same may be amended during the term hereof. Without limiting the foregoing, GRANTEE represents and warrants that it will comply with, and the Grant will be used in accordance with, all applicable federal, state, and local codes, laws, rules and regulations. 5. RECORDS, INSPECTIONS, REPORTS/AUDITS AND EVALUATION. To the extent required by law, the Inspection and Audit provisions set forth in Sections 18-101 and 18-102 of the Code of the City of Miami, Florida, as amended ("City Code"), as adopted by the CRA, are deemed as being incorporated by reference herein and additionally apply to this Agreement. GRANTEE understands, acknowledges, and agrees that: (a) the CRA must meet certain record keeping and reporting requirements with regard to the Grant and that in order to enable the CRA to comply with its record keeping and reporting requirements, GRANTEE shall maintain all records as required by the CRA; and (b) at the CRA's request, and no later than thirty (30) calendar days thereafter, GRANTEE shall deliver to the CRA such reports and written statements relating to the use of the Grant as the CRA may require from time to time; and (c) all costs and expenses of the Program shall be at actual cost with no markups and the CRA may request any and all receipts or paid checks to substantiate such costs and expenses; and (d) the CRA shall have the right to conduct audits of GRANTEE's records pertaining to the Grant and to visit and to inspect the Program, in order to conduct its monitoring and evaluation activities, and that GRANTEE shall cooperate with the CRA in the performance of these activities; and (e) GRANTEE's failure to comply with these requirements or the receipt or discovery (by monitoring, evaluation, or audit) by the CRA of any inconsistent, incomplete, or inadequate information shall be grounds for the immediate termination of this Agreement by the CRA. Page 3 of 21 6. REVERSION OF ASSETS. Upon the expiration, termination, or cancellation of the Term of this Agreement, any unspent Grant funds shall immediately revert to the possession and ownership of the CRA, and GRANTEE shall transfer to the CRA all unused Grant funds at the time of such expiration, termination, or cancellation. 7. INSURANCE REQUIREMENTS: GRANTEE shall, at all times during the term hereof, maintain insurance coverage in accordance with Exhibit "C" attached and incorporated by this reference. The GRANTEE shall add the City of Miami ("City") and the CRA as an additional insured and named certificate holder to its insurance policies. GRANTEE shall correct any insurance certificates as requested by the CRA/City. The CRA/City reserves the right to require additional coverage as may be warranted in connection with this Agreement. GRANTEE understands and agrees that any and all liabilities regarding the use of GRANTEE' S employees or subcontractors for the Program shall be borne solely by the GRANTEE and that the insurance requirements set forth herein shall not act as a limitation of liability. Grantee shall require its contractors to comply with the terms of this section and provide a certificate of insurance pursuant to Exhibit C. 8. DISBURSEMENT OF GRANT. Subject to the terms and conditions contained in this Agreement, and at the time of execution of this Agreement, the CRA shall make available to GRANTEE, on a reimbursement basis, an amount not to exceed Thirty -Five Thousand Dollars ($35,000.00) ("Grant Amount") in Grant funds. Payments will be made only after GRANTEE has submitted to the CRA and the CRA has received and approved in writing such Program specific invoices, (a) which shall be accompanied by sufficient supporting documentation and contain sufficient details, to constitute a "Proper Invoice" as defined by Florida Statutes Section 218.73 and 218.74, and (b) which are subject to verification by the CRA of acceptable work product for the Program. In no event shall payments to GRANTEE under this Grant Agreement exceed the Grant Amount, nor shall Grant funds be used in any form inconsistent with the terms, conditions, obligations, and requirements contained herein. 9. TERM. The term of this Agreement shall commence on the date first above written and shall terminate upon full disbursement of either (a) the Grant Amount or (b) such lesser amount should the final completion of the Program not require the entire the Grant Amount from the Page 4 of 21 Grant; provided, however, that all rights of the CRA to audit or inspect, to require reversion of assets, to enforce representations, warranties and certifications, to default remedies, to limitation of liability and indemnification, and to recovery of fees, expenses, and costs shall survive the expiration or earlier termination of this Agreement. 10. REMEDIES FOR NON-COMPLIANCE. If GRANTEE fails to perform any of its obligations or covenants hereunder, or materially breaches any of the terms, conditions, obligations, or requirements contained herein, then the CRA shall have the right to take one or more of the following actions, in addition to any other remedies available to it in law and/or equity: (a) Withhold cash payments, pending correction of the deficiency by GRANTEE; (b) Recover payments made to GRANTEE; (c) Disallow (that is, deny the use of the Grant for) all or any part of the cost for the activity or action for the Program not in compliance; (d) Withhold further awards for the Program; and (e) Take such other actions and/or remedies that may be legally permitted. 11. NON-DISCRIMINATION. GRANTEE, for itself and on behalf of its contractors and sub- contractors, agrees that it shall not discriminate as to race, sex, color, religion, national origin, age, marital status, sexual orientation, or disability in connection with its performance under this Agreement. Furthermore, GRANTEE represents that no otherwise qualified individual shall, solely, by reason of his/her race, sex, color, religion, national origin, age, marital status, sexual orientation, or disability be excluded from the participation in, be denied benefits of, or be subjected to discrimination under any program or activity receiving financial assistance pursuant to this Agreement. 