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HomeMy WebLinkAboutFY 2025-2026 Grant Agreement between the CMB and Miami City Ballet, Inc. for Yeshiva Elementary, Inc. Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Z O2 u � �^Z tl� � —� J Docusign Envelope ID:95B08497-CD78-4F9E-A37E-OA2A8993BECA , , .., f ' i , � � � e - " T -� i �' { i � } ' , °�.�l CITY OF MIAMI BEACH FISCAL YEAR 2025-2026 GRANT AGREEMENT FOR YESHIVA ELEMENTARY, INC. This GRANT AGREEMENT (hereinafter the "Agreement") is made and entered into this 12/9I2025� 926 AM E�y of , 2025 by and between the City of Miami Beach, Florida (hereinafter the "City"), and Miami City Ballet, Inc., a Florida not-for-profit corporation (hereinafter the 12/9/2025�9:26 AM EST °Grantee"). This Agreement is effective___ ____________ ._, the"Effective Date." The provision of services under this Agreement is strictly conditioned upon both the full execution of this Agreement by all parties and the prior issuance of an approved and open purchase order by the City(a "Purchase Order"). ARTICLE I 1 GRANT DESCRIPTION GRANTEE: MIAMI CITY BALLET, INC. GRANTEE CONTRACT ADMINISTRATOR: Brenda Alba A�DRESS: 2200 Liberty Avenue EMAIL ADDRESS: Brenda.Alba@miamicityballet.org CITY, STATE, ZIP: Miami Beach, FL 33139 PHONE, FAX, E-MAIL: 305.929.7000 x1401 GRANT AMOUNT: NOT TO EXCEED$20,679 PROJECT DESCRIPTION: See Exhibit 1 hereto and incorporated herein GRANT PROJECT BUDGET: See Exhibit 2 hereto and incorqorated herein GRANT TERM: December 1, 2025—September 30, 2026 EXPENDITURE DEADLINE: Seqtember 30, 2026 PROJECT COMPLETION DATE: September 30, 2026 FINAL REPORT DEADLINE: October 15, 2026 FINAL REIMBURSEMENT REQUEST DEADLINE� October 15. 2026 Docusign Envelope ID: 124ED2E7-06D3-4CE6-866A-64814CBFBEBF Oocusign Envelope ID:95808497-CD78-4F9E-A37E-OA2A89938ECA IN WITNESS WHEREOF, the parties hereto have executed this Agreement. FOR CITY: CITY OF MIAMI BEACH, FLORIDA ATTEST: DS DS DowSigned by: -� � � � y� �" : ( ' � � //Y �aL�, �. GV'ain.a.D�.o g /" � - _ . Y� ��� �� ' � -- --- ------ _ .__ — a ae��'.e��anado, City Clerk Eric T. Carpent r, City Manager t 12/9/2025� 9:26 AM EST Date FOR GRANTEE: MIAMI CITY BALLET, INC. Federal Id No. 59-2578534 Siqned by: ATTEST: _ By: �Q�La ren��9�1'�S�'� 12/3/2025�4:07 PM EST Name: Director of Community Engagement Date: APPROVED AS TO FORM & LANGUAGE 8� FOR EXECUTION � �t��� t�Z U��25 �City Attorney �• Date � Page 2 Docusign Envelope ID: 124ED2E7-06D3-4CEB-886A-64814CBFBEBF Docusign Envelope ID:95B08497-CD78�F9E-A37E-OA2A8993BECA The undersigned, YESHIVA ELEMENTARY, INC., hereby acknowledges that it has received, reviewed, and is aware of the terms and conditions of this Agreement; however, this acknowledgment does not create any obligation beyond those in Exhibit 1, or grant any additional rights under this Agreement; YESHIVA ELEMENTARY, INC., hereby warrants and represents that the private/charter school teacher of record will not leave the classroom or otherwise leave students unattended while the cultural partner is conducting services or interactions. YESHIVA ELEMENTARY, INC. ATTEST: Siyned by: Sipned by: C2 ECdBD496424 B�•��� � ign��ure �O���Z'�''Sg 12/4/2025�8:57 AM EST Rabbi Dovid Nathan, Executive Director NBme:Shani Stein Date: 12�3/2025�6:08 PM EST Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Docusign Envelope ID:95808497-CD7B-4F9E-A37E-OA2A8993BECA ARTICLE II /GENERAL CONDITIONS 1. PARTIES: The parties to this Agreement are the Grantee listed in Article I, and the City, a municipal corporation organized under the laws of the State of Florida. The City has delegated the responsibility of administering this Grant to the City Manager or the City Manager's authorized designee (the"City Contract Administrator"). 2. PROJECT DESCRIPTION: The City has delegated the responsibility of administering ihe project(the"ProjecY')described in the Project Description set forth in Exhibit 1 (the"Project Description") to the Grantee. The Grantee may only use the Grant for the purposes that are specifically described in the Project Description. Any modification to the Project Description shall not be effective unless approved by a written amendment to this Agreement signed by the City and Grantee. Grantee agrees that all funding provided by the City pursuant to this Agreement will be used exclusively for goods or services to be provided within the City of Miami Beach. 3. GRANT PROJECT BUDGET: Subject to the availability of City funds, the maximum amount payable to Grantee for goods or services rendered under this Agreement shall not exceed the Grant Amount as set forth in Article I of this Agreement. Grantee agrees that should available City funding be reduced, the amount payable under this Agreement will be reduced at the sole option of the City of Miami Beach. All of Grantee's expenditures are subject io the terms of this Agreement and as specified in the Grant Project Budget, attached hereto as Exhibit 2 ("Project Budget"). Line-item changes to the Project Budget shall not exceed ten percent(10%)per category. Any modification to the Project Budget (including, but not limited to, a line-item change below ten percent(10°/a))shall not be effective unless approved, in writing, by the City and Grantee. Any request by Grantee to modify the Project Budget shall be made in writing, using City approved forms, detailing and justifying the need for such changes. Notwithstanding the foregoing, no modification to the Project Budget shall exceed the Grant Amount set forth in Article I of this Agreement. 4. REPORTS:This Grant has been awarded with the understanding that the activities and services contemplated under the Project Description will mutually contribute to the enhancement of services available to students at YESHIVA ELEMENTARY, INC.As a condition of disbursements of grant funds, and to demonstrate that the Grant is fuifilling, or has fulfilled, its purpose, the Grantee must submit quarteriy reports to the City Contract Administrator by the following dates: January 15"', April 15'", July 15"', and the final report by October 15'". New Grant awards will not be released to the Grantee until all Final Reports for previously awarded grants are received. The City may withhold any future payments of the Grant, or the award of any subsequent Grant, if it has not received all reports required to be submitted by Grantee, or if such reports do not meet the City's reporting requirements. Any reports may be disseminated by the City without the prior written consent of the Grantee. All quarterly reports must be submitted on the Grant Page 4 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Docusign Envelope ID:95B06497-CD78-4F9E-A37E-OA2A89938ECA Quarterly Status Report Form, attached hereto as Exhibit 3 and incorporated herein,detailing Grantee's compliance at the time of a partial reimbursement request. 5. REIMBURSEMENT REQUESTS: Grantee shall submit reimbursement requests to the City on a quarterly basis by the following dates: January 15`", April 15'", July15'", and the final reimbursement request by October 15'".Additionai ad hoc reimbursement requests may be submitted to the City at any time during the Grant Term, however, the City may require Grantee to submit an interim written report detailing its compliance at the time of such request. All reimbursement requests must be made after expenditures have occurred. All reimbursement requests for funds must be submitted on both the Grant Reimbursement Request Form, attached hereto as Exhibit 4 and incorporated herein, and Smartsheet form, as provided in the instructions attached hereto as Exhibit 4.1 and incorporated herein. All reimbursement requests must be submitted prior to October 15`h, 2026. Grantee shall pr�vide the City with copies of all receipts, invoices, cancelled checks (with copies of both front of back) and proof of expenditures of Grant monies. Grantee shall provide the City with and shall categorize all receipts, invoices, cancelled checks, and other documentation, according to the categories set forth in the grant budget. Invoices and checks must be directly related to expenses for Grant-funded activities taking place within the 2025-2026 Fiscal Year. For the avoidance of doubt, all reimbursement requests shall incfude the following: (1) the fully completed Grant Reimbursement Request Form; (2) the Smartsheet form; (3)an accompanying comprehensive quarterly report,which report shall clearly detail the number of students, classes and student interactions, broken down by school and grade level; and(4)any other supporting documentation required under this Section 5. A. Supplies and Equipment. The City may, in its sole discretion, elect to directly purchase all supplies and equipment necessary for Grantee to complete the Project("Supplies and EquipmenY')on behalf of Grantee, using funds from the appropriate line item(s)of the Project Budget, or permit Grantee to purchase the Supplies and Equipment. Whether or not the City has elected to directly purchase the Supplies and Equipment will be indicated in the Project Budget. Any purchases of Supplies and Equipment by the City shall be charged against the total Grant Amount, and will reduce the balance of the Grant Amount accordingly. Grantee shall pick up all Supplies and Equipment ordered by the City at an address to be provided by the City Contract Administrator. In addition, Grantee shall comply with the Ordering, Delivery and Return Guidelines attached hereto as Exhibit 5 and incorporated herein. All Supplies and Equipment,whether purchased by Grantee or directly by the City,shall remain property of the City at all times. Any non-consumed Supplies and Equipment, whether purchased by Grantee or directly by the City, shall be returned to the City at the end of the Term or upon earlier termination of this Agreement. If Grantee fails to return any non-consumed Supplies and Equipment, the City may deduct the cost of the missing Supplies and Equipment from the final payment due to Grantee, or otherwise bill the Grantee for same. B. Reimbursement for Supplies and Equipment purchased directly by Grantee is contingent upon receipt of a list of received items and a matching packing slip. In instances where a physical Page 5 Docusign Envelope ID: 124ED2E7-06D3-4CEB-868A-64814CBFBEBF Docusign Envelope 10:95B08497-CD78-4F9E-A37E-OA2A89936ECA packing slip is unavailable, an email confirmation of product receipt from Grantee, matching the invoice details, shall be provided. 6. AMOUNT OF GRANT AND PAYMENT SCHEDULE: The total amount of the Grant is set forth in Article I, subject to the restrictions set forth herein. In awarding this Grant, the City assumes no obligation to provide financial support of any type whatsoever in excess of the total Grant Amount. Cost overruns are the sole principal responsibility of the Grantee. The Grant funds will only be remitted to the Grantee once the Mayor and City Commission have approved the grant award, and once all parties have executed this Agreement. 7. GRANT RESTRICTIONS: Grant funds awarded pursuant to this Agreement may not be used for the following expenditures: remuneration of City employees for services rendered as part of a project funded by this Grant; debt reduction; social and/or fundraising events; cash prizes; lobbying or propaganda materials; charitable contributions; or events not open to the public. 8. NO GUARANTEE OF FUNDING: This Agreement is approved for the duration of the Term with no guaranteed renewal options. If invited to apply for the following year, Grantee agrees to provide the City with a funding request for the Project,which will include a line-item budget for the requested amount of Grant funds(the"Funding Request")no later than March 1s1 of the following fiscal year. Upon receipt of the Funding Request and the City's receipt of funds for the Project, the City will advise whether the Project is approved. Each approved Funding Request and corresponding renewal term will be memorialized, in writing, in the form of an amendment to the Agreement executed by the City and Grantee or the execution of a new agreement between the City and Grantee. Notwithstanding the foregoing, Grantee acknowledges that the receipt of this Grant does not imply a commitment on behalf of the City to continue to provide funding beyond the term specified in this Agreement. 9. PROGRAM MONITORING AND EVALUATION: The City Manager or the City Manager's designee may monitor and conduct an evaluation of the Project under this Grant, which may include, with or without limitation,visits by City representatives to Grantee's offices and/or the site of any project funded by this Grant, to observe Grantee's programs, procedures, and operations, or to discuss the Grantee's programs with Grantee's personnel;and/or requests for submittal of additional documentation or written reports, prior to the Project Completion Date, evidencing Grantee's progress on the Project. 10. BANK ACCOUNTS AND BONDING: Grantee shall maintain all monies received pursuant to this Agreement in an account with a bank or savings and loan association that is located in Miami-Dade County. The Grantee shall provide the City with the name of the bank or savings and loan association, as well as the name and title of all individuals authorized to withdraw or write checks on Grant funds. Page 6 Docusign Envelope ID: 124ED2E7-06D3-4CE6-8BBA-64814CBFBEBF Docusign Envelope ID:95B08497-CD76-4f9E-A37E-OA2A89938ECA 11.ACCOUNTING AND FINANCIAL REVIEW: Funded activities by this Grant must take place during the City's fiscal year for which the Grant is approved (October 1 —September 30). The Grantee shall keep accurate and comptete books and records of all receipts and expenditures of Grant funds, in conformance with reasonable accounting standards. These books and records, as well as all documents pertaining to payments received and made in conjunction with this Grant, including, without limitation, vouchers, bilis, invoices, receipts and canceled checks, shall be dated within the fiscal year for which they are approved and retained in Miami-Dade County in a secure place and in an orderly fashion by the Grantee for at least three (3) years after the Expenditure Deadline specified in in this Agreement. These books, records, and documents may be examined by the City, andlor its authorized representatives, at the Grantee's offices during regular business hours and upon reasonable notice. Furthermore,the City may, at its expense, audit or have audited,all the financial records of the Grantee, whether or not purported to be related to this Grant. Grantee costs or earnings claimed under this Agreement may not also be claimed under any other Agreement from the City of Miami Beach or from any other entity.Any claim for double payment by Grantee shall be a material breach of this Agreement. 12. INSPECTOR GENERAL AUDIT RIGHTS: A. Pursuant to Section 2-256 of the Code of the City of Miami Beach, the City has established the Office of the Inspector General which may, on a random basis, pe�form reviews, audits, inspections and investigations on all City contracts. throughout the duration of said contracts. This random audit is separate and distinct from any other audit performed by or on behalf of the City. B. The Office of the Inspector General is authorized to invesEigate City affairs and empowered to review past, present and proposed City programs, accounts, records, contracts and transactions. In addition, the Inspector General has the power to subpcena witnesses, administer oaths, require the production of witnesses and monitor City projects and programs. Monitoring of an existing City project or program may include a report concerning whether the project is on time, within budget and in conformance with the contract documents and applicable law. The Inspector General shall have the power to audit, investigate, monitor, oversee, inspect and review operations, activities, performance and procurement process including but not limited to project design, bid specifications, (bid/proposal) submittals, activities of the Grantee, its officers, agents and employees, lobbyists,City staff and elected officials to ensure compliance with the contract documents and to detect fraud and corruption. Pursuant to Section 2-378 of the City Code, the City is allocating a percentage of its overall annual contract expenditures to fund the activities and operations of the O�ce of Inspector General. C. Upon ten (10) days written notice to the Grantee, the Grantee shall make all requested records and documents available to the Inspector General for inspection and copying. The Inspector General is empowered to retain the services of independent private sector auditors to audit, investigate, monitor, oversee, inspect and review operations activities, performance and procurement process Page 7 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Docusign Envelope 10:95808497-CD78-4F9E-A37E-OA2A8993BECA including but not limited to project design, bid specifications, (bid/proposal) submittals, activities of the Grantee, its officers, agents and employees, lobbyists, City staff and elected o�cials to ensure compliance with the contract documents and to detect fraud and corruption. D. The Inspector General shall have the right to inspect and copy all documents and records in the Grantee's possession, custody or control which in the Inspector General's sole judgment, pertain to performance of the contract, including, but not limited to original estimate files, change order estimate files, worksheets, proposals and agreements from and with successful subcontractors and suppliers, all project-related correspondence, memoranda, instructions, financial documents, construction documents, (bid/proposal) and contract documents, back-change documents, all documents and records which involve cash, trade or volume discounts, insurance proceeds, rebates, or dividends received, payroll and personnel records and supporting documentation for the aforesaid documents and records. E. The Grantee shall make available at its office at all reasonable times the records, materials, and other evidence regarding the acquisition (bid preparation) and performance of this contract, for examination, audit, or reproduction, until three (3) years after final payment under this contract or for any longer period required by statute or by other clauses of this contract. In addition: i. If this contract is completely or partially terminated, the Grantee shall make available records relating to the work terminated until three (3) years after any resulting final termination settlement; and ii. The Grantee shall make available records relating to appeals or to litigation or the settlement of claims arising under or relating to this contract until such appeals, litigation, or claims are finally resolved. F. The provisions in this section shall apply to the Grantee, its officers, agents, employees, subcontractors and suppliers. The Grantee shall incorporate the provisions in this section in all subcontracts and all other agreements executed by the Grantee in connection with the perfonnance of this contract. G. Nothing in this section shall impair any independent right to the City to conduct audits or investigative activities. The provisions of this section are neither intended nor shall they be construed to impose any liability on the City by the Grantee or third parties. 13. PUBLICITY AND CREDITS: The Grantee must include the City logo and the following credit line in all publications related to this Grant: "This Project is funded in whole or in part by a grant from the City of Miami Beach." Grantee's failure to comply with this paragraph may preclude future grant funding from the City, in the same manner as if Grantee defaulted under this Agreement. Page 8 Docusign Envelope ID: 124ED2E7-06D3-4CE6-866A-64814CBFBEBF Docusign Envelope ID:95808497-CD78-4F9E-A37E-OA2A89938ECA 14. LIABILITY AND INDEMNIFICATION: Grantee shall indemnify, defend and hold harmless the City and its officers, employees, agents, and contractors,from and against any and all actions(whether at law or in equity), claims, liabilities, losses, expenses, or damages, including, without limitation, attorneys'fees and costs of defense, for personal, economic, or bodily injury, wrongful death,or loss of or damage to property, which the City or its officers, employees, agents and contractors may incur as a result of claims, demands, suits, causes of action or proceedings of any kind or nature arising out of, relating to, or resulting from the performance of this Agreement by the Grantee or its officers, employees,agents, servants,partners, principals or contractors. Grantee shall pay all claims and losses in connection therewith and shall investigate and defend all claims, suits,or actions of any kind or nature in the name of the City, where appficable, including appellate proceedings, and shall pay all costs, judgments, and attorneys' fees which may issue thereon. Grantee expressly understands and agrees that any insurance protection required by this Agreement, or otherwise provided, shall in no way limit its obligation, as set forth herein, to indemnify, defend and hold harmless the City or its officers, employees, agents, and contractors as herein provided. If the Grantee is a government entity, this indemnification shall only be to the extent and within the limitations of Section 768.28, Florida Statutes, subject to the provisions of that Statute, whereby the Grantee entity shall not be held liable to pay a personal injury or property damage claim or judgment by any one person which exceeds the sum of $200,000, or any claim or judgment or portions thereof, which, when totaled with all other claims or judgments paid by the government entity arising out of the same incident or occurrence, exceed the sum of$300,000 from any and all personal injury or property damage claims, ►iabifities, losses or causes of action which may arise as a result of the negligence of the Grantee entity. 15. ASSIGNMENT: The Grantee shall not be permitted to assign this Grant, and any purported assignment will be void, and sha(I be treated as an event of default pursuant to this Agreement. 16. COMPLIANCE WITH LAWS:The Grantee agrees to abide by and be governed by all applicable Federal, State, County and City laws, including but not limited to Miami-Dade County's Conflict of Interest and Code of Ethics Ordinance, as amended, which is incorporated herein by reference as if fully set forth herein, and Chapter 2, Article VII of the City Code, as amended, which is incorporated herein by reference as if fully set forth herein. 17. DEFAULT/TERMINATION PROVISIONS: In the event the Grantee shall fail to comply with any of the provisions of this Agreement, the City Manager or the City Manager's designee may terminate this Agreement and withhold or cancel all or any unpaid installments of the Grant upon giving five (5) calendar days written notice to the Grantee, and the City shall have no further obligation to the Grantee under this Agreement. Further, in the event of termination,the Grantee shall be required to immediately repay to the City all po�tions of the Grant which have been received by the Grantee, as of the date that the written demand is received. Page 9 Docusign Envelope ID: 124ED2E7-06D3-4CE6-8BBA-64814CBFBEBF Docusign Envelope ID:95808497-CD78�4F9E-A37E-OA2A89936ECA If Grantee has failed to expend any Grant funds by the Expenditure Deadline, Grantee must request an extension of the Expenditure Deadline, in writing, from the City Manager. Grant funds which are to be repaid to the City pursuant to this Section are to be repaid upon demand by delivering to the City Manager a certified check for the total amount due, payable to the City of Miami Beach, Fiorida. Furthermore, the City reserves the right, at its sole and absolute discretion, to immediately discontinue funding of the Grant if it is not satisfied with the progress of the Project or the content of any required written report. In the event of discontinuation of the Grant or at the close of the Project, any unexpended Grant Funds shall be immediately returned to the City,except where the City Manager has agreed in writing to atternative use of the unused/unexpended Grant Funds. Notwithstanding anything to the contrary herein, and irrespective of whether the City has exhausted any other remedies under this Agreement or applicable law, the City Contract Administrator may, for the City's convenience and without cause, terminate this Agreement at any time. Such termination shall occur upon written notice from the City Contract Administrator to the Grantee and shall be effective thirty (30) days after Grantee's receipt of the notice. Additionally, if the City Contract , Administrator determines, in their sole discretion, that a public health, welfare or safety concern exists, the City Contract Administrator may, by verbal or written notice to the Grantee, either (i) immediately suspend all or any part of the services under this Agreement for a specified period, or(ii)terminate this Agreement effective immediately or on a stated date. If the Agreement is terminated for convenience, the City shall pay Grantee for all services satisfactorily performed up to the date of termination,including any non-cancellable expenses, only if such expenses were previously approved in writing by the City. Except as provided in the preceding sentence, upon termination of this Agreement, the City shall be discharged from any and all liabilities, duties and terms arising out of, or by virtue of, this Agreement. These provisions shall not waive or preclude the City from pursuing any other remedies that may be available to it under the law or in equity. 18. INSURANCE REQUIREMENTS: The Grantee shall maintain the below required insurance in effect prior to the execution of the Agreement and for the duration of the Agreement. The maintenance of proper insurance coverage is a material element of the Agreement and failure to maintain or renew coverage may be treated as a material breach of the Agreement, which could result in withholding of payments or termination of the Agreement. A. Workers' Compensation Insurance for all employees of the Grantee as required by Florida Statute Chapter 440 and Employer Liability Insurance with a limit of no less than $1,000,000 per accident for bodily injury or disease. Should the Grantee be exempt from this Statute, the Grantee and each employee shall hold the City harmless from any injury incurred during performance of the Agreement. The exempt Grantee shall also submit a(i)written statement detailing the number of Page 10 Docusign Envelope ID: 124ED2E7-06D3-4CE6-866A-64814CBFBEBF Docusign Envelope ID:95808497-007B-4F9E-A37E-OAZA8993BECA employees and that they are not required to carry Workers' Gompensation insurance and do not anticipate hiring any additional employees during the term of this Rgreement, or(ii)copy of a Certificate of Exemption. OR An exemption letter from the state of Florida for organizations with fewer than four employees in their books. This letter will be requested annually. B. Commercial General Liability Insurance on an occurrence basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than �1,000,000 per occurrence, and $2,000,000 general aggregate(to be attached as Exhibit 6). C. Automobile Liability Insurance covering any automobile, if Grantee has no owned automobiles, then coverage for hired and non-owned automobiles, with limit no less than $1,000,000 combined per accident for bodily injury and property damage. Optional based on the scope of work. OR If no business vehicle, Grantee shall provide proof of personal auto insurance (to be attached as Exhibit 7). D. Professional Liability (Errors & Omissions) Insurance appropriate to the Grantee's profession, with a limit no less than $2,000,000. Additional Insured • City of Miami Beach must be included by endorsement as an additional insured with respect to all liability policies(except Professional Liability and Workers'Compensation)arising out of work or operations performed on behalf of the Grantee including materials, parts, or equipment furnished in connection with such work or operations and automobiles owned, leased,hired or borrowed in the form of an endorsement to the Grantee's insurance. Notice of Cancellation - Each insurance policy required above shall provide that coverage shall not be cancelled, except with notice to the City of Miami Beach c/o EXIGIS Insurance Compliance Services. Waiver of Subrogation— Grantee agrees to obtain any endorsement that may be necessary to affect the waiver of subrogation on the coverages required. However, this provision applies regardless of whether the City has received a waiver of subrogation endorsement from the insurer. Acceptability of Insurers — Insurance must be placed with insurers with a current A.M. Best rating of A:VII or higher. If not rated, exceptions may be made for members of the Florida Insurance Funds(i.e. FWCIGA, FAJUA). Carriers may also be considered if they are licensed and authorized to do insurance business in the State of Florida. Verification of Coverage — Grantee shall furnish the City with original certificates and amendatory endorsements, or copies of the applicable insurance language, effecting coverage required by this Agreement. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Grantee's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements, required by these specifications, at any time. Page 11 Docusign Envelope ID: 124ED2E7-06D3-4CE8-8BBA-64814CBFBEBF Docusign Envelope ID:95B08497-CD78�F9E-A37E-OA2A8993BECA CERTIFICATE HOLDER MUST READ: City of Miami Beach c/o Exigis Insurance Compliance Services P.O. Box 947 Murrieta, CA 92564 Kindly submit all certificates of insurance, endorsements, exemption tetters to our servicing agent, EXIGIS, at: Certificates-miamibeach(a)riskworks.com Special Risks or Circumstances - The City of Miami Beach reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Compliance with the foregoing requirements shall not relieve Grantee of his liability and obligation under this section or under any other section of this Agreement. The Grantee is also solely responsible for obtaining and submitting all insurance certificates for any sub-contractors. Compliance with the foregoing requirements shall not relieve the Grantee of the liabilities and obligations under this section or under any other portion of this Agreement. The Grantee shall not commence any work and or services pursuant to this Agreement until all insurance required under this section has been obtained and such insurance has been approved by the City's Risk Manager. 19. FLORIDA PUBLIC RECORDS LAW: A. Grantee shall comply with Florida Public Records law under Chapter 119, Florida Statutes, as may be amended from time to time. B. The term "public records" shall have the meaning set forth in Section 119.011(12), which means all documents, papers, letters, maps, books, tapes, photographs, films, sound recordings, data processing software, or other material, regardless of the physical form, characteristics, or means of transmission, made or received pursuant to law or ordinance or in connection with the transaction of official business of the City. C. Pursuant to Section 119.0701 of the Florida Statutes, if the Grantee meets the definition of "Contractor' as defined in Section 119.0701(1)(a}, the Grantee shall: i. Keep and maintain public records required by the City to perform the service; ii. Upon request from the City's custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes or as otherwise provided by law; Page 12 Docusign Envelope ID: 124ED2E7-06D3-4CEB-86BA-64814CBFBEBF Docusign Envelope ID:95808497-CD7B�F9E-A37E-OA2A89938ECA iii. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed, except as authorized by law, for the duration of the contract term and following completion of the Agreement if the Grantee does not transfer the records to the City; iv. Upon completion of the Agreement, transfer, at no cost to the City, all public records in possession of the Grantee or keep and maintain public records required by the City to perform the service. If the Grantee transfers all public records to the City upon completion of the Agreement, the Grantee shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Grantee keeps and maintains public records upon completion of the Agreement, the Grantee shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the City, upon request from the City's custodian of public records, in a format that is compatible with the information technology systems of the City. D. REQUEST FOR RECORDS; NONCOMPLIANCE i. A request to inspect or copy public records relating to the City's contract for services must be made directly to the City. If the City does not possess the requested records, the City shall immediately notify the Grantee of the request, and the Grantee must provide the records to the City or allow the records to be inspected or copied within a reasonable time. ii. Grantee's failure to comply with the City's request for records shall constitute a breach of this Agreement, and the City, at its sole discretion, may: (1) unilaterally terminate the Agreement; (2)avail itself of the remedies set forth under the Agreement;and/or(3)avail itself of any available remedies at law or in equity. iii. A Grantee who fails to provide the public records to the City within a reasonable time may be subject to penalties under s. 119.10. E. CIVIL ACTION i. If a civil action is filed against a Grantee to compel production of public records relating to the City's contract for services, the court shall assess and award against the Grantee the reasonable costs of enforcement, including reasonable attorneys' fees, if: a. The court determines that the Grantee unlawfully refused to comply with the public records request within a reasonable time; and Page 13 Docusign Envelope ID: 124ED2E7-06D3-4CE8-86BA-64814CBFBEBF Docusign Envelope ID:95608497-CD78-4F9E-A37E-DAZA8993BECA b. At least 8 business days before filing the action, the plaintiff provided written notice of the public records request, including a statement that the Grantee has not complied with the request, to the City and to the Grantee. ii. A notice complies with subparagraph (i)(b) if it is sent to the City's custodian of public records and to the Grantee at the Grantee's address listed on its contract with the City or to the Grantee's registered agent. Such notices must be sent by common carrier delivery service or by registered, Global Express Guaranteed, or certified mail, with postage or shipping paid by the sender and with evidence of delivery, which may be in an electronic format. iii. A Grantee who complies with a public records request within 8 business days after the notice is sent is not liable for the reasonable costs of enforcement. F. IF THE GRANTEE HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE GRANTEE'S DUTY TO PROVIDE PUBLIC REGORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: CITY OF MIAMI BEACH ATTENTION: RAFAEL E. GRANADO, CITY CLERK 1700 CONVENTION CENTER DRIVE MIAMI BEACH, FLORIDA 33139 E-MAIL: RAFAELGRANADO(a�MIAMIBEACHFL.GOV PHONE: 305-673-7411 20. E-VERIFY: A. Grantee shall comply with Section 448.095, Florida Statutes, "Employment Eligibility" ("E- Verify Statute"), as may be amended from time to time. Pursuant to the E-Verify Statute, commencing on January 1, 2021, Grantee shall register with and use the E-Verify system to verify the work authorization status of all newly hired employees during the Term of the Agreement. Additionally, Grantee shall expressly require that any approved sub-contractor performing work or providing services pursuant to the Agreement to likewise utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment eligibility of all new employees hired by the subcontractor during the contract Term. If Grantee enters into a contract with an approved subcontractor, the subcontractor must provide the Grantee with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. Grantee shall maintain a copy of such affidavit for the duration of the subcontract or such other extended period as may be required under this Agreement. Page 14 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Docusign Envelope ID:95808497-CD7B-4F9E-A37E-OA2A89938ECA B. TERMINATION RIGHTS. i. If the City has a good faith belief that Grantee has knowingly violated Section 448.09(1), Florida Statutes, the City shall terminate this Agreement with Grantee for cause, and the City shall thereafter have or owe no further obligation or liability to Grantee. ii. If the City has a good faith belief that a subcontractor has knowingly violated the foregoing Subsection 20(A), but the Grantee otherwise compiied with such subsection, the City will promptiy notify the Grantee and order the Grantee to immediately terminate the agreement with the subcontractor. Grantee's failure to terminate a subcontractor shall be an event of default under this Agreement, entitling City to terminate this Agreement for cause. A contract terminated under the foregoing Subparagraphs (B)(i)or(B)(ii)is not in breach of contract and may not be considered as such. iii. The City or Grantee or a subcontractor may file an action with the Circuit or County Court to challenge a termination under the foregoing Subparagraphs (B)(i) or (B)(ii) no later than 20 calendar days after the date on which the contract was terminated. iv. If the City terminates the Agreement with Grantee under the foregoing Subparagraph (B)(i), Grantee may not be awarded a public contract for at least 1 year after the date of termination of this Agreement. v. Grantee is liable for any additional costs incurred by the City as a result of the termination of this Agreement under this Section 20. 21. BOARD TRAINING: Pursuant to Resolution 2018-30552, Grantee is required to have 51% or more of its board membership complete the City's training for board members, if all three of the following apply: 1)the agency is a non-profit; 2)the agency has an annual operating budget of less than $5 million; and, 3) the grant award is for $25,000 or more in City funds. The Board Training must be completed within the last two years prior to the receipt of City funds. 22. WRITTEN NOTICES: Any notices required under this Agreement will be effective when delivered to the City, addressed to the City Contract Administrator (as identified in Section 23 of this Agreement), via certified letter and email. Any notices required under this Agreement will be effective when delivered to the Grantee in writing and addressed to the Grantee Contract Administrator at the physical address or email address listed in Article 1. 23. CITY CONTRACT ADMINISTRATOR: All contract related questions, reports and requests for reimbursements to be submitted to Grants Management Department listed below: Page 15 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Docusig�Envelope ID:95B08497-CD78-4F9E-A37E-OA2A89938ECA Dr. Leslie Rosenfeld, Chief Education and Performance Officer LeslieRosenfeid a(�.miamibeachfi.qov 1700 Convention Center Drive Miami Beach, Fiorida 33139 ARTICLE III/MISCELLANEOUS PROVISIONS 24. PUBLIC PURPOSE: The Grant awarded herein is the resuit of a finding by the City, based on representatives, documents, materials and other information supplied by Grantee, that the Grantee is performing a public purpose through the programs, projects, and/or services recommended for support. As such, use of Grant funds for any program component not meeting this condition will be considered a breach of the terms of this Agreement and will allow the City to seek remedies including, but not limited to, those outlined in this Agreement. 25. NO DISCRIMINATION: The Grantee also accepts and agrees to comply with the following Special Conditions: A. Grantee hereby agrees that it will comply with Title VII of the Civil Rights Act of 1964 (Pub. L. 88-352) (Title VII), as amended, as it appears in volume 42 of the United States Code, beginning at Section 2000e, prohibiting employment discrimination based on race, color, religion, sex and national origin. B. The Grantee hereby agrees that it will comply with City of Miami Beach Human Rights Ordinance as codified in Chapter 62 of the City Code, as may be amended from time to time, prohibiting discrimination in employment (including independent contractors), housing and public accommodations, public services and in connection with its membership or policies on account of actual or perceived race, color, national origin, religion, sex, intersexuality, gender identity, sexual orientation, marital and familial status, age, disability, ancestry, height, weight, hair texture and/or hairstyle, domestic partner status, labor organization membership, familial situation, or political affiliation. C. The City endorses, and Grantee shall comply with, the clear mandate of the Americans with Disabilities Act of 1990 (ADA) to remove barriers, which prevents qualified individuals with disabilities from enjoying the same employment opportunities that are available to persons without disabilities. D. The City also endorses the mandate of the Rehabilitation Act of 1973 and Section 504 and prohibits discrimination on the basis of disability and requires that Grant recipients provide equal access and equal opportunity and services without discrimination on the basis of any disability. 26. GOVERNING LAW AND EXCLUSIVE VENUE: This Agreement shall be governed by, and construed in accordance with, the laws of the State of Florida, both substantive and remedial, without Page 16 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Docusign Envelope ID:95808497-CD78�F9E-A37E-0AZA89936ECA regard to principles of conflict of laws. The exclusive venue for any litigation arising out of this Agreement shall be Miami-Dade County, Florida, if in State court, and the U.S. District Court, Southern District of Florida, if in federal court. BY ENTERING INTO THIS AGREEMENT, GRANTOR AND GRANTEE EXPRESSLY WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAI. BY JURY OF ANY CIVIL LITIGATION RELATED TO, OR ARISING OUT OF, THIS AGREEMENT. 27. NO WAIVER: No waiver of any breach or failure to enforce any of the terms, covenants, conditions or other provisions of this Agreement by either party at any time shall in any way affect, limit, modify or waive either party's right thereafter to enforce or compel strict compliance with every term, covenant, condition or other provision hereof. 28. CAPTIONS USED IN THIS AGREEMENT: Captions, as used in this Agreement, are for convenience of reference only and should not be deemed or construed as in any way limiting or extending the language or provisions to which such captions may refer. 29. CONTRACT REPRESENTS TOTAL AGREEMENT: This contract, including its special conditions and exhibits, represents the whole and total agreement of the parties. No representations, except those contained within this Agreement and its attachments, are to be considered in construing its terms. No modifications or amendments may be made to this Agreement unless made in writing signed by both parties. The City Manager, on behalf of the City, shall be authorized to execute amendments to this Agreement; however, any changes to the Grant Amount shall require approval by the Mayor and City Commission. 30. BACKGROUND SCREENING REQUIREMENT: (ONLY IF GRANTEE OR GRANTEE'S EMPLOYEES WILL BE IN CONTACT WITH CHILDREN DO YOU NEED THIS BACKGROUNO SCREENING REQUIREMENT) In accordance with Sections 943.0542, 984.01, 39.001 and 1012.465, Florida Statutes and Chapters 43d, 435, and 402, Florida Statutes, as applicable, employees, volunteers, contractors, and subcontracted personnel who work in direct contact with children or who come into direct contact with children must complete a satisfactory Level 2 background screening prior to commencing work pursuant to this Agreement. Level 2 Background screenings must be completed through the City of Miami Beach, Human Resources Department. Grantee agrees to complete Level 2 Background screening prior to initiating any work related to this Agreement, unless the City Contract Administrator approves an alternative process. In campliance with F.S. 1012.467(8),Grantee shall ensure all contracted personnel and vendors display a mandatory photo identification badge provided by Miami-Dade County Public Schools (M-DCPS) whenever on school premises (if applicable) and a City issued ID while on private or cha�ter school premises. Page 17 Docusign Envelope ID: 124ED2E7-O6D3-4CE6-86BA-64814CBFBEBF Docusign Envelope ID:95608497-CD76�F9E-A37E-OA2A89936ECA 31. FORCE MAJEURE: A. A"Force Majeure"event is an event that(i) in fact causes a delay in the performance of the Grantee or the City's obligations under the Agreement, and (ii) is beyond the reasonable control of such party unable to perform the obligation, and (iii)is not due to an intentional act, error, omission, or negligence of such party, and (iv) could not have reasonably been foreseen and prepared for by such party at any time prior to the occurrence of the event. Subject to the foregoing criteria, Force Majeure may include events such as war, civil insurrection, riot, fires, epidemics, pandemics, terrorism, sabotage, explosions, embargo restrictions, quarantine restrictions, transportation accidents, strikes, strong hurricanes or tornadoes, earthquakes, or other acts of God which prevent performance. Force Majeure shall not inGude technological impossibility, inclement weather, or failure to secure any of the required permits pursuant to the Agreement. B. If the City or Grantee's performance of its contractual obligations is prevented or delayed by an event believed to be Force Majeure,such party shall immediately, upon learning of the occurrence of the event or of the commencement of any such delay, but in any case within fifteen (15) business days thereof, provide notice ("Force Majeure Notice"). The Force Majeure Notice shall include the following: (i) the occurrence of an event of Force Majeure, (ii) the nature of the event and the cause thereof, (iii) the anticipated impact on the Agreement, (iv) the anticipated period of the delay, and {v) what course of action such party plans to take in order to mitigate the detrimental effects of the event. The timely delivery of the Force Majeure Notice is a condition precedent to allowance of any relief pursuant to this Section; however, receipt of a Force Majeure Notice shall not constitute acceptance that the event claimed to be a Force Majeure event is in fact Force Majeure under this Agreement, and the burden of proof of the occurrence of a Force Majeure event shall be on the requesting party. C. No party hereto shall be liable for its failure to carry out its obligations under the Agreement during a period when such party is rendered unable, in whole or in part, by Force Majeure to carry out such obligatfons. The suspension of any of the obligations under this Agreement due to a Force Majeure event shall be of no greater scope and no longer duration than is required. The party shall use its reasonable best efforts to continue to perform its obligations hereunder to the extent such obligations are not affected or are only partially affected by the Force Majeure event, and to correct or cure the event or condition excusing performance and otherwise to remedy its inability to pe�form to the extent its inability to perform is the direct result of the Force Majeure event with all reasonable dispatch. D. Obligations pursuant to the Agreement that arose before the occurrence of a Force Majeure event, causing the suspension of performance, shall not be excused as a result of such occurrence unless such occurrence makes such performance not reasonably possible. The obligation to pay money in a timely manner for obligations and liabilities which matured prior to the occurrence of a Force Majeure event shall not be subject to the Force Majeure provisions. E. Notwithstanding any other provision to the contrary herein, in the event of a Force Majeure occurrence, the City may, at the sole discretion of the City Manager, suspend the City's Page 18 Docusign Envelope ID: 124ED2E7-06D3-4CEB-88BA-64814CBFBEBF Docusign Envelope ID:95808497-CD78�F9E-A37E-OA2A89936ECA payment obligations under the Agreement, and may take such action without regard to the notice requirements herein. Additionatly, in the event that an event of Force Majeure delays a panys performance under the Agreement for a time period greater than thirty (30) days, the City may, at the sole discretion of the City Manager, terminate the Agreement on a given date, by giving written notice to Grantee of such termination. If the Agreement is terminated pursuant to this section, Grantee shall be paid for any Services satisfactorily performed up to the date of termination; following which the City shall be discharged from any and all liabilities, duties, and terms arising out of, or by virtue of, this Agreement. In no event will any condition of Force Majeure extend this Agreement beyond its stated term. 32.GRANTEE'S COMPLIANCE WITH ANTI-HUMAN TRAFFICKING LAWS: Grantee agrees to comply with Section 787.06, Florida Statutes, as may be amended from time to time, and has executed the Anti-Human Trafficking Affidavit,containing the certification of compliance with anti-human trafficking laws, as required by Section 787.06(13), Ftorida Statutes, a copy of which is attached hereto as Exhibit 8 and incorporated herein. 33. PROHIBITION ON CONTRACTING WITH A BUSINESS ENGAGING IN A BOYCOTT: Grantee warrants and represents that it is not currently engaged i�, and will not engage in, a boycott, as deflned in Section 2-375 of the City Code. In accordance with Section 2-375.1(2Ka} of the City Code, Grantee hereby certifies that Grantee is not currently engaged in, and for the duration of the Agreement, will not engage in a boycott of Israel. 34. PROHIBITION ON CONTRACTING WITH AN INDIVIDUAL OR ENTtTY WHICH HAS PERFORMED SERVICES FOR COMPENSATION TO A CANDIDATE FOR CITY ELECTED OFFICE: Grantee warrants and represents that, within two (2)years prior to the Effective Date, Grantee has not received compensation for services performed for a candidate for City elected office, as contemplated by the prohibitions and exceptions of Section 2-379 of the City Code. For the avoidance of doubt, the restrictions on contracting with the City pursuant to Section 2-379 of the City Code shall not aqply to the following; A. Any individual or entity that provides goods to a candidate for office. B. Any individual or entity that provides services to a candidate for office if those same services are regularly performed by the individual or entity in the ordinary course of business for clients or customers other than candidates for office. This includes, without limitation, banks, telephone or internet service providers, printing companies, event venues, restaurants, caterers, transportation providers, and office supply vendors. C. Any individual or entity which performs licensed professional services (including fo� example, legal or accounting services). Page 19 Docusign Envelope ID: 124ED2E7-06D3-4CEB-866A-64814CBFBEBF Docusign Envelope ID:95B08497-CD78-4F9E-A37E-OA2A89936ECA 35. PROHIBITION AGAINST CONTRACTING WITH FOREIGN COUNTRIES OF CONCERN WHEN AN INDIVIDUAL'S PERSONAL IDENTIFYING INFORMATION MAY BE ACCESSED: Grantee hereby agrees to comply with Section 287.138, Florida Statutes, as may be amended from time to time, which states that as of January 1, 2024, a governmental entity may not accept a bid on, a proposal for, or a reply to,or enter into, a contract with an entity which would grant the entity access to an individuai's personal identifying information(PII), unless the entity provides the governmental entity with an affidavit signed by an officer or representative of the entity under penalty of perjury attesting that the entity does not meet any of the criteria in Paragraphs 2(a}-(c)of Section 287.138, Florida Statutes: (a)the entity is owned by a government of a foreign country of concern; (b) the government of a foreign country of concern has a controlling interest in the entity; or(c)the entity is organized under the laws of or has its principal place of business in a foreign country of concern(each a"Prohibited Entity"). A foreign country of concern is defined in Section 287.138(1)(c), Florida Statutes, as may be amended from time to time, as the People's Republic of China, the Russian Federation, the Islamic Republic of Iran, the Democratic People's Republic of Korea, the Republic of Cuba, the Venezuelan regime of Nicolas Maduro, or the Syrian Arab Republic, including any agency of or any other entity of significant control of such foreign country of concern.Additionally, beginning July 1,2025,a governmental entity may not extend or renew a contract with a Prohibited Entity. Grantee warrants and represents that it does not fall within the definition of a Prohibited Entity, and as such, has caused an authorized representative of Grantee to execute the "Prohibition Against Contracting with Entities of Foreign Countries of Concern AffidaviY', incorporated herein by reference and attached hereto as Exhibit 9. 36. AFFILIATING AGREEMENT: The City and Miami-Dade County Public Schools entered into that certain Affiliating Agreement for Services On-Campus dated June 1, 2025 (the "Affiliating AgreemenY'), attached hereto as Exhibit 10 and incorporated herein. Grantee hereby confirms it has reviewed the Affiliating Agreement. Grantee shall comply with the terms and conditions of the Affiliating Agreement while on Miami-Dade County Public School premises (if applicable) and similar terms and conditions as may be required by any private and charter schools. [Reminder of page intentionally left blank] Page 20 Docusign Envelope ID: 124ED2E7-06D3-4CEB-86BA-64814CBFBEBF Oocusign Envelope ID:95B08497-CD78-4F9E-A37E-OA2A89938ECA EXHIBIT 1 PROJECT DESCRIPTION AND GENERAL PROJECT TIMELINE BACKGROUNDIDESCRIPTION OF NEED Resolution 2024-33016 prioritized educational enhancements for Miami Beach private and charter schools active on The Quality Education Committee (QEC). Each eligible Miami Beach private and charter school received a recurring annual funding aliocation for various educationa( enhancements of their choice with their approved annual budget. As part of that allocation, the private/charter school has opted to participate in the City's STEAM Plus program for the applicable school year. PROGRAM DESCRIPTION Miami City Ballet {MCB) invites enthusiastic teacher partners to participate in a creative movement dance program, inspired in the classical repertoire, and diverse dance styles aligned with the 25-26 Miami City Bailet season. Through these powerful story ballets connected to science, technology, engineering, math, and dance, students will deive into these worids to exercise their kinesthetic ski�is, retain content, and make discoveries connected to the worids of these classical works and diverse dance styles. STEAM subjects best suited for this partnership are: Science and Math. A successful partnership with MCB requires enthusiasm, commitment to the partnership schedule,expectations,and collaboration. IOCATION Yeshiva Elementary School 7902 Carlyle Ave, Miami Beach, FL 33141 [Girls' Campus] GRANT ACTIYITIES -- ---._ ---- - _— -__— _ ----- ------. ; Activity Name i Activity Description ; Description of Service Recipients No. Service ; i ; Recipients �� __.--_----- ___--- -- _ ------- _--- ---- - ----- --_ l STEAM + Learning Science Students from Yeshiva j ; ; through Dance � 90 ' ;_ _- _ _ ___ _ _ _ -- ._ �__ _-----_------------ -- ------ _ i � ; Students enrolled in Ballet Approx. 30 i CLASSES Weekly ( Prngram students per ` Culminatin Event �Students erform at the Families eers school i O ee ' �_ _ _ ___ ,__- a �9 P , P , ' � end of the residency. Commurnty _ __ 1 performance_� �..__- — ----------.-- - Page 21 Docusign Envelope ID: 124ED2E7-06D3-4CEB-88BA-64814CBFBEBF Docusign Envelope ID:95808497-CD78�dF9E-A37E-OA2A89938ECA GOALS/OUTCOMES _ _ _ -- -_ _ --- _ - -____ _ __. � Outcome J Measure � Target 1 Reporting Deadline �._ _.._____.._'_. _"_'.'.._ . _ "_ _1'_ . ___..__ _-_.__ . . . .._ ._ .. . _'.'__' ._ .. . ._ _ ._"_'_ . -____'____. � Strengthen understanding ! Pre-and Post student 80% of of STEAM concepts j assessments and/or participating ; through dance ; teacher feedback on students � � � Steam concept retention. i demonstrate ! Cluarterly � � ! increased � ; � comprehension of I iat least one core � STEAM concept. ------------._---_ -- ---- --- - ----_ ---_ __----- r Promote student social Student self-reflection 75% of students emotional � forms; teacher show I development , observation checklists � improvement through creative j tracking SEL in at least one i � movement ; competencies (e.g., I SEL � C]uarterly �, � collaboration, � competency by � � confidence, , the I perseverance). � end of the � residency. �—__v-- ----— - _ _---__ _-_. _ _ ---- Increase student i Through attendance 90% average engagement and records; student I attendance and I pa�ticipation in arts participation logs; i active Quarterly i � � integrated teacher i participation leaming I surveys on engagement. ' across sessions. � �__ � i ---- --- --- —--i 80% of partner — + Teacher surveys and teachers repo�t I Build capacity for post-residency debrief , increased ability I '; teachers to integrate assessing comfort and ! and willingness to ! Final Quarter ; � movement into STEAM , plans for future arts incorporate dance i � � instruction integration. � or movement in 'i classroom instruction. �� — --- ------_ _ - ----- Showcase student learning Culminating performance 100% of I and creative expression � or presentation reflecting classrooms I integrated leaming. participate in a Final Quarter , i ( final jdemonstration I (live or in-class). � Page 22 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Docusign Envelope ID:95806497-007B�F9E-A37E-OA2A89938ECA STAFFING —__-- - ___ _ _------ ----- --- ._---__ ( Position DescripUanlResponsibilities Budget Level 2 i M-DCPS i ; Title � to Grant Program Description Background � CONTRACTORNENDOR � � .. 1 I � Cleared— � BADGE—Exp Date CITY i j Exp date ISSUED ID BADGE FOR ' � PRIVATE/CHARTER ; ; SCHOOLS � ,_ ___ :____ ---__--- __ _ _..____ _-_----___ _ _ __.___ ___�__--—._-- -- , Dance ; Program Admin/Oversees ' 10% of full � ; City ID badge to be , � Education � the program and grant � budget to i 9/3/2027 � provided upon the � ` Programs compliance. : oversee the � execution of this IManager ; program i � agreement. ! L______ __ .-----_ _ _._..__ __ . ___ __� ---_ _._�,_.`_----- --- ; ' " City ID badge to be ' Teaching Nuria Martinez-Teaching ' 75% of ; provided upon the ; Artist Artist ' budget ' 1l22/2029 execution of this � � � agreement. � ' : -----_�—.__� �_ � Page 23 Docusign Envelope ID: 124ED2E7-06D3-4CE8-868A-64814CBFBEBF Docusign Envelope ID:95808497-CD78�F9E-A37E-OA2A8993BECA GENERAL PROJECT TIMELINE (to be attached) Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Docusign Envelope ID:95808497-CD78-4F9E-A37E-OA2A8993BECA EXHIBIT 2 PROJECT BUDGET Organization Name: Miami City Ballet, Inc. Number of Interactions: 47 _ _-- _ _ _--- -- _. Budget Line Item Description _ _ f Project Budget ! In-house/W-2 Personnel: � Norma Fuisting. Dance Education Administration � Programs Manager � $ 2,084 . _ - ---- - - -:_ _ _- ; -- - — : Nuria Martinez, Teaching Artist. ; Artistic ' Dec 2,3,9,10,16,17,23,24. Jan 6,7 � � � 13,14,27,28. Feb 3,4,10,11,17,18. $ 15,600 ����+a� I 1099 contractors:Artistic ' March 10,11,17,18,24,25. April �Q � fees/services 14,15,21,22,28,29. May � i ; 5,6,12,13,19,20,26,27.June 2,3,9,10. ; � 1099 contractors: Artistic � (Sept. 2026 TBD dates 3 classes� __— , - - --__, -- fees/services � ; 1099 contractors/Fees:� - N/A _ _ i N/A � -- � � I Technical ; C Travel ---- _--- _ _ _-----------N/A ' N/A _----- _ ________� --_ __--- N/A N/A - _ ___ --+- ---- ------- -- -- _ _ -- ------ ---- Supplies/materials/Printing: � 40 pairs of ballet shoes $800 Consumable (_City to 40 ballet long tutus$1200 ; purchase; or x Grantee to 40 pink leotards $550 ' purchase. � 40 pink tights $400 � $2,995 j Hair ribbons $45 � � Extra supplies needed as the program has � ! I expanded and includes an additional grade i level. -_ _ __ _ - --- -___ _--- --------- - Supplies/materials: Non- Consumable N/A N/A i _ _. _ _ i_-- ------ — . ___..--- -- ------ — �icense Fees (tech software, � I image licenses, copyrighted N/A N!A ; curriculum) � ---- - __ _. ;— TOTAL i $20,679 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Docusign Envelope ID:95808497-CD7B-4F9E-A37E-OA2A89936ECA EXHIBIT 3 CITY OF MIAMI BEAGH GRANT QUQRTERLY STATUS REPORT FORM _.._. _. ____._._----- - - ---_ --. _---- . ___ __ _____-------- __- I PURCHASE ORDER No.: � GRANT CONTRACT No.: ' PROGRAM/SCHOOL: GRANTEE NAME: ( GRANTEE ADDRESS: i. ___ _ _____ .._ _-------- _____.___ � GRANTEECONTRACTADMINISTRATOR. _ ------_---__.-- ------ -___ --- . _.i .. --------------..-- __--------- ----- j GRANTEE CONTRACTADMINISTRATQR'S E-MAII ADDRESS: � __ __----_ _L _ __---- -------------- REPORT PERIOD: Ll Oct. 1 - Dec. 31 ❑ Jan. 1 -Mar. 31 ❑ Apr. 1 -Jun. 30 O Jul. 1 -Sepk.30 Due Jan. 15 Due Ap. 15 Due Jui. 15 Due Oct. 15 GOALS/OUTCOMES: ;—__�___..----_.._ ___-- —v____-------- ---------� Outcome Measure Target � Accomplishments To-Date PROBLEM ENCOUNTERED: � OTHER NOTABLE ITEMS: � ----_ _ -------___ __ -_ _--- --- � Page 26 Docusign Envelape ID: 124ED2E7-06D3-4CE8-8BBA-64814CBFBEBF Oocusign Envelope ID:95608497-CD78-�3F9E-A37E-OA2A89936ECA I acknowledge that the supply/equipment listing has been attached to this Grant Quarterly Status Report Form using the official Supply Template availabfe in OneDrive. Grantee Report Prepared By: Name Signature/Date I acknowledge that the interaction listed above by the Grantee occurred on the dates indicated and that the supplies/equipment listed on the supply template were purchased and stored at my school (if applicable). Public/Private/Charter School Principal Report Reviewed By: Name Signature/Date School Name City of Miarni Beach Repo►t Reviewed By: Name Signature/Date Page 27 Docusign Envelope ID: 124ED2E7-O6D3-4CEB-88BA-64814CBFBEBF Docusign Envelope ID:958�8497-CD7B-4F9E-A37E-OA2A89938ECA EXHIBIT 4 CITY OF MIAMI BEACH GRANT REIMBURSEMENT REQUEST FORM -- _ _ __._ _ _ - --- _ ___ __._ _ __._ --------- - -- � PURCNASE ORDER No.: -- - __ - -- _ -I -- --- --— - GRANT CONTRACT No.: _ _- --- - _ _ -� ; PROGRAM/SGHOOL: I --- ___._ _. _ _ _ _ ; _. _ _ GRANTEE NAME: � GRANTEE ADDRESS: GRANTEE CONTRACT ADMINISTRATOR: -- -----_ ____ _ _____ _ _ - -------- I GRANTEECONTRACTADMINISTRATOR'SE-MAILADDRESS: ; , ----- _.. ---- -- -----_ _ _ i ! REQUEST No.: �------- - -- -- ------- _ _ �_-- Amount of Assistance: ^} Less Previous Totat Disbursements: Balance Available: Funds Requested This Disbursement: Certification of Payment: I certify that the above expenses were necessary and reasonable for the completion of the Project and in accordance with this Agreement. I further warrant and represent that these expenses have not been,and will not be,covered by any other third-party funding source,including under any other separate agreement between the Clty and Grantee. I certify that there is no request for reimbursement for amounts previously reimbursed under this grant or any other grant including supplies/equ(pment purchased directly by City of Miami Beach staff from a vendor or service provider. Grantee Report Prepared By: Name Signature/Date City of Miami Beach Report Reviewed By: Name Signature/Date Page 28 Docusign Envelope ID: 124ED2E7-06D3-4CE8-86BA-64814CBFBEBF Oocusign Envelope ID:95B08497-CD7B-4F9E-A37E-OA2A89938ECA EXHIBIT 4.1 SMARTSHEET REIMBURSEMENT GUIDELINES Piease use your unique Smartsheet form to submit all eligible expenses for reimbursement. Be sure to provide all required information and attach supporting documentation for timely processing. Foliow these instructions to accurately complete your reimbursement request: �����,�wr��• � o.