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Concession Agreement with South Pointe Cafe, LLC DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C (.102 l -.3181fontractNo.21-137-01 ZOO— is CONCESSION AGREEMENT BETWEEN CITY OF MIAMI BEACH FLORIDA AND SOUTH POINTE CAFE, LLC FOR MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT SOUTH POINTE PARK PURSUANT TO RFP-2021-137-ND '1 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C INDEX SECTION TITLE PAGE 1. TERM 5 2. CONCESSION AREAS 5 2.1 Concession Area within the South Pointe Park 5 2.2 Concession Area within Flamingo Park 5 3. USE(S) 6 3.1 Food and Beverage Service 6 3.2 City Business Tax Receipts 6 3.3 Parking 7 4. CONCESSION FEES 7 4.1 Security Deposit 7 4.2 Minimum Guarantee (MG) 7 4.3 Percentage of Gross (PG) vs. MG 7 4:4 Interest for Late Payment 8 4.5 Sales and-Use Tax 8 5. MAINTENANCE AND EXAMINATION OF RECORDS 8 6. INSPECTION AND AUDIT 8 7. TAXES, ASSESSMENTS, AND UTILITIES 9 8. EMPLOYEES AND INDEPENDENT CONTRACTORS 10 9. HOURS OF OPERATION 10 10. IMPROVEMENT, MAINTENANCE, REPAIR and OPERATION 10 10.1 Improvements 11 10.2 Garbage Receptacles 12 10.3 Maintenance/Repair 12 10.4 No Dangerous Materials 13 10.5 Security 13 10.6 - Inspection 13 11. INSURANCE 14 12. INDEMNITY 15 13. DEFAULT AND TERMINATION 15 13.1 Bankruptcy 15 13.2 Default in Payment 16 13.3 Non-Monetary Default 16 13.4 City's Remedies for Concessionaire's Default 16 13.5 Concessionaire's Remedies for City's Default 17 13.6 Termination for Convenience 17 13.7 Surrender of Concession Area 17 14. ASSIGNMENT 18 15. SPECIAL EVENTS /SPONSORSHIPS 18 15.2 City Special Events 18 15.3 Sponsorships 19 2 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C SECTION TITLE PAGE 16. NO IMPROPER USE 19 17. PRICE SCHEDULES 19 18. NOTICES 20 19. LAWS 20 19.1 Compliance 20 19.2 Equal Employment Opportunity 21 19.3 No Discrimination 21 20. FORCE MAJEURE 21 21. CONCESSIONAIRE'S COMPLIANCE WITH FLORIDA PUBLIC RECORDS LAW 23 22. PROHIBITIONS REGARDING SALE OR USE OF POLYSTYRENE FOOD SERVICE ARTICLES EXPANDED 25 23. INSPECTOR GENERAL AUDIT RIGHTS 27 24. E-VERIFY 28 25. LIMITATION OF LIABILITY 29 26. VENUE 30 27. EXCLUSICE MARKETING AGREEMENT 30 28. MISCELLANEOUS 30 28.1 No Partnership 30 28.2 Modifications 30 28.3 Complete Agreement 30 28.4 Headings 31 28.5 Binding Effect 31 28.6 Clauses 31 28.7 Severability 31 28.8 Right of Entry 31 28.9 Not a Lease 32 28.10 Signage 32 28.11 Conflict of Interest 32 28.12 No Waiver 32 28.13 No Third-Party Beneficiary 32 28.14 Attorney's Fees 33 EXHIBITS Exhibit 2.1 35 Exhibit 2.2 36 Exhibit 3.1.1 37 Exhibit 3.1.2 47 Exhibit 3.1.7 49 Exhibit 10.1.1 50 Exhibit 28.10 51 Proposal Documents (Attachments A-C) 53 3 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C CONCESSION AGREEMENT BETWEEN CITY OF MIAMI BEACH, FLORIDA AND SOUTH POINTE CAFE, LLC FOR MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT SOUTH POINTE PARK 3/2/2022 I 4:20 EST THIS CONCESSION AGREEMENT ("Agreement"), made the day of , 2022, between the CITY OF MIAMI BEACH, a municipal corporation of the State of Florida(hereinafter called "City"), having its principal address at 1700 Convention Center Drive, Miami Beach, Florida,33139,and SOUTH POINTE CAFE, LLC, a Florida limited liability company, having its principal place of business at 737 Jefferson Avenue, #301, Miami Beach, Florida, 33139, (hereinafter called "Concessionaire"). WITNESSETH WHEREAS, On May 13, 2021,the City issued Request for Proposal(RFP) 2021-137-ND for Management and Operation of Concession Facilities Located at South Pointe Park and the Flamingo Park Aquatic Center(the "RFP"); and WHEREAS, On September 17,2021,the Mayor and City Commission adopted Resolution No. 2021-31841, authorizing the Administration to negotiate and execute an agreement with Concessionaire pursuant to the RFP, as the sole responsive proposer; and WHEREAS, accordingly, the City and Concessionaire have negotiated the following Concession Agreement; and WHEREAS, The Proposal Documents shall mean the City's Request for Proposals No. 2021-137-ND, together with all amendments thereto, issued by the City in contemplation of this Agreement (the `RFP), and Company's Proposal in response thereto ("Proposal"), all of which are hereby attached for reference purposes only and not to increase the scope of the work provided by Company, which are set forth in their entirety in this Agreement. In the event of an express conflict between this Agreement and the Proposal Documents,the following order of precedent shall prevail: this Agreement:the RFP; and the Proposal; and NOW THEREFORE, in consideration of the premises and the mutual covenants and conditions herein contained and other good and valuable consideration, the receipt and adequacy of which are hereby conclusively acknowledged, it is agreed by the parties hereto as follows: The City hereby