12. CONFLICT OF INTEREST. GRANTEE has received copies of, or is familiar with, the following provisions regarding conflict of interest in the performance of this Agreement by GRANTEE. GRANTEE covenants, represents and warrants that it will comply with all Page 5 of 21 applicable conflict of interest provisions including, but not limited to, the: (a) Code of the City of Miami, Florida, Chapter 2, Article V; and (b) Miami -Dade County Code, Section 2-11.1. 13. CONTINGENCY CLAUSE. Funding for this Agreement is contingent on the availability of funds and continued authorization for Program activities, and is subject to amendment or termination due to lack of funds or authorization, reduction of funds, and/or change in regulations. 14. CERTIFICATIONS RELATING TO THE GRANT. GRANTEE certifies that: (a) All expenditures of the Grant shall be made only for the Program and in accordance with the provisions of this Agreement; (b) Reasonable accounting records for the Program shall be maintained by GRANTEE; (c) The expenditures of the Grant shall be properly documented and such documentation shall be maintained on file at the Program site; (d) Periodic progress reports shall be provided to the CRA as requested from time to time; (e) No expenditure of Grant funds shall be used for political activities; and (f) GRANTEE shall be liable to the CRA for any amount of the Grant expended in a manner inconsistent with this Agreement. 15. MARKETING. (a) GRANTEE shall consult with the CRA's Executive Director regarding all uses and displays of the recognition of the CRA. (b) GRANTEE shall prominently display signage acknowledging the CRA's Grant contribution to the Program at GRANTEE's primary place of business, and for a period of (2) years after expiration of this Agreement. Page 6 of 21 (c) GRANTEE shall produce, publish, advertise, disclose, or exhibit the CRA's name and/or logo, in acknowledgement of the CRA's contribution to the Program, in all forms of media and communications created by GRANTEE in relation to this Agreement and/or the Program, for the purpose of publication, promotion, illustration, advertising, trade or any other lawful purposes, including, but not limited to, stationary, newspapers, periodicals, billboards, posters, email, direct mail, flyers, telephone, public events, and television, radio, or internet advertisements or postings, or interviews. (d) The CRA shall have the right to approve the form and placement of all acknowledgements, which approval shall not be unreasonably withheld. (e) GRANTEE further agrees that the CRA's name and logo may not be otherwise used, copied, reproduced, altered in any manner, or sold to others for purposes other than those specified in this Agreement. Nothing in this Agreement, or in GRANTEE's use of the CRA's name and logo, confers or may be construed as conferring GRANTEE any right, title, or interest whatsoever in the CRA's name, identifying information, and logo beyond the limited right granted in this Agreement. 16. DEFAULT. If GRANTEE fails to comply with any term or condition of this Agreement, or fails to perform any of its obligations hereunder, then GRANTEE shall be in default. Upon the occurrence of a default hereunder the CRA, in addition to all remedies available to it by law or equity, may immediately, upon written notice to GRANTEE, terminate this Agreement whereupon all payments, advances, or other compensation paid by the CRA to GRANTEE while GRANTEE was in default shall be immediately returned to the CRA. GRANTEE understands and agrees that termination of this Agreement under this section shall not release GRANTEE from any obligations accruing prior to the effective date of termination. 17. NO LIABILITY OF THE CRA OR THE CITY. None of the respective officers, employees, agents, representatives, or principals, whether disclosed or undisclosed, of the CRA and of the City shall have any personal liability with respect to any of the provisions of this Agreement. Nothing herein is intended to waive the CRA or City's sovereign immunity beyond the limitations imposed by Section 768.28, Florida Statutes. Page 7 of 21 18. SPECIFIC PERFORMANCE. In the event of breach of the Grant Agreement by the CRA, the GRANTEE may only seek specific performance of the Grant Agreement and any recovery shall be limited to the actual amount of the Program costs not to exceed the amount of Grant funding authorized for the Program. In no event shall the CRA be liable to GRANTEE for any additional compensation, other than that provided herein, or for any consequential or incidental damages. 19. INDEMNIFICATION OF THE CRA AND THE CITY. GRANTEE hereby agrees to indemnify, protect, defend, save, release, and hold harmless, at its sole cost and expense, the CRA, the City, and their respective officers, employees, agents, representatives, and principals from and against any and all claims, actions, damages, liability and expense (including fees, costs, and expenses of attorneys, investigators and experts) in connection with loss of life, personal injury, or damage to property arising out of the performance or non-performance of this Agreement and the Program, except to the extent such loss, injury or damage was caused by the gross negligence of the CRA, the City, or their respective officers, employees, agents, representatives, and principals. In the event that any action, claim, demand, or proceeding is brought against the City in connection with any of GRANTEE' S indemnification obligations stated herein, the GRANTEE shall, upon written notice from the CRA or City, resist and defend such action or proceeding by counsel satisfactory to the CRA General Counsel or City Attorney's Office. The obligations in this provision shall survive termination of the Agreement. Grantee shall require its contractors to comply with terms and provisions of this section. 