�� � ; KEEP{N MIND: Nc,c>�ertlYy[c' ' The Ciry's fiscal year runs from October ..,<��,.,,,,.� � 1st to September 30th. i i 01 (Oct 1 -Dec 31) UD'�a�3R > �.0«�5� oRao7AlPqmm' � I �..,. <,,�� � .m _���.u,<.. .�., . ; Q2(Jan t -Mar 31) I, Q3(Apr 1 -Jun 30) � "���-'"�� `I Q4(Jul 1 -Sep 30) I I�__._-------._.___--.-_ __.___. _ _J ��,�,,,��.�- xeca�� ,.._�..., ,..t..,.�..............,.��.. ..,...... �. � 1. Reporting Period: , Click the"SelecY'dropdown menu. � Choose the relevant reporting period for your expense from the optians provided. This usually refers to the month or quarter when the expense occurred or when you are submitting it. 2. Category: � Click the "Select"dropdown menu. � Choose the appropriate category that best describes your expense. 3. Date: ---___..------- , , Click on the calendar icon or the date field. ' �MPORTANT: E"SUre cn�s dace faus ! � ' within the "Repo�ti�g Period" you ! � Select the specific date when the expense occur, selected in Step 1. ' 4. MerchantlPayee: �— —.__.__._.._ ___....--- _ __; In the text field, enter the name of the business or person from whom you made the purchase or to whom you paid money. For example, "Amazon," "Jane Smith "Office Depot"etc. 5. Amount Claimed: Docusign Envelope ID: 124ED2E7-06D3-4CEB-866A-64814CBFBEBF Docusign Envelope ID:95B08497-CD78-4F9E-A37E-OA2A89938ECA .. In the text field, enter the exact monetary amount you are claiming for reimbursement. Do not include currency symbols (like "$") and enter only the numerical value (e.g. 25.50). 6. Upload Receipt/lnvoice/Stub 8 Proof of Payment: .; This is a crucial step. You need to provide docurnentation for your expense. � You have two options: • Drag and drop �les here: Locate your digital receipt(s), invoice(s), stub(s), or proof of payment on your computer and drag them directly into the dotted box area. � Browse files: Click on "browse files" to open a file explorer window. Navigate to where your files are saved, select them, and click"Open" or"Upioad." IMPORTANT: Ensure you upload both a receipUinvoice/stub and proof of i payment(if separate, like a credit card statement showing the transaction) I for each expense,as stated on the form. i • A proper invoice from a service provider MUST include: Unique Invoice Number, Full Legal Name/Professional Business Name (if applicable), Address, Contact Details, Transaction date, Itemized description of services, Unit rate(e.g. $/hour), Line-item total, Total amount due. • Every expense must be accompanied by proof of payment with the specific debit entry highlighted for verification. Accepted Proofs of Payment: Bank Statement: Showing the deduction for the transaction/expense. Credit Card Statement: Showing the charge. Canceled Check: A copy of the front and back of a cleared check. Pavroll Report/Stub: personnel expense submissions must include a clear record of payment dates and amounts made to employees, along with the relevant bank statement showing these transactions. 7. Description: <; In the large text box, provide a clear and concise description of the expense. Explain what the expense was for, why it was incurred, and any other relevant details that clarify its business purpose. For example, "Purchase of cardstock for visual aids" 8. Send me a copy of my responses (Optional): :� If you would like to receive an email copy of your submitted form for your records, check this box. 9. Submit: o Once you have reviewed all the fields and ensured all information is accurate and complete, ctick the"Submit" button to send your reimbursement request. Page 30 Docusign Envelope ID: 124ED2E7-06D3-4CEB-88BA-64814CBFBEBF Docusign Envelope ID:95B�8497-CD7B-4F9E-A37E-OA2A69938ECA EXNIBIT 5 SUPPL.IES AND EQUIPMENT ORDERING DELIVERY&� RETURN GUIDELINES This Exhibit 5 outlines the terms and conditions for ordering and delivery of Suppiies and Equipment between the City and Grantee. I. If, pursuant to the Purchase Order, the City has elected to directly purchase Suppiies and Equipment under this Agreement, Grantee shall comply with the following: Supply List Submission: Grantee must send a comprehensive list of all Supplies and Equipment needed for the upcoming school year to the Education and Performance Initiatives Division ("EPI") between October 1 st and October 15fh of each calendar year. This list must accompany each item with a description indicating its color, size, type, number, and include a purchase link when available. Bulk Urdering Period: EPI will place bulk orders for most Supplies and Equipment between October 15 and October 30, provided Grantee selects their supplies from the City approved vendor list. Delivery Timeline: All bulk orders placed within the specified period will be delivered to the Grantee on or after November 1st of the same calendar year, unless delayed by delivery services. Partner Respansibilities: Upon delivery, Grantee shall be solely responsible for: • Receivinq: accepting delivery of all ordered Supplies and Equipment. • Countinq:accurately counting and verifying the quantity of all items received against the packing slip or order list. ■ Insqection� thoroughly inspecting all received items for any damage, defects, or malfunctions. • Reportina Discrepancies:Grantee must report any missing, broken,malfunctioning,or otherwise incomplete items in an order to EPI within fifteen(15)calendar days of the delivery date. Such reports must be made in writing to SteamPlus@miamibeachfl.gov. Returns Process: If a return is necessary due to damage, incorrect items, or other valid reasons, the Grantee is responsible for initiating the process within 15 calendar days of receipt. The process include the following: (1} Grantee shall request a return from EPI, providing specific details about the item(s) and reason for return, (2)once the return is approved by EPI, Grantee is then responsibte for packaging the items securely and sending them back directly to the supplier as instructed. Receipt Confirmation: Within five (5) days of receipt of any Supplies and Equipment, Grantee shall email all packing slips, organized by date, as a single PDF file to SteamPlus�a miamibeachfl.gov. In instances where a physical packing slip is unavailable, Grantee shall provide an email confirmati�n of product receipt matching the invoice details. Limitation of Liability: The eity will not be liable for any missing, broken, malfunctioning, or otherwise incomplete items in an order if Grantee fails to report such discrepancies within the fifteen(15)calendar day period as specified above. II. If, pursuant to the Purchase �rder, Grantee will be purchasing Supplies and Equipment directly, the Grantee shall comply with the following: Ordering: Grantee shall timely order all Supplies and Equipment needed for the upcoming school year. Partner Responsibilities: Upan delivery, Grantee shall be solely responsible for: Docusign Envelope ID: 124ED2E7-06D3-4CEB-866A-64814CBFBEBF Docusign Envelope ID:95808497-CD78-4F9E-A37E-OA2A89936ECA • Receivinq: accepting delivery of ali ordered Supplies and Equipment. • Countinq:accurately counting and verifying the quantity of ali items received against the packing slip or order list. • Inspection: thoroughly inspecting all received items for any damage, defects, or malfunctions. ■ Processinq returns: processing any returns. Reimbursement: Reimbursement for Supplies and Equipment is contingent upon receipt of both the invoice or receipt and the applicable proof of payment as outlined in Section 6 of Exhibit 4.1 (Accepted Proofs of Payment). Page 32 Docusign Envelope ID: 124ED2E7-06D3-4CEB-866A-64814CBFBEBF Docusign Envelope ID:95608497-CD78-4F9E-A37E-OA2A89936ECA EXHIBIT 6 COMMERCIAL GENERAL LIABILITY INSURANCE CERTIFICATE (to be attached) Docusign Envelope ID: 124ED2E7-06D3-4CEB-868A-64814CBFBEBF Docusign Envelope ID:95808497-CD7B-4F9E-A37E-OA2A89938ECA ,4Co� CERTIFICATE OF LIABILITY INSURANCE DATE(MAWOIVYYY) 11l12/2025 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.TNIS CERTIFICATE DOES NOT AFFIRMATNELY OR NEGATIVELY AMENO,EXTEND OR ALTER TME COVERAGE AFFORDEO 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: It 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 conditfons of the policy,certain polictes may rcqutre an cndorsement. A statement on this certificate doea not confer rights to the certiflcate hoider in lieu of such endorsemant(s). PROOUCER NAME: �a�f0 BUf2lt NSI insurance Group LLC a NN E ; (305)556-t488 (305)556-3680 AIC No: 5875 NW 163 Sheet nOortess: �aurab@nsigroup.org SUite 207 INSURER(S)AFFORDIN6 COVERAGE NAIG M Miami Lakes F� 33014 iNSURER A: Phiiadelphia lndemnity tns Co 16058 INSURED iNsuRea e: Bridgefietd Casualty Insurance Company �0335 Miami City Ballet,Inc. iNsuaert c: Travelers Casualry and Surety Company 31794 2200 liberty Avenue INSURER D: INSURER E: Miami Beach F L 33139 INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE IISTEO BEIOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PER�OD INOICATED. NOTWITHSTANOIIYG ANY RE�UIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER OOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POL�CIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXGLUSIONS AND CONOITIONS OF SUCH POLICIES.LiM1T5 SHOWN MAY HAVE BEEN REOUCEO BY PAID CLAIMS. �NSR LTR TYi'E OF INSURANCE N p POIICV NUMBER MAUD NNlOD LMIRS COMMERCIAL6ENERALUABIIRY EACHCCCURRENCE $ �.00O,OOD CLA�MS-MADE �OCCUR PREUISES Eaoccunence $ �OO,OOO A1ED EXP An or.e person S $,00� A Y PHPK2683387-010 05/01/2025 OS/0'1/2026 pER50NALdrIDViNJURV s �,000,000 GENlAGGREGATELIMITAPPLIESPER: GENERALAGGREGATE 5 2•000,000 Po�ICY PR0. 2,OOO,Q00 JECT �� PRODUCTS-COMP/OPAGG S OTHER' S AUTOMOBILE LIABILITV COM81N �SINGLE LIh11T s �,QOO,O00 Ea acdtleM ANY AUTO BODILY INJURV(Per percon) 5 q OwNED SCHEDULED PHPK2683387 05101/2�25 05/01/2026 BODILViNJURY(Peracdaent) S AU70S ONLY AUTOS MIRED NON-0WNED PROPERTY DAMAGE 5 AUTQS ONLY X AUTOS ONLY Per acdtlent 5 X UMBREILAUA6 X OCCUR EACHOCCURRENCE S 4�000,000 A EXCESS uAe CI�IMS-A+t�E PHUB910543-007 O5/01/2025 OSIOI/ZO26 qGGREr>aTE S 4,000,000 �ED X RETENTION S �0,000 5 WORKERS COMPENSATION PER OTN- AND ENPLOYERS'11ABILIN ,.�N STAME ER ANVPROPRI[TOR/PARTNERlEXECUTNE E.L.EACHACCIDENT S �•OOO,OOO 8 OFFlCER�MEMBEREXClUDEO? � NIA 196-CQ777 O�OI/ZOZS OSIOlI2O2f) (Mantlatory i�NH) E.L.DISEASE-EA EMPlOYEE S ��000,000 If yas,tlescnbe under 1,000,000 OESCRIPTION OF OPERATIqVS beMw E.L.DISEASE-POLICY LIMIT S Each Occurence 1,000,000 Cyber Liability C 106543353 OS/01/2025 05/01I2026 Aggregate 7,000,000 OESCRIPTION OF OPERATIONS!IOCATIONS 1 YENICIES(ACORU 101.AddiUonal Ramarkt Se�eAule,may be ariached if more spau is mQulred) Ciry of Miami Beach is an Additional Insured on the General Liability when under wrilten contrect. Abuse&Molestation 7otal l.imit:55MM CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE OESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN Ciry of Miami Beach ACCORDANCE WITM THE POLICY PROVISIONS. 1700 ConvenGon Center Drive AUTHORI2.ED REPRESENTATNE Miami Beach F� 33139 Ot�,�,,, ��-�- 01988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016(03) The ACORD name and logo are registered marks of ACORD Docusign Envelope ID: 124ED2E7-06D3-4CEB-866A-64814CBFBEBF - PHILADELPHIA � �:���,� ��'�� ���,°� :'��;�� �c`-' INSURANCE CUMPANIES ��p Cynwycl, Pennsytion�o 190Q4 51 Q.b t 7.790C}Fox 610.617.7940 ��;,«:t,•<<-r�,,,.t�._.:�,•����� , . Pt IlY c��m Phitadelphia lndemnityfnsurance Company A Stock Campany(Nonp�rticipating) COMMON POLICY DECLARATiONS Poiicy MumDor: PHPK2683387-010 Named Insurod and MaUingAddress: Producer. 21:�5 Miami City Bailet Inc NSl tnsurante Group, LLC 2206 Libefty Ave 5875 NW 163rd Sereet, Suite 2Q7 Miami 8eath, FL 33139-Y6-��_ Miami takes, FL 33014 (3U5}556-1488 Policy Poriod From:D�/U�/20Z5 To: 05/01/202b at 12 01 A.M.StaMarE Tt»eat yvur m�Ung aAd�e�n ehawn above. Buaintss Dexriptfon: p�Tnin9 Atts IN RETURN FOR TNE PAYMAENT OF TME PREMtUM.AND SUBJECT TO ALL THE TERMS OF THIS POLlCY.WE AC�tEE WI1N YOU TO PRZOVfDE THE WSURANCE AS STATED IN THIS POIICY. THIS OLICY CONSIS OF THE FOLLOWlN COVERAGE PARTS FOR WHICH A MIt1M IS INDIGATED. THiS PREMIUM A4AY BE SUB3ECT TO AOJUSTM1IENT. PREMIUM Commarciai Property Coveraga Part Commercial Gener�LfebBity Covarago Part 59,5T5.87 Commercial Crirw Coverage Part Commar+cisl IrUand Ma�e Covtrage Part Commercia!Auto Coverage Part 787.00 8uainea�owr+ers Workers Compo�adon Hrnpioy�BenefitS 303.00 Se�aYPhYs�ca�Abu�e � �� �"����: ar:;,� `����, a- '' »..., t"i�. 2,658.32 TOtdl S 63,325.19 Tota'1 tnc udes�ra��ism 's��urance ." over�e 507�.00 CPD-PIlC-CW(02121j {ncludes copyrighied materiai of hsurance Se�ices Of6ce,inc..with its permssian. Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF PHILADELPHIA INSURANCE COiVIPANIi?S .1 � ,.(�.. rt �... �i��,. ,z.li_ii i ,�, . . Onc Bala Plaza,Suitc 100,Bala Cynwyd,Pcnnsyh�ania 19004 61Q.617.7400•Fax 610.617.7940•PFILY.com OS(O6/2025 Miami City Bailet Inc 2200 Libcrty Ave Miami Beach,FL 33139-1641 Re: PHUB910543-007 Dear Valued Customer: Thank you vcry muc(�for choosing Philadclphia lnsurancc Companics(PHLY)for your insurancc nccds. Our A++ (Superior)AM Best financial strength rating is one reason why o��er 700,000 policyholders have put their trust in us. Wc invite you to experience Thc PHLY Difjerence,which includcs: • Exceptional Customer Servicc • Complimentary&Tailored Risk Management • Best in Class Claims Experience • Industry Leading Coverage • Team PHLY Working for You! We realize you ha��c a choice in insurance companics,and wc truly appreciate your busincss. Welcome to TeamPtlLY,and please visit us at PFTLY.com to learn more about The PHLY Di/J'ererrce! Sincerely, �5����� John 4�.Glomb,Jr. President&CEO Philadclphia lnsurancc Companies JWG/sm Philadclphia Consolidatcd Iloldin�Corp.•Philadclphia lndcmnity fn,urancc Company•'1'okio�tarinc Spccialty Insurancc Cn•Maguirc Insurancc Agcncy,Inc. 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Box 70251, Philadelphia, PA 1 9 1 76-025 1 ON DEMAND CUSTOMER SERVICE ACCESS • Live Chat - PHLY.com • Phone - 877.438.7459 • Email - service@phly.com • Hours: Monday- Friday 8:30 a.m. - 8:00 p.m. ET PHILADELYHIA ' 80C.873.4552 t.��;R:�����:co„�.�„�:� �The PHLY Difference ' PHLY.eom , , ,, . : , ,. , ,.,�� . _ ,: , . _ ,: , .._., ,. .,,.; , . . . ., . , .:,. .:�;..,�.r- . ... , ..m�• � �n .��. :�:�.:,�.: ............ .:..�.. � :i� . . � ...��h: , . ..., .. ...i , ..�.0 .. Docusign Envelope ID: 124ED2E7-06D3-4CE8-86BA-64814CBFBEBF PHILADELPHIA INSUKANCE CONiPANIF.S The PHLY Dif�'e�ence �� PHLYCustomerServic.e �TEAMPH LY Exceptiona) Customer Service TEAMPHLY -working for you! • . �� , , • .�<. _ ,<<: ,�,._.��t .,:-r�� • ,.,. , :r ,. � �,,I_� _. �� �!��:.r ,C1,. ., .._, i, �c ti�,�r . •�ai: • :,�elf S�n�ice at MyPHLY.com � + =�.��count Ste•.ti-crdshi� • i�)�rect Bill �„vitn paymer�t E�I�:����, • :;i:�i�i� b-�ck to(ocol c.ommun�'ir�; • t ! ' , t�'-. RISK MANAGEMENT ��� � PHLYSERV�CES W Complimentary 8�Tailored Risk Manogement IndusMy Leading coverages . �. ., . • _ti��� . .�. . ...�. , ,�.._ ., . � • ,>mart�rNc;v<<C?nline le�::n .,: :`�..:r �_�r�.r' �� breila, D&U, Cybei; Ac�N, Enviionrnenlal, Surety • �'�.huse Preventlon Sysr�rrrs P���grra;n • I��_lustry s�a:if�c eoverage enhancements • �, ,. _ . . ,r-. . . ���� • � ^; � . <��� , � �I °' r; �•� fi r,_ , d ir! ��� Best in class Claims Experience ,;.?;, ~j �, • f , �� - /�""�> • , .� , , . ,�: , , '_ � • i„-house Recovery��n�3 Sul�rc�ti:;�: � . ' :, ��, • _ . , >-.. ,. . . - - i ,.� - i r! � � ' � . ._ ..�9,`BEST~ a�.d' � a°,c x , �' e� �;�h; e#.�; Docusign Envelope ID: 124ED2E7-O6D3-4CE8-8BBA-64814CBFBEBF �\�/� � , � . . � � r . � � r • .. � �.. .. PHLYRMS RESOURCES 4`,i:�lcom:. ':; Pniladelohie !rssrcnce Cc.^�Fc,���...�(P ��:`!J:��s:; F��iI.Y ;:�stom�ery ouur o�g..n�z.�rior ��„ ��+o;occ^s�'o too's o �-:se�:�e� thn!can nss:st�n ycur r�sk mnnegemem etforts'Our R�sk��,lanog�men±Services(RPAS) Consultonts con provide in-�erson ps5istonce,�rom. Ieoding employee sofery meetings to orov�ding valuable gu�dance reoardiny safety best oract�rez. PFi1Y also prcvidA�vanous risk managemeN leols and resou��es a1 little or no nddilional cost lo your orgonization. f�ocr_ess these resources pleose toke a momeN to re_gister on our w b;itg. If y-ou alreod��hove an account on PNLY com piease lo�in'o ..(�,Ci'cJ R'�.]R f.v:.,C]rl.^.c�er-�0rd,�,F.,.,��C(-i5 r('SU;IrCF15. Risk Management Resources We encourage you to explorc the following risk management resources �PHLYTRAC �PHLY� ;=;�I�F �PH�Y _ : :��:%==;� •. I.�,:PHLYGofeway.s::-�orline porrol PHLYTrat: 'r-i�f s�E;;ernot�cs tool nroJ a�g ��*:.PHLY �ri.c:�..;�cm i;��ic�c�; .,c;��nc. d�s��boarc�'het rracks loco•ion. r. .•ooI thol uses o senso�to provide .. :.'�:�.�":t.s„:u tr:u'ir;�noCement Cn(� ��eedirg,bcr�breaking,ond o'her'Ice' �mm.a:ate olerts t�hoic;�dous nrOpe�ly �����'is"��r,l�sk resourcez:nr,luding qn online siahstir.s-NROVIDtU AI NO C05f I O cand�tions,such os lo.v temperoture or thE ��r,ming plollorm,mociel poliaes,�n�o E�est "rLIGBIE PHLY CUS�OhM1ERS� preseace ot mo�sfure. Provioed ot n�cv�.'tc N��<<'�es Help line. a:r �;s'o�^,crs wi•h prope���'covcrocc eHLYGAIEWAY PHLYTi4i: PHLYSEvSE ;^���1HR NOW! �� � Abuse Intelli�' $ " ��� \ � � Risk Management InfelliCorp.",c;•. :;r.<,,;:;,,:��;,�,,,;; SmarterNow:i �.Y"i no-cost iear.•.; Abuse Prevention Training:`• �,:,. ;,.:�<':,.. ..cnec<pocK'.;c,c,as:vell:�< i�,`,r ,..�.. ;,,`.-..�r�, 'n:7r prowd�s oni ne .. .. ,���!, � '. :��,� �, ,., ., ,r-,� ., erc: .:.a�',.r-��d p�tc:irg 40� Odd-on seiv��,:,.. .��.��;., i�:' r�, :�s1�� rr�i ord icpnrting � ;rrr �,� ,��: t�, � .:�.v,. . so`ety o( �vloto�1ch�cle Rcaoris Ih1VRs). capob�bi�es i�oinings�nclude�e�ens�ve dnve�, �iyoriic:iiors:I,ct se�ve i�lnercole populotions, tiiscr mr,c:rc�� i^'he ric>rkulace.secvnty ind�iding r.hlldren end L�:Inerable aduhs. Int Ili r evearcness onr.Tc'�i^orc Prcleclin�V�d�era6le Pooulctions h.�ART.RN4W! CONTACT F�r ccesnuns nbov'your c,�iqc�i�-to'ion s r;k-noncyeme�����eeds c�nj�nlormolioi�on Ph-iCi�s Riak Moncye�ne���$ervices please cc:���::�:PHLYF`:��� ';hone I E33 PHiYRM i(Ivlon-Fii A 30 a m.-5(N?pm tij �-�noi��F�hlvrc��ta'p't;iy.:,n.,; yr� � • � � • � � � • _� `„'..�+�►';\ �;�as,E�;i . �•e { Docusign Envelope ID: 124ED2E7-06D3-4CEB-86BA-64814CBFBEBF ADVISORY NOTICE TO FLORIDA POLICYHOLDERS FLORIDA INSURANCE GUARANTY ASSOCIATION (FIGA) FIGA SURCHARGE Dear Policyholder: Your policy includes a surcharge that will be paid to the Florida Insurance Guaranty Association (FIGA). FIGA was estabtished by Florida law to process claims of insolvent insurance companies. If there is an insolvency of a company, FIGA can assess and apply a surcharge to cover the cost of the claims. In April of 2Q23, a surcharge of 1%was approved by the state, permitting insurance companies to collect from Florida Policyholders and remit the amount of the surcharge to FIGA.The surcharge applies to policies effective through September 30, 2025, and automatically continues annually until any bonds secured by the emergency assessment are no longer outstanding. PI-NOTICE-SURCHARGE-FL 2(06/2Q24) Docusign Envelope ID: 124ED2E7-06D3-4CE6-8BBA-64814CBFBEBF PHILADELPHIA � One BaIQ Plaza, s���z �oo INSURANCE �C?MPANIES Bala Cynwyd, Pennsylvanio 190Q4 610.617.7400 Fax 610.617.794Q :1�l��mt;erai'ihc'C<zkinA(:u�ireGr�,���� � PH�Y.00111 Philadelphia lndemnity Insurance Company A Stock Company (Nonparticipating) Commercial Li nes Policv THIS PO�ICY CONSISTS OF: — DECLARATIONS — COMMON POLICY CONDITIONS — ONE OR MORE COVERAGEPARTS.A COVERAGEPARTCONSISTSOF: • ONE OR MORE COVERAGE FORMS • APPLICABLEFORMSANDENDORSEMENTS BJ P-190-1 (02/21) Page 1 of 2 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF IN WITNESS WHEREOF,we have caused this policy to be executed and attes�d,and,if required by stabe law,this policy shall not be valid unless sigr�d by ourautt�rized represenhative. _ ���r�✓ President and CEO Secretary BJP-190-1 (02/21) Page 2 of 2 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF IMPORTANT NOTICE To obtain information or make a complaint: 1. You may call Philadelphia lndemnity Insurance Company's toll-free telep}ione number for information or to make a complaint at 1-877-438-7459 2. You may write to Philadelphia lndemnity Insurance Company at One Bala Plaza, Suite 100 Bala Cynwyd,PA 19004 FAX#(610) 617-7940 3. ATTACH THIS NOTICE TO YOUR POLICY PI-Notice(4/00) Docusign Envelope ID: 124ED2E7-06D3-4CEB-86BA-64814CBFBEBF PI-FEES-NOTICE 1 (11/19) PHILADELPHIA INSURANCE CUMPANIES NOTICE LATE FEE NON-SUFFICIENT FUNDS FEE REINSTATEMENT FEE Late Fee Piease be advised that if your payment is late (payment is not received within five days of the payment due date indicated on the invoice), you will be charged a late fee of$25'' (where permitted). Non-Sufficient Funds Fee Please be advised that if your payment is r�turned for non-sufficient funds, you will be charged a fee of$25*'' (where permitted). Reinstatement Fee Please be advised that if your policy is cancelled due to non-payment of the premium and we agree to reinstate your policy, you will be charged a reinstatement fee of$50'"`* (where permitted). These fees are in addition to any premium owed on the policy and each fee can apply more than once during the policy term. *$10 in Florida,Maryland,South Carolina **$15 in Florida and$20 in New York *""$25 in Delaware,Georgia, New Hampshire and New Mexico;and$15 in Kansas and Nebraska PI-FEES-NOTICE 1 (11/19) Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CEB-866A-64814CBFBEBF PI-POL-FORM-SCH(08/20) Philadelphia lndemnity Insurance Gompany Form Schedule— Policy Policy Num6er: PHU6910543-007 Forms and Endorsements applying to this Coverage Part and made a part of this policy at time of issue: Form Edition Description BJP-190-1 0221 Commercial Lines Policy Jacket PI-Natice 0400 F�orida Complaint Notice PI-FEES-NOTICE 1 1119 Notice Late/Non-Sufficient Funds/Reinstatement Fee PI-FEE-SCH 0820 Fees and Surcharge Schedule PI-IL-CS FL 1118 Florida Countersigna[ure PI-POL-FC?RM-SCH(Q8/20) Page 1 of 1 Docusign Envelope ID� 124ED2E7-06D3-4CEB-86BA-64814CBFBEBF PI-FEE-SCH(Q8(20) Philadelphia lndemnity Insurance Company Fees and Surcharge Schedule Policy Nurnber: PHUB910543-007 2023-1 FIGA. Emergency Assessment Surcharge $ 248.63 PI-FEE-SCN(08/20) Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CE8-8BBA-64814CBFBEBF PI-CXL-002(05/19) POLICY NUMBER: PHU8910543-007 P H I LAD E LP H IA One Bala Plaza, Suite 100 INSURANCE COMPANIES Bala Cynwyd, Pennsylvania 19004 610.617.7900 Fax 61 O.b 17.7940 n,.���„_�,;�, ,r�E,�� :��,��������::��.��;,,, , PHLY.com COMMERCIAL UMBRELLA LIABILITY INSURANCE POLICY DECLARATIONS 21146 NSI Insurance 6roup, LLC 5675 NW 163rd Street, Suite 207 Philadelphia lndemnity Insurance Company Myami Lakes, FL 33014 (305}556-1488 NAMED INSURED: Mismi City Ballet Inc MAII.ING ADDRESS: 2200 Liberty Ave Miami Beach, FL 33139-1641 POLICY PERIOD: FROM 05/O1/2025 TO OS/01/2026 AT 12:�1 A.M. STANDARD TIME AT YOUR MAILING ADDRESS SHOWN ABOVE IN RETURN FOR THE PAYMENT OF THE PREMIUM,AND SUBJECT TO ALL THE TERMS OF THIS POLICY,WE AGREE WITH YOU TO PROVIDE THE INSURANCE AS STATED IN THIS POLICY. LIMITS OF INSURANCE EACH OCCURRENCE UMIT (LIABILITY COVERAGE) $ a,000,o00 PERSONAL&ADVERTISING INJURY LIMIT $ 4,000,000 An one erson or or anization PRODUCTS COMPLETED OPERATIONS AGGREGATE LIMIT $ 4,000,000 GENERAL AGGREGATE LIMIT(LIABILITY COVERAGE)(except with respect to Auto Liability and Products Completed Operations) $ 4,000,o00 RETAINED LIMIT RETAINED LIMIT: $ 10,000 PI-CXL-002(05/19) Page 1 of 5 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-866A-64814CBFBEBF PI-CXL-002(05/19) POLICY NUMBER: PxU8910543-007 PREMIUM PREMIUM SUBTOTAL S 2a,863.00 STATE TAXES,FEES, SURCHARGES(if applicabie) $ 248.63 PREMIUM TOTAL includin Taxes, Fees, Surchar es S 2s,111.63 AUDIT PERIOD: �NOTAPPLICAB�E O ANNUALI.Y O SEMI-ANNUALLY 0 QUARTERLY �MONTHLY DESCRIPTION OF BUSINESS FORM OF BUSINESS: CORPORATiON BUSINESS DESCRIPTION: Entertainment Umbrella ENDORSEMENTS ATTACHEO TO THIS POLICY SEE ATTACHEQ SCHEDULE P�-CXL-002(05/19) Page 2 of 5 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-O6D3-4CE6-88BA-64814CBFBEBF PI-CXL-002(05(19) POLlCY NUMBER: PxUB910543-007 SCHEDULE OF UNDERLYING INSURANCE Employers'Liability Company: Policy Number: Policy Period: Minimum Applicable Limits Bodily injury by accident $ Each Accident Bodily injury by disease $ Each Employee Bodily injury by disease $ Policy Limit Commercial General Liability �Occurrence 0 Claims-Made Company: Philadelphia lndemnity Insurance Company Policy Number: PxPK2683367-010 PoliCy PefiOd: 05/O1/2025 05/O1/2026 Retroactive Date: xot Appiicabie Minimum Applicable�imits: GeneralAggregate $ 2,000,000 Products-Gompleted�perationsAggregate $ 2,000,000 Personal And Advertising Injury $ 1,000,000 Each Occurrence $ 1,000,000 Commercial Auto Liability Company: Philadelphia lndemnitv Insurance Company Policy Number: PHPK2683387-010 Policy Period: 05/01/2025 05/O1/2026 Minimum Applicable Limits Garage Aggregate Limit For Other Than Autos (if applicable) $ Not Applicable Each Accident $ i,000.000 Professional Liability � Occurrence O Claims-Made Company: Policy Number: Policy Period: Retroactive Date: Minimum Applicable Limits $ $ PI-CXL-002(05l19) Page 3 of 5 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CE6-8BBA-64814CBFBEBF PI-CXL-002(05/19) POLICY NUMBER: PxUB910543-007 Emptoyee Benefits liabitity ❑Occurrence � Gta+ms-Made Company: Philade2phia Zndemnity Insurance Company Policy Number: PHPK2683387-010 Policy Period: 05/O1/2025 05/O1l2026 Retroactive Date: 05/O1/2018 Minimum Applicable Limits Each Claim $ _ 1,OQ0,000 Agqreqate $ 1,000,000 Abusive Conduct Liability � Occurrence ❑ Claims-Made Company: Philadelphia lndesnnitv Insurance Company POIiCy NUmber: PHPK2683387-010 Policy Period: 05/O1/2025 05/01/2026 Retroactive Date: Not Applicable Minimum Applicable Limits Each Abusive Conduct $ 1,OOQ,QOo Acareaate $ 2,000,400 Directors&Officers l.iability ❑ Occurrence ❑Claims-Made Company: Policy Number: Policy Period: Retroactive Date: Minimum Applicable Limits $ $ Liquor Liability 0 Occurrence ❑ Claims-Made Company: Policy Number: Policy Period: Retroactive Qate: Minimum Appticable Limifs $ $ PI-GXL-002(05/19) Page 4 of 5 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-O6D3-4CE6-8BBA-64814CBFBEBF PI-CXL-002(05/19) POLICY NUMBER: Pxt7s910543-007 Watercraft Liability �Occurrence ❑Claims-Made Compa�y: Policy Number: Policy Period: Retroactive Date: Minimum Applicable Limits $ $ Other Coverages Not Included in Above 0 Occurrence ❑ Claims-Made Company: Policy Number: Policy Period: Retroactive Date: Minimum Applicable Limits $ $ THESE DECLARATIONS, TOGETHER WITH THE COMMON POLICY CONDITIONS AND COVERAGE FORM(Sj AND ANY ENDORSEMENT(Sj,COMPLETE THE ABOVE NUMBERED POLICY. Countersigned: By: (Date) (Authorized Representative) IN WITNESS WHEREOF, we have caused this policy to be executed and attested, and, if required by state law, this policy shall not be valid unless countersigned by our authorized representative. . G'-�.`�` `� J x.�/ John W. Glomb, Jr. Secretary President&CEO PI-CX�-002(05l19) Page 5 of 5 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CE8-8BBA-64814CBFBEBF Philadelphia lndemnity Insurance Company Form Schedule — Umbrella Liability Policy Number: PHUB910543-Q07 Forms and Endorsements applying to this Goverage Part and made a part of this policy at time of issue: Form Edition Description PI-CXL-002 0519 Commercial Umbrella Liability Ins Policy Declarations PI-CXL-001 0314 Commercial Umbrella Liability Insurance Policy PI-CXL-004 0119 Directors And Officers Liability Excfusion PI-CXL-006 0912 Employers Liability (Stop Gap) Exclusion PI-CXL-014 0912 Subsidence Exclusion PI-CXl.-016 0912 Watercraft Exclusion Re-Stated PI-CXL-025 0912 Absolute Liquor Liability Exclusion PI-CXL-029 0516 Employee Benefits Liability Follow Form Endorsement PI-CXL-032 0912 Fungi Or Bacteria Exclusion PI-CXL-039 0115 Cap On Losses From Certified Acts Of Terrorism PI-CXL-041 0516 General Liability Follow Form Endorsement PI-CXL-075 0314 Lead Liability Exclusion PI-CXL-078 0314 Cross Suits Exclusion PI-CXL-088 0314 Access Or Disclosure Of Confidential Info W/Exception PI-CXL-092 0119 Automobile Liability (Sublimit) PI-CXL-099 0116 Recording And Distribution Of Material Or Information PI-CXL-100 FL 1119 Absolute Cyber Liability/Electronic Exclusion-Florida PI-CXL-105 0519 Abusive Conduct Liability Coverage Form Sublimit PI-CXL-111 0719 Limit Of Ins Excl Clause Minimum Limit Requirement PI-CXL-113 0118 Per Location / Per Project Agg Limit Of Ins Exclusion PI-CXL-117 0119 Silica Or Silica-Related Dust Exclusion PI-CXL-132 0620 Absolute Communicable Disease Exclusion PI-CXL-137 0422 Total Exclusion - PFC/PFAS PI-CXL-FL 1 0923 Florida Changes - Cancellation And Nonrenewal PI-UMTER-DN FL 0221 Disclosure Notice Of Terrorism Ins Cov Rejection Opt Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF PI-IL-CS FL(11/18) FLORIDA COUNTERSIGNATURE Policy Number: PHUB910543-007 Gompany: Philadelphia lndemnity Insurance Companv Named Insured: Miami City saliet Inc State Premium FLORIDA INCLUDED The signature shown on this endorsement complies with the countersignature laws and regulations of the State shown. Date of Countersignature (month, day and year} Licensed Agent PI-IL-CS FL(11/18) Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CE6-866A-64814CBFBEBF PI-CXL-001 (03/14) COMMERCIAL UMBRELLQ LIABILITY INSURANCE POLICY This policy has been issued in reliance upon the statement in the Declarations made a part hereof and in the application submitted far this insurance. Various provisions in this policy restrict coverage. Read the entire policy carefully to determine rights, duties and what is and is not covered. Throughout this policy the words"you"and"your"refer to the Named Insured shown in the Declarations and any other person qualifying as a Named Insured under this policy.The words"we,""us"and"our" refer to the company providing this insurance. The word"insured"means any person or organization qualifying as such under SECTION II—WHO IS AN INSURED. Other words and phrases in this policy that appear in quotation marks have special meaning. Refer to SECTION V—DEFINITIONS. SECTION I—COVERAGES COVERAGE A BODII.Y INJURY AND PROPERTY DAMAGE LIABILITY COVERAGE B PERSONAL AND ADVERTISING INJURY LIABILITY 1. Insuring Agreement We wili pay on behalf of the insured the"ultimate net loss"in excess of the"applicable underlying limit,"whether or not colfectible,which the insured becomes legally obligated to pay as damages because of"bodily injury,""property damage"or"personal and advertising injury" to which this insurance applies. Bodily Injury and Property Damage a. This insurance applies to"bodily injury°or"property damage"only if: (1) The"bodily injury"or"property damage"arising out of an"occurrence"takes place in the "coverage territory"; (2j The"bodily injury"or"property damage"occurs during the policy period;and (3) Prior to the policy period, no insured listed under Paragraph 1.a.of SECTION II—WHO IS AN INSURED and no"employee"authorized by you to give or receive notice of an "occurrence"or claim, knew that the"bodily injury"or"property damage"had occurred, in whole or in part. if such a listed insured or authorized"empioyee"knew, prior to the policy period,that the"bodily injury"or"property damage"occurred,then any continuation,change or resumption of such"bodily injury"or"property damage"during or after the policy period will be deemed to have been known prior to the policy period. b. "Bodily injury"or"property damage which occurs during the policy period and was not, prior to the policy period, known to have occurred by any insured listed under Paragraph 1.a.of SECTION II—WHO IS AN INSURED or any"employee"authorized by you to give or receive notice of an"occurrence"or claim, includes any continuation,change or resumption of that "bodily injury"or"property damage"after the end of the policy period. c. "Bodily injury"or"property damage°will be deemed to have been known to have occurred at the earliest time when any insured listed under Paragraph 1.a.of SECTION II—WHO IS AN INSURED or any"employee"authorized by you to give or receive notice of an"occurrence" Page 1 of 29 Includes copyrighted material of Insurance Services O�ce, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-866A-64814CBFBEBF PI-GXL-001 (03/14) or claim: (1) Reports all,or any part,of the"bodily injury"or"property damage"to us or any other insurer; (2) Receives a written or verbal demand or claim for damages because of the"bodily injury" or"property damage"; or (3) Becomes aware by any other means that"bodily injury"or"property damage"has occurred or has begun to occur. Personal and Advertising Injury This insurance applies to"personal and advertising injury"caused by an offense arising out of your business but only if the offense was committed in the"coverage territory"during the policy period. 