grants to the Concessionaire,and the Concessionaire hereby accepts from the City,the right to maintain, manage and operate a food and beverage concession within the Concession Area (as hereinafter defined), in accordance with the purpose(s) and for 4 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C the term(s) stated herein, and subject to all the terms and conditions herein contained. SECTION 1. TERM. 1.1 This Agreement shall have an initial term of five (5) years, commencing on the 1st day of December 2021 (the "Commencement Date") and terminating on the 30th day of November 2026 (the "Term"). The City, through its City Manager,will have the option to extend the term of the Agreement for two(2) additional two-year renewal terms at the City's sole option and discretion. The initial term and any renewal terms shall be collectively referred to as the "Term." For purposes of this Agreement, a "contract year" shall be defined as that certain period commencing on the 1st day of December and ending on the 30th day of November. SECTION 2. CONCESSION AREA(S). The City hereby grants to Concessionaire the right, during the Term herein, to maintain, manage and operate a food and beverage concession in the following Concession Areas: 2.1 Concession Area within the Pavilion Building at South Pointe Park:, An area comprised of 240 square feet within the Pavilion Building, located at 3 South Washington Avenue and as further delineated in Exhibit 2.1 hereto. 2.2 Concession Area within the Aquatic Center at Flamingo Park: An area comprised of approximately 95 square feet within the Flamingo Park Aquatic Center, located at 99911 Street and as further delineated in Exhibit 2.2 hereto. 2.3 Notwithstanding the Concession Area granted to Concessionaire in Sections 2.1 and 2.2, Concessionaire hereby understands,agrees,and acknowledges that the Concession Areas, along with any and all other public facilities in South Pointe Park and Flamingo Park, not specifically identified herein, is intended to be open and available to the public and, as such, must remain available for the use and enjoyment of the general public. Notwithstanding the preceding, Concessionaire may designate areas within the Concession Areas which shall not be open to and/or accessible to the general public(e.g. "kitchen areas, pantries, and/or storage closets, etc.). SECTION 3. USE(S). Concessionaire is hereby authorized to,conduct the following kind(s) of businesses and provide the following kind(s)of services within the Concession Areas,all at its sole expense and responsibility: 3.1 Food and Beverage Service. 3.1.1 Concessionaire shall prepare, or cause to be prepared, for sale within and from the Concession Areas, such pre-cooked, prepared, and/or prepackaged foods and such non-alcoholic beverages as those set 5 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C forth in Exhibits 3.1.1. The City Manager hereby approves the types of food and beverages, and prices for same (as those set forth in Exhibit 3.1.1).Any amendments to Exhibit 3.1.1,whether as to type of food and beverages to be sold, or as to changes in prices for same, must be approved in writing by the City Manager or his designee, such approval not to be unreasonably withheld, delayed or conditioned, prior to such changes being implemented within the Concession Area, and a new updated Exhibit 3.1.1 will be incorporated into this Agreement. 3.1.2 All food and beverages sold within the Concession Areas will be prepared using only the equipment and/or methodology approved by the City and as set forth in Exhibit 3.1.2 as well as properly prepared and served in compliance with all applicable health and sanitary standards, laws and regulations. 3.1.3 The quality of food, beverages, and service offered will be first-rate and comparable to that available at other public concession facilities at world class resorts on par with the City of Miami Beach. 3.1:4 In addition to Concessionaire's general_maintenance obligations for the Concession Areas, as set forth in Section 10 herein, the Concession Areas and the immediately surrounding ten (10) foot adjacent areas, shall at all times be maintained in a clean and sanitary manner. 3.1.5 At least one supervisory employee must possess a Food Service Management Certification issued by a County Public Health Department in Florida. In addition, the Concession Area must be licensed by the Florida Department of Business Regulation, Division of Hotels and Restaurants, and/or the Department of Agriculture, and/or as may further be required by State law and/or by corresponding agencies. 3.1.6 Concessionaire agrees not to place any speakers,or any other device used to amplify sound, in, on or around the Concession Areas. 3.1.7 Concessionaire shall comply with the CDC Guidelines incorporated herein by reference and attached hereto as Exhibit 3.1.7. 