20. DISPUTES. In the event of a dispute between the CRA and GRANTEE as to the terms and conditions of this Agreement, the Executive Director of the CRA and GRANTEE shall notify each in writing of the dispute and proceed in good faith to resolve the dispute within thirty (30) calendar days of such written notice. If the dispute is not resolved within such thirty (30) calendar days, the dispute shall be submitted to the CRA's governing body ("Board") for resolution within ninety (90) calendar days thereof or the next available meeting of the Board if after ninety (90) calendar days, or such longer period as may be agreed to by the parties to this Agreement. The Board's decision shall be deemed final and binding on the parties. 21. CAPTIONS. The captions in this Agreement are for convenience only and are not a part of Page 8 of 21 this Agreement and do not in any way define, limit, describe, or amplify the terms and provisions of this Agreement or the scope or intent thereof. 22. ENTIRE AGREEMENT. This instrument constitutes the sole and only agreement of the parties hereto relating to the Grant, and correctly set forth the rights, duties, and obligations of the parties. There are no collateral or oral agreements or understandings between the CRA and GRANTEE relating to this Agreement or the Grant and/or Program. Any promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. This Agreement shall not be modified in any manner except by an instrument in writing executed by the authorized representatives of the parties. 23. CONSTRUCTION. Should the provisions of this Agreement require judicial or arbitral interpretation, it is agreed that the judicial or arbitral body interpreting or construing the same shall not apply the assumption that the terms hereof shall be more strictly construed against one party by reason of the rule of construction that an instrument is to be construed more strictly against the party which itself or through its agents prepared same, it being agreed that the agents of both parties have equally participated in the preparation of this Agreement. 24. COVENANTS. Each covenant, agreement, obligation, term, condition or other provision herein contained shall be deemed and construed as a separate and independent covenant of the party bound by, undertaking or making the same, not dependent on any other provision of this Agreement unless otherwise expressly provided. All of the terms and conditions set forth in this Agreement shall apply throughout the term of this Agreement unless otherwise expressly set forth herein. 25. CONFLICTING TERMS. In the event of conflict between the terms of this Agreement and any terms or conditions contained in any attached documents, the terms of this Agreement shall govern. 26. WAIVER. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing by the non -breaching party. 27. SEVERABILITY. Should any provision contained in this Agreement be determined by a court Page 9 of 21 of competent jurisdiction to be invalid, illegal, or otherwise unenforceable under the laws of the State of Florida, then such provision shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable to conform with such laws, that same shall be deemed severable, and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and effect. 28. NO THIRD -PARTY BENEFICIARY RIGHTS. No provision of this Agreement shall, in any way, inure to the benefit of any third parties so as to constitute any such third party a beneficiary of this Agreement, or of anyone or more of the terms hereof, or otherwise give rise to any cause of action in any party not a party hereto. 29. AMENDMENTS. No amendment to this Agreement shall be binding on either party, unless in writing and signed by the authorized representatives of both parties. 30. OWNERSHIP OF DOCUMENTS. Upon request by the CRA, all documents developed by GRANTEE shall be delivered to the CRA upon completion of this Agreement, and may be used by the CRA, without restriction or limitation. GRANTEE agrees that all documents maintained and generated pursuant to this Agreement shall be subject to all provisions of the Public Records Law, Chapter 119, Florida Statutes. It is further understood by and between the parties that any document which is given by the CRA to GRANTEE pursuant to this Agreement shall at all times remain the property of the CRA, and shall not be used by GRANTEE for any other purposes whatsoever, without the written consent of the CRA. 31. AWARD OF AGREEMENT. GRANTEE warrants that it has not employed or retained any person employed by the CRA to solicit or secure this Agreement, and that it has not offered to pay, paid, or agreed to pay any person employed by the CRA any fee, commission percentage, brokerage fee, or gift of any kind contingent upon or resulting from the award of the Grant. 32. NON-DELEGABILITY. The obligations of GRANTEE under this Agreement shall not be delegated or assigned to any other party without the CRA's prior written consent which may be withheld by the CRA, in its sole discretion. 33. GOVERNING LAW AND VENUE. This Agreement shall be construed and enforced in accordance with Florida law without regard to its conflicts of law provisions. In the event of Page 10 of 21 litigation, controversies, or legal problems arising out of or as a result of this Agreement and/or the Program, shall be submitted to the jurisdiction of the State of Florida courts in the Eleventh Judicial Circuit in and for Miami -Dade County, Florida. The venue shall be Miami -Dade County, Florida. Each party shall be responsible for its own attorney' s fees, costs, and expenses. Moreover, GRANTEE acknowledges that it shall adhere to any and all state, local, and federal laws, rules and regulations in undertaking the Program and in complying with this Agreement, to include the Code of the City of Miami, Florida, as amended. 34. WAIVER OF JURY TRIAL. GRANTEE and the CRA hereby knowingly, irrevocably, voluntarily, and intentionally waive any right either may have to a trial by jury in respect to any action, proceeding, claim, or counterclaim based on this Agreement and/or the Program, or arising out of, under, or in connection with this Agreement, the Program, any renewal(s) hereof, any amendment, extension, or modification of this Agreement, or any other agreement executed between the parties in connection with this Agreement, the Program, or any other course of conduct, course of dealing, statements (whether verbal or written), or any other actions of any party hereto. This waiver is a material inducement for the CRA and the GRANTEE to enter into this Agreement. 