2. Defense of Ciaims or Suits and Supplementary Payments a. We will have the right and duty to defend the insured against any"suit"seeking damages which are payable under GOVERAGES A or B including damages wholly or partly within the "retained limit,"but which are not payable by a policy of"underlying insurance,"or any other available insurance because: (1) Such damages are not covered; or (2) The"underlying insurance"has been exhausted by the payment of claims. Damages because of"bodily injury"include damages claimed by any person or organization for care, loss of services or death resulting at any time from the"bodily injury." b. We may investigate and settle any claim or"suiY'in a.above at our discretion. c. Our right and duty in a.abave ends when we have used up the"applicable limit of insurance" in the payment of judgments or settlements. d. We will pay,with respect to any claims or"suits"we defend in a.above: (1) All expense we incur. (2) Up to$2000 for cost of bail bonds(including bonds for related tra�c violations)required because of an"occurrence�we cover. We do not have to furnish these bonds. (3) The premium for appeal bonds and bonds to release attachments, but only for bond amounts within the"applicable limit of insurance." We do not have to furnish these bonds. (4) All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or"suit,"including actual loss of earnings up to$250 a day because of time off from work. (5) All court costs taxed against the insured in the"suit." However,these payments do not include attorneys'fees or attorneys'expenses taxed against the insured. (6) Prejudgment interest awarded against the insured on that part of the judgment we pay. If Page 2 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF PI-CXL-Q01 (03/14) we make an offer to pay the"applicable limit of insurance,"we will not pay any prejudgment interest based on that period of time after the offer. (7) All interest on the full amount of any judgment that accrues after entry of the judgment and before we have: (a) Paid, or offered to pay; or (b) Deposited in court; The part of the judgment that is within the"applicable limit of insurance." These payments will not reduce the limits of insurance. e. We will have no duty to defend the insured against any claim or"suiY'that any other insurer has a duty to defend. If we elect to join in the defense of such claims or"suits,"we will pay all expenses we incur, but we will not contribute to the expenses of the insured or the "underlying insurer." f. If we defend an insured against a"suit"and an indemnitee of the insured is also named as a party to the"suit,"we will defend that indemnitee if all of the following conditions are met: (1) The"suit"against the indemnitee seeks damages for which the insured has assumed the liability of the indemnitee in a contract or agreement that is an"insured contract"; (2) This insurance applies to such liability assumed by the insured; (3) The obligation to defend,or the cost of the defense of,that indemnitee, has also been assumed by the insured in the same"insured contract"; (4) The allegations in the"suit"and the information we know about the"occurrence'are such that no conflict appears to exist between the interests of the insured and the interests of the indemnitee; (5) The indemnitee and the insured ask us to conduct and control the defense of that indemnitee against such"suit"and agree that we can assign the same counsel to defend the insured and the indemnitee;and (6) The indemnitee: (a) Agrees in writing to: (i) Cooperate with us in the investigation,settlement or defense of the"suiY'; (iia lmmediately send us copies of any demands, notices, summonses or legal papers received in connection with the"suiY'; (iiij Notify any other insurer whose coverage is available to the indemnitee; and (iv) Cooperate with us with respect to coordinating other applicable insurance available to the indemnitee;and (b} Provides us with written authorization to: (i) Obtain records and other information related to the"suiY'; and Page 3 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF PI-CXL-001 (03/14) (ii) Conduct and control the defense of the indemnitee in such"suit." So iong as the above conditions are met,attorneys'fees incurred by us in the defense of that indemnitee, necessary litigation expenses incurred by us and necessary litigation expenses incurred by the indemnitee at our request will be paid as Supplementary Payments. Notwithstanding the provisions of Paragraph 3.Exclusi�ns,f.(2)below,such payments wiil not be deemed to be damages for"bodily injury"and"property damage"and will not reduce the limits of insurance. Our obligation to defend an insured's indemnitee and to pay for attorneys'fees and necessary litigation expenses as Supplementary Payments ends when we have used up the "applicable limit of insurance"in the payment of judgments or settiements or the conditions set forth above or the terms af the agreement described in Paragraph f.(6)above. 3. Exctusions This insurance does not apply to: a. Expected Or Intended Irtjury "Bodily injury"or"property damage"expected or intended from the standpoint of the insured. This excfusion does not apply to"bodi(y injury"or"property damage"resulting from the use of reasonable iorce to protect persons or property. b. Workers Compensation and Similar Laws Any obligation of the insured under a workers'compensation, disability benefits or unemployment compensation law or any similar law. c. Employment Related Practices "Bodily injury"or"personal and advertising injury"to: (1) A person arising out ot any: (a) Refusal to employ that person; (b) Termination of that person's empioyment or (c) Employment related practices, policies,acts or omissions such as discrimination, criticism, self-defamation, coercion,demotion,evaluation, reassignment,discipline, defamation, harassment, humiliation or malicious prosecution directed at that person (2) The spouse,child, parent,brother or sister of that person as a consequence of"bodily injury"or"personal and advertising injury"to that person at whom any of the employment- related practices described in Paragraphs(a}, (b),or(cj above is directed. This excl�sion applies: (1) Whether the injury-causing eve�t described in Paragraphs(a), (b)or(c)above occurs before, during or after employment of that person; (2) Whether the insured may be liable as an employer or in any other capacity;and Page 4 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-866A-64814CBFBEBF PI-CXL-001 (03/14) (3) To any obligation to share damages with or to repay someone else who must pay damages because of the injury. d. War "Bodily injury,""property damage"or"personal and advertising injury"however caused arising,directly or indirectly out of: (1) War, including undeclared or civil war; (2j Warlike action by a military force, including action in hindering or defending against an actual or expected attack,by any government,sovereign or other authority using military personnel or other agents;or (3) Rebellion, revolution, insu�rection, usurped power or action taken by governmental authority in hindering or defending against any of these. e. E.R.I.S.A. Any obligation of the insured under the Employees' Retirement Income Security Act (E.R.I.S.A.)and any amendments thereto or any similar federal,state, or local statute. f. Contractual Liability "Bodily injury"or"property damage"for which the insured is obligated to pay damages by reason of the assumption of liabiliry in a contract or agreement. This exclusion does not apply to liability for damages: (1) That the insured would have in the absence of the contract or agreement;or (2) Assumed in a contract or agreement that is an"insured contract,"provided the"bodily injury"or"property damage"occurs subsequent to the execution of the contract or agreement. Solely for the purposes of liability assumed in an"insured contract," reasonable attorney fees and necessary litigation expenses incurred by or for a party other than an insured are deemed to be damages because of"bodily injury"or "property damage,"provided: (a) Liabiliry to such party for,or for the cost of,that party's defense has aiso been assumed in the same"insured contracf';and (b) Such attorney fees and litigation expenses are for defense of that party against a civil or altemative dispute resolution proceeding in which damages to which this insurance applies are alleged. g. Aircraft or Watercraft "Bodily injury"or"property damage"arising out of the ownership, maintenance, use or entrustment to others of any aircraft or watercraft owned,or operated by; or rented or loaned to any insured. Use includes operation and"loading or unloading." This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring,employment,training or monitoring of others by that insured. This exclusion does not apply to: Page 5 of 29 Includes copyrighted material of Insurance Services O�ce, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-868A-64814CBFBEBF PI-CXL-001 (03/14) (1) Watercraft while ashore on premises you own or rent; (2) Watercraft you do not own that is: (a) Less than 50 feet long; and {b) Not being used to carry persons or property for a charge. (3) Liability assumed under any"insured contract"for the ownership,maintenance or use of aircraft or watercraft. (4) The extent that valid"underlying insurance"for the aircraft or watercraft liability risks described above exists or would have existed but for the exhaustion of underlying limits for"bodily injury"or"property damage." Coverage provided will follow the provisions, exclusions and limitations of the"underlying insurance"unless otherwise directed by this insurance;or (5) Aircraft that is: (a) Chartered by, loaned to, or hired by you with paid crew;and (b) Not owned by any insured. h. Auto Coverages (1) "Bodily injury"or"property damage"arising out of the ownership, maintenance or use of any"auto"which is not an"auto"covered by"underlying insurance°;or (2j Any loss, cost or expense payable under or resulting from any first party physical damage coverage;no-fault law;personal injury protection or auto medical payment coverage;or uninsured or underinsured motorist law. In addition,any other auto liability exclusions contained in the applicabie"underlying insurance"shown in the Schedule of Underlying shall apply. i. Other Personal and Advertising Injury Exclusions "Personal and advertising injury": (1) Knowing Violation of Rights of A�other Caused by or at the direction of the insured with the knowledge that the act would violate the rights of another and would inflict"personal and advertising injury." (2) Material Published with Knowledge of Falsity Arising out of oral or written publication af material, if done by or at the direction of the insured with knowledge of its falsity. (3) Material Published Prior to Policy Period Arising out of oral or written publication of material whose first publication took place before the beginning of the policy period. All "personal and advertising injury"arising out of publication of the same or similar material subsequent to the beginning of the policy period is also excluded. Page 6 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-O6D3-4CEB-8BBA-64814CBFBEBF PI-CXL-001 (03/14) (4) Criminal Acts Arising out of a criminal act committed by or at the direction of the insured. (5) Contractual Liability For which the insured has assumed liability in a contract or agreement.This exclusion does not apply to liabiliry for damages that the insured would have in the absence of a contract or agreement. (6) Breach of Contract Arising out of a breach of contract,except an implied contract to use another's advertising idea in your"advertisement." (7) Quality or Performance of Goods—Failure to Conform to Statements Arising out of the failure of goods, products or services to conform with any statement of qualiry or performance made in your"advertisement." (8) Wrong Description of Prices Arising out of the wrong description of the price of goods, products or services stated in your"advertisement." (9) Infringement of Copyright, Patent,Trademark or Trade Secret Arising out of the infringement of copyright, patent,trademark,trade secret or other intellectual property rights. Under this exclusion,such other intellectual prope�ty rights do not include the use of another's advertising idea in your"advertisement." However,this exclusion does not apply to infringement in your"advertisemenY'of copyright,trade dress or slogan. (10) Insureds in Media and Internet Type Businesses Committed by an insured whose business is: (a) Advertising, broadcasting,publishing or telecasting; (b) Designing or determining content of websites for others;or (cj An internet search,access,content or service provider. However,this exclusion does not apply to Paragraphs 16.a., b.and c.under SECTION V—DEFINITIONS. For the purpose of this exclusion, the placing of frames, borders or links, or advertising, for you or others anywhere on the internet, is not by itself, considered the business of advertising, broadcasting, publishing or telecasting. (11) Electronic Chatrooms or Bulletin Boards Arising out of an electronic chatroom or bulletin board the insured hosts, owns or over Page 7�f 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-O6D3-4CE8-8BBA-64814CBFBEBF PI-CXL-001 (03/14) which the insured exercises control. (12) Unauthorized Use of Another's Name or Product Arising out of the unauthorized use of another's name or product in your e-mail address, domain name or metatag, or any other similar tactics to mislead another's potential customers. j. Damage to Property "Property damage"to property: (1 j You own, rent or occupy, including any costs or expenses incurred by you, or any other person, organization or entity,for repair, replacement, enhancement, restoration or maintenance of such property for any reason, including prevention of injury to a person or damage to another's property; (2) Premises you sell, give away or abandon, if the"property damage"arises out of any part of those premises; (3) Property loaned to you; (4) Personai property in the care, custody or control of an insured; (5) That particular part of real property on which you or any contractors or subcontractors working directly or indirectly on your behaif are performing operations, if the"property damage"arises out of those operations;or (6) That particular part of any property that must be restored, repaired or replaced because "your work"was incorrectly performed on it. Paragraph(2)of this exclusion does not appiy if the premises are"your work"and were never occupied,rented or held for rental by you. Paragraphs(1),(3), (4), (5)and (6)of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph(6)of this exciusion does not apply to"property damage"included in the "products-completed operations hazard." k. Damage to Your Product "Property damage"to"your producY'arising out of it or any part of it. I. Damage to Your Work "Property damage"to"your work"arising out of it or any part of it and included in the "products-completed operations hazard."This exclusion does not apply if the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor. m. Damage to Impaired Property or Property Not Physically Injured "Property damage"to"impaired property"or property that has not been physically injured, arising out of: Page 8 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-SBBA-64814CBFBEBF PI-CXL-001 (03/14) (1) A defect,deficiency, inadequacy or dangerous condition in"your producY'or"your work"; or (2) A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance with its terms. This exctusion does not apply to the loss of use of other property arising out of sudden and accidental physical injury to"your product"or"your work"after it has been put to its intended use. n. Recail of Products,Work or Impaired Property Damages claimed for any loss, cost or expense incurred by you or others for the loss of use, withdrawal, recali, inspection,repair, replacement,adjustment, removal or disposal of: (1) "Your product"; (2) "Your work";or (3) "Impaired property"; if such product,work or property is withdrawn or recailed from the market or from use by any person or organization because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it. a. Pollution (1) "Bodily injury,""properry damage"or"personal and advertising injury"arising out of the actual alleged or threatened discharge, dispersal, seepage, migration, release or escape of"pollutants": (a) At or from any premises,site or location which is or was at any time owned or occupied by, or rented or loaned to, any insured. However,this subparagraph does not apply to: (i) "Bodily injury"if sustained within a building and caused by smoke,fume,vapor or soot produced by or originating from equipment that is used to heat,cool or dehumidify the building,or equipment that is used to heat water for personal use, by the building's occupants or their guests; (iij "Bodily injury"or"property damage"for which you may be held liable if you are a contractor and the owner or lessee of such premises,site or location has been added to your policy as an additional insured with respect to your ongoing operations performed for that additional insured at that premises,site or location and such premises, site or location is not and never was owned or occupied by, or rented or loaned to,any insured, other than that additional insured;or (iii)"Bodily injury"or"property damage"arising out of heat,smoke or fumes from a "hostile fire"; (b) At or from any premises, site or location which is or was at any time used by or for any insured or others for the handling, storage,disposal, processing or treatment of waste; (c) Which are or were at any time transported, handled,stored,treated, disposed of, or Page 9 of 29 Includes copyrighted material of Insurance Services O�ce, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF PI-CXL-001 (03N4) processed as waste by or for: (i) Any insured;or (ii) Any person or organization for whom you may be legally responsible;or {d) At or from any premises,site or location on which any insured or any contractors or subcontractors working directly or indirectly on any insured's behalf are performing aperations if the"pollutants"are brought on or to the premises,site or location in connection with such operations by such insured,contractor or subcontractor. However,this subparagraph does not apply to: (i) "Bodily injury"or"properry damage"arising out of the escape of fuels, lubricants or other operating fluids which are needed to perform the normai electrical, hydraulic or mechanical functions necessary for the operation of"mobile equipment"or its parts, if such fuels, lubricants or other operating fluids escape from a vehicle part designed to hold,store or receive them. This exception does not apply if the"bodily injury"or"property damage"arises out of the intentional discharge, dispersal or release of the fuels, lubricants or other operating fluids,or if such fuels, lubricants or other operating fluids are brought on or to the premises, site or location with the intent that they be discharged, dispersed or released as a part of the operations being performed by such insured, contractor or subcontractor; (ii) "Bodily injury"or"property damage"sustained within a building and caused by the release of gases,fumes or vapors from materials brought into that building in connection with operations being performed by you or on your behalf by a contractor or subcontractor;or (iii)"Bodily injury"or"property damage"arising out of heat,smoke or fumes from a "hostile fire." (e) At or from any premises,site or location on which any insured or any contractor or subcontractor working directly or indirectly on any insured's behalf are performing operations if the operations are to test for, monitor,clean up, remove,contain,treat, detoxify or neutralize, or in any way respond to, or assess the effects of, "pollutants." (2) Any loss,cost or expense arising out of any: (a) Request, demand,order or statutory or regulatory requirement that any insured or others test for, monitor, clean up, remove, contain,treat,detoxify or neutralize,or in any way respond to,or assess the effects of, "pollutants"; or (b) Claim or"suit"by or on behalf of a governmental authority for damages because of testing for, monitoring,cleaning up, removing, containing,treating,detoxifying or neutralizing, or in any way responding to, or assessing the effects of, "pollutants." However,this paragraph does not apply to liability for damages because of"property damage"that the insured would have in the absence of such request, demand,order or statutory or regulatory requirement, or such claim or"suit"by or on behalf of a govemmental authority. As used in this exclusion,"hostile fire"means one which becomes uncontrollable or breaks out from where it was intended to be. Page 10 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-866A-64814CBFBEBF PI-CXL-001 (03/14) p. Discrimination Any liabiliry arising from discrimination: (1) Suffered or allegedly suffered by any person based upon, but not limited to, color, creed, gender, race, national origin, age, handicap, illness, religion or sexual preference;or (2) Due to unfair trade practices. q. Asbestos "Bodily injury,""property damage"or"personal and advertising injury"arising out of the "asbestos hazard." We shall have no obligation under this policy: (1} To investigate, settle or defend any claim or"suit"against any insured alleging actual or threatened injury or damage of any nature or kind to persons or property which arises out of or would not have occurred but for the"asbestos hazard";or (2) To pay, contribute to,or indemnify another for any damages,judgments, settlements, loss, costs or expenses that may be awarded or incurred by reason of any such claim or "suit"or any injury or damage,or in complying with any action authorized by law and relating to such injury or damage. As used in this exclusion: "Asbestos hazard"means: (a) An actuai exposure or threat of exposure to the harmful properties of"asbestos";or (b) The presence of"asbestos"in any place,whether or not within a building or structure. "Asbestos"means the mineral in any form, including but not limited to fibers or dust. r. Nuclear Energy Liability Under any�iability Coverage,to"bodily injury"or"property damage": (1) With respect to which an insured under the policy is also an insured under a nuclear energy liability policy issued by Nuclear Energy Liability Association, Mutual Atomic Energy Liability Underwriters, Nuclear Insurance Association of Canada or any of their successors, or would be an insured under such policy but for its termination upon exhaustion of its limif of liability; (2) Resulting from the"hazardous properties"of"nuclear material"and with respect to which (aj any person or organization is required to maintain financial protection pursuant to the Atomic Energy Act of 1954,or any law amendatory thereof,or(b)the insured is,or had this policy not been issued,would be entitled to indemnity from the United States of America,or any agency thereof,with any person or organization; or (3) Resulting from the"hazardous properties"of"nuclear material", if: (a) The"nuclear material" Page 11 of 29 Includes copyrighted material of Insurance Services O�ce, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CE8-86BA-64814CBFBEBF PI-CXL-001 (03/14) (i) Is at any"nuclear facility"owned by, or operated by or on behaif of an insured;or (ii) Has been discharged or dispersed therefrom; (b) The"nuclear material"is contained in "spent fuel"or"waste"at any time possessed, handled, used, processed,stored, transported or disposed of, by or on behalf of an insured;or (c) The"bodily injury"or"property damage"arises out of the fumishing by an insured of services, materials, parts or equipment in connection with the planning, construction, maintenance,operation or use of any"nuclear facility,"but if such facility is located within the United States of America, its territories or possessions or Canada,this Exclusion (c)applies only to"property damage"to such"nuclear facility"and any property threat. As used in this exclusion: "Hazardous properties"include radioactive,toxic or explosive properties. "Nuclear material"means"source material,""special nuclear material,"or"by-product material." "Source material,""special nuclear material,"and"by-product material"have the meanings given them in the Atomic Energy Act of 1954 or in any law amendatory thereof. "Spent fuel"means any fuel element or fuel component,solid or liquid,which has been used or exposed to radiation in a"nuclear reactor." "Waste"means any waste material(a)containing"by-product material"other than the tailings or wastes produced by the extraction or concentration of uranium or thorium from any ore processed primarily for its"source material"content;and (b)resulting from the operation by any person or organization of any"nuclear facility"included under the first two paragraphs of "nuclear facility." "Nuclear facility"means: (a) Any"nuclear reactor"; (b) Any equipment or device designed or used for(i)separating the isotopes of uranium or plutonium; (ii)processing or utilizing"spent fuel";or(iii) handling, processing or packaging"waste"; (c) Any equipment or device used for processing,fabricating or alloying of"special nuclear material"if at any time the total amount of such material in the custody of the insured at the premises where such equipment or device is located consists of or contains more than 25 grams of plutonium or uranium 233 or any combination thereof, or more than 250 grams of uranium 235; (dj Any structure, basin,excavation, premises or place prepared or used for the storage or disposal of"waste"; and includes the site on which any of the foregoing is located,all operations conducted on such site and all premises used for such operations. "Nuclear reactor"means any apparatus designed or used to sustain nuclear fission in a Page 12 of 29 Includes copyrighted material of Insurance Services O�ce, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF PI-CXL-001 (03/14) self-supporting chain reaction or to contain a critical mass of fissionable material. "Property damage"includes all forms of radiaactive contamination of property. s. Liquor Liability "Bodily injury"or"property damage"for which any insured may be held liable by reason of: (1) Causing or contributing to the intoxication of any person; (2) The fumishing of alcoholic beverages to a person under the legal drinking age or under the influence of aicohol;or (3) Any statute, ordinance or regulation relating to the sale,gift, distribution or use of alcoholic beverages. This exclusion applies only if you are in the business of manufacturing, distributing, selling, serving or furnishing alcoholic beverages. t. T�ade or Economic Sanctions To the extent that trade or economic sanctions or other laws or regulations prohibit us from providing insurance,including,but not limited to,the payment of claims. u. Electronic Data Damages arising out of the loss of, loss of use of,damage to,corruption of, inability to access or inability to manipulate electronic data. As used in this exclusion, electronic data means information,facts or programs stored as or on, created or used on,or transmitted to or from computer software, including systems and applications software, hard or floppy disks, CD-ROMS,tapes,drives, cells, data processing devices or any other media which are used with electronically controlled equipment. This exclusion does not apply if valid"underlying insurance"for the electronic data risks described above exisis or would have existed but for the exhaustion of underlying limits for "bodily injury"and"property damage." Coverage provided will follow the provisions, exclusions and limitations of the"underlying insurance,"unless otherwise directed by this insurance. v. Distribution of Material in Violation af Statutes "Bodily injury"or"property damage"arising directly or indirectly out of any action or omission that violates or is alleged to violate: (1) The Telephone Consumer Protection Act(TCPA), including any amendment of or addition to such law; (2} The CAN-SPAM Act of 2003, including any amendment of or addition to such law;or (3) Any statute,ordinance or regulation,other than TCPA or CAN-SPAM Act of 2003,that prohibits or limits the sending,transmitting, communicating or distribution of materials or information. SECTION II—WHO IS AN INSURED Page 13 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-O6D3-4CEB-8BBA-64814CBFBEBF PI-CXL-001 (03/14) 1. If you are designated in the Declarations as: a. An individual,you and your spouse are insureds, but only with respect to the conduct of a business of which you are the sole owner. b. A partnership ar joint venture,you are an insured. Your members, your partners and their spouses are also insureds, but only with respect to the conduct of your business. c. A limited liability company, you are an insured. Your members are also insureds, but only with respect to the conduct of your business. Your managers are insureds, but only with respect to their duties as your managers. d. An organization other than a partnership,joint venture or fimited liability company,you are an insured. Your"executive officers"and directors are insured, but only with respect to their duties as your officers or directors. Your stockholders are also insureds, but only with respect to their liability as stockholders. e. A trust, you are an insured. Your trustees are also insureds, but only with respect to their duties as trustees. 2. Any subsidiary you wholly own,either directly or indirectly,at the inception of our policy. 