3.2 City Business Tax Receipts. Concessionaire shall obtain, at its sole expense and responsibility, any business tax receipts required by the City for the proposed use(s) contemplated herein. To the extent required by City law (as same may be amended from time to time), business tax receipts shall be obtained for each proposed use within a particular Concession Areas. • 6 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C 3.3 Parking. Concessionaire may request from the City's Parking Department,the use of one (1) designated parking space at the Municipal Parking Lot P1 (South Pointe Park parking lot) for delivery vehicle use only. The rate for said parking space is subject to change and is currently One Hundred and Six dollars ($106.00), plus applicable sales and use tax per space. SECTION 4. CONCESSION FEES. 4.1 Security Deposit: Upon execution of the Agreement,the vendor shall furnish the City with a Security Deposit in the amount of $7,500. Said Security Deposit shall serve to secure successful proposer's performance in accordance with the provisions of the Agreement. In the event the successful proposer fails to perform in accordance with said provisions, the City may retain said Security Deposit, as well as pursue any and all other legal • remedies provided herein,or as may be provided by applicable law.The form of security may be negotiated with the selected proposers; however, the City's decision as to the allowable form shall be final and binding. 4.2 Minimum Guarantee (MG): In consideration of the City's granting of the rights provided in this Agreement,for each contract year during the Term,the Concessionaire shall- pay to the City a Minimum Guaranteed Annual Concession Fee (MG) in the amount of Fifty Thousand ($50,000.00) Dollars, payable in equal quarterly installments of Twelve Thousand Five Hundred Dollars ($12,500.00) each, payable on the 1st-day of each quarter during the Term. In the event that the City, at its sole discretion, chooses to approve the additional two(2) renewal terms,the MG payment for each renewal term shall be subject to negotiation and approval by the parties. Any such approvals shall be memorialized in writing in the form of an amendment to the Agreement. 4.3 Percentage of Gross (PG) vs. MG: During the Term, in the event that the amount equal to ten (10%) percent of Concessionaire's gross receipts (PG) exceeds the MG amount, then Concessionaire shall also pay to the City the difference between the PG amount and the MG amount, which payment shall be received no later than sixty (60) days after the end of each contract year. The term "gross receipts" is understood to mean all income, whether collected or accrued, derived by Concessionaire under this Agreement, or any licensee, sub-concessionaire,or sub-tenant, as Concessionaire,from all business conducted upon or from the Concession Areas, including but not limited to receipts from sale of food and beverages.The term"gross receipts" shall exclude amounts of any Federal, State, or City sales tax, or other tax, governmental imposition, assessment, charge or expense of any kind, collected by the Concessionaire from customers and required by law to be 7 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C remitted to the taxing or other governmental authority. 4.4 Interest for Late Payment. Any payment which Concessionaire is required to make to the City which is not paid on or before the respective date provided for in this Agreement shall be subject to interest at the rate of eighteen(18%)percent per annum,or the maximum amount allowable under Florida law,whichever is greater,from the due date of payment until such time as payment is actually received by the City. 4.5 Sales and Use Tax. It is also understood that the required Florida State Sales and Use Tax shall be added to Concessionaire's payments and forwarded to the City as part of said payments. It is the City's intent that it is to receive all payments due from Concessionaire as net of such Florida State Sales and Use Tax. SECTION 5. MAINTENANCE AND EXAMINATION OF RECORDS. Concessionaire shall maintain current, accurate, and complete financial records, on an accrual- basis, -related to its operations pursuant to this Agreement. Systems and procedures used to maintain these records shall include a system of internal controls; all accounting records shall be maintained in accordance with generally accepted accounting principles; and shall be open to inspection, copying, and audit by the City Manager or his designee upon reasonable verbal or written notice, during normal hours of operation. Concessionaire shall maintain all such records at its principal office, currently located at 737 Jefferson Avenue,#301, Miami Beach, Florida, 33139,or, if moved to another location, all such recordsishall be relocated, at Concessionaire's sole expense, to a