35. TERMINATION OF CONTRACT FOR CONVENIENCE. The CRA retains the right to terminate this Agreement at any time for convenience, without penalty to the CRA. In that event, the CRA shall give five (5) days written notice of termination to GRANTEE. 36. NOTICE. All notices or other communications which shall or may be given pursuant to this Agreement shall be in writing and shall be delivered by personal service, or by registered mail, addressed to the party at the address indicated herein or as the same may be changed from time to time. Such notice shall be deemed given on the day on which personally served, or, if by mail, on the fifth (5th) day after being posted, or the date of actual receipt, whichever is earlier. To CRA: Omni Redevelopment District Community Redevelopment Agency Attn: Carlos I. Suarez Executive Director Address 50 NW 14th Street Miami, Florida, 33136 To GRANTEE: Tomorrowland LLC Attn: Jessica Victor Address: 1368 N. Miami Ave Miami, Florida, 33136 Page 11 of 21 With a copy to: Office of the City Attorney Attn: George K. Wysong III General Counsel 444 S.W. 2nd Avenue, 9th Floor Miami, Florida 33130 37. INDEPENDENT CONTRACTOR. GRANTEE, its contractors, subcontractors, employees, and agents shall be deemed to be independent contractors, and not agents or employees of the CRA, and shall not attain any rights or benefits under the civil service or pension programs of the CRA, or any rights generally afforded its employees; further, they shall not be deemed entitled to Florida Workers' Compensation benefits as employees of the CRA. 38. SUCCESSORS AND ASSIGNS. This Agreement shall be binding upon the parties hereto, and their respective heirs, executors, legal representatives, successors, and assigns. 39. AUTHORITY. Both the CRA and GRANTEE certify that each possesses the legal authority to enter into this Agreement. A resolution, motion or similar action has been duly adopted as an official act of each party as a governing body, authorizing the execution of this Agreement, and identifying the official representative of each to act in connection herewith and to provide such additional information as may be required by the terms of this Agreement. 40. PUBLIC RECORDS. GRANTEE understands that the public shall have access, at all reasonable times, to all documents and information pertaining to the CRA, subject to the provisions of Chapter 119, Florida Statutes, and any specific exemptions there from, and GRANTEE agrees to allow access by the CRA and the public to all documents subject to disclosure under applicable law unless there is a specific exemption from such access. GRANTEE's failure or refusal to comply with the provisions of this section shall result in immediate termination of the Agreement by the CRA. Pursuant to the provisions of Section 119.0701, Florida Statutes, GRANTEE must comply with the Florida Public Records Laws, specifically the GRANTEE must: (a) Keep and maintain public records that ordinarily and necessarily would be required by the public agency in order to perform the service. Page 12 of 21 (b) Provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. (d) Meet all requirements for retaining public records and transfer, at no cost, to the public agency all public records in possession of the GRANTEE upon termination of the contract and destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. (e) All records stored electronically must be provided to CRA in a format compatible with the information technology systems of the public agency. GRANTEE agrees that any of the obligations in this section will survive the term, termination and cancellation hereof. IF THE GRANTEE HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE GRANTEE'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT (305) 416-1800, PUBLICRECORDS@MIAMIGOV.COM, AND 444 S.W. 2nd AVENUE SUITE 945, MIAMI, FL 33130. GRANTEE MAY ALSO CONTACT THE RECORDS CUSTODIAN AT THE CRA AT: (305) 679-6868, OMNICRA@MIAMIGOV.COM. Should GRANTEE determine to dispute any public access provision required by Florida Statutes, GRANTEE shall do so in accordance with applicable Florida law, and shall do so at its own cost and expense. Any lawsuits filed against the CITY or Indemnitees in connection with GRANTEE'S dispute to public access will fall under the GRANTEE'S indemnification obligations specified in the Indemnification Section above. Page 13 of 21 41. SURVIVAL. All obligations (including but not limited to indemnity and obligations to defend, release, and hold harmless) and rights of any party arising during or attributable to the period prior to expiration or earlier termination of this Agreement shall survive such expiration or earlier termination. 42. ANTI -HUMAN TRAFFICKING: The GRANTEE confirms and certifies that it is not in violation of Section 787.06, Florida Statutes, and that it does not and shall not use "coercion" for labor or services as defined in Section 787.06, Florida Statutes. The GRANTEE shall execute and submit to the CRA an Affidavit in compliance with Section 787.06(13), Florida Statutes, attached an incorporated herein as Exhibit "E." If GRANTEE fails to comply with the terms of this Section, the CRA may suspend or terminate this Agreement immediately, without prior notice, and in no event shall the CRA be liable to GRANTEE for any additional compensation or for any consequential or incidental damages. 43. COUNTERPARTS; ELECTRONIC SIGNATURES. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. Facsimile, .pdf and other electronic signatures to this Agreement shall have the same effect as original signatures. [SIGNATURES APPEAR ON THE FOLLOWING PAGE] {Remainder of Page Intentionally Left Blank} Page 14 of 21 IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized as of the day and year above written. ATTEST: GRANTEE ,—DocuSigned by: BY: `-7 D.9€97F5FB498... NAME: Fritz Victor TITLE: Manager ATTEST: BY: Signed by: CSigned by: ''' "i.,-,,, _ 18169471A31D411... Todd B. Hannon Clerk of the Board BY: LDocuSigned by: )t,SStcu. Ud ble 914.c2A6,1()3fL42n NAME: Jessica Victor TITLE: Owner OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes BY: Signed by: l � 1-91AE9B9B4'121... Carlos I. Suarez Executive Director APPROVED AS TO LEGAL FORM AND APPROVED AS TO INSURANCE CORRECTNESS: REQUIREMENTS: "—Signed by: BY: `— at-Orot, OOGISbl FiF9F l l George K. Wysong III General Counsel Matter ID 26-2044 /s/ NRA Signed by: 'ralnk Gbwltvj BY: `-273.9gcc,ift714F7 Page 15 of 21 David Ruiz Interim Director of Risk Management EXHIBIT A OMNI CRA R- 23-0050, adopted October 12th, 2023 OMNI CRA R- 25-0020, adopted April 10th, 2025 Page 16 of 21 leak Omni CRA City of Miami Legislation OMNI CRA Resolution CRA-R-23-0050 OMNI CRA 1401 N. Miami Avenue Miami, FL 33136 www.miamicra.com File Number: 14858 Final Action Date:1011212023 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY ("CRA") ALLOCATING ONE MILLION DOLLARS $1,000,000.00 TO A BUSINESS GRANT PROGRAM FOR THE PURPOSES OF BUSINESS DEVELOPMENT IN THE OMNI REDEVELOPMENT AREA FROM ACCOUNT NO. 10040.920501.883000; AUTHORIZING THE INTERIM EXECUTIVE DIRECTOR TO DISBURSE FUNDS SOLELY IN HIS/HER DISCRETION AS A GRANT OR A LOAN TO BUSINESS ENTITIES, ON A REIMBURSEMENT BASIS TO BUSINESS ENTITIES, OR DIRECTLY TO VENDORS UPON PRESENTATION OF INVOICES AND/OR SATISFACTORY DOCUMENTATION TO QUALIFYING BUSINESSES IN ORDER TO DISBURSE FUNDS AS STATED HEREIN SUBJECT TO THE AVAILABILITY OF FUNDS; FURTHER AUTHORIZING THE INTERIM EXECUTIVE DIRECTOR TO NEGOTIATE ANY AND ALL NECESSARY DOCUMENTS, ALL IN A FORM ACCEPTABLE TO THE GENERAL COUNSEL, FOR THE PURPOSES STATED HEREIN. WHEREAS, the Omni Redevelopment District Community Redevelopment Agency ("CRA") is responsible for carrying out community redevelopment activities and projects within the Omni Redevelopment Area ("Area") in accordance with the 2010 Omni CRA Redevelopment Plan ("Plan"); and WHEREAS, Section 4.4, C., D-1, at page 41 of the Plan; Section 4.4, D., A02, at page 42 of the Plan; and Section 4.4, E., D-7, at page 42 of the Plan all list maximizing conditions for residents to live in the area, the elimination of conditions which contribute to blight, and minimizing condemnation and relocation as stated redevelopment objectives; and WHEREAS, Section 5 of the Plan titled "Projects and Strategies" also authorizes the CRA to authorize "small business development through the creation of financial resource pools"; and WHEREAS, Page 97 of the Plan authorizes the CRA to engage in the "encouragement of small business opportunities in the redevelopment area"; and WHEREAS, the Board of Commissioners of the CRA has previously allocated funds to programs that rehabilitate facades, small business improvements, and improvements to the quality of life within the Area; and WHEREAS, these programs have all been successful and have moved towards accomplishing the goals and objectives of the Plan; and City of Miami Page 2 of 3 File ID: 14858 (Revision:) Printed On: 7/28/2025 WHEREAS, the Board of Commissioners wishes to further allocate an additional one million dollars ($1,000,000) to a Business Program ("Program") to continue with similarly needed programs in the Area; and WHEREAS, funds are available from Account No. 10040.920501.883000 for the Program; and WHEREAS, the Interim Executive Director is further requesting authority to disburse funds from the Program to eligible participants as a grant, as a loan, on a reimbursement basis, or directly to vendors upon presentation of invoices and satisfactory documentation without the need for further approval from the Board of Commissioners and within the Interim Executive Director's sole discretion; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble of this Resolution are adopted by reference hereto and incorporated herein as if fully set forth in this Section. Section 2. The Program is hereby established with funds in the amount of one million dollars $1,000,000.00 allocated from Account No. 10040.920501.883000. Section 3. The Interim Executive Director is authorized to disburse funds in his/her sole discretion as either a grant, a loan, on a reimbursement basis, or directly to vendors upon presentation of invoices and satisfactory documentation to qualifying businesses. Section 4. The Interim Executive Director is authorized to negotiate and execute any and all documents necessary to effectuate the Program, all in a form acceptable to the General Counsel. Section 5. This Resolution shall become effective immediately upon adoption. APPROVED AS TO FORM AND CORRECTNESS: Tom- •�• ORGE . WYSON . III. ENERAL COUNSEL City of Miami Page 3 of 3 File ID: 14858 (Revision:) Printed On: 7/28/2025 Omni CRA City of Miami Legislation OMNI CRA Resolution CRA-R-25-0020 OMNI CRA 1401 N. Miami Avenue Miami, FL 33136 www.miamicra.com File Number: 17457 Final Action Date:411012025 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY ("CRA") ALLOCATING AN ADDITIONAL AMOUNT NOT TO EXCEED FIVE HUNDRED THOUSAND DOLLARS ($500,000.00) ANNUALLY FOR FIVE YEARS TO THE BUSINESS GRANT PROGRAM FOR THE PURPOSE OF BUSINESS DEVELOPMENT IN THE OMNI REDEVELOPMENT AREA (PROGRAM") FROM ACCOUNT NO. 10040.920501.883000; AUTHORIZING THE EXECUTIVE DIRECTOR TO DISBURSE FUNDS, AT HER DISCRETION, AS A GRANT OR A LOAN TO BUSINESS ENTITIES, OR DIRECTLY TO VENDORS, ON A REIMBURSEMENT BASIS, UPON PRESENTATION OF INVOICES AND/OR SATISFACTORY DOCUMENTATION TO QUALIFYING BUSINESSES, SUBJECT TO THE AVAILABILITY OF FUNDS, FOR THE PURPOSE STATED HEREIN; FURTHER AUTHORIZING THE EXECUTIVE DIRECTOR TO NEGOTIATE AND EXECUTE ANY AND ALL NECESSARY DOCUMENTS, ALL IN FORMS ACCEPTABLE TO GENERAL COUNSEL, FOR THE PURPOSE STATED HEREIN; PROVIDING FOR THE INCORPORATION OF RECITALS AND AN EFFECTIVE DATE. "INCOMPLETE (ITEM WAS ADOPTED WITH MODIFICATIONS). PENDING FINAL APPROVAL AS TO FORM AND CORRECTNESS BY GENERAL COUNSEL." WHEREAS, the Omni Redevelopment District Community Redevelopment Agency ("CRA") is responsible for carrying out community redevelopment activities and projects within the Omni Redevelopment Area ("Area") in accordance with the 2019 Redevelopment Plan ("Plan"); and WHEREAS, Section 4.4, C., D-1, at