3. Each of the following is also an insured: a. With respect to the"auto hazard": (1) Anyone using an"auto"you own, hire or borrow including any person or organization legally responsible for such use provided it is with your permission;and (2) Any of your"executive officers,"directors, partners,"employees"or stockholders, operating an "auto"you do not own, hire or borrow while it is being used in your business. None of the following is an insured under(1)or(2)above: (a) Any person employed by or engaged in the duties of an auto sales agency, repair shop, service station,storage garage or public parking place that you do not operate. (bj The owner or lessee of any"auto"hired by or for you or loaned to you and any agent or employee of such lessee. b. With respect to aircraft: Anyone using an aircraft chartered with crew by you or on your behalf and anyone legally responsible for its use except: (1) The owner or crew of the aircraft or any person operating such aircraft; (2) Any manufacturer of the aircraft or any of its parts; {3) Any sales,service or repair company; (4j Any airport or hangar operator;or any"employee"of(2), (3j or(4). c. Except with respect to aircraft and the"auto hazard": Page 14 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-866A-64814CBFBEBF PI-CXL-001 (03/14) (1) Your"volunteer workers"only while performing duties related to the conduct of your business, or your"employees,"other than either your"executive officers"(if you are an organization other than a partnership,joint venture or limited liability company)or your managers(if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these"employees"or"volunteer workers"are insureds for: (a) "Bodily injury"or"personai and advertising injury": (i) To you,to your partners or members(if you are a partnership or joint venture), to a co-"employee"while in the course of his or her empioyment or performing duties related to the conduct of your business,or to your other"volunteer workers"while performing duties related to the conduct of your business unless insurance for such liability is afforded by the"underlying insurance°; (ii) To the spouse, child, parent, brother or sister of that co"employee"or"volunteer worker"as a consequence of Paragraph(a)(i)above; (iii) For which there is any obligation to share damage with or repay someone else who must pay damages because of the injury described in Paragraphs(aj(i)or (ii)above;or (ivj Arising out of his or her providing or failing to provide professional health care services. (b) "Property damage"to property: (i) Owned, occupied or used by; (ii) Rented to, in the care custody or control of,or over which physical control is being exercised for any purpose by you, any of your"employees,""volunteer workers,"any partner or member(if you are a partnership or joint venture),or any member(if you are a limited liabiliry company). (2) Any person (other than your"employee"or"volunteer worket'},or any organization while acting as your real estate manager. (3) Any person or organization having proper temporary custody of your property if you die, but only: (a) With respect to liabiliry arising out of the maintenance or use of that property;and (b) Until your legal representative has been appointed. {4) Your legal representative if you die, but only with respect to duties as such.That representative will have all your rights and duties under this insurance. d. Any organization you newly acquire or form, other than a partnership,joint venture or limited liability company, and over which you maintain ownership or majority interest,will qualify as a Named Insured. However: (1) Coverage under this provision is afforded only until the 90th day after you acquire or form the organization or the end of the policy period,whichever is earlier; Page 15 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF PI-CXL-001 (03/14) (2) Coverage A does not apply to"bodily injury"or"property damage"that occurred before you acquired or formed the organization;and (3) Coverage B does not apply to"personal and advertising injury"arising out of an offense committed before you acquired or formed the organization. e. Any person or organization for whom you agreed in writing to provide this insurance for operations you perform or facilities you own or use. This insurance is subject to your "applicable underlying limits"for such operations or facilities. f. Any other person or organization insured under any policy of the"underlying insurance." This grant is subject to all the limitations upon coverage under such policy other than the limits of the"underlying insurers"liability. No person or organization is an insured with respect to the conduct af any current or past partnership,joint venture or limited liability company that is not shown as a Named Insured in the Declarations. SECTION III—LIMITS OF INSURANCE 1. The limits of insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: (a) Insureds; (b) Claims made or"suits"brought,or number of vehicles involved; or (c) Persons or organizations making claims or bringing"suits." 2. The Products-Completed Operations Aggregate Limit is the most we will pay for the sum of all "ultimate net loss"because of"bodily injury"and"property damage"included in the"products- completed operations hazard." 3. The General Aggregate Limit is the most we will pay for the sum of all"ultimate net loss" under Coverage A and Coverage B except: (aj Damages because of"badily injury"and "property damage"included in the"products- completed operations hazard"; and (bj Damages because of"bodily injury"and "property damage"included in the"auto hazard." 4. Subject to 3.above,the most we will pay under Coverage B for the sum of all"ultimate net loss" because of all"personal and advertising injury"sustained by any one person or organization shall be an amount equal to the Each Occurrence Limit. 5, Subject to 2.or 3.above,whichever applies, the Each Occurrence Limit is the most we will pay for the sum of all"ultimate net loss"under Coverage A because of all"bodily injury"and"property damage"arising out of any one"occurrence." 6. If there is"underlying insurance"with a policy period that is non-concurrent with the policy period of this Commercial Umbrella Liability policy, the"applicable unde�lying IimiY'will only be reduced or exhausted by payments for: Page 16 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-868A-64814CBFBEBF PI-CXL-001 (03/14) a. "Bodily injury"or"property damage"which occurs during the policy period of this policy. b. "Personal and advertising injury"for offenses that are committed during the policy period of this policy. However, if any"underlying insurance"is written on a claims-made basis,the"applicable underlying IimiY'will oniy be reduced or exhausted by claims for that insurance that are made during the policy period,or any Extended Reporting Period,of this policy. To determine the Limit of Insurance,all"bodily injury"and"property damage"arising out of continuous or repeated exposure to the same general conditions shall be considered one "occurrence." The limits of insurance apply separately to each consecutive annual period and to any remaining period of less than 12 months,starting with the beginning of the policy period shown in the Declarations, unless the policy period is extended after issuance for an additional period of less than 12 months. In that case,the additional period will be deemed part of the last preceding period for purposes of determining the Limits of Insurance. SECTION IV—CONDITIONS 1. Appeals If the insured or the"underlying insurer"elects not to appeal a judgment in excess of the "applicable underlying limit,"we may elect to make such appeal,at our cost and expense. If we so elect,we shall be liable in addition to the"applicable limit of insurance"for the: (a) Taxable costs; (b) Disbursements;and (c) Additional interest incidental to such appeal; but in no evenf will we be liable for damages in excess of the applicable aggregate Limit of Insurance. If a judgment is rendered in excess of the limits of"underlying insurance"and we offer to pay our full share of such judgment, but you or your"underlying insurers"elect to appeal it, you,your "underlying insurers"or both will bear: (1) The cost and duty of obtaining any appeal bond; (2) The taxable costs, disbursements and additional interest incidental to such appeal; and {3) Any increase in damages over ihe amount the matter could have been settled for after the verdict was entered and before the appeal was filed. 2. Bankruptcy a. Bankruptcy of Insured Bankruptcy or insolvency of the insured or the insured's estate will not relieve us of our obligations under this insurance. Page 17 of 29 Includes copyrighted material of Insurance Services O�ce, Inc.,with permission. Docusign Envelope ID: 124ED2E7-O6D3-4CEB-SBBA-64814CBFBEBF PI-CXL-001 (Q3/14) b. Bankruptcy of Underlying Insurer Bankruptcy of the"underlying insurer"will not relieve us of our obligations under this insurance. However,this insurance will not replace the"underlying insurance"in the event of bankruptcy or inso�vency of the"underlying insurer." This insurance will apply as if the"underlying insurance"were in full effect. 3. Cancellation a. The first Named Insured may cancel this insurance by mailing or delivering to us in advance, written notice of cancellation. b. We may cancel this insurance by mailing or delivering to the first Named Insured written notice of cancellation at least: (1) 10 days before the effective date of cancellation if we cancel for non-payment of premium;or (2) 30 days before the effective date of cancellation if we cancel for any other reason. c. We will mail or deliver our notice to the first Named Insured's last mailing address known to us. d. Notice of cancellation will state the effective date of cancellation.The policy period will end on that date. e. If this policy is cancelled,we will send you any premium refund due. If we cancel,the refund will be pro rata. If you cancel,the refund will be pro rata, less 10%of the pro rata unearned premium. The cancellation will be effective even if we have not made or offered refund. f. If notice is mailed, proof of mailing will be sufficient proof of notice. 4. Changes This policy contains all the agreements between you and us conceming the insurance afforded. No change can be made in the terms of this insurance except with our consent. The terms of this insurance can be amended or waived only by endorsement issued by us and made a part of this insurance. 5. Duties in the Event of Occurrence or Offense,Claim or Suit a. You must see to it that we are notified as soon as practicable of any"occurrence"or any offense which may result in a claim under this insurance when the occurrence or offense is known to: (1) You, if you are an individual; (2) Your partner, if you are a partnership; (3) Your member,if you are a joint venture; (4} Your member or manager,if you are a limited liability company; or Page 18 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CE8-866A-64814CBFBEBF PI-CX�-001 (03/14) (5) Your officer or insurance manager, if you are an organization other than a partnership, joint venture or limited liability company. b. Notice should include: (1) How,when and where the"occurrence"or offense took place; (2) The names and addresses of any injured persons and witnesses;and • (3)The nature and location of any injury or damage arising out of the"occurrence." c. If a ciaim or"suit"is brought against any insured which may result in a ciaim against this insurance,you must see to it that we receive prompt written notice of the claim or"suit." d. The insured must: (1) Cooperate with the"underlying insurers"; (2) Compiy with the terms of the"underlying insurance"; (3) Pursue all rights of contribution or indemnity against any person or organization who may be liable to the insured because of"bodily injury,""property damage",or"personai and advertising injury"with respect to which insurance is provided under this or any policy of "underlying insurance." (4) When we believe that a claim may exceed the"underlying insurance,"we may join with the insured and the"unde�iying insurer"in the investigation,settlement and defense of all claims and"suits"in connection with such"occurrence"or offense. In such event,the insured must cooperate with us. 6. Examination of your Books and Records We may examine and audit your books and records as they relate to this insurance: a. At any time during the policy period; b. Up to three years afterward; or c. Within one year after final settlement of all claims under this insurance. 7. Inspection and Surveys We have the right but are not obligated to: a. Make inspections and surveys at any time; b. Give you reports on the conditions we find;and c. Recommend changes. Any inspections,surveys, reports or recommendations relate only to insurability and the premiums to be charged. We do not make safety inspections. We do not undertake to perform the dury of any person or orga�ization to provide for the health or safety of workers or the public. We do not warrant that conditions: Page 19 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-O6D3-4CE6-8BBA-64814CBFBEBF PI-CXL-001 (03/14) (1) Are safe or healthful;or (2) Comply with laws, regulations,codes or standards. 8. Legai Action Against Us No person or organization has a right under this insurance: a. To join us as a party or otherwise bring us into a"suiY'asking for damages from an insured; or b. To sue us on this insurance unless all of its terms have been fuily complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured obtained after an actual trial.We will not be liable for damages that: (1) Are not payable under the terms of this insurance; or (2) Are in excess of the"applicable limit of insurance." An agreed settlement means a settlement and release of liability signed by us,the insured and the ciaimant or the claimant's legal representative. 9. Maintenance of!Changes to Underlying Insurance The"underlying insurance" listed in the Schedule of Underlying Insurance in the Declarations shall remain in fuli effect throughout the policy period except for reduction of the aggregate limit due to payment of claims,settlements or judgments. Failure to maintain"underlying insurance"will not invalidate this insurance. However,this insurance will apply as if the"underlying insurance"were in full effect. If there is an increase in the scope of coverage of any"underlying insurance"during the term of this policy, our liability will be no more than it would have been if there had been no such increase. You must notify us as soon as practicable when any"underlying insurance"is no longer in effect or if the limits or scope of coverage of any"underlying insurance"is changed. 1 Q. Other Insurance a. This insurance is excess over, and shall not contribute with any of the other insurance whether primary, excess, contingent or on any other basis.This condition will not apply to insurance specifically written as excess over this policy. When this insurance is excess,we will have no duty under this policy to defend the insured against any"suit"if any other insurer has a duty to defend the insured against that"suit." If no other insurer defends,we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. b. When this insurance is excess over other insurance,we will pay only our share of the "ultimate net loss"that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance;and Page 20 of 29 Includes copyrighted material of Insurance Services O�ce, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF PI-CXL-001 (03/14) (2) The total of all deductible and self-insured amounts under all that other insurance. 11. Transfer of Rights of Recovery Against Others to Us a. If any insured has rights to recover from any other person or organization all or part of any payment we have made under this policy,those rights are transferred to us. The insured must do nothing after loss to impair those rights. At our request,the insured will bring"suiY' or transfer those rights to us and help us enforce them. b. Any such recovery shall be applied as follows: (1) First, any person or organization (including the insured)that has paid an amount in excess of the applicable limits of insurance of this policy will be reimbursed for the actual excess amount paid under this policy; (2) Then,we will be reimbursed up to the amount we have paid; and (3j Last, any insured or issuer of scheduled"underlying insurance"is entitled to claim the remainder, up to the amount that insured or issuer of scheduled"underlying insurance" has paid. c. Expenses incurred in the exercise of such rights of recovery shall be apportioned among such persons or organizations, including the insured,in the same ratio as their respective recoveries are finally shared. 12. Premium a. The first Named Insured has primary responsibility for the payment of all premiums and will be the payee for any return premiums. b. if the premium is a flat charge, it is not subject to adjustment except as provided in d.below. c. If the premium is other than a flat charge, it is an advance premium only.The earned premium will be computed at the end of each year in which this insurance is in force at the rate shown in the Declarations, subject to the Minimum Annual Premium. d. Additional premium may become payable when coverage is provided for additional insureds; and Named Insureds under the provisions of SECTION II—WHO IS AN INSURED, Items 3. d.,e., and f. 13. Premium Audit a. You must keep record of the information we need for premium computation and send us copies at such times as we may request; b. At the close of each audit period we will compute the eamed premium for that period;and , c. Audit premiums are due and payable on notice to you. 14. Representations or Fraud By accepting this insurance,you agree: a. The statements in the Declarations and any subsequent notice relating to"underlying Page 21 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-886A-64814CBFBEBF PI-CXL-001 (03/14) insurance"are accurate and complete; b. Those statements are based upon representations you made to us; c. We have issued this insurance in reliance upon your representations;and d. This policy is void in any case of fraud by you as it relates to this policy or any claim under this policy. 15. Sepa�ation of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned to you in this insurance,this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or"suiY'is brought. 16. Transfer of your Rights and Duties Under this Insurance Your rights and duties under this insurance may not be transferred without our written consent except in the case of death of an individual Named Insured. If you die, your rights and duties will be transferred to: a. Your legal representative but only while acting within the scope of duties as your legal representative. b. Anyone having your rights and duties but only with respect to that property, un61 your legal representative is appointed. 17. When Loss is Payable Coverage under this policy will not app�y until the insured,or the insured's"underlying insurer" has paid or is obligated to pay the full amount of the"applicable underlying limit." When the amount of damages is determined by an agreed settlement or on a final judgment against an insured obtained after an actual trial,we will promptly pay on behalf of the insured the amou�t of damages covered under the terms of this policy. The first Named Insured will promptly reimburse us for any amount within the"retained limit." 18. Transfer of Defense When the underlying limits of insurance have been used up in the payment of judgments or settlements,the duty to defend will be transferred to us. We will cooperate in the transfer of control to us of outstanding claims or"suits"seeking damages to which this insurance applies which would have been covered by the"underlying insurance"had the applicable limit not been used up. SECTION V—DEFINITIONS 1. "Advertisement"means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the purpose of attracting customers or supporters. For the purpose of this definition: Page 22 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-O6D3-4CE6-8BBA-64814CBFBEBF PI-CXL-001 (03/14) a. Notices that are published inciude material placed on the internet or on similar electronic means of communication. b. Regarding websites,only that part of a website that is about your goods, products or services for the purposes of attracting customers or supporters is considered an advertisement. 2. "Applicable limit of insurance"means the maximum amount we will pay as damages in accordance with SEGTION III—LIMITS OF INSURANCE. 3. "Applicable underlying IimiY'means: a. If the policies of"underlying insurance"apply to the"occurrence"or offense,the greater of: (1) The amount of insurance stated in the policies of"underlying insurance" in the Declarations or any other available insurance less the amount by which any aggregate limit so stated has been reduced solely due to payment of claims;or (2) The"retained timiY'shown in the Deciarations;or b. if the policies of"underlying insurance"do not apply to the"occurrence"or offense,the amount stated in the Declarations as the"retained limit." The limits of insurance in any policy of"underlying insurance"will apply even if: {a) The"underlying insurer"claims the insured failed to compiy with any condition of the policy; or (b) The"underlying insurer"becomes bankrupt or insolvent. 4. "Auto"means: a. A land motor vehicie, trailer or semi-trailer designed for travel on public road, including any attached machinery or equipment;or b. Any other land vehicle that is subject to a compulsory or financial responsibility law or other motor vehicle insurance law in the state where it is licensed or principally garaged. However,"auto"does not include"mobile equipment." 5. "Auto hazard"means all"bodily injury"and"property damage"for which liability insurance is afforded under the terms of the auto policy of"underiying insurance,"other than the limits of insurance of the auto policy of"underlying insurance." 6. "Bodily injury"means bodily injury, sickness,or disease sustained by a person, including death resulting from any of these at any time. T. "Coverage territory"means: a. The United States of America (including its territories and possessions), Puerto Rico and Canada; b. International waters or airspace, but only if the injury or damage occurs in the course of travel or transportation between any places included in a.above; or c. All other parts of the world if the injury or damage arises out of: Page 23 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CE8-88BA-64814CBFBEBF PI-CXL-001 (03/14) (1) Goods or products made or sold by you in the territory described in a.above; (2) The activities of a person whose home is in the territory described in a.above, but is away for a short time on your business;or (3) "Personal and advertising injury"offenses that take place through the intemet or similar electronic means of communication provided the insured's responsibility to pay damages is determined in a"suit"on the merits, in the territory described in a.above or in a settlement we agree to. 8. "Employee"includes a"leased worker." "Employee"does not include a"temporary worker." 9. "Executive officer"means a person holding any of the officer positions created by your charter, constitution, by-laws or any other similar governing document. 10. "Impaired property"means tangible property, other than"your product"or"your work,"that ca�not be used or is less useful because: a. It incorporates"your producY'or"your work"that is known or thought to be defective, deficient, inadequate or dangerous; or b. You have failed to fulfill the terms of a contract agreement; if such property can be restored to use by: (1) The repair,replacement,adjustment or removal of"your product"or"your work";or (2) Your fulfilling the terms of the contract or agreement. 11. "Insured contract"means: a. A contract for a lease of premises. However,that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire to premises while rented to you or temporarily occupied by you with permission of the owner is not an"insured contract"; b. A sidetrack agreement; c. Any easement or license agreement, except in connection with construction or demolition operations on or within 50 feet of a railroad; d. An obligation,as required by ordinance, to indemnify a municipality, except in connection with work for a municipality; e. An elevator maintenance agreement; f. That part of any contract or agreement entered into, as part of your business, pertaining to the rental or lease, by you or any of your"employees,"of any"auto." However, such contract or agreement shall not be considered an"insured contract"to the extent that it obligates you or any of your"employees"to pay for"property damage"to any"auto"rented or leased by you or any of your"employees." g. That part of any other contract or agreement pertaining to your business(including an Page 24 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CE6-866A-64814CBFBEBF PI-CXL-001 (03/14) indemnification of a municipality in connection with work performed for a municipality)under which you assume the tort liability of another party to pay for"bodily injury"or"property damage"to a third person or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraphs f.and g.do not inciude that part of any contract or agreement: (1) That indemnifies a railroad for"bodily injury"or"property damage"arising out of construction or demolition operations,within 50 feet of any railroad property and affecting any railroad bridge or trestle, tracks, roadbeds,tunnel, underpass or crossing; (2) That pertains to the loan,lease or rental of an"auto"to you or any of your"employees,"if the"auto"is loaned, leased or rented with a driver; or (3) That holds a person or organization engaged in the business of transporting property by "auto"for hire harmless for your use of a covered"auto"over a route or territory that person or organization is authorized to serve by public authority. 12. "Leased worker"mans a person leased to you by a labor leasing firm under an agreement between you and the labor leasing firm,to perform duties related to the conduct of your business. "Leased worke�'does not include a"temporary worker." 13. "Loading or unloading"means the handling of property: a. After it is moved from the place where it is accepted for movement into or onto an aircraft, watercraft or"auto"; b. While it is in or on an aircraft,watercraft or"auto"; or c. While it is being moved from an aircraft,watercraft or"auto"to the place where it is finally delivered; but"loading or unloading"does not include the movement of property by means of a mechanical device, other than a hand truck,that is not attached to the aircraft,watercraft or"auto." 14. "Mobile equipmenY'means any of the following types of land vehicles, including any attached machinery or equipment: a. Bulldozers,farm machinery,forklifts and other vehicles designed for use principally off public roads; b. Vehicles maintained for use solely on or next to premises you own or rent; c. Vehicles that travel on crawler treads; d. Vehicles,whether self-propelled or not, maintained primarily to provide mobility to permanently mounted: (1) Power cranes, shovels, loaders,diggers or drills;or (2) Road construction or resurfacing equipment such as graders,scrapers or rollers; e. Vehicles not described in a., b., c.or d,above that are not self-propelled and are maintained primarily to provide mobility to permanently attached equipment of the following types: Page 25 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-86BA-64814CBFBEBF . PI-CXL-001 (03/14) (1) Air compressors,pumps and generators, including spraying,welding, building cleaning, geophysical exploration,�ighting and well servicing equipment; or (2) Gherry pickers and similar devices used to raise or lower workers; f. Vehicles not described in a., b., c.or d.above maintained primarily for purposes other than the Vansportation of persons or cargo. However,self-propeiled vehicles with the following types of permanently attached equipment are not"mobile equipment"but wili be considered"autos": (1) Equipment designed primarily for. (a) Snow removal; (b) Road maintenance, but not construction or resurfacing;or (c) Street cleaning; (2) Cherry pickers and similar devices mou�ted on automobile or truck chassis and used to raise or lower workers;and (3) Air compressors, pumps and generators, including spraying,welding, building cleaning, geophysical exploration, lighting and well servicing equipment. Nowever,"mobile equipment"does not include any land vehicles that are subject to a compulsory or financial responsibility law or other motor vehicle insurance law in the state where it is licensed or principally garaged. Land vehicles subject to a compulsory or financial responsibility law or other motor vehicle insurance law are considered"autos." 15. "Occurrence"means an accident,including continuous or repeated exposure to substantially the same general harmful conditions. 16. "Personal and advertising injury"means injury, including consequential"bodily injury,"arising out of one or more of the following offenses: a. False arrest,detention or imprisonment; b. Malicious prosecution; c. The wrongful eviction from,wrongful entry into,or invasion of the right of private occupancy of a room,dwelling or premises that a person occupies by or on behalf of its owner, landlord or lessor; d. Oral or written publication, in any manner,of material that slanders or libels a person or organization or disparages a person's or organization's goods,products or services; e. Oral or written publication,in any manner,of material that violates a person's right of privacy; f. The use of another's advertising idea in your"advertisement;or g. Infringing upon another's copyright, trade dress or slogan in your"advertisement." 17. "Pollutants"mean any solid, liquid,gaseous or thermal irritant or contaminant,including smoke, vapor, soot,fumes,acids,alkalis,chemicals and waste. Waste includes materials to be recycled, Page 26 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-86BA-64814CBFBEBF PI-CXL-001 (03l14) reconditioned or reclaimed. 18. "Products-completed operations hazard": a. Includes all"bodily injury"and"property damage"occurring away from premises you own or rent and arising out of"your product"or"your work"except: (1) Products that are still in your physical possession;or (2) Work that has not yet been completed or abandoned. However,"your work"wiil be deemed completed at the earliest of the following times: (a) When ali of the work calied for in your contract has been completed. (b) When all of the work to be done at the job site has been completed if your contract calis for work at more than one job site. (c) When that part of the work done at a job site has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project. Work that may need service, maintenance, correction, repair or replacement, but which is otherwise complete,will be treated as completed. b. Does not include"bodily injury"or"property damage"arising out of: (1) The transportation of property, unless the injury or damage arises out of a condition in or on a vehicle not owned or operated by you,and that condition was created by the "loading or unloading"of that vehicle by any insured;or {2) The existence of tools, uninstalled equipment or abandoned or unused materials. 19. "Property damage"means: (a) Physical injury to tangible property, inciuding all resulting loss of use of that property. All such loss of use shall be deemed to occur at the time of the physical injury that caused it;or (b) Loss of use of tangible property that is not physically injured. All such loss shall be deemed to occur at the time of the"occurrence"that caused it. For the purposes of this insurance, electronic data is not tangible property. As used in this definition, electronic data means information,facts or programs stored as or on, created or used on,or transmitted to or from computer software(including systems and applications software), hard or floppy disks, CD-ROMS, tapes,drives, cells, data processing devices or any other media which are used with electronically controlled equipment. 