location in Miami Beach,within ten(10)days from notice of request for inspection from the City. Such records and accounts shall include, at a minimum, a breakdown of gross receipts, expenses, and profit and loss statements. Concessionaire shall maintain accurate receipt- printing cash registers(or a like alternative) in the Concession Area which will record and show the payment for every.sale made or service provided in such Area. Such other records shall be maintained as would be required by an independent CPA in order to audit a statement of annual gross receipts and profit and loss statement pursuant to generally accepted accounting principles. Concessionaire records shall also be maintained for a period of three (3) years following expiration (or other termination) of this Agreement (regardless of whether such termination results from the expiration of the Term or for any other reason). Concessionaire shall submit to the City Finance Department's Revenue Manager, within sixty(60)days of the end of each contract year, an annual statement of gross receipts, in a form consistent with generally accepted accounting principles. SECTION 6. INSPECTION AND AUDIT. The City Manager or his designee shall be entitled to audit Concessionaire's records as often as he/she deems necessary throughout the Term, and three(3)times within the three (3)year period following expiration(or other termination)of this Agreement. The City shall be responsible for paying all costs associated with such audit(s), unless the audit(s)reveals a deficiency of five (5%) percent or more in Concessionaire's statement of gross receipts for any year or years audited, in which case Concessionaire shall pay to the City, within 8 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C thirty(30)days of the City deeming the audit final,the cost of the audit and a sum equal to the amount of the deficiency revealed by the audit, plus interest. These audits are in addition to periodic City audits of Resort Tax collections and payments (which are performed separately). It is Concessionaire's intent to stay informed of comments and suggestions by the City regarding Concessionaire's performance under the Agreement.Within thirty(30)days after the end of each contract year,: Concessionaire and the City may meet to review Concessionaire's performance under the Agreement for the previous contract year.At the meeting, Concessionaire and the City may discuss quality, operational, maintenance and any other issues regarding Concessionaire's performance under the Agreement. Nothing contained within this Section shall preclude the City's audit rights for Resort Tax collection purposes. SECTION 7. TAXES, ASSESSMENTS, AND UTILITIES. Concessionaire agrees and shall pay, before delinquency, all taxes and assessments of any kind(including,without limitation,ad valorem taxes,if assessed,and/or\Resort Taxes) levied or assessed upon Concessionaire and/or the Concession Area including, without limitation, any such taxes and/or assessments that may be levied and/or assessed against Concessionaire and/or the Concession Area by reason of this Agreement, or by reason of the business or other operations and/or activities of Concessionaire upon or in connection with the Concession Area. Concessionaire will have the right, at its own expense,to contest the amount or validity, in whole or in part, of any tax and/or assessment by appropriate proceedings, which Concessionaire shall conduct diligently and continuously, in good faith. Concessionaire may refrain from paying a tax to the extent it is contesting the imposition of same in a manner that is in accordance with law; provided, however, if, as a result of such contest, additional delinquency charges become due,Concessionaire shall be responsible for such delinquency charges, in addition to payment of the contested tax (if so ordered). Concessionaire shall be solely responsible for and shall promptly pay when due all charges for utility service(s)provided to the Concession Area(including all hook-up fees and impact fees)for gas, electricity, water, sewer, cable, telephone, trash collection, etc. Notwithstanding the preceding paragraph, the City shall charge Concessionaire a flat fee, for 1)electricity, in the amount of One Hundred Twenty($120.00)Dollars per month;and 2) water usage, in the amount of Forty($40.00)Dollars per month.The City reserves the right, at its sole discretion, to adjust the flat monthly fees charged to Concessionaire for electric • and water use at any time during the Term, upon thirty (30) days prior written notice to Concessionaire. In addition to other rights and remedies hereinafter reserved to the City, upon the failure of Concessionaire to pay for such utility services when due, the City may elect to pay same and Concessionaire shall promptly reimburse the City upon demand. In no event shall the City be liable, whether to Concessionaire or to third parties, for an interruption or failure in the supply of any utility's services to the Concession Area. . 