page 41 of the Plan, Section 4.4, D., A02, at page 42 of the Plan, and Section 4.4, E., D-7, at page 42 of the Plan all list maximizing conditions for residents to live in the Area, the elimination of conditions which contribute to blight, and minimizing condemnation and relocation as stated redevelopment objectives; and WHEREAS, Section 5 of the Plan, titled "Projects and Strategies," also encourages the CRA to further authorize "small business development through the creation of financial resource pools"; and WHEREAS, Page 97 of the Plan, authorizes the CRA to engage in the "encouragement of small business opportunities in the redevelopment area"; and WHEREAS, the Board of Commissioners of the CRA has previously allocated funds to programs that rehabilitate facades, small business improvements, and improve the quality of life within the Area, including business development; and City of Miami Page 2 of 3 File ID: 17457 (Revision: A) Printed On: 7/30/2026 WHEREAS, these programs have been successful and have accomplished the goals and objectives of the Plan; and WHEREAS, the Board of Commissioners wishes to allocate an additional amount not to exceed Five Hundred Thousand Dollars ($500,000.00) annually for five years to the Business Grant Program ("Program") to continue with similar projects in the Area; and WHEREAS, funds are available from Account No. 10040.920501.883000 for the Program; and WHEREAS, the Executive Director is requesting authority to disburse funds for the Program to eligible participants, or directly to vendors, as a grant or a loan, on a reimbursement basis, upon presentation of invoices and satisfactory documentation, without the need for further approval from the Board of Commissioners; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble of this Resolution are adopted by reference hereto and incorporated herein as if fully set forth in this Section. Section 2. The Program is hereby established with funds in an additional amount of Five Hundred Thousand Dollars ($500,000.00) annually for five years allocated from Account No. 10040.920501.883000. Section 3. The Executive Director is authorized to disburse funds at her discretion, as a grant or a loan, on a reimbursement basis, to qualifying businesses or directly to vendors upon presentation of invoices and satisfactory documentation. Section 4. The Executive Director is authorized to negotiate and execute any and all documents necessary to effectuate the Program, all in forms acceptable to the General Counsel. Section 5. This Resolution shall become effective immediately. APPROVED AS TO FORM AND CORRECTNESS: ORG267— X. . III, ENERAL COUNSEL City of Miami Page 3 of 3 File ID: 17457 (Revision: A) Printed On: 7/30/2026 COMPOSITE EXHIBIT B - PROGRAM DESCRIPTION Page 17 of 21 Omni CRA Business Assistance Microgrant 4pphcation Applicant Contact informatban Project Business Name Contact Name Matbnt Address Telephone Fax Email Corporation lnformotron Registered Corporation Name Mailing Address ia- Li �. R.i.O v're l r'Ye •wt A,a f'L Corporation Officers & Titles Date & State of Incorporation Tax JD# _,if iL.I c,, ?=kt g r{re� O 1 ? plOF'f a Property owner Name IUt C )f O I1 Project Address 1 J 71D t tWl !iv A,c Folio# n +- - i ? a I r:il -v 1r-2:3 rYear Bulk 44?,4r Total Retail (Sq. Ft) I LTVt it Leased Retail (Sq. Ft,)y; Description of the business i 11 �`obc -,2 r\ Type of Microgrant R Requested i Employment eq ck (cheorte) r Emergency/ interruption � Building Improvement Description of Grant Requested .)o A csi s f v..4. 4%, c,r }.'A,(.1' L-GS1 . 3 %'L ,1,v i .t r-, a ✓} 1-.v ry •- Estimated Stet pate ' Estimated Completion Date Cry r 4 RfbFrogront Fltkjra►n 1 r Employment Microgrant Projected Job Creation Form (Please mote additional forms to be completed) Employment Verification Compliance Form for lob Creation Goals Job Title It of positions Existing/ New Position Projected/ Part Time/ Actual Full Time Hiring Date Hourly Pay Rate 1•. ‘_iN-•nr I.t,=.,,,,f r."1S1 !1AA, i411}rwL. c.f r .•-y'+ L y 1vlTvi f Li t, I.-, f J Q f ►A' 1s"1,4-,'rj rt( 1 v 10: ri r ,'1-- J v 11 1.f r ' i ol'Cut B''Vl..t- fI0,'IS Irtr TOTAL 1 certify that the information contained in this form is true and accurate. Business Name: Certified by: L n ..tip i +� f Setnatwe of business Owner TIW ZtiG� )L Printed Nime Dete r Stii Utt%V' Carr C',RA Mrrrogrant Program r1 Scope of CRA-Fundr'ng Request IDescription of Item / Contractor or Supplier plier . N ) 2. 3. 4. 5. 6. 7. 8. 9. 10. 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. Estimated Cost 1. 10. As a current business owner in this community or a business seeking to improve business in this community, I wish to participate in the OMNI CRA BUSINESS ASSISTANCE MICROGRANT. I acknowledge that I have received a copy of the Miaogrant Grant Program Procedures and will comply with all requirements should I be awarded a I grant. Sign / Print Name of Business Owner rev' cu v/ Date 0/building improvements will be included in scope of grant) 1 aduawAedge that Tenant, Is seeking assistance using the OMNI CRA BUSINESS ASSISTANCE MICROGRAM! PROGRAM and that the general terms of their lease conform to the terms above. Should the applicant win a grant award, I understand that funds will be used to make Improvements to my property. �H s /14/->. Omni CRA Microgrant Program Date EXHIBIT C- INSURANCE REQUIREMENTS BUSINESS GRANT AGREEMENTS OMNI CRA I. Commercial General Liability A. Limits of Liability Bodily Injury and Property Damage Liability Each Occurrence $1,000,000 General Aggregate Limit $ 2,000,000 Personal and Adv. Injury $ 1,000,000 Products/Completed Operations $ 1,000,000 B. Endorsements Required City of Miami listed as additional insured OMNI CRA listed as additional insured Premises and Operations Liability Primary Insurance Clause Endorsement II. Business Automobile Liability A. Limits of Liability Bodily Injury and Property Damage Liability Combined Single Limit Owned/Scheduled Autos Including Hired, Borrowed or Non -Owned Autos Any One Accident $ 300,000 B. Endorsements Required City of Miami listed as an additional insured OMNI CRA as additional insured III. Worker's