20. "Retained limit"is the amount stated in the Declarations as such. If the policies of"underlying insurance"do not apply to the"occurrence"or offense,the insured shall retain this amount as self-insurance with respect to: (a) "Bodily injury"or"property damage"caused by each"occurrence';or (b) "Personal and advertising injury"sustained by any one person or organization. Page 27 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF PI-CXL-001 (03/14) The"retained limit"does not apply to"occurrences"or offenses which would have been covered by"underlying insurance"but for the exhaustion of applicable limits. 21. "SuiY'means a civil proceeding in which damages because of"bodily injury,""property damage," or"personal and advertising injury"to which this insurance applies are alleged."Suit"includes: (aj An arbftration proceed'+ng in which such damages are claimed and to which the insured must submit or does submit with our consent;or (b) Any otF�er alternative dispute resolution proceeding in which such damages are claimed and to which the insured submits with our consent or the"underlying insurer's"consent. 22. "Temporary worker"means a person who is furnished to you to substitute for a permanent "employee"on leave or to meet seasonal or short-term workload conditions. 23. "Ultimate net loss"means the total sum, after reduction for recoveries or salvages collectible,that the insured becomes legally obligated to pay as damages by reason of settlement or judgments or any arbitration or other alternate dispute method entered into with our consent or the "underlying insurer's"consent. 24. "Underlying insurance"means any policies of insurance listed in the Declarations under the Schedule of Underiying Insurance and includes: a. Any renewal or replacement of such policies; and b. Any other insurance available to the insured. 25. "Underlying insurer"means any insurer which provides any policy of insurance listed in the Schedule of Underlying Insurance or any other insurance available to the insured. 26. "Volunteer worker"means a person who is not your"employee,"and who danates his or her work and acts at the direction of and within the scope of duties determined by you, and is not paid a fee, salary or other compensation by you or anyone else for their work performed for you. 27. "Your producY'means: a. Any goods or products,other than real property, manufactured,sold, hand(ed,disfributed or disposed of by: (1) You; (2) Others trading under your name;or (3) A person or organization whose business or assets you have acquired; and b. Containers(other than vehicles), materials, parts or equipment furnished in connection witn such goods or products. "Your product"includes: (a) Warranties or representations made at any time with respect to the fitness, quality, durability, performance or use of"your product"; and (b) The providing of or failure to provide warnings or instructions. Page 28 of 29 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CE8-868A-64814CBFBEBF PI-CXL-001 (03/14) "Your producY'does not include vending machines or other property rented to or located for the use of others but not sold. 28. "Your work"means: a. Work or operations performed by you or on your behalf; and b. Materials, parts or equipment furnished in connection with such work or operations. "Your work"includes: (1) Warranties or representations made at any time with respect to the fitness,quality, durability, or performance or use of"your work';and (2) The providing of or failure to provide warnings or instructions. Page 29 of 29 Inciudes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-86BA-64814CBFBEBF PI-CXL-004(01/19) THIS ENDORSEMENT CHANGES THE POLICY. PIEASE READ IT CAREFULLY. DIRECT(JRS AND OFFICERS LIABILITY EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANCE POLICY A. SECTION I—COVERAGES,3. Exclusions is amended to include the following additional exclusion: This insurance does not apply to any liability,damage, loss,cost or expense arising from any "wrongful acY'of any director or officer of the insured in the discharge or performance of their duties as such. B. SECTION V—DEFINITIONS is amended to include the following additional definition: "Wrongful acY'means any actual or alieged enor or misstatement or misleading statement or act or omission or neglect or breach of duty by the directors or officers in the discharge of their duties, individually or collectively,or any matter claimed against them solely by reason of their being directors or officers of the company. PI-CXL-004(01/19) Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF PI-CXL-006(09/12) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EMPLOYERS' LIABILITY (STOP GAPj EXCLUSIUN This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANCE POLICY SECTION i—COVERAGES, 3.Exciusions is amended to include the following additional exciusion: This insurance does not apply to any liability for"bodily injury,"disability or shock, including death at any time resulting from any of these, and, if arising out of the foregoing mental anguish or mental injury sustained by: 1. An"employee"of the insured arising out of and in the course of employment by the insured;or 2. The spouse, child, parent, brother or sister of that"employee"as a consequence of 1.above. This exclusion applies: a. Whether the insured may be liable as an employer or in any other capacity;and b. To any obligation to share damages with or repay someone else who must pay damages because of the injury. Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF PI-CXL-014(09(12} THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SUBSIDENCE EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL UMBREL�A LIABILITY INSURANCE POLICY SECTION I—COVERAGES, 3.Exclusions is amended to include the following additional exclusion: This insurance does not apply to any liabiliry,damage, loss, cost or expense,whether direct or indirect, arising out of,caused by, resulting from, contributed to or aggravated by the subsidence of land, including any: settling, expansion,sinking, slipping,falling away,tilting, caving in,shifting, eroding, mud flow, rising,or any other movement of land or earth if any of the foregoing emanate from the operations of the insured or any other person for whose acts the insured is legally liable. Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CE8-SBBA-64814CBFBEBF PI-CXL-016(09/12) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WATERCRAFT EXCLUSION RE-STATED This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANCE POLICY SECTION I—COVERAGES, 3. Exclusions,g.Aircraft or Watercraft is deleted in its entirety and replaced with the following: g. Aircraft or Watercraft "Bodily injury"or"property damage"arising out of the ownership, maintenance, use or entrustment to others of any aircraft or watercraft owned, or operated by;or rented or loaned to any insured. Use includes operation and"loading or unloading." This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring,employment,training or monitoring of others by that insured. This exclusion does not apply to: (1) Liability assumed under any"insured contract"for the ownership, maintenance or use of aircraft. (2) The extent that valid"underlying insurance"for the aircraft liabiliry risks described above exists or would have existed but for the exhaustion of underlying limits for"bodily injury" or"property damage." Coverage provided will follow the provision, exclusions and limitation of the"underlying insurance°unless otherwise directed by this insurance;or (3) Aircraft that is: (a) Chartered by, loaned to, or hired by you with paid crew; and (b) Not owned by any insured. Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CE6-868A-64814CBFBEBF PI-CXL-025(09/12) THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY ABSOLUTE LIQUOR L(ABILITY EXCLUSiON This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELC.A LIABILI7Y INSURANCE POLtCY SECTION I—COVERAGES, 3.Exclusions,s.Liquor Liability is deleted in its entirety and replaced with the following: This insurance does not apply to any liability, damage,loss, cost or expense for which any insured may be held liable by reason of: 1. Causing or contributing to the intoxication of any persan; 2. The furnishing of alcoholic beverages to a person under the legal drinking age or under the influence of alcohol;or 3. Any statute, ordinance or regulation relating to the sale,gift,distribu6on or use of alcoholic beverages. Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CE8-86BA-64814CBFBEBF Philadelphia lndemnity Insurance Company PI-CXL-029(05/16) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. EMPLOYEE BENEFITS LIABILITY FOLLOW FORM ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANCE POLICY This policy is intended to include Employee Benefits Liability coverage. The Employee Benefits Liability insurance provided will follow the same provisions,exclusions and limitations that are contained in the"applicable underlying insurance"shown in the Schedule of Underlying Insura�ce unless otherwise directed by this policy, or an endorsement to this policy. To the extent such provisions differ or conflict, the provisions of this policy will apply. However, the coverage provided under this policy will not be broader than that provided by the applicable"underlying insurance." Any per location or per project aggregate limit of insurance that is exte�ded in the app�icable"underlying insurance"shown in the Schedule of Underlying Insurance will not apply to the coverage provided by this endorsement. PI-CXL-029 (05/16) Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CEB-866A-64814CBFBEBF PI-CXL-032(09/12) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. FUNGI OR BACTERIA EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANCE POLICY A. SEGTION I—G�VERAGES, 3. Exclusions is amended to include the following additional exclusion: This insurance does not apply to: Fungi or Bacteria 1. "Bodi�y injury," "property damage,"or"personai and advertising injury"which would not have occurred, in whole or in part, but for the actual, alleged or threatened inhalation of, ingestion of, contact with,exposure to, existence of,or presence of,any"fungi" or bacteria on or within a building or structure, including its contents, regardless of whether any other cause,event, material or product contributed concurrently or in any sequence to such injury or damage. 2. Any loss, cost or expenses arising out of the abating,testing for, monitoring,cleaning up, removing, containing,treating, detoxifying, neutralizing, remediating or disposing of, or in any way responding to,or assessing the effects of,"fungi"or bacteria, by any insured or by any other perso�or entity. This exclusion does not apply to any"fungi"or bacteria that are,are on, or are contained in,a good or product intended for bodily consumption. B. SECTION V—DEFINITIONS is amended to include the following addi6onal definition: "Fungi"means any type or form of fungus, including mold or mildew and any mycotoxins, spores, scents or byproducts produced or released by fungi. Page 1 of 1 Includes copyrighted material of the Insurance Services O�ce Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-86BA-64814CBFBEBF PI-CXL-039(01/15) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CAP ON LOSSES FROM CERTIFIED ACTS OF TERRORISM This endorsement modifies insurance provided under the following: COMMERGIAL UMBREL�A LIABILITY INSURANCE POLICY A. If aggregate insured losses attributable to terrorist acts certified under the federal Terrorism Risk Insurance Act exceed$100 billion in a calendar year and we have met our insurer deductible under the Terrorism Risk Insurance Act,we shall not be liable for the payment of any portion of the amount of such losses that exceeds$100 billion,and in such case insured losses up to that amount are subject to pro rata allocation in accordance with procedures established by the Secretary of the Treasury. "Certified act of terrorism"means an act that is certified by the Secretary of the Treasury,in accordance with the provisions of the federal Terrorism Risk Insurance Act, to be an act of terronsm pursuant to such Act. The criteria contained in the Terrorism Risk Insurance Act for a "certified act of terrorism"include the following: 1. The act resulted in insured losses in excess of$5 million in the aggregate, attributable to all types of insurance subject to the Terrorism Risk Insurance Act; and 2. The act is a violent act or an act that is dangerous to human life, property or infrastructure and is committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. B. The terms and limitations of any terrorism exGusion,or the inapplicabiliry or omission of a terrorism exclusion, do not serve to create coverage for injury or damage that is otherwise excluded under this Coverage Part. PI-CXL-039(01/15) Page 1 of 1 Includes copyright material of the Insurance Services Office Inc., used with its permission. Docusign Envelope ID: 124ED2E7-06D3-4CE6-8BBA-64814CBFBEBF Philadelphia lndemnity Insurance Company PI-CXL-041 (05/16) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFUL�Y. GENERAL LIABILITY FOLLOW FORM ENDORSEMENT This endorsement modifies i�surance provided under the following: COMMERCIAL UMBRELLA UABIUTY INSURANCE POLICY This policy is intended to include Commercial General Liabiliry Coverage. The Commercial General Liability insurance provided will follow the same provisions, exclusions and limitations that are contained in the applicable"underlying insurance"shown in the Schedule of Underlying Insurance unless otherwise directed by this policy,or an endorsement to this policy. To the extent that such provisions differ or conflict,the provisions of this policy will apply. However,the coverage provided under this policy will not be broader than that provided by the app�icable"underlying insurance." Any per location or per project aggregate limit of insurance that is extended in the applicable"underlying insurance"shown in the Schedule of Underlying Insurance will not apply to the coverage provided by this endorsement. PI-CXL-041 (05l16) Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CEB-866A-64814CBFBEBF PI-CXL-075(03/14) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. LEAD LIABILITY EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANCE POLIGY SECTION I—COVERAGES, 3.Exciusions is amended to include the following additional exciusion: This insurance does not apply to any liability,damage,loss, cost or expense arising out of: a. Exposure to or existence of lead,paint containing lead,or any other material or substance containing lead; b. Manufacture, distribution,sale, resale, rebranding,installation, repair, removal,encapsulation, abatement, replacement or handling of lead, paint containing lead, or any other material or substance containing lead; Whether or not the lead is or was at any time airborne as a particulate,contained in a product ingested, inhaled,transmitted in any fashion,or found in any form whatsoever. c. Any request, demand or order that any insured or others test for,monitor, ciean up, remove,abate, contain,treat or neutralize lead, paint containing lead,or any other substance or material containing lead,or in any way respond to, or assess the effects of lead;or d. Any claim or"suit"related to,testing for, monitoring,cleaning up, removing, abating,containing, treating or neutralizing lead, paint containing lead,or any other substance or material containing lead or in any way responding to or assessing the effects of lead. Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Pi-CXL-078(03/14) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CROSS SUfTS EXCLUSION This endarsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANCE POLIGY SECTION l—COVERAGES,3.Exclusions is amended to include the fotlowing additional exclusion: This insurance does not apply to any liabiliry, damage, loss, cost or expense arising out of any ciaim brought by any insured against any other person or organization qualifying as an insured under this policy. Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CE6-8BBA-64814CBFBEBF PI-CXL-088(03/14) THIS ENDORSEMENT CHANGES THE POLICY. P�EASE READ IT CAREFULLY. ACCESS OR DISCLOSURE OF CONFIDENTIAL OR PERSONAL INFORMATION AND DATA-RELATED LIABILITY EXCLUSION - WITH LIMITED BODILY INJURY EXCEPTION This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANGE POLICY SECTION I—COVERAGES, 3.Exclusions is amended as follows: A. Exclusion u. Electronic Data is deleted in its entirety and replaced by the following: This insurance does not apply to: u. Access or Disclosure of Confidentiai or Personal Information and Data-related Liability Damages arising out of: (1) Any access to or disclosure of any person's or organization's confidential or personal information,including patents,trade secrets, processing methods,customer lists,financial information,credit card information, health information or any other type of nonpublic information;or (2) The loss of, loss of use of, damage to,corruption of,inability to access,or inability to manipulate electronic data. This exclusion applies even if damages are claimed for notification costs,credit monitoring expenses,forensic expenses, public relations expenses or any other loss,cost or expense incurred by you or others arising out of that which is described in Paragraph(1) or(2)above. However, unless Paragraph(1)above applies,this exclusion does not apply to damages because of"bodily injury." As used in this exclusion, electronic data means information,facts or programs stored as or on, created or used on, or transmitted to or from computer software, including systems and applications software,hard or floppy disks, CD-ROMs,tapes, drives,cells,data processing devices or any other media which are used with electronically controlfed equipment. B. Exclusion i.Other Personal and Advertising Injury Exclusions is amended to include the following additional exclusion: This insurance does not apply to"personal and advertising injury": Access or Disclosure of Confidential or Personal Information Arising out of any access to or disclosure of any person's or organization's confidential or personal information, including patents,trade secrets, processing methods, customer lists, financial information, credit card information,health information or any other type of nonpublic information. Page 1 of 2 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124E02E7-06D3-4CE6-866A-64814CBFBEBF PI-CXL-088(03/14) This exclusion applies even if damages are claimed for notification costs, credit monitoring expenses, forensic expenses, public relations expenses or any other loss, cost or expense incurred by you or others arising out of any access to or disclosure of any person's or organization's confidential or personal information. Page 2 of 2 Includes copyrighted material of insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CE8-8BBA-64814CBFBEBF PI-CXL-092(01/19) THIS ENDORSEMENT CHANGES TNE POLICY. PLEASE READ IT CAREFULLY. AUTOMOBILE LIABILITY (SUBLIMIT) This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANCE POLICY SGHEDULE AUTOMOBILE LIABILITY SUB-LIMIT: Each Occurrence Limit: $ 1,000,000 Notwithstanding any provision to the contrary,this policy will provide auto liability coverage subject to the AUTOMOBI�E LIABILITY SUB-LIMIT shown in the endorsement BCHEDULE above. This sub-limit is part of,and not in addition to, the Limits of insurance stated in the Declarations. The auto liability insurance provided will follow the same provisions,exclusions and limitations that are contained in the applicable"underlying insurance"shown in the Schedule of Underlying Insurance unless otherwise directed by this policy,or an endorsement to this policy. To the extent such provisions differ or conflict,the provisions of this policy will apply. However,the coverage provided under this policy will not be broader than that provided by the applicable"underlying insurance." PI-CXL-092 (01/19) Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CE6-86BA-64814CBFBEBF Philadelphia lndemnity Insurance Company PI-CXL-099(01/16) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RECORDING AND DISTRIBUTION OF MATERIAL OR INFORMATION IN VIOLATION OF LAW- PERSONAL AND ADVERTISING INJURY EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL UMBRE�LA LIABILITY INSURANCE POLICY SECTION I—COVERAGES, 3.Exciusions is amended to include the following additional exclusion: Recording and Distribution of Material or Information in Violation of Law—Personal and Advertising Injury This insurance does not apply to"personal and advertising injury"arising directly or indirectly out of any action or omission that violates or is aileged to violate: (1) The Telephone Consumer Protection Act(TCPA), including any amendment of or addition to such law; (2) The CAN-SPAM Act of 2003, including any amendment of or addition to such law; (3) The Fair Credit Reporting Act(FCRA),and any amendment of or addition to such law,inciuding the Fair and Accurate Credit Transactions Act(FACTA); or (4) Any federal, state or local statute,ordinance or regulation, other than the TCPA, CAN-SPAM Act of 2003 or FCRA and their amendments and additions,that addresses, prohibits,or limits the printing,dissemination, disposal, collecting, recording, sending,transmitting,communicating or distribution of material or information. PI-CXl-099(01/16) Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CE8-88BA-64814CBFBEBF PI-CXL-100 FL(11/19) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ABSOLUTE CYBER LIABILITY AND ELECTRONIC EXCLUSION - FLORIDA This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANCE POLICY 1. SECTION I—COVERAGES,3. Exclusions, Exclusion u.Electronic Data is defeted in its entirety and replaced with the following: u. Electronic Data This insurance does not appiy to any loss,cost,expense,fine, penalty, error and omission, or damage alleging,arising out of or from, attributable to, or giving rise to: (1) Any access to,collection or disclosure of, or failure to erase any person's or organization's confidential or personal information, including but not limited to patents,trade secrets, processing methods, customer lists,financial information, credit card information, health information, biometrics,or any other rype of nonpublic information; or (2) Business interruption or suspension of operations as caused by any access, "unauthorized access,"lack of access,delay in access,damage, manipulation, loss, or impairment to "electronic data"or"electronic media";or (3) "Cyber extortion"; or (4) A"privacy breach"; or (5) A"securiry breach"; or (6) Any fraudulent communication through"electronic media"that impersonates any person or organization, including but not limited to phishing or other social engineering techniques or othervvise; or (7) Any computer code,software,or programming;or (8) Any"security breach"that results in any electronic thing or device or"electronic media" malfunctioning, improperly functioning, non-functioning,failing to perform as the intended user desired, or being electronically manipulated to perform in a way that causes harm to the insured or others;or (9) The loss,loss of use, misuse,delay, manipulation, corruption,damage, alteration, desVuction, distortion, erasure,or theft of, or inability to access or manipulate"electronic data"or"elecVonic media" as a result of"cyber extortion"; or"privacy breach";or"security breach";or (10) Any failure of utilities based upon,arising out of,or attributable to any mechanical or electrical failure, interruption, or outage, however caused, including but not limited to any electrical power interruption or surge, brownout, blackout,short circuit, over voltage,or power fluctuation or outage to gas,water,telephone, cable,satellite,telecommunications,the intemet, or any component thereof, including but not�imited to hardware, software,or any other infrastructure as a result of"cyber extortion"; or"privacy breach";or"security breach." PI-CXL-100 FL(11/19) Page 1 of 3 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF PI-CXL-100 FL (11/19) This exclusion applies even if damages are claimed for notification costs, errors or omissions, credit monitoring expenses, forensic expenses, public relations expenses, or any other loss,cost, or expense incurred by the insured or others arising out of that which is described in Paragraphs (1)through(10)above. 2. As used in this exclusion,the foilowing definitions apply: a. "Computer hardware"means the physical components of any"computer system"including CPU's, memory storage devices, storage media, and input/output devices and other peripheral devices and components including but not limited to cable,connectors,fiber optics, networking equipment, "electronic data"storage devices,input and output devices, backup facilities, wire, power supply units, keyboards,display monitors and audio speakers. b. "Computer system"means an electronic,wireless,web or similar systems(including all"computer hardware,"computer programs and"electronic data")used to process data or information in an analog, digital, electronic or wireless format, including but not limited to,associated input and output devices, data storage devices, networking equipment,wired or wireless peripherals, electronic backup facilities, and media libraries,that is owned or leased,operated and controlled by the insured or operated by an independent contractor authorized to provide Business Process Outsourcing services or outsourced Information Technology services for the insured. c. "Corporate information breach"means the public disclosure of an organization's non-public information. d. "Cyber extortion" means any threat or connected series of threats communicated to the insured for the purpose of demanding money, securities, or property, including but not limited to threats to release, divulge, disseminate, corrupt, damage or destroy"electronic data"or"electronic media"; introduce malware or"malicious code"into the insured's "computer system"; electronically communicate with the insured's customers in order to fraudu�ently obtain personal information, money, securities or property; or restrict or hinder access to the insured's"computer system," "electronic data"or"electronic media," including but not limited to ransomware. e. "Denial of service"means unauthorized or unexpected interference or malicious attack by any person(s)or entity(ies)that restricts or prevents access to a"computer system" by persons or enGties authorized to gain access to the"computer system"or"electronic data." f. "Electronic data"means information, facts, blockchain, crypto currencies, or computer programs stored as or on, created or used on, or transmitted to or from computer software, including but not limited to systems and applications software, hard or floppy disks, CD-ROMs, DVDs, external drives, USB sticks,tapes, drives, cells, microchip, data processing devices,or any other media which are used with electronically controlled equipment. The term computer programs, referred to in the foregoing description of"electronic data," means a set of related electronic instructions which direct the operations and functions of a computer or device connected to it, which enable the computer or device to receive, process, store, retrieve, or send data. g. "Electronic media"means broadcast or storage media that take advantage of electronic technology. They include television, radio, Internet,fax, Bluetooth, GPS,audio beacons, "electronic data,"and any other medium that requires electricity or digital encoding of information. h. "Malicious code"means unauthorized and corrupting or harmful computer code, including but not limited to computer viruses, spyware, Trojan horses,worms, logic bombs,and mutations of any of the preceding. PI-CXL-100 FL(11/19) Page 2 of 3 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-O6D3-4CE8-886A-64814CBFBEBF PI-CXL-100 FL(11/19) i. "Privacy breach"means a common law or statutory breach of confidence or violation of any common law or statutory rights to privacy, including but nat limited to breach of a privacy policy, breach of a person's right of publicity, misappropriation of likeness,false light, intrusion upon a person's seclusion,or public disclosure of a person's or animal's private information. "Privacy breach"will aiso inciude a"corporate information breach." j. "Security breach"means: (1j "Unauthorized access"of the insured's"computer system"or"unauthorized use"of"computer systems"including"unauthorized access"or"unauthorized use"resulting from the theft of a password from the insured's"computer system"; (2) A"denial of service"attack against your"computer systems";or (3) Infection af the insured's"computer system"by"malicious code"or transmission of"malicious code"from the insured's"computer systems," whether any of the faregoing is a specifically targeted attack or a generally distributed attack. k. "Unauthorized access"means the gaining of access to a"computer system"by an unauthorized person or persons. I. "Unauthorized use"means the use of a"computer system"by an unauthorized person or persons or an authorized person in an unauthorized manner. 3. This endorsement is an absolute exclusion for cyber liability,"electronic data,""electronic media"and "security breaches." However,we will provide Uninsured/Underinsured Motorists coverage(unless the insured has rejected this coverage)as provided in this Policy. The Commercial Umbrella Liabiliry Insurance Policy will not provide any"ultimate net loss"and/or coverage of any kind over and above any actual and/or prospective coverage,whether or not collectible, under any Cyber Security Liability Coverage and/or Endorsement. All other terms and conditions remain unchanged. PI-CX�-100 FL(11/19) Page 3 of 3 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-86BA-64814CBFBEBF PI-CXL-105(05/19) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ABUSIVE CONDUCT LIABILITY COVERAGE FORM SUBLIMIT This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANCE POLICY SCHEDULE ABUSIVE CONDUCT LIABILITY COVERAGE SUBLIMITS: Each"Abusive Conduct"Limit: $ 1,000,000 Aggregate�imit: $ i,000,000 This policy is intended to include the Abusive Conduct Liability Coverage form.The limits set forth above are the most we wiil pay for damages that fail within the coverage of the Abusive Conduct Liability Coverage form, regardless of whether the damages also fali within the coverage of any other coverage form under this policy.These limits are included within,and not excess of,or in addition to the Limits of Insurance stated in the Declarations. The coverage provided will follow the same provisions, exclusions, limitations and definitions that are contained in the applicable°underlying insurance"shown in the Schedule of Underlying Insurance unless otherwise directed by this policy,or an endorsement to this policy. To the extent such provisions differ or conflict,the provisions of this policy will apply. However,the coverage provided under this policy will not be broader than that provided by the applicable"underlying insurance." Any per location or per project aggregate limit of insurance that is extended in the applicable"underlying insurance"shown in the Schedule of Underlying Insurance will not apply to the coverage provided by this endorsement. All other terms and conditions of this policy remain unchanged. PI-CXL-105(05/19) Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CE6-8BBA-64814CBFBEBF PI-CXL-111 (07/19) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY LIMIT OF INSURANCE EXCLUSION CLAUSE MINIMUM LIMIT REQUIREMENT This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANCE POLICY SECTION IV—CONDITIONS is amended to include the foflowing condition which supersedes any other provisions to the contrary: This policy does not foilow and shall not become excess of any coverage which incorporates a limit of insurance or sub-limit of insurance that is less than$1,000,000 and is attached to any"underlying insurance"shown in the Schedule of Underlying Insurance. This condition does not apply to Employers' Liability(Stop Gap)insurance when shown in the Schedule of Underlying Insurance. PI-CXL-111 (07/19) Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CE6-868A-64814CBFBEBF Philadelphia indemnity Insurance Company PI-CXL-113(01/18) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PER LOCATION / PER PROJECT AGGREGATE LIMIT OF INSURANCE EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANCE POLICY SECTION 111—LIMITS OF INSURANCE is amended to include the foliowing additional provision,which supersedes any other language to the contrary: Any per location or per project aggregate limit of insurance that is extended by a policy of"underlying insurance"will not apply to any coverage provided by this policy. PI-CXL-113(01l18) Page 1 of 1 Docusign Envelope ID: 124ED2E7-06D3-4CE8-888A-64814CBFBEBF PI-CXL-117 (01/19} THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. SILICA OR SILICA-RELATED DUST EXCLUSION This endorsement modifies insurance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANCE POLICY A. SECTION I—COVERAGES, 3. Exclusions,is amended to include the following additional exclusion: This insurance does not apply to: Silica or Silica-Related Dust Any liability, damage, loss, cost or expense arising, in whole or in part,out of: 1. 