9 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C • l SECTION 8. EMPLOYEES AND INDEPENDENT CONTRACTORS. 8.1 Concessionaire shall select, train, employ(or otherwise hire or retain) such number of employees and/or independent contractors as is necessary and appropriate for Concessionaire to satisfy its responsibilities hereunder, and as necessary to maintain the same levels of service as exist in similar first class concession facilities and operations. Concessionaire's employees and/or independent contractors shall be employees and/or independent contractors of Concessionaire and not of the City, and Concessionaire shall be solely responsible for their supervision and daily direction and control. Concessionaire shall be solely responsible for, and have the sole authority to hire, terminate and discipline any and all personnel and/or contractors employed or retained by Concessionaire. 8.2 Concessionaire and its employees and/or independent contractors shall wear identification badges and uniforms approved by the City,such approval not to be unreasonably withheld, delayed or conditioned, during all hours of operation.All employees and/or independent contractors shall observe all then graces of personal grooming. Concessionaire shall hire people to work in its operation who are neat, clean, well groomed, and comport themselves in a professional and courteous manner. Concessionaire and any persons hired and/or retained by Concessionaire shall never have been convicted of a felony(excluding traffic offenses). Concessionaire shall have an experienced manager or managers overseeing the concession operations at all times. SECTION 9. HOURS OF OPERATION. The Concession Areas shall be open for business seven days a week, 365 days a year, weather or events of force majeure permitting. Concessionaire's minimum hours of operation shall be: 9:00 AM to 7:00 PM or Sunset (whichever occurs earlier) Any change in the hours of operation including, without limitation, any request by Concessionaire for an increase or decrease in same, shall be subject to the prior written approval of the City Manager or his designee, which approval, if granted at all, shall be at the City Manager's (or his designee's) sole option and discretion. SECTION 10. IMPROVEMENTS, MAINTENANCE, REPAIR and OPERATION. Concessionaire accepts the use of the Concession Area in its "AS IS" "WHERE IS" condition. Concessionaire assumes sole responsibility and expense for maintenance of the Concession Area (including all furniture, fixtures, equipment and any other improvements thereon).This shall include,without limitation,daily(i.e.365 days)removal of litter,garbage and debris. Concessionaire shall also be responsible for all garbage disposal generated by 10 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C its operations. 10.1 Improvements. 10.1.1 Any improvements to the Concession Areas shall be at Concessionaire's sole expense and responsibility; provided, however, that any plans for such improvements shall be submitted to the City Manager or his designee for prior written approval, such approval not to be unreasonably withheld, delayed or conditioned, and a list of the approved improvements shall be attached hereto as Exhibit 10.1.1. Upon termination and/or expiration of this Agreement, all personal property and non-permanent trade fixtures may be removed by Concessionaire without causing damage to the Concession Areas. All permanent (fixed) improvements to the Concession Areas shall remain the property of the City upon termination and/or expiration of this Agreement, except as provided in Subsection 10.1.2. • Concessionaire will permit no liens to attach to the Concession Areas arising from, connected with, or related to, the design, construction, and installation of any improvements. Construction of any approved improvements shall be diligently prosecuted to completion and accomplished through the use of licensed, reputable contractors who are acceptable to the City Manager or his designee. In addition to obtaining the prior approval of the City Manager or his designee (acting on behalf of the City, in a proprietary capacity), Concessionaire shall also be solely responsible for obtaining, at its sole cost and expense, any and all permits, licenses, and/or regulatory approvals; such regulatory approvals which may include, without limitation, land use board and/or the approvals of other required regulatory agencies having jurisdiction) required for the construction of improvements. 