Compensation Limits of Liability Statutory -State of Florida Waiver of Subrogation Employer' s Liability A. Limits of Liability $100,000 for bodily injury caused by an accident, each accident Page 18 of 21 $100,000 for bodily injury caused by disease, each employee $500,000 for bodily injury caused by disease, policy limit IV. Liquor Liability Each Common Cause Policy Aggregate $1,000,000 $2,000,000 City and OMNI CRA listed as additional insured V. Umbrella Liability Each Occurrence Policy Aggregate $1,000,000 $1,000,000 City and OMNI CRA listed as additional insured. Coverage is excess following form over the general liability and liquor policies. The above policies shall provide the City of Miami with written notice of cancellation or material change from the insurer in accordance to policy provisions. Companies authorized to do business in the State of Florida, with the following qualifications, shall issue all insurance policies required above: The company must be rated no less than "A-" as to management, and no less than "Class V" as to Financial Strength, by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All policies and /or certificates of insurance are subject to review and verification by Risk Management prior to insurance approval. Page 19 of 21 TOMORRO4J To Whom It May Concern, This letter is in reference to the insurance required for Tomorrowland Miami. We do not believe that the automobile insurance and workers compensation requirements should apply to this project. There will be no company owned vehicles used throughout the duration of this project, nor will there be additional employees that require workers compensation. We currently have 11 employees and all are covered by our workers comp, There will be no personal vehicles on property ever. If you have questions, or concerns, please do not hesitate to contact me Warm Regards, Jed-A-iea V toii, Jessica Victor, Owner / ACORN® CERTIFICATE OF LIABILITY INSURANCE ‘...------ DATE (MM/DD/YYYY) 08/25/2026 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 Procom Insurance Underwriters 4909 SW 74th Ct. Miami FL 33155 CONTACT Isidro01 NAME: (A/c,Nno, Ext): (305) 740-4460 ja//c, No): (305) 740-4469 E-MAIL bruna rocomcor ADDRESS: M@p pcom INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: TRISURA SPECIALTY INSURANCE COMPANY 16188 INSURED TOMORROWLAND, LLC. 1368 North Miami Ave. Miami FL 33136- INSURERB: NAUTILUS INSURANCE COMPANY 17370 INSURERC: INSURER D : INSURER E : INSURERF: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MMIDD/YYYY) POLICY EXP (MMIDD/YYYY) LIMITS A X COMMERCIAL GENERALLIABILITY Y Y OSU1008844-02 06/20/2026 06/20/2027 EACH OCCURRENCE $ 1 ,000,000 CLAIMS -MADE X OCCUR DAMAGE TRENTED PREMISESO(Ea occurrence) $ 100,000 X 0 BI/PD DED MED EXP (Any one person) $ EXCLUDED PERSONAL&ADVINJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PRO- JECT PER: LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OPAGG $ 2,000,000 $ 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) $ $ B X UMBRELLA LIAB EXCESS LIAB O OCCUR CLAIMS -MADE Y AN1352510R 06/20/2026 06/20/2027 EACH OCCURRENCE $ 1,000,000.00 AGGREGATE $ 1,000,000.00 DED RETENTION $ $ 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 /A PER STATUTE OTH- ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ A LIQUOR LIABILITY Y 0SU1008844-02 06/20/2026 06/20/2027 1,000,000 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) BAR/TAPAS RESTAURANT CITY OF MIAMI IS ADDED AS ADDITIONAL INSURED WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED COVERAGE IS PRIMARY NON CONTRIBUTORY BASIC IN THE GENERAL LIABILITY AND LIQUOR LIABILITY UMBRELLA FOLLOW FORM OVER THE GENERAL LIABILITY & LIQUOR POLICIES OMNI CRA , 1401 north Miami Ave, 2nd floor Miami FI 33136 CERTIFICATE HOLDER CANCELLATION CITY OF MIAMI 444 SW 2ND AVE 444 IFL 33130 MIAAUTHORIZED SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. REPRESENTATIVE ISIDRO L. GUILLAMA ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD / ACORN® CERTIFICATE OF LIABILITY INSURANCE ‘...------ DATE (MM/DD/YYYY) 09/02/2026 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 Procom Insurance Underwriters 4909 SW 74th Ct. Miami FL 33155 CONTACT Isidro01 NAME: (A/c,Nno, Ext): (305) 740-4460 (AA//C, No): (305) 740-4469 E-MAIL bruna rocomcor ADDRESS: M@p pcom INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: TRISURA SPECIALTY INSURANCE COMPANY 16188 INSURED TOMORROWLAND, LLC. 1368 North Miami Ave. Miami FL 33136- INSURERB: NAUTILUS INSURANCE COMPANY 17370 INSURERC: TECHNOLOGY INSURANCE COMPANY INC INSURER D : INSURER E : INSURERF: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MMIDD/YYYY) POLICY EXP (MMIDD/YYYY) LIMITS A X COMMERCIAL GENERALLIABILITY Y Y OSU1008844-02 06/20/2026 06/20/2027 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR DAMAGE TRENTED PREMISESO(Ea occurrence) $ 100,000 X 0 BI/PD DED MED EXP (Any one person) $ EXCLUDED PERSONAL&ADVINJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PRO- JECT PER: LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS - COMP/OPAGG $ 2,000,000 $ 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) $ $ B X UMBRELLA LIAB EXCESS LIAB O OCCUR CLAIMS -MADE Y AN1352510R 06/20/2026 06/20/2027 EACH OCCURRENCE $ 1,000,000.00 AGGREGATE $ 1,000,000.00 DED RETENTION $ $ C 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 /A TWC4766711 02/25/2026 02/25/2027 PER STATUTE OTH- ER E.L. EACH ACCIDENT $ 1,000,000.00 E.L. DISEASE - EA EMPLOYEE $ 1,000,000.00 E.L. DISEASE - POLICY LIMIT $ 1,000,000.00 A LIQUOR LIABILITY Y 0SU1008844-02 06/20/2026 06/20/2027 1,000,000 2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) BAR/TAPAS RESTAURANT CERTIFICATE HOLDER ARE NAMED AS ADDITIONAL INSURED WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED COVERAGE IS PRIMARY NON CONTRIBUTORY BASIC IN THE GENERAL LIABILITY AND LIQUOR LIABILITY UMBRELLA FOLLOW FORM OVER THE GENERAL LIABILITY & LIQUOR POLICIES AND CITY OF MIAMI AS ADDITIONAL INSURANCE CERTIFICATE HOLDER CANCELLATION OMNI COMMIUNITY REDEVELOPMENT AGENCY 1401 north Miami Ave, 2nd floor Miami FI 33136 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ISIDRO L. GUILLAMA ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD EXHIBIT D GRANTEE'S Certificate of Corporate Authorization And Corporate Status/ Sunbiz Page 20 of 21 CORPORATE RESOLUTION WHEREAS, YY' YY.0. ( DIhA LL L_ ("Company") desires to enter into an Agreement with the Omni Redevelopment District Community Redevelopment Agency, a copy of which is attached hereto; and WHEREAS, the Board of Directors or Managing Members, as applicable, at a duly held corporate meeting has considered the matter in accordance with the By -Laws of the corporation; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS that the Company intends to enter into the Agreement with the Omni Redevelopment District Community Redevelopment Agency and be bound by its terms and that If t Si LA Y l (h) r , ("Authorized Individual") is hereby authorized and instructed to enter into the Agreement and undertake the responsibilities and obligations as stated in such proposed Agreement in the name and on behalf of this Company with the Omni Redevelopment District Community Redevelopment Agency upon the terms contained in the proposed Agreement to which this resolution is attached. IN WITNESS WHEREOF, this c day of . _, 2026. Signature, . / Print Name: J12504 IUC,- Title _ 2 ,2414, ATTEST: Co to Secretary Print Name: C S� CA \ (4-0 (Affix Corporate Seal, if applicable) 7/30/26, 4:49 PM Detail by Entity Name DIVISION OF CORE /I 1/.or gJ r p i P A` fr f r .'i' f an official late of Flarala wetutte Department of State / Division of Corporations / Search Records / Search by Entity Name / Detail by Entity Name Florida Limited Liability Company TOMORROWLAND, LLC Filing Information Document Number L17000020141 FEI/EIN Number 81-5470112 Date Filed 01/25/2017 Effective Date 01/25/2017 State FL Status ACTIVE Last Event REINSTATEMENT Event Date Filed 10/07/2019 Principal Address 1368 NORTH MIAMI AVENUE MIAMI, FL 33127 Mailing Address 732 41ST STREET MIAMI BEACH, FL 33140 Registered Agent Name & Address VICTOR, JESSICA FUENTES 732 41 ST STREET MIAMI BEACH, FL 33140 Name Changed: 07/28/2023 Authorized Person(s) Detail Name & Address Title AR Fuentes Victor, Jessica F 1233 San Ignacio Avenue coral gables, FL 33146 Title AR https://search.sunbiz.org/Inquiry/CorporationSearch/Search ResultDetail?inquirytype=EntityName&directionType=l nitial&searchNameOrder=TOMORR... 1 /2 7/30/26, 4:49 PM FUENTES, LUIS 0 1001 BASS POINT RD MIAMI SPRINGS, FL 33166 Annual Reports Report Year Filed Date 2024 05/01/2024 2025 04/29/2025 2026 04/01/2026 04/01/2026 -- ANNUAL REPORT 04/29/2025 -- ANNUAL REPORT 05/01/2024 -- ANNUAL REPORT 07/28/2023 -- ANNUAL REPORT 09/21/2022 -- ANNUAL REPORT 04/30/2021 -- ANNUAL REPORT 05/07/2020 -- ANNUAL REPORT 10/07/2019 -- REINSTATEMENT 04/19/2018 -- ANNUAL REPORT 01/25/2017 -- Florida Limited Liability View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format View image in PDF format Detail by Entity Name Florida Department of State, Division of Corporations https://search.sunbiz.org/Inquiry/CorporationSearch/Search ResultDetail?inquirytype=EntityName&directionType=1 nitial&searchNameOrder=TOMORR... 2/2 EXHIBIT E ANTI -HUMAN TRAFFICKING AFFIDAVIT Page 21 of 21 ANTI -HUMAN TRAFFICKING AFFIDAVIT The undersigned affirms, certifies, attests, and stipulates as follows a The entity is a non -governmental entity authand to transact business in the State of Flonda and in good standing with the Honda Dcpartrnent of State. DI% is►on of Corporations h The nongovernmental entity is either executing, n.•new•ing, or extending a contract (including, but not limited to, any amendments, as applicable) with thc City of Miami I"City") or one of its agencies. authorities, boards, trusts, or other City entity which constitutes a governmental entity as dctined in Section 287 13811), Flonda Statutes (2025)_ e•. The nongovernmental entity is not in violation of Section 787 06, Flonda Statutes (2025), titled "Human Trafficking." d. The nongovernmental entity does not use "co rrton" for labor or scry ices as defined in Section 787.06, Flonda Statutes 12025), attached and incorporated herein as Fkhthtt Affidavit -I 2. Under penalties of perjury. I declare thc following a. 1 have read and understand the foregoing Anti -Human Trafficking Affidavit and that the facts, statements and representations provided in Section I are true and correct. b. I urn an otlicer or a representative of the nongovernmental entity authorized to execute this Anti - Human Trafficking Affidavit. Nongovernmental Entity "CTh Y' Y (0 vsia 1,1 Nance_ v t° 1 c, \ 1 1! Officer Title 101 VVIV c Signature of Officer: Office Address: 13U'S NOV`AtMe /31q VC t MtaMt a 3313t2 Email .Address [ Li 1(A e kti f t)r 1 �' 1"^ e n ✓v� , , Lq rvt 3 t — - ain Phone Number vSklt FEiN No.t'i -S/ I1IQ/J/ ►r)- STATE OF FLORIDA COUNTY OF MIAMI-DADE 1 The was sw ro b and i subscribed before me by mains of ' h}slcal presence or -1 online natansat3un, this V day of by .( , as the authtouod officer or rtrpreseritan.: tor thc nongoN crnmcnial entity.. Hal** is easaidiy known to me or has produced as identification • Ga+ GO10 nnkrluC I Y weary Mac • Slued Fiala Ise �! Csiwassor 1 Am 4S4H11 r. i>r Comm hires OCt 22. 2027 keeps throw iia ra spiry saw. sauce pow of Takla` Oath (Primed. ar Summed wine of t4oury Public) Olivera, Rosemary From: De Los Santos, Jesly Sent: Monday, September 14, 2026 10:12 AM To: Hannon, Todd Cc: Olivera, Rosemary; Ewan, Nicole; Suarez, Carlos I; Berrios, Ivonne; Atkison, Nicholas; Del Oro, Jessica; Llorente, Isabella Subject: Re: Completed: Tomorrowland LLC - Business Micro Grant Agreement (26-2044) Attachments: Tomorrowland LLC - Business Grant Agreement - Fully Executed 09.11.26.pdf Good morning, Please find enclosed a fully executed copy of an agreement from DocuSign that is to be considered an original agreement for your records. Best regards, Omni CRA Jesly De Los Santos Executive Assistant Omni Community Redevelopment Agency 50 Northwest 14th Street Miami, FL 33136 (305) 679-6856 jdelossantos@miamigov.com Disclaimer: This e-mail is intended only for the individual(s) or entity(s) named within the message. 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