7he actuai, alleged, threatened or suspected inhalation of,ingestion of, contact with, exposure to, existence of,or presence of,"sitica"or"silica-related dust." 2. The abating, testing for, monitoring, cleaning up, removing, containing,treating, detoxifying, neutralizing,remediating or disposing of,or in any way responding to or assessing the effects of, "silica"or"silica-related dust,"by any insured or by any other person or entity. B. For the purpose of this endorsement,SECTION V—DEFINITIONS is amended to include the following additional definitions: 1. "Silica"means silicon dioxide(occurring in crystalline, amorphous and impure forms),silica particles, silica dust, or silica compounds. 2. "Silica-related dust"means a mixture or combination of"silica"and other dust or particles. PI-CXL-117(01/19) Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF PI-CXL-132(06/20) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ABSOLUTE COMMUNICABLE DISEASE EXCLUSION This endorsement modifies insurance provided under the foilowing: COMMERCIAL UMBRELLA LIABILITY INSURANCE POUCY SECTION I—COVERAGES, 3. Exclusions, is amended to include the foflowing additional exclusion: This insurance does not apply to: Communicable Disease Any liability, damage, loss, cost or expense arising, in whole or in part, out of the actual,alleged, threatened or suspected transmission of a communicable disease. This exclusion appiies even if the claims against any insured allege negligence or other wrongdoing in the: 1. Supervising,hiring,employing,training or monitoring of others that may be infected with and spread a communicable disease; 2. 7esting for a communicable disease; 3. Failure to prevent the spread of the disease; or 4. Failure to report the disease to authorities. This endorsement is an absolute exclusion for communicable disease. All other terms and conditions remain unchanged. Pf-CXL-132(06/20) Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CE8-868A-64814CBFBEBF PI-C�-137 (04/22) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TOTAL EXCLUSION- PERFLUORINATED COMPOUNDS (PFC)/ PER-AND POLYFLUOROALKYL SUBSTANCES(PFAS) This endorsement modifies insirance provided under the following: COMMERCIAL UMBRELLA LIABILITY INSURANCE POLICY A. SECTION 1—COVERAGES,3.Exclusions is amended to include the following additional exclusion: This insurance does not apply to: Perfluorinated Compounds(PFC)or Per-and Potyfluoroalkyl Substances(PFAS) 1. Any injury,damage,loss, cost or expense arising out of, in any way related to,or which would nd ha�e occurred in whole or in part, but for the actual, alieged,threatened or suspected: a. Inhalation of, ingestion of,contactwith,exposure to,existence of,absorption of,or presence of, any and all"PFC/PFAS"; b. Design,manufacture, storage,processing, packaging, handling,testing,distribuUon,sale,or disposal of"PFC/PFAS'; c. Discharge, dispersal, seepage, migration,release,flaking,leakage, leaching,friability, release or escape of"PFG/PFAS"; d. Providing or failing to provide wamings or instructions with respect to"PFC/PFAS";or e. Warranties or representatims made at any time with respect to the fitness,quality,durability, performance or use of"PFC/PFAS"; regardless of whether any other cause, e�ent, material substances,compounds,goods,products or'�our products",contributed concurrently or in any sequence to such injury or damage. 2. Any loss, oost,or expense arising out of or related to any: a. Request, demand, order or statutory,regulatory or legal requirement of any kind that any insured or others test for, monitor, dean up, remo�e, contain,treat, detoxify or neutralize,or in any way respond to,or assess or remediate the effects of"PFC/PFAS";or b. Claim or"suit"by or on behalf of a go�emmental authority for damages because of testing for, monitoring, cleaning up, remo�+ng,containing,treating,detoxifying or neutralizing, or in any way responding to,or assessing the effects of"PFC/PFAS". 3. Any other injury or damage, liability,loss,cost or expense arising out of or in any way related to "PFC/PFAS"including, but not limited to,any fines,penalties,punitiee or exemplary damages. This exclusion applies e�en if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring,employrt�nt,training or monitoring of others by that insured,if: a. The "occurrence"which caused the"bodily injury"or"property damage"; b. The offense which caused the"personal and ad�ertising injury";or PI-C�-137 (04/22) Page 1 of 2 Includes copyrighted material of Insurance Sen�ices Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CE6-86BA-64814CBFBEBF Pl-C�-137 (04/22) c. Any injury or damage, liability,loss,cost or exper�se whatsoe�,er; inwl�ed that which is described in paragraphs A.1.through A.3.abo�,e. B. The following definition is added to SECTlON V—DEFINITlONS: 1. "PFC/PFAS"means perfluorinated campounds(PFC)or per-and polyfluoroalkyl substances (PFAS), inciuding but not timited to: a. Perfluoraoctanoic acid(PFOA), perfluorooctane suifonic acid(PFOS), perfluorononanoic acid (PFNA), perfluorobutyric aad(PFBA), perfiuorobutane sulfonic acid(PFBS), perfluoropentanoic acid(PFPeA), pertiuorohexane sulfonic acid(PFHxS),GenX C8 (perfluorinated carboxylic acid),ADONA,perfluorohexanoicacid(PFHxA),perfluoroheptanoic acid(PFHpA),perfluorooctane suffonamide(PFSOA),perfluorodecanoic acid,(PFDA), perfluorodecane sulfonate(PFDS), perfluoroundecanoic acid(PFUnA),perfluorododecanoic acid(PFOoA), perfluorotridecanoic acid(PFTrDA), perfluorotetradecanoic acid(PFTeDA),or 6:2 fluorotelomer sulfonate(6:2 FTS)or any associated salts,acides,alcohols,precursor chemicals,or related higher homologue chemicals; tr. Any Ruorinated polymers,induding but not limited to fluoropolymers, perfluoropolyethers,ard side-chain-fluorinated polymers; c. Any and all biosolid, replacement PFAS substance,material or product;or d. Any substance,material or compound that is identified or acknowledged by any federal, state, intemational or other go�emmental agency or authority,inc�ding but not limited to the United States Environmental Protection Agency(EPA),the Centers for Oisease Control and Prev�ntion(CDC), the Agency for Toxic Substances and Disease Registry(ATSDR),the National Institutes for Health(NIH),and the Intemational Agency for Research on Cancer (IARC): 9. As or to contain a per-and polyfluoroalkyl substance;or 2. To exhibit or demonstrate the same or similar haRnful properties as a per-and polyfluoroalkyl substance The addition of this endorsement does not impJy that other policy pro�isions of the valid"underlying insurance", including but not limited to any pollution exclusion, do not exclude co�erage for PFC-related or PFAS-related damages,expense,loss,demand,claim, liabiliry or legal obligaGon. All ather terms and conditions of the policy remain unchanged. PI-C�-137 (04/22) Page 2 of 2 Includes copyrighted material of Insurance Sen,ices Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CEB-866A-64814CBFBEBF PI-CXL-Ft 1 (09/23} THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. FLORfDA CHANGES-CANCELLATION AND NONRENEWAL This endorsement modifies ins�rance provided under the following: COMMERCIAL UMBRELLA LWBil1TY fNSURANCE POLICY A. Paragraph b.of the Cancellation Policy Condition is replaced by the folbwing: b. Cancellation of Policies in Effect: (1) For 60 Days o�Less if this policy has been in effedfor 60 days or less,we may cancel this policy by mailing or delivering to the first Named Insured written notice of cancelatan,accompanied by the reasons for cancella6on,at least: (a) 10 days before the effective date of cancella6on if we cancel for nonpayment of premium; or (b) 45 days before the effective date of cancellation if we cancel for any other reason,except we may cancei immediately if there has been: (i) A material misstatement or misrepresentation;or (ii) A failure to t;omply with the undervvriting requirements established by the insurer. (2) For More Than 60 Days If this policy has been in effect for more than 60 days,we may cancel this policy for one or more of the following reasons: (a) Nonpayment of premium; (b) The policy was obtained by a material misstatemer�; (c) Failure to comply with underwriting req uirements established by the insurer within 60 days of the effective date of coverage; (d) A substan6al change in the risk covered by the policy;or (e) The canceNation is for all insureds under such poliaes for a given class of insureds. If we cancel this policy for any of these reasons,we will mail or deliver to the first Named Insured written notice of cancellat�on, accompanied by the reasons for cancellation,at least: (i) 10 days before the effective date of cancellation if we cancel for non-payment of premium; or (ii) 45 days before the effective date of cancellation if we cancel fo�any of the other reasons stated in Paragraph b.(2). Page 1 of 2 Includes copyrighted m�terial of Insurance Services Office, 1nc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CE8-86BA-64814CBFBEBF PI-CXL-FL 1 (09/23) B. Paragraph e.of the Cancellation Policy Gondition is replaced by the following: e. If this policy is cancelled,we will send the first Named Insured any premium refund due. ff we cancei,the ref�.nd will be pro rata. If the first Named insured cancels,the refund may be less than pro rata. If the retum premium is not refunded with the notice of canceilation or when this policy is retumed to us,we will maii the refund within 15 worlcing days afterthe date cancellaUon takes effect,unless this is an aud it policy. If this is an audit policy,then, subject to your full cooperation with us or our agent in securing the necessary data for audit,we will retum any premium refund due within 60 days of the date cancellation takes effect. If our aud it is not completed within this time limit�ion,then we shall accept your own audit,and any premium refund due shall be mailed within 10 working days of receipt of youraudit. The cancellation wiil be effective even if we have not made or offered a refund. C. The following is added and supersedes any other provision to the contrary: Nonrenewal 1. If we decide not to renew this policy we will mail or deliver to the first Named Insured written notice of nonrenewal, accompanied by the reasan for nonrenewal, at least 45 days prior to the expiration of this policy. 2. Any notice of nonrenewal will be mailed or d elivered to the first Named Insured at the last mailing address known to us. If notice is mailed,proof of maiGng will be suffiaent proof of notice. Page 2 of 2 Includes copyrighted material of Insurance Services Office, Inc.,with permission. Docusign Envelope ID: 124ED2E7-06D3-4CE6-866A-64814CBFBEBF PI-UMTER-DN FL(02i21) P H I LAD E LP H IA One Bala Plaza, s��fe �o0 INSURANCE COMPANIF.S ��a Cynwyd, Pennsylvania 194Q4 610.617.7900 Fax 610.617.7940 ��9exntlx r n(tht•'fnkio ltarinE�C;i�u�,i�� PN�Y.COf(1 PHILADELPHIA INSURANCE COMPANIES DISCLOSURE NOTICE OF TERRORISM INSURANCE COVERAGE REJECTION OPTION Terrorism Premium(Certified Acts)$ 0 You are hereby notified that under the Terrorism Risk Insurance Act, as amended, you have a right to purchase insurance coverage for losses resulting from acts of terrorism.As cfefrned iri Section 102(1J of the Act.The tcrm"act of terrorism"means any act or acts that are certified by the Secretary of the Treasury—in consu(tation with the Secretary of Homeland Security,and the Attomey General of thc Unitcd States—to be an act of terrorism;to be a violent act or an act ihat is dangcrous to human life,propeRy,or infrastructure;to have resutted in damage within the United States,or outside the United States in dic case of cenain air carriers or vessels or the premises of a United States mission; and ro ha�•c bcen committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to intluence the policy or affect the conduct of the United States Ciovemment by cocrcion. YOU SHOULD KNOW THAT WHERE CQVERAGE TS PROVIDED BY THiS POLICY FOR I,OSSES RESULTING FROM CERTiFIED ACTS OF TERRORISM,SUCH LOSSBS MAY BE PARTIALLY REIMBURSED BY THF.UNITED STATES GOVERNMENT UNDER A FORMULA ESTABLISHED BY FEDERAL LAW. HOWEVER, YOUR POLICY MAY CON7AIN OTHER EXCLtiSTONS WHICH MIGHT AFFECT YOUR COVERAGE, SUCH AS AN EXCLUSION FOR NUCLEAR EVENTS. UNDER THE FORMULA, THE UNITED STATES GOVERNMENT'S FEDERAL SHARE OF T�RRORISM LOSSES 1S 80%OF COVERED TGRRORISM LOSSES EXCEED[NCi THE STATUTORILY ESTABLISHED DEDUCTIBLE PAID BY TFIE [NSURANCE CQMPANY AROVID1NCi TF-IE COVERAGE. TtIE PREMIUM CII�RCiED FOR TH1S COVERAGE IS PROVIDED BELOW AND DUES NOT INCLUDE ANY CHARGES FOR THE PORTION OF LOSS THAT MAY BE COVERED BY THL FEDERAL GOVERNMtENT UNDER THE ACT. YOU SHOULD AL50 KNOW THAT THE TERRORISM RISK INSURANCE ACT, AS AMENDED,CONTA[NS A S100 BiLLION CAP THAT LiMJTS U.S. GOVER1v'MGNT REIMBURS�MENT AS WELL AS INSURERS' LIABILiTY FOR LOSSES RESULTING FROM CERTIFIED ACTS OF TERRORISM ��HEN THE AMOUNT OF SUCH LOSSES 1N ANY ONE CALENDAR YEAR EXCEEDS 5100 B1LLiON, iF THE AGGREGATE 1NSURED LOSSES FOR ALL iNSURERS EXCEED SI00 RILL[0�1,YOUR COVERAGE MAY B6 REDUCED. We will issue (or have issued) your policy with terrorism coverage unless you decline by placing an "X" in the box below. NOTE: You will want to check with entities that have an interest in your organization as they may require that you maintain terrorism coverage(e.g. mortgageesj. I decline to purchase terrorism coverage. I understand that I will have no coverage for losses arising from `certified'acts of terrorism. You, as the Insured, have 30 days after receipt of this notice to consider the selection/rejection of "terrorism" coverage. After this 30 day period, any request for Page 1 of 2 Docusign Envelope ID: 124ED2E7-O6D3-4CEB-8BBA-64814CBFBEBF PI-UMTER-DN FL(02/21) setection or re}ection af terrorism coverage WILL NOT be honored. REQUIRED IN GA—�IMtTATION ON PAYMENT OF TERRORIBM I.OSSES(applies to policies which cover terrorism losses insured under the federal program, including those which only cover fire losses): �'he provisions of the Terrorism Risk fnsurance Act,as amended,can fimit our maximum fiability for payment of losses from certified acts of terro�ism. That determination will be based on a fo�mula set forth in the law invoiving the nationai total of federally insured terrorism losses in an annual period and individual insurer participation in payment of such losses. If one or more certified acts of terrorism in an annual period causes the maximum liability for payment of fosses from certified acts of terrorism to be reached, and we have satisfied our required fevel af payments under the law,then we will not pay for the portion of such losses above that maximum. However,that is subject to possible change at that time, as Congress may, under the Act, determine that payments above the cap will be made. NAMED INSURED: Miami Citv Ballet Inc INSURED'S SIGNATURE: OATE: Page 2 of 2 Docusign Envelope ID: 124ED2E7-06D3-4CEB-86BA-64814CBFBEBF Docusign Envelope ID:95808497-CD7B-4F9E-A37E-OA2A89938ECA EXHIBIT 7 AUTOMOBILE LIABILITY INSURANCE CERTIFICATE The requirement for an automobile liability insurance ce�tificate is not applicable to the Grantee, as the scope of services outlined in the grant agreement does not include the transportation of children. Docusign Envelope ID: t24ED2E7-06D3-4CE8-88BA-64814CBFBEBF Docusign Envelope ID 95608497-CD78-4F9E-A37E-OA2A89936ECA EXH BIT 8 ANTI-HUMAN TRAFFICKING AFFlDA�/IT In accordance with Section 787.06(13),Florida Statutes,the undersigned,on behalf of Grantee hereby attests under penalty of perjury that Grantee does not use coercion for labor or services as defined in Section 787.06, Florida Statutes, enGtled"Human TraKcking". 1 understand that I am swearing or affirming under oath to the truthfuiness of the claims made in this affidavit and that the punishment for knowingly makmg a false statement includes fines and/or imprisonment. The undersigned is authorized to execute this affidavit on behatf of Grantee. GRANTEE: Miami City Ballet, Inc., a Florida not-for-pro�t corporation. Brenda Aiba 22 Liberty Avenue NamelTitle:_Director of Community Engagement (Address) State of Florida County of Miami Dade The foregoing instrument was acknowledged before me by means of�physical presence or❑ online notarization, this 23 day of 2025 by Brenda Alba as Diredor of CorrYrwnity Er�gagement�_ , of Mlami City Ballet, Inc., a Florida not-for-proflt corporation, known to me to be the person described herein, or who produced � �� �V l.� as identificabon,and who did/did not take an oath. � f .---�r-- NOTA; PUB IC: ;��----�� `,, __�� �;i���... UMA fEANANDA AGUIIIpE (Signature ���(6g`��,`�;? Notery VuElk•State otflo�Aa An .,� "� Canm�u�on I NM 380��2 �t p.4..�� ,�,�, �''•'°'�.M1..�� Mr con,n,.exoNes wr r.tot7 ."' aa+cea cn�wsn Nna+ai r+«,ry.:s�. (Print Name) My commission expires:__�__�___. Docusign Envelope ID: 124ED2E7-O6D3-4CE6-SBBA-64814CBFBEBF Docusign Envelope ID:95808497-CD7B-4F9E-A37E-OA2A89938ECA , EXHtBIT 9 � PROHIBfTIQ�{�GAINST GONTRACTING WI7H FOREtG�I COUNTR{ES OF CONCERN AFFI DA1/IT I� accordance with Section 287.138, Fiorida Statutes, incorporated herein by reference, the undersigned, on behalf of Grantee,hereby attests under penaity of perjury that Grantee does not meet any of the fdJowing criteria in Paragraphs 2(a}{c) of Sectlon 287.138, Fiorida Statutes:(a)Grantee is owned by a gQvemment of a foreign country of concem; (b) the govemment of a forefgn country of concem has a controlling interest in Grantee; or(c)Grantee is organized under the laws of or has its principal place of business in a foreign couniry of concem. I understand that I am swearing or affirming under oath, under penaities of perjury, to the truthfulness of the Gaims made in this affldavit and thet the punishment for knowingly making e false statement indudes fines and/or imprisonment. The undersigned is authorized to execute this affidavit on behalf of Grantee. GRANTEE: M1ami City Ballet, Inc.,a Florida not-for-profit corporation. Miami City Ballet 2200 Liberty Avenue Name/Tide: (qddress) State of Ftorida County of �»� Dade The foreqoing instrument was acknowtedged before me by meens of C3 physical presence or O online notarizetfort, thEs ,,�„ day of Juty. , 202 5 by Brenda Alba .� Director Community Engagcme�f Mi�mi City Bellet, InC., a Florlda not-for-proflt corporatfon, known to me to be the person described hereln, or who procfuced ��_�—_-_.i�l. _as iden�catlon, and who dld/did not take an oath. . �_ —\ NO Y PU . � �. (Signatu � ��✓+"t�;. LINAFEftNANDAAGJIftRc � ,,a � �1,�yp ` t �. �?• �: Notary Puhltc•Stete ot f lorlda �b`�'� ` ! `'R� *-�.� '�� ` Canmfxsion t HH)809t 2 (Print Name) ''�.�� �+y=a^m.EzAlres�+pr 7,2021 BonCec[hrouRh NaHa+el Notnry Issn, My commission expires:-____- --_ _ Page 34 Docusign Envelope ID: 124ED2E7-06D3-4CEB-SBBA-64814CBFBEBF Docusign Envelope ID:95808497-CD78�F9E-A37E-OA2A8993BECA EXHIBIT 10 AFFILIATING AGREEMENT(M-DCPS IF APPLICABLE) (to be attached) Docusign Envelope ID: 124ED2E7-06D3-4CE6-8BBA-64814CBFBEBF Docusign Envelope ID:95B08497-007B-4F9E-A37E-OA2A89938ECA RESOLUTION NO. 2024-33Q16 A RESOLUTION OF THE MAYOR AND CITY COMMISSION O�' THE CITY OF MIAMi BEACH, FL�RIDA, ACCEPTING THE RECOMMENDATION OF THE FINANCE AND ECONOMIC RESILIENCY � COMMITTEE AT ITS MARCH 22, 2024 MEETING TO PRIORtTIZE $189,252 IN EDUCATIONAL ENHANCEMENTS FOR PRIVATE AND CHARTER SGHOOLS DURING THE FY 2025 BUDGET PROCESS AND ON A RECURRtNG BASIS THEREAFTER FOR THE SEVEN PRIVATE AND CHARTER SCHOOLS GURRENTLY ACTIVE ON THE QUALITY EDUCATION COMMITTEE; FURTHER PRIORITI2ING $393,163 AS A ONE-TIME ENHANCEMENT FOR FY 2025 FOR THE SEVEN PRIVATE AND CHARTER SCHOOLS CURRENTLY ACTtVE ON THE QUALITY EDUCATION COMMtTTEE; AND FURTHER AUTHORIZING THE CtTY CLERK AND CITY MANAGER OR HIS/HER DESIGNEE TO EXECUTE ALL AGREEMENTS OR DOCUMENTS NECESSARY TO SUPPORT THE EDUCATIONAL ENHANCEMENTS CONTEMPLATED UNDER THIS RESOLUTION. WHEREAS, in January 2008, the City of Miami Beach entered into an Education Compact with the Miami-Dade County Public Schools to Enhance Learning Opportunities for Youth; and WHEREAS, the Education Compact reflects the desire of the Miami Beach community to support excellence in the Gity's public schools and enhance the health and well- being of our City's youth; and WHEREAS, the City of Miami Beach's advisory Committee for Quality Education in Miami Beach Schools was established in 1999 to make recommendations to the City Gommission and to investigate, develop, and carry out plans to promote and ensure the provision of qualify education in Miami Beach schools; and WHEREAS, the City of Miami Beach through the Office of Education and Performance Initiatives provides programming to students enrolled in six local Miami- Dade County Public Schools: Biscayne Beach Elementa►y, North Beach Elementary, Miami Beach Fienberg Fisher K-8 Center, Miami Beach Nautilus Middle, Miami Beach South Pointe Elementary, and Miami Beach Sr. High; and WHEREAS, Ordinance 2023-4540, codified in Sections 2-190.134 through 2- 190.938 of the City Code, was recently expanded to include twenty-six (26) voting members, including eleven private/charter Miami Beach schools who have inquired about existing City funded etlucational enhancements; and WHEREAS, existing City funded educational enhancements include the purchase of Agenda Planners, STEM Equipment, STEAM+ Programming, College Prep Programming, Dual Enrollrnent, College Transcripts, Mental Health, Stop the Bleed Kits, Docusign Envelope ID: 124ED2E7-06D3-4CE6-866A-64814CBFBEBF Docusign Envelope ID:95B08497-CD76 1F9E-A37E-OA2A89936ECA Math Tutoring, Reading Interventionist, Math interventionist, IB Program, Anti- Defamation Leage "No Piace for Hate", Drug Prevention, Extra-Curricular FREE Afterschooi Enrichment, Common Threads, Youth Job Fair, Substitute Teache�, and Virtual Tours; and WHEREAS, .the additional private/charter schaols included in the Ordinance inciude: Casa Dei Bambini, Klurman Mesivta, Le Petite Papillon Montessori, Lehrman Community Day School Inc, Mater Beach Academy, Mechina of South Florida (the Mesivta of Greater Miami), Montessori Academy at St. Johns, Rabbi Alexander Gross High School & Hebrew Academy, St. Patrick Catholic School, Temple Beth Sholom lnnovative School, and Yeshiva Elementary School; and WHEREAS, this item was refe�red for a discussion at the Finance and Economic Resiliency Committee by Commissioner Rosen Gonzalez at the July 26, 2023 Cornmission Meeting,to discuss funding for educational enhancements; and WHEREAS, the item was presented at the Febnaary 23, 2024 Finance and Economic Resiliency Committee meeting and retumed to the March 22, 2024 meeting with additional inforrnation from the prfvate/charter schools who have active Quality Education Committee (QEG) members regarding their int�rest in existing educational enhancement programs developed, implemerrted, funded and managed by the City's Education and Performance Initiatives Division; and VYHEREAS, the City of Miami Beach Chief Education officer met with private/charter Miarlii Beach schools between February 29, 2024 and March 6, 2024 to discuss current educational enhancements available to youth in Miami Beach through various partnerships, including the public schools. Following each meeting, individual schoo! Quality Education Committee representatives pravided a ranking of current educationa!enhancements of interest for their school; and WHEREAS, according to school administration-provided enrollment information, there are currently 2,612 youth from early childhood to grade 12 attending seven (7) private/charter schools in Miami Beach of which 54°l0(1,419)are Miami Beach residents; and WHEREAS, currently, there are 6,148 Miami Beach K-12 youth attending public schools across Miami-Dade County. As of March 2024, 4,839 or 78.7% are attending public schoofs in Miami Beach; and WHEREAS, an estimated $908,508 is allocated annually to various city funded and implemented educational enhancements; and WHEREAS, at the March 19, 2024 meeting, a 15-0 motion was passed unanimously by the Committee for Quality Educatian members for to request the Mayor and Commission continue to sustain current public schooi educational enhancements and support the new►y prioritized educational enhancements for the private and charter 2 Docusign Envelope ID: 124ED2E7-06D3-4CE6-8BBA-64814CBFBEBF Docusign Envelope ID:95808497-CD7B-4F9E-A37E-OA2A8993BECA : . , schoals. The amount reflected for the private and charter schools is estimated�based , upon current public school enhancement programs and may not be refiective of actual � � funding needs. The public; charter and private school representatives are united and . • committed to ail improvements and enhancements for the educational needs of ail Miami . Beach children.These enhancements should only be an expansion and never a reduction . : , �of�currently funded pubiic school enhancem�nt programs; and WHEREAS,Vice-Mayor Rosen Gonzalez motioned at the March 22,2024.Finance � and Economic Resiliency Committee to discuss this item at the upcoming Commission : meeting, with a second from Commissioner Bhatt, and favorable recommendation. of . � making this a priority during the FY 2025 budget process for $189,252 on a.recumng � • : �basis:and $393,163 as a one-time enhancement for the.seven (7)private/charter schools: : . � with active membership on the Quality Education Committee; and �.: .. � WHEREAS, the Administration also recommends that any new program be : �considered as part of the FY�2025 budget process; and � ' WHEREAS, additionally, implementation of any combination of the requested � . � educational enhancements at private/charter schools will require : an educational � specialist position to develop, implement, anci manage all programs for each individual � • : privafe and charter�school. Funds for this position may partially come from allocated . administrative funds.for other educational programs current(y undennray: . . � . NOW, THEREFORE, BE IT DUL.Y RESOLVED BY THE MAYOR AND CITY � � COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City �. Commission tiereby accept the recommendation of the Finance and Economic Resiliency � Committee at its March 22, 2024 meeting to prioritize. $189,252 in educational . .� � . entiancements for private and charter schools du►�ng the FY 2025 budget process and � � �on:a recumng basis thereafter for the seven p�vate and charfer schools currently active . on the Quality.Education Committee; and further prioritize $393,163 as a.one-time . � � eniiancement for the seven prIvate.and charter schools currently active on.the Quality . , Education Committee; and further authorize the City Clerk and City�Manager or his/her � . designee to execute all agreements or documents necessary to suppoct the educational : . • enhancements contemplated under this resolution. � . : PASSED AND ADOPTED this �� day of ¢ 2�24• � . � , ' , arresT:. �IAY 2�1 2D24 . . . . . . RAFAEL E. RANADO,, GITY CLERK STEVEN MEINER, MAYOR � , � � Sponsored by Gommissioner Knsten Rosen Gonzaiez ,�•••„., APPROVED AS TO � ����B���yti,4 FORM&LANGUAGE � ��po�sa�ed by Commissioner David Suarez ��f. � � h Magazlne . '�.&FOR EXECl1TION � Gommissioner Jasep = oR��Ea s . Go-SponsoredbY � ,tKc :A' �Y�` :. 3�—�.a_ �,,� ���. � :1�= . ''';�^c��`�;�,� City Attomey �' Date : 3 ,,...,...,.- Docusign Envelope ID: 124ED2E7-06D3-4CE6-86BA-64814CBFBEBF Dacusign Envelope ID:95808497-CD78-4F9E-A37E-OA2A8993BECA s�erza,s:i�a�n @em Coversheet � Raaolutlona-C7 E MiAMIBEACH COMMISSION MEAAORANDUM T0: Honorable Mayor and M�nbers of the City Commissi� FROM: Ridcelfe�llfams,Interim City Manager DATE: AAay 15,2024 SUBJECT;A RESOLUTfON OF THE MAYOR AND CITY COMMISSIQN OF THE CITY OF MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF THE FINANCE AND ECONOMIC RESILIENGY COMMITTEE AT ITS MARCH 22, 2024 MEETING TO PRIORITIZE $189,252 IN EDUCATIONAL ENHANGEMENTS FOR PRIVATE AND CHARTER SCHOOLS DURING THE FY 2025 BU�GET PROCESS AND ON A RECURRING BASIS THEREAFTER FOR TNE SEVEN • PRIVATE AND CHARTER SCHOOLS CURRENTLY ACTIVE QN THE QUAIITY EDUCATION GOMMITTEE; FURTHER PRIORIT12iNG $393,163 AS A ONE-TIME ENHANCEMENT FQR FY 2025 FOR TNE SEVEN PRIVATE AND CHARTER SCHOOLS CURRENTIY ACl'IVE ON THE QUAL�fY EDUCATION COMMITTEE; AND FURTHER AUTHORIZING 7HE CITY CLERK AND CITY MANAGER OR HIS/NER DESIGNEE TO EXECUTE ALL AGREEMENTS OR DOCUMENTS NECESSARY TO SUPPORT THE EDUCA7IQNAL ENHANCEMENTS CONTEMPLATEQ UNDER THIS RESOLUTIDN. REGOMMENDATION vce-Maya�ftosen Gonzalez motionad at the March 22, 2024 Finan�and Ecanomic Resiliency Committee to discuss this item at the upcoming Commission meeGng with a favorabie recommendatfon of making ihis a priority dudng the FY 2025 budget process fa�5189,252 on a recurring basis and$393,163 as a one-6me enhanc�me�t for the seven (7)privatelcharter schoois with active membership an the QuaUty Education Committee. Comm(asfoner Bhatt secanded with all in lavor. The administration aiso recomnrends thai arry new program be considered as paR of the FY 2025 budget pr�s. Additionalty, Implementation ot arty • combinaUon af the requeated educational enhancements at privatelcharter schoois wili require an educatlonal spedalfst positlon to devalop,imptem�t,and manaQe atl programs for each Individual prlvete and cherter sch�i.Funda for this position may partially come from altocated administrative funda fa�other educattonai programs curre�Uy underway. BACKGROUND/HISTORY Thia item was referred fa a diacuasion at the Fin�ce and Economic ReslBertrtcy Committee by Commissloner Rosen Gonzakz at the Juty 26, 2023 Commtssioit hAeetinfl(attachmeM A),to discuss nufding tor educational enhenCemerKa. The item wes pr�esented at the February 23, 2024 Finance and Economic Rsal�cy Committee meeting end retumed to the March 22,2024 meering with additicnal ir�fortnation fran the privatelcharter schods who have acGvoe Quality Educatlon Committee (4EC) membets ►agarding their interest in existing educational enhancerner�t programs deveioped,implemented,funded and man�ged by the Cit�s Educatlon and Perfamence IMtl�threa Division. The City of Miami Beach's advisory Committee for Quality Educadon in Miami Besch Schools was establ�hed in 1999 to make retOmmendatlons to the Gty Commission end to im�esUgate, develop, and carty out ptans to promote and enaure the provision ot quality educatio�in�ami Beach acfiools. . The Ordinance 2023-4540,oodified in Sections 2-190.134 through 2-190.138 of the Ciry Cade,was recently expanded to include twenty-six (26) voUng members, including elevan private%fiarter Miami Beach schools who have inquired about existlng City funded educa6onai enhancements (attachme�t B). The existing C(ty tunded educational enhancements are provided in the document entiUed Educational Enhancement Opdons(attechment C). AddiGonal private%harter schools incfuded in the Ordinance: • Casa Def Bambini • Kiurmen Mesivta • Le Peiite Papition Montessori . Lehrman Community Day School Inc ' • Mater 9each Academy • Mechina of South Fiorida(the Mesivta of Greater Miami) • Montessori Academy at St.Johns , Rabbi Alexander Gross High Schod 8 Hebrew Academy Mlami • St.Patrick Catholic School • Temple Beth Sholom fnnovative School • Yeshiva Elementary School ��J httPs://miemibeach.nwuseGertda.com/fl9endaWeD/CoverSheet.asP�f?Item10=34825 - 1!3 Docusign Envelope ID: 124ED2E7-06D3-4CE6-SBBA-64814CBFBEBF Docusign Ernebpe IQ:95808497-007B-4F9E-A37E-OA2A8993BECA brar[a,a:i�nM Item Covereheet ANALYSiS Dr. Leslie Rasenfeld met with private%haRer Miamf Beach schoois between Februery 29, 2024 and March 6. 