10.1.2 Notwithstanding Subsection 10.1.1 hereof, upon termination and/or expiration of this Agreement, Concessionaire shall immediately remove any permanent improvements made to the Concession Areas during the Term, at Concessionaire's sole expense and responsibility. In such event, Concessionaire shall also restore the Concession Areas to their original condition prior to the improvements being made, reasonable wear and tear excepted. 10.1.3 The above requirements for submission of plans and the use of specific contractors shall not apply to improvements (which term, for purposes of this subsection 10.1.3 only, shall also include improvements necessary for Concessionaire's ongoing maintenance and repair of the Concession Areas). which do not exceed Five Hundred ($500.00) Dollars; provided that the work is not structural, and provided further that it is permitted by applicable law. 11 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C • 10.2 Garbage Receptacles. With respect to litter, garbage and debris removal, Concessionaire shall provide, at its sole expense, a sufficient number of trash receptacles for its own use and for the use of its patrons. Determination of the "number" of receptacles shall at all times be within the City Manager or his designee's sole discretion. Disposal of the contents of said receptacles(and removal of litter, garbage and debris within the Concession Areas), shall be done on a daily (i.e., 365 days) basis. Any costs for removal of the contents of said trash receptacles by the City, because of the Concessionaire's failure to do so, will be assessed to, and become the responsibility of, the Concessionaire. The dumping or disposal of any refuse,discards,trash or garbage,generated by, or as a result of Concessionaire's operations, into any of the trash receptacles at South Pointe Park or Flamingo Park shall be strictly prohibited. 10.3 Maintenance/Repair. Concessionaire shall maintain, at its sole expense and responsibility, all furniture, fixtures, and equipment (FFE) and any other improvements (whether permanent or not)required to operate the concession. In the event any FFE and/or other improvement(s) is lost, stolen, or damaged, it shall be replaced or repaired promptly, at the sole expense of Concessionaire. 10.3.1 All damage or injury of any kind to the Concession Areas, and/or to any improvements and/or FFE thereon,except damage caused by the willful misconduct or gross negligence of the City, shall be the sole obligation of Concessionaire, and shall be repaired, restored and/or replaced promptly by Concessionaire, at its sole expense, to the satisfaction of the City Manager or his designee. 10.3.2 All of the aforesaid repairs, restoration and replacement shall be in quality and class equal to or better than the original work (or FFE, as the case may be)and shall be done in good and workmanlike manner. 10.3.3 If Concessionaire fails to make any repairs, restoration and/or replacement, the same may be made by the City, at the expense of Concessionaire, and all sums spent, and expenses incurred by the City shall be collectable by the City and shall be paid by Concessionaire within ten(10)days after receipt of a bill or statement thereof. Notwithstanding that the City may elect to make such repairs, restoration, and/or replacement, the City shall have no obligation and/or affirmative duty to do so. 10.3.4 It shall be Concessionaire's sole obligation to ensure that any } renovations, repairs and/or improvements made by Concessionaire to the Concession Areas comply with all applicable permitting, building codes and life safety codes of governmental authorities having 12 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C jurisdiction. 10.4 No Dangerous Materials. Concessionaire agrees not to use or permit in the Concession Areas the storage and/or use of gasoline, fuel oils, diesel, illuminating oils, oil lamps, combustible powered electricity producing generators,turpentine, benzene, naphtha, propane, natural gas, or other similar substances, combustible materials, or explosives of any kind, or any substance or thing prohibited in the standard policies of fire insurance companies in the State of Florida.Any such substances or materials found within the Concession Areas shall be immediately removed. • In consideration of a separate and specific consideration of Ten ($10.00) Dollars and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Concessionaire shall indemnify and hold the City harmless from any loss, damage, cost, or expense of the City, including,without limitation, reasonable attorney's fees, incurred as a result of, arising from, or connected with the placement by Concessionaire of any "hazardous substance" or "petroleum products" on, under, in or upon the Concession Areas as those terms are defined by applicable Federal and State statutes, or any environmental rules and environmental regulations promulgated thereunder. The provisions of this subsection 10.4 shall survive the termination or earlier expiration of this Agreement. 10.5 Security. Concessionaire shall be responsible for and provide such reasonable security measures as may be required to protect the Concession Area and any improvements and FFE thereon. Under no circumstances shall the City be responsible for any stolen or damaged FFE; damage to or loss of any improvements; or any stolen, lost, or damaged personal property of Concessionaire's employees, contractors, patrons, guests, invitees, and/or any other third parties, except if caused by the willful misconduct or gross negligence of the City, its officers, employees, contractors, agents or servants. 10.6 Inspection. Concessionaire agrees that the Concession Areas(and operations thereon) may be inspected at any time during hours of operation by the City Manager or his designee, or by any other municipal, County or State officer, pr other agency having responsibility and/or jurisdiction for inspection of such operations. Concessionaire hereby waives all claims against the City for compensation for loss or damage sustained by reason of any interference with the concession operations,whether by the City or by any public agency or official,.in enforcing their respective duties, or enforcing compliance with any applicable laws, or ordinances, or regulations. • 13 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C SECTION 11. INSURANCE. Concessionaire shall maintain, at all times throughout the Term, at its sole expense and responsibility, the following types of insurance coverage: a. Worker's Compensation Insurance for all employees of the vendor as required by Florida Statute 440, and Employer Liability Insurance for bodily injury or disease. Should the Vendor be exempt from this Statute, the Vendor and each employee shall hold the City harmless from any injury incurred during performance of the Contract. The exempt Vendor shall also submit(i)a written statement detailing the number of employees and that they are not required to carry Workers' Compensation insurance and do not anticipate hiring any additional employees during the term of this contract or(ii) a copy of a Certificate of Exemption. 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. c. Automobile Liability Insurance covering any automobile, if vendor 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. d. Umbrella Liability Insurance in an amount no less than$2,000,000 per occurrence. The umbrella coverage must be as broad as the primary General Liability coverage. e. Liquor Liability Insurance on an occurrence basis,including property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per _ occurrence. f. Subrogation.The terms of insurance policies referred to in Section 11 shall preclude subrogation claims against Concessionaire,, the City and their respective officers, employees, contractors, agents or servants. The policies of insurance referred to above shall not be subject to cancellation or changing coverage except upon at least thirty (30) days prior written notice to the City, and then only subject to the prior written approval of the City Manager or his designee, such approval not to be unreasonably withheld, delayed, or conditioned. Prior to the Commencement Date of this Agreement, Concessionaire shall provide the City with a Certificate of Insurance for each such policy.ALL POLICIES SHALL NAME THE CITY OF MIAMI BEACH FLORIDA AS AN ADDITIONAL NAMED. INSURED. All such policies shall be obtained from companies authorized to do. business in the State of Florida with an A.M. Best's Insurance Guide(latest edition) rating acceptable to the City's Risk Manager, and any replacement or substitute company shall also be subject to the approval of the City's Risk Manager, such approval not to be unreasonably withheld, delayed, or conditioned. Should Concessionaire fail to obtain, maintain, or renew the policies of insurance referred to above, in the required amounts, the City may, at its sole discretion, obtain such insurance, and any sums expended by the City in obtaining said 14 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C insurance, shall be repaid by Concessionaire to the City, plus ten (10%) percent of the amount of premiums paid to compensate the City for its administrative costs. If Concessionaire fails to repay the City's expenditures following written demand from the City(and within the time specified in the City's demand notice),such failure shall be deemed an event of default hereunder and the total sum owed shall accrue interest at the rate of twelve (12%) percent until paid. SECTION 12. INDEMNITY. • 12.1 In consideration of a separate and specific consideration of Ten ($10.00) Dollars and other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, Concessionaire shall indemnify, hold harmless,and defend the City, its officers, employees, contractors, agents or servants from and against any claim, demand