2024 to discuss cu►rent educationa!enhancements availabEe to youth in Miami Beach through various partne►ships, including the pubiic schools, Fallowing each meeting, individuai sctwoi Qua{ity Education Committee representatives provided a ranking of aurent educational enhancements of interest to their schod community which is attacfied in the document e�titled Private/Charter EducaUonal Enha�c�ment Programs of intenast(attachment D).School sita administraBon prrnrided schoof anrollment numbers as well. There are cuRentlyr 2,6'!Z youth from early childhood to grede 12 attending seven (7j private/charter schoals in Miami Beach of which 54%(1,419)are Miami Beach residents. CurrentMy,there are 6,148 Miami Beach K-12 youth attending puMic schoots across Miami-Dade County.As of March 2024,4,839 or 78.7�are attending public schools in Miami Beach.The City ot Miami Beach districiwide attached map reflects pubtic school enrollment of Miaml Beach youth resfdents across the Miamf Dade County Public Schools (attachment E). Below is a listlng of Miami Beach public schools and the percent attendirtg that are Miami Beach residents per the map recefved from the public scfiool disVict on March 13,2024: 1. Miami Beach Sr.High 71� 2.Miami Beach Neutilus Middte Schoai 81°� 3.Miami 8each Fien6erg Fisher K-8 96% 4.Miami Beach South Pointe Efementary 95°!0 5.North Beach Elementary 93°!0 ' 6.Biscayne Beach Elementary 91°�6 An esUmated 5908,508 is albqted annualEy to various city funded and imp(emented educaUonal enhancemerrts with the breakdoarn by school available on the MB Public ScMool Enhancement Distribution chart(attachment F). At the Merch 19, 2024 mcetlng, a matlo� was passed ursanimousiy by Committee for Quafity Education members regarding educational enhancemertt(attachment G): Made by Faiz.a Liban Sec�nd by Chana R.Eisner The Committee for Quality Education w�oul� like to request the Mayor and Commission contlnue to sustain current publlc school educational enhancements and support the newly prioriNzed educational enhancements far the private and charter schools. The amount retlected for the pdvate and charter schools is estimated based upa�current pu��schoo!enhen�ment programs end may not be reflective of aduai funding needs. The pubfic,charter and private school representativ�are united and committed to all improvements and enhancements for the educational�eeds of all Miami Beach children. These enhancemants should anly be an expans'an and never a reduction of currently funded public school enhancement programs. The Committee for QuaGty Educatio�urges the Mayor and Commissi�to support the above request. Mofias Passage: Votes 15-0 SUPPORjING SURYEY DATA 49%of residents wene satisfled or very satisfied with public schools in Miami beach. FINANCU1l(�1FORMAT_� FY 2025 �582,415 FY 2026 5189,252 recurring CONCLUSION � Was this Agenda Item intUally requested by a bbbyist which, as delined In Code Sec. 2�81, includes a prtncipal engaged in lotr6ying?No If so,specity name of lobbyist(s)and pri�cipal(s):N/A er�pticable Area Not Appficable • !s�is,�'Residents Rig�e daea this item utilize G.O. ��,�y"item,nursuant to Bond Funds9 ' �jjy_Code Sectfon 2-14� . No No Strate9ic Gonnectia� Prosperity-Be known for(K-12)educational excellence. j,ggi�lative Traeking EducaGon and Pe�fortnance Initiatives �s fittps:l/miamibeach.novusagen�.cam/AgendaWeb/CoverSheet.aspx?ItemID=34825 �� y3 Docusign Envelope 10: 124ED2E7-06D3-4CE6-8BBA-64814CBFBEBF Docusign Envelope�Q:95808497-CD78-4F9E-A37E-OA2A89938ECA S1924,8:17 AM ftem Coversheet $R�4L Commissioner Krist�Rosan Gonzalez ATTAGHMENT$: Deac�iptlon D Attachment A-Commissfon Refamal D Aitachment B-Qrdina^ce � Attachment G-Educationai Enha!+�ment Q�g 0 Attachment Q-Private Charter �hA��PmR���rams of Interest 0 Attachment E-MDCP MB P ihlir.Rrhnnl Fnrnlbrwnf 0 Att?c.hment F-MB P�blic^�;,hppl Enhancsment Distributia D Attachment G-LT OQ7- O d!]FC MnBnn Mamh�n d n Etesolu6on 447 https://miamibeach.rrovusac�erufa.comlAgendaWeblCoverSheetaspx?Itemi0=34825 , 313 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Docusign Envelope ID:95808497-CD78-4F9E-A37E-OA2A89936ECA ATTACHMENT A Commission Referral Committe�AsnianmaMa-G A NI{A►MI BEACH . COMMlSSION MEMORANDUM TO: Honorsble Meyor and Members of the City Commission FROM: Commlestoner Kristen Rosen Gonzalez DATE: July 26,2023 SUBJECT:REFERRAl..TO FINANCE AND ECONOMIC RESIUENCY COMMlTTEE ON JULY 28, 2023 TO DISCUSS FUNDING FOR EDUCATIONAL ENHANCEMENTS. SUPPQRTING SURVEY DATA N!A FINANCIAI iNFORMATION TBD ARPlicabl�Ma Citywide is th(s a"R�sidents Rla� D es thfs ltem utfllze b.0. Know"item,r�urswr�t to 9ond Funds? �y Code Seetion 2-14? Yes Na StratQgle Coruiection . Prosperity-Be known for(K-12)educatlonal exoetlence. �,g9istativa Tracking Commissioner Kristen Rosen Gonzalez ATTA¢HMENTS: Deac�iption 0 Educadanal Enhancements �8 � , Docusign Envelope ID: 124ED2E7-06D3-4CE8-868A-64814CBFBEBF uocusign tnvelope ID:95608497-CD78�F9E-A37E-OA2A8993BECA ATfACHMENT B Ordinance No. 2023-454Q ORD{NANGE NO. 2023-4540 AN ORDINANCE OF THE AAAYOR AND CRY COmAd OF�THE ClTY OF MIAMI BEACM, FLORIDA, AAAEND{NG CHAPTER 2 Of �HE MIAA�I BEACH CITY CODE, ENTITLED "ADMIMSTRATION" BY AAAENDING ARYlCLE UI, ENTTFLED "At3ENClES� BOARdS AND C�IIMlTTEE$�" BY A{1dENDING DMSION 30,ENTITLED"CONlAAIT1'EE FOR QUAUTY EDUCATiON IN MIAMI. BEACH SCHOOLS," BY AMENDINt3 SECTIONS 2-190.135-2-190.437 THEREOF TO EXFAND TH�COMPOSITION OF THE C011�illTTEE INCLUDE � REPRESEIdTATNES FROM PRNATE AND CHARTER K-12 SCHOOLS iN MlAMI BEACH TO BETTER SERVE INTERESTS OF ALL STUDEM'S tN THE CRY; AND, PROViDtNt3 FOR REPEALER, SEVERABILI7'Y, COQIFICATION, AND AN EFFECTIVE DATE. � WHEREAS� the C(ty of Miarni Beach's advisory Commlftee For Quafity Education tn Miami Beach Sct�ools was established in 1999 to make racommendations to the city comm[ssion artd�to inveattgate, �velop, and carryr ovt plans to promote and ensuro the provfston of quaBt�t educ�tfon in AAiami Beach p�lic schools;a�d YVHEREAS, the Ordinarx:e, codifled in Sections 2-190.534 tfuough 2190.138 of City's Code of Laws and Ordinanc�s ('City Cade°j, raquices for the Cammit�ee to be composed of fifteen(1�voting members and thrae nonvo�ng ex-officio mambers;and YYHEREAS,the Mayor and City Commission detertnined that it is in the best interest of the City to amend the composi�on of the Committee to tnctude represerrtatives from all K through 12 achools in the City of Miami Beach, induding private and charter achools, to bettsr serve the[nterests of all students tn the City. NOW, THEREFORE, BE tT ORDAINED BY TME NIAYOR AND CITY COAAAA{SStON , OF THE CtTY OF IYf1Ad11 BEACH,FLORtOA: ECTtON 1.Sections 2180.135-2190-137 of Dtvisian 1$,ot Article lil, of Chapter 2 of the Ctty Code,er�fitied"Admintstration,"is hereby�ded as fotlows: GHAP7'ER Z � ADMINISTRAT{ON . . . . ARTtCLE!!1.AOENCIES,BOARDS AND COAAMITTEFS � . . . DNtS10N 30.COMMtTTEE FOR b1UALiTY EDUCAYION IN MIAMI BEACH SCHOOLS Sec.2-190.134.EstabGshed. There is hereby established the Committee for Quality Educa�on in Miami Beach Schools .. - - ��who�-purposes,.powerand.duties._composftion,,membership.qualtfica�ons,and general__ goveming rBgulatians are as follovus. 449 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Docusign Envelope ID:95808497-CO78-4F9E-A37E-OA2A89938ECA 8ec.2-�80.135.Pucpoae. The commttte8's purpc�se is to guide the c�ty's ePEorts tvwand providi�g the best education . possibie irt Miami Beach�lie,�thra,�h 12°1 a�ade sc.ha�ls. . S�ec.2-il0.136.Powa�s and duties. j The c�mmittee is vested�h the power and aut�to�y ta make recommendaUans to the ctty , oommission and to investigate,develop,and carry out plar�s to promote and ensure the i provisio�of guality educ�tio�in A9iami Beach�lis K�rouah 12''�.scfiools. 8ec.�-i90.137.Compoe�tion;imawle�e and eocpe�lence. 'fhe oommittee shalt coctaist of�5�y-six oaveR(2�1 vadng membe�and three nonvoting ex off'ido memheia to be comprised as foNows: (i) A rep��se�hre selec#ed by the Parerrt Teac�her Assaciatlon of NoRh Beach . Etementacy. (2) A rep�se�tative selecEed by the Parer�t Te�d�er A�sodation of Bisc�yr�e e� Etementary. �(3) A repr�ve selected by the Parent Teacher Aseodation of AAia�ni Beach Feinben9-Fi�her K�.�ea�• (4) A rcpre�e�tive selecDad by the Parent Teac�er Associetlon of Mismi Beach South Pante+Elementeuy. (5) A tepreseMative ss{e�d by the Parent Teacher Association of Mt��nl Beach Nautilus Mlddle Sdtool. (6j A represerrtative s�eded by the Parent Teac�er Assodatian of Mismi B�ch High 3choad. (7) A re�reserttative selected by the Parent Teadter Assoda�on of Ruth K. Broad Eietrter�ary SchooL (S) A repres�r►ta�ve selected by ttte Parer�t Teacher Assoclatlon of Troasure Iatand Elemerrtary Sc�oal. (9} A recres�r�talive selecbed bv the Parent Teac�e� AssociaEion. or an eauiva{ent I . careMal or+aanizadon of Rabbi Alexander Grass Hiah School 8�Hebr�ew Academv. � (10�A �erttative selected bv the Parent Teacher Assocf�on. cr an eauivalec�t Da�ental ot+�aniza4on Qf Yeshiva Efa►r�,�(y Seftooi. (11)A recrese 've seleded bv tha Parerrt Tea er aation or an eauivalertt cat��tal crs�anizatioct of S't.F'atrfck Cathollc Schaol. (12}A reQtBserrtative.sefecMd by the P�rent Teacher Assoa3dan. �r an eauNalettt • var�errta!ananizab�on of Casa Dei BambiN. � (13)1��rearesenta�ve selected bv the Parer�t Teacher Assoaation. or an eauival�t oare t o��ation af Lehcman Comm nfir Day School inc. , (14)A rearesentsti�re sefacbsd bv the Parent Teadier Asaodt�tion. or an eauivaleat . _ _.._..-- -. .. _ . . ._ . _ o8ronbl ornatiiZetbtl of �Klurinae`]IAe�si�ita ----_• .-- �('�el�#�iteh. 2 45Q . , � . Docusign Envelope ID: 124ED2E7-06D3-4CE6-86BA-64814CBFBEBF Docusign Envelope ID:95808497-CD7B�F9E-A37E-0A2A89938ECA (1�e �^�••� selecbed bv the Parent Teedler Association. or an eaufvalent oareMal or�aanization of Teanpb�Sholom innova8on School (16)A r��or�en�tive s� bv the Pare�t Teacher A�ciatan or an eauiva�t paner�ta!orosnizattan of Ma�Beach As�demv. (1�A recreser�tative seled,ed bv the Parertt Teacher Asso�lation or en eaulvAle�lt oareMai oraani¢at�n of MoMessori Academy at St.Jof►rt�. (18) �ative selec�eed bv !he Par�ent T er o or oaronta�i ganization of Le Pe�be PaaUon Monteasori. (18)A reor�ve set..�+ �y th9 Pa Te�s��r as�c�cistion or an eauiv�r►t ��amana�of�in�ot South Florlda(the Me�ivte of Grea�r Miam�. � L�42 Seven mamber� cf the publ€c wlth Imowledge or expectise with regard to educ�tion fssuea who ahaU be direct appofntments by the mayor and each city commissioner with no more than tlu�ee who can be employed or conG'acted by Miami-0ade Courrty pubiic schoots. A n1m sh n ' n' : . I vo a � � st�„�e�g��g a Miami Beach sc�ioo!vaho are atso C�v ot Miami resideMs The dty commission shall designate two of its members to serve as dty commission liais�na wtw sha11 report to the c,ity commission adions of the committee fttr qtta�ty educatfon; the dty mansger shaU further designate a member of city staff to serve as a liaison who shall report the committee's adions to the city maneger. Sec.2-190.138.8upporting�partrn�nt The suppoRinq department st�be the offbe of the dty rt�anaper. � • f f SECTIQN 2.GQOIFIGATION It is the intec�6on of the Mayor and City Commiss(on of the City af Miami Beach, and it fs hereby orda'med that the proviaicns of this ordinance shall become and be made part of the Miaml Beach City Code. The s8diuns of this ordinance may 6e renumbered or rolette�ed bo accomPlish such (�er�tion, and!�e word "ordinance"may b.ehinped to"section�M MH��,"nr other appropriate word. $ECTION 3.REPEALER Alf ordircancea or pacts of ordinanoes in cor�lict herewith be and �he same are hereby, sepeaied. SECTION 4.8�VERABILlTY _.. - -- -- . . .____.__.. . .---- If any sedion, subsedion, ciauae or provision of�th1a Orc�nance-is-�held irn�lid; the -- . . remainder shal{nat be atfected by suc�irrvaUdity. 3 451 , , Docusign Envelope ID: 124ED2E7-O6D3-4CEB-8BBA-64814CBFBEBF Docusign Envelope ID:95808497-CD76-4F9E-A37E-OA2A8993BECA SECTION� F�FECTfVE DATE. Tt�Or�d�ance ahall take efiffec�on the � day of �4�C�` .2023. PASSED AND ADOPTED thEs a.� day of f�COr'xt4� 2023. � ATTEST: Dan Gelber�MaYor �a z s �023 E. Granado, City Cletk (Sponsor�ed by Commissbonet K�isten Rosen Gonzale¢) . ' APPROVED AS TO FOWlA�lANC3UAGE d�FOR EXECUTtON -. _ _ . . _ .- - � -- -. _. ��V._-L/. .. .'a,i27_�.. __._ �a►�� ow ' 4 452 Docusign Envelope ID: 124ED2E7-06D3-4CE6-88BA-64814CBFBEBF Docusign Envelope ID:95B08497-CD7B-4F9E-A37E-OA2A89938ECA OMinancas-RS E MIAMIBEACH CONMIqSSION MEMORANDUM TO: f-bnorable AAay�or and Members of the City Cortxntssion FROM: Rafael A.Paz,City At�omey DATE: Febn�ary 22,2023 10:35 a.m.Seco�d Readi�g Pub�c Hoaring SUBJECT:AN ORDINANCE OF THE MAYOR AND CITY COMMISSION OF THE CITY �F MlAMI BEACH� FLORfDA, AMENDING CHAPTER 2 OF THE MIAMI BEACH CiTY CODE, ENTITLED "ADMINISTRATlON," BY AMENDING ARTICLE Iq, ENTITLED "AGENCIES, BOARDS AND COAAMITTEES' BY AMENDING DIVtS10N 30, ENTiTLED °COMMITTEE FOR QUALITY EDUCATION IN MIAW41 BEACH SCHOOLS° BYAMENDING SECTIONS 2- 190.135-2-150.137 THEREOF TO EXPAND THE COMPOSITION OF THE COMMITTEE INCLUDE REPRESENTATlVES FROM PRIVATE AND CHARTER K-12 SCHOOLS tN MIAMI BEACH TO BETTER SERVE iNTERESTS OF AL� STUDENTS IN THE CITY; AND, PROVIDING FOR REPEALER,SEVERABILITY,CODIFICATIOPI,AND AN EFFECTtVE DATE. ANALYSI8 Pu►suant�o the request of CoMnissioner Krfsten Rosen Gon�the above-r�eferenc�d O�nanoe is submitt�d for considete�on by tt�e Mayor and City Carrrr�isston at the Febniary 1, 2023 Commission mBeting. The Ordtrcance wiU be s�mitled via Supp�mentat Agertda. SUPPCIRTING SURVEY DATA wn FINANCIAL INFQRMA710N WA Is tl�is a"Resider�Riaht Doas thfs item utilize G.O. �K�n w"iEs�n�� Bond Funds? Cgy C�3�ction 2-14� No No L�gislative Trackina Oftice of the CiiyAt�omey � �D� . 453 . Paye 433 of 1109 •� . . Docusign Envelope ID: 124ED2E7-06D3-4CE8-8BBA-64814CBFBEBF Docusign Envelope ID:95808497-CD7B�F9E-A37E-OA2A8993BECA Comr�issione�Kristen Rosen Gonz��z ATTACHMENT3: DesCriptbn o Corxxnission Memorarulum o Ordinance 454 Page 434 of 1109 4 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF uuwoiyn�nveiope iv:aot�un9a�-w�C1lryt-A3/t-UA2A8993BECA �1�1 � fi�:�`�`�I B E AC H o�rce oF tNE cmr�rroRN�r RAfAEL A.PAZ.CIfY AITORNEY COMMiSSiON MEMORANDUM TO: Mayor Dan Geiber and Members of the City Commission Alina T. Hudak, City Martager $ECOND READING FRON: Rafael A Paz, Cit�t Attomey DATE: February 22,2023 SUBJECT: AN ORDINANCE OF THE IMAYOR AND CITY COMAAISSION OF THE CITY OF 4AIAM1 BEACH� FLORIDA, AMENDfNt3 CHAPTER 2 OF THE MIAAAI BEAGH C1TY CODE, ENTffLED "ADMINISTRATION," BY AMENDINa ARTICIE III, ENTITLED "AGENCIES, BOARDS AND COMMiTTEES,"BY AMENDIN(3 DIVlS10N 30�ENTRLED"COMAA�7TEE POR QUALITY EDUCATION [N MiANIt BEACH SCHOOLS�" BY AMENDiNG SECTIONS 2-180.135-2-190.137 THEREO�• TO EXPAND THE COMP031TION OF THE COAAMITTEE INCLUDE REPRESENTATIVES FROAA PRNATE AND CHARTER K-12 SCHOOL8 IN MIAMIBEACH TO BETTER SERVE INTERESTS OF ALL STUDENTS IN THE CITY; AND� PROVIDING FOR REPEALER, SEVERABILITY. CODIFICATION�AND AN EFFIECTIVE DATE. The attac�ed Oniinance was prepared at t�e request of Commissioner Kristen Rosen Gonzalez. The Mayor and City Commission approved the Ordinance on first reading at the February 1, 2023 City Commission mee�ting. No c�anges have been made belween First and Second Reading. A Summary of the proposed Ordinance is set forth below. The City of Miami Beach's advisory Commltbee For Quai'�ty Education In Miami Beach Schools was established in 1 S99 ta make recommendations to the City Commission and to investi�ate,develop,and carry out p[ans to promote and ensure the provision of quality educa6on in Miami Beach pubiic schoofs. The Ordinance, codified in Sectiions 2-190.134 through 2-190.136 of City's Code of Laws and Ordinances ("City Code'�, requires fo�the Commitbee to be composed of fifteen (15) voting members and three nonvotIng ex-ofFcio members. The proposed Ordinance would amend the composition of the Committes to ihclude represer�tatives from ail K through 12 schools in the Ciiy of Miami Beach,including private and charter schoots, to bettsr serve 3he interests of all students in the City, for a total number of 27 members. RAP/FA/ag 455 Page 435 of 11 Q9 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Docusign Envelope ID:95808497-CD7B-4F9E-A37E-OA2A89936ECA ATTACHMENT G Educational Enhancement Options .� �, � � � F'rovides ag�nda pl�nne:s to t ���nr,,o nelp $2 GG�per Schotil+$1 per child � ,�Agenda Planners � i � All � entiance communication and Ume managemerrE . . . Re�Schoolcontribution • . . • ; . . .. F - • skiNs � STEM Equipment $45,833 per$thooi ' p�) funds Science,Technoiogy,Engineering,and • . Mathematics(STEMj supplies and equipment _ _.... _ .--- .... . _.._ .....: . . _ -- - - -- - -� - . � �, � I�fuses Sdence;Techhblogy,Enginening,Arts, � ,STEAnA+Program ' � S60.S�O pe�Schooi q�l . . . � and Mathematia(S7EANt)during the school day, 1 ,, , ^ , . , bringing local art organizations into the � � � • - . ; _-----._._....._. . . - - •---!.__. . ' ( . dassroom . ..__._.. _.._ .--- .. ......... ... -. • - - - ------ ------�—_... Provides a free SAT/ACT preparation progrem College Prep Program $12,500 per S00 kids � HS durtng the summer and to high school students ' during the uhool year ..._.- �--------�---•----_.—__..-�.___�_�. .- --• -- . . . . - -- ._ _ _----------------.._.... ( UF$6,�16 per Gass � College/High schooF courses offered at tfie Oual�Enrollmeot � FtU$5,000 H5,Middte I High/Middle School site for . � .E M�SS,o�..---. . ._ . I ._ . .►.��,t . Transcripts 575-5100 per child(Graduate HS Funds official tronscript requests,for students ._.------_.__-- --._._..__.. ._-___..--- ----_-_ participating in Gty-funded Oual Enrollment 1 ^� ^ t Provides Behavioral Health/Mental Health Mental Heatth t $i1,A00 per day per Schoo) � AI! wpport services from a Ucensed diniwl Social _ __._ _. .._. ... ._.. ..:�_,.•—-. �.,_ _._. _ . �. . . '�,.Workerattheschoolsite Stop the Bleed Kit 5100 per K(t p�� P�ovlde kit installation in each classroom for essential bieeding controi ; _..._...., _ .. . . .. ........_t..._._.____.... �_.. ._ _.. _ _ .__-------------.. ._. . . ' r i Provides oneon-0ne aRer-uhool math tutorin� � Math Tutoring ASE • $7,500 per School HS,Middle • .... _ ._ ..� • • � to studencs . .... ._ _ .__... _._. .._. ..___ .. . ..... _..----- - - . .. . . . . . Reading Interventionist S10,000 per Schooi ElemenWry PCO�des one-on-one reading instruction during [he school day Math Interventtonist t.$iQ,�00 per School• � HS,Middle i �OY�des one-or►�one math insiruction durirtg the - � - -- -�.__.._.. ._. . . ! _ . . . I school day.. _ ' IB Program TBD � A�� Provides International Baccalaureate(18j �rofeuionai development training _ Anti-Oefamation League"No i� ( � Implemenu"A World of Differe 4ce"AnU-Bias ; i $1,250 per traintng day j•All � and Diversity Training,eaming a No Place for Piace for Nate" ; } t . l.Hate"desi�nation ,_,._^_---,-�--. - �_....------.. .... _ _._ ...._----- _ .. ._ . . ..i. .. . . ._.. Provides drug prevention and intervention Orug Prevention TBD All informational sessions for parents/guardians of � Miami Beacfi teens --.--.-.- -.-- .. _ ._ . . .--- - - - . .' �Funds STEAM(Sdence,Technology,Engineering, Extra�Curcicular Free ASE f $30,000 per School � Elementary � Art,and Mathematics)driven actfviites for _.. i _..�. ._. � afterschool enrichment Gommon Threads Varies by program interest Elementary a�n Youth and famUfes hands-on cooking and _ coordinated by Parks � nutrition pro�rams � ; An event hosted at the school site that brings Youth Job fair ', $S00 per School/fair j NS � local employers to the High School to support . . � t youth employment - - . Reimbu�ses resldenu the cost to become a Substitute Teacher $350 per Sub Teacher+CW parking All qualified substitute teacher and provides free citywide parking � ' Provfdes aaess to a virtual tour of the school Virtual Tours ; $3,333 per School � i campus in Miami Beach,highHghtlng programs . . __�.�.... ...,.� _...-__ ._�_.,�._.�_l�_.w,__-'.""'j�►id'facillt}es—`—__.._ __.. _ 456 Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Docusign Envelope ID:95808497-CD78�F9E-A37E-OA2A89936ECA ATTACHMENT D PrivatelCharter Educational Enhancemenfs Programs of Interest �� ���d: r art1n�n. ota um MB St h��� �M Na{nmmdy: on�tlm� SWdeMs: lj140,1)141� L STEM EqulpmaM 45,833 Onctlme 540 studenb iS3 K•S or IE%) Don Coh�n(QEC) B�� sbnniu CanxnWdty 2.ReaOk�IMervenNonist 10,000 RecvrrNt� SOI IEs�ly Chtldhood w16%1 ���� Day feheel NG .Asenda Ptanners 30 Recurc� MkheUe E�nwWe S 58,3b3 �.Msd,u+tervmttwrse S ioAao nea�mn� aw smdenu i1i pt-e or4ofcf UMM EIfnH(QEC) Matin wrp 2.Naading mterventlen�si 10.000 aewnMq EsrM[�+qdtiood or shtJ Fster S�d RahblOwW NNAen VesAM ENrn�nbry ].STEM Equtpmmt 45,833 Onrdme ch Funer fchod 4.StOC M+!9Nad iroaram 1,6Q0 O�e-dm� ted Mendel 5.Subsiitute ie�d+a�Mcentive iASo ReanNq Sh�bm SasHn S 68.483 1.Stem Equipment S 65,833 On�Nme 305 studenb S(K•5 a 77%) bcqwlynn 7ow�s(QEQ Pentan �.Steam�Crapam 60�500 Recurr4�g 178(Esrly Qi7dhood or 767i) kn 8urk nnan KooMn 3.ResdGq Mtervent�onkt SQ�M aecurtM{ femple Beth SRelan .Gommon Thttads 3. Rca+trM{ InnwatMe Sdiad S.Mtl-Dehmatlon l�a{ue � Recw/in� G SubAfNte Tpcher 1,050 Rew�ru�g 7.Mentsl Health ll,a RecuMn! $ 132.683 L Math TutnrinB S T,500 Rec�rtfnt 56 stud�nK 37(312 a 66%) SAaye Gulfenhcri(QEC) Rabbi Eli Durdl 2 CoYqe PreD 925 Hecurrin� Or.Martln Ifarp RshN Friedman 3.NCnL!HeahA 11,100 ReCunln� N��^�* 4.STEM EQuipment I�EAM� l5.833 Olit•CIT! MuMns af South 5.Fitra Q�rrialu free�SE 30,000 Raurt4+g HoAd�(�Mnlvb &Dru�Preven6ort �3.000 Recurrin` of 6rertn Mlamfl 7.Oual EeroOment 17.000 Rawrin� E.Rop tha Hked 3a0 One•tlme .Vktu�Tow 3�33 OnrtGne � S 114,291 1.STEMM Propam S �.SaO RecwrMi 659 students 23(K•12 m tl%) Oevorsh Zei`er(QECJ Re�ni Pabovslry .STEM EQutpment d5,H33 Ontrqma (Esrly Ch+idhaod a S1%1 Davad Werdher Rachel Wdnbet�er RahNAk�nder 3.ES011nterventbMst 10,000 Recurti� NOMtNounbnt rnWaem ���� .1lesdirq IntsrventfoniR 30.000 Returrf� Ucy Walhon Merldeth Kakman a S.Math InterventleNrt ]0.000 RQarA�y H�,y��y 6.Yertud7aun� 3,333 Oncdme AMaml 7.Cdk`e Prep Pro`rm� 4,315 RecuMry !.Owl Emoltmc�rt 20,000 Recwrtn` .Trariwipts I,00o Rearcrtn� 10.Stop the 8ked KVtf 2,100 On�Wne 11,EsVsNrtialwFrseASE 30,000 Fkcurrb� $ 197.041 1.!leadfrK IntervenUonKt S IO.00a Recwrin� 602 students 393(K-8 or 65%1' t4tntb Cnidmltow MuisOn Gomet STEAMr prp�m 60.500 Recurrt� fablina Me[ro C�roMi HNldli 3.STFM EqulpmMt 45,633 OorUmc Mrlsline NrrkrStotto��Q 1Y�li7da M�W etscA .��H�� 11.400 RCNrrin� eila Lmta/e CMoe Mxkowkt �� 5.Fitra Llarindar HtEE ASE 70.000 Rawrfn Marlamery leoni Mabel Vera G M Wo�qm 58.333 On�-time 7.Common Thrpds 3.000 RawrrinQ &aAath Irrtervarilonht lO,OW Recurrtng 5 216,066 1.Wteedy Ptp�ram Accett S 10,00� Recurrtng 52 studanb 36(K-5 ot 699i) BriLLany Faw(QK� C�mthq Rodrituei 2.ReaIN�tntervrntionist 10.00U Pecurrin� Ms.Diu Montawl 3.STEM Eqwpment d5,R33 Onrtlme Aoda�nyatSt. .V'irtualTours 3.333 O�e-tlme lohn's .ExVaCwAcvArfreeASE 30.000 RcarrirK A(lrfda Pknntn 2,OSZ Recurt(n� $ 101,21B ' TOTAI S 888.195� �.^--'—t612""---'--^_1.679I�).---"'� •_._.- _.....' ---"" '—'--..-•-'.----�._._.� S 393,163 One-Ume S 495,032 NacurMt �'N� w + ' Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF Docusign Envelope ID:95808497-CD78�F9E-A37E-OA2A89938ECA � �. -- e�us� ,.��,., �..�.r.a • ��tmo.s� �� �•,y� wdr ...rt-+.n a...r. 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(.,, • I `,}.(IS]��� ..,,.•n.....w .. � • . :i,-g� �'F�1: 'w;�,,,"„�„1, � Oi�� +4• ` 'y���������'j Jn ..'�� '�_ ' � ' ��l� t� o •� '��'��z � `� =i�1'�i:, _ , .,,i;��; .� �p� ��•c� rwew�a' •.!�: .��•I� �. ..�._'. lduutlonalRacUBMs �^�•o•� '��i�jli ie .�.�..w.,+. � 1Yw aiu�. .. . ,-:^�. .n� w�.'..w�.,..« �u ., � w�.nr43ay �a�a '1. .�.r...rw.. tu�n�ne��clsn0 "•T� ���w�+� ♦ R.{C�OrCs�O.r�qn6onol �� • • • W�bS�Ma . .r w.�w...,~.r. • E�rK�W�LO�W F{i�e�tsla ' w yw+++�T�r.�. • SOp�tiLppGpy , o�� y..�...�,�_.� .�.�, ..- Sowu:Locstion nru�ytia npp•02n6rto2a Miami-Dade County Public Schools •c� ' City Of Miami Beach �O A�i��� s,„q,.rry,p��� , Students Residing within Municipality �Land Use ; (Charter and Traditional Public Schools) _ __._� 458 �--� Deia�?/29R02� Docusign Envelope ID: 124ED2E7-06D3-4CEB-8BBA-64814CBFBEBF .�....���y��...��.civNc�u.aoo�ova�-wra-vrat-Nsrt-UAZAt3893EStCA � ATTAGHMENT F Miatni Beach Pubiic Schoof Enhancement DistNbution • • ' . . . e � •o, � •e� � iTEM Equipment $ - $ is,000 $ i9,000 5 lio,oao 5 z�,000 S ioa,oao S the 8lead Kits 5,830 7,314 4,664 7,420 7,844 - 1/lrtuai Tours 3,333 3,333 3,333 3,333 3,333 3,333 ' � One=tfine: $ .. . � 9,163 $ 25,647 $ 26,997 S 120,753: $. 38,177 �$ 107,333 enda Ptanners $ 1,733 $ 3,024 $ 1,039 $ 1,453 $ 3,119 S 1,812 S7'EAM+program 62,000 62,�10 62,000 62,OQt} 62,000 62,000 College Prep Program(Method Learning) - - 12,500 Dual Enrol(ment(FiU,MDC,UF} - - 10,000 93,432 Transcripts - - 50,000 Mentai Heahh 11,400 22,800 11,400 11,400 22,800 60,000 Math Tutorin - 7,500 7,500 Reading Interventionisis 10,000 50,000 SQ,000 10,000 10,000 - Math loterventlonists - ia,000 10,0U0 Intemational Bacca(aureate 8,333 8,333 8,333 8,333 8,333 8,333 0.nti-Defamation Ceague-"No Place For Hate" 1,250 1,250 1,250 1,250 1,250 1,250 Drug Prevendon Pro�ram - - - 6,000 FREE AfterscFtool En�ichment Pro am 30,0�0 - 40,000 - 33,600 Youth 1ob Fafr _ _ _ 1�� Substitute Teachers 833 833 833 833 833 833 � Recurring an�ual •$ 125,549 .$ 308,240 $ � 94,855 $ 135,769 $ 135,835 $ 308,260 Scboal Totai S 134,712 S 133,887 $ 121,85Z $ 256,522 5 174,012 $ 415,593 All schoo{s excluding ir�fastructure $ 1,236,578 O�e ttme expend"Rures 328,070 Recurrl�g annually $ 908,SOB 459 Docusign Envelope ID: 124ED2E7-O6D3-4CEB-866A-64814CBFBEBF Docusign Envelope ID:95808497-CD7B-0F9E-A37E-OA2A89938ECA DocuSign Enve�ape ID:034205E7-EF39-4AC6-98E0-0G4963UOC658 ATTACHMENT G LTC 097-2024 Committee fo►Quality Education Motion MiAMIBEACH OPFlCE OF THE CIT'f CLERK NO. LTC # LEfTER TO COMMISSION 097-2024 TO: Honorable AAayor Steven Meiner and Membe�s of the City Commission FROM: Rafael E.Granado,City Clerk /�� DATE: March 19,2024 SUBJECT: Committee for Quality Education Modon Ttte Committee for Quality EducaBon would like yau to be aware of the following motion regarding educational enhancements,appraved at the March 19,2024,committee meetlng. C:ExecuUve Staff Dr.Leslie Rose�eld, Chief Educatian Officer Attachment JDG/LDR C � 460 , � Docusign Envelope ID: 124ED2E7-06D3-4CE6-866A-64814CBFBEBF Docusign Envelope ID:95808497-CD78�F9E-A37E-OA2A89938ECA DacuSig�E�velope ID:034205E7-EF39-4AC6-99E0-OC49690�658 City of Miami Beach Committee for Quality Education Meeting of March 19, 2024 Members Present: Donielle Cohen,Lau�ie Kaye Davis,Brittany Faw,Seth Guttenberg, Beverly Heller,Mary Keinatt�, Faiza Liban,James Orlowsky,Christine Perrin�tocco,Jonathan Rothman, Chana R. Eisner, Beth Edwards,Karen Fryd, Devorah Zeiger,Amy Ostroff and Jacquel�mn Powers City of Miami Beach Liaison: Dr�eslie Rosenfeld Commissioner David Suarez Members Absent: Rina Bass, Evie Femandez,and Mariiia Kamfl Motion Made by Faiza Uban Second by Chana R. Eisner The Committee for Quality Education would like to request the Mayor and Commission co�tinue ta sustain cuRent public school educatfonai enhancements and support the newly prioriNzed eduq6onal enhancements for the private and charter schools.The amount reflected for the private a�d charter schoo{s is estimated based upon current public school enhancement programs and may not be reflec6ve of actual funding needs. The public,charter and private school representatives are united and cammitted to all Improvements and enhancements for the educational needs of all Miami Beach chfldren.These enhancements should onty be an expansion and never a reductlon of currently funded pubiic schooi enhancement programs. The Committee for Qual'rty Education urges the Mayor and Cammission to support the above request Motion Passage:Votes 15-0 Absent for Vote:Jonathan Rothman 461 Docusign Envelope ID� 124ED2E7-06D3-4CE6-SBBA-64814CBFBEBF Docusign Envelope ID:95808497-CD78-4F9E-A37E-OA2A89938ECA M I AM I B EAC H �� ; ���y, +�e�.��., � x,. . STEAM+Grant Agreement 2025-26 CMB Miami City Ballet(YESHIVAJ � � MIAMI CITY BALLET,tNG � Education&Performance Initiatives � . -� Doousronid����. "'.e'"t_ � . .. ��OOev379ned by� _ Leslie Rosenfeld �;/i` � Jason Greene �� �;4r��� � Type 1-Contract,amendment,change order,or task order resulting from a procurement-issued competitive solicitation. Type 2-Any other contract,amendment,change order,or task order that does not result from a procuremenFissued competitive solicitation. Type 3-Independent Contractor Agreement(ICA) Type 6•Tenant Agreement Type 4-Grant agreements with the City as the recipient Type 7-Inter-governmental agency agreement x Type 5-Grant agreemen(s with the City as the grantor Type 8-Other: I, This agreement ailows Miami City Ballet to provide STEAM Plus programming at Yeshiva Elementary School.Through this progrem, students will take an educational approach to learning that uses Science,Technology,Engineering,the Arts,and Mathematia as access points for guiding student inquiry,diaiogue,critical thinking,and creativity. Reso 2024-33016 prioritizes 5189,252 in educational enhancements for private and charter schools during the FY 2025 budget process and on a recurring basis thereafter for the seven private a�d charter schools currentiy active on the Quality Education Committee. Proportionally,Yeshiva has been allocated$20,840.This amount was calculated based on a rate of$187.75 per Miami Beach resident for the 111 enrolied children who reside in the city. Effective Date—September 30,2026 N/A N/A 6rant Funded: Yes i X No��State � Federal Othec , — � 1 $20,679 177-6881-000343-12-400-592-00-00-00- Yes x No Z Yes No 3 Yes No 1.For contrac[s longer than five years,contad the Procurement Department.2.Attach any supporting explanation needed.3.Budget approval indicates approval for the current fiscal year only. Future years are subjed to City Commission approval of the annual adopted opereting budget. City Commission Approved: Yes No Resolution No.: CC Agenda Item No.: CC Meeting Date: � X 2024-33016 If no,explain why CC approval is not required: Legal Form Approved: X Yes No If no,explain below why form approval is not necessary: Procurement: N/A Grants: N/A Budget Analyst:Ayanna o,��sqMao.. Information Technology: N/A DaCosta-Earie ,w_. „ �9'IottCCBtyaA . Docu3�pnM Dy: Budget Director: Tameka Otto Stewart r���0 S�nY� Risk Management: ` Fleet&Facilities: N/A Marc Chevalier ��„o,,,,,Y Insurance Type:�(pages 33-1�8) ��„� fl .�u„ Reviewed COI: Yes�]No� U� el5EP929B1.'JeCB Human Resources:Marla � Other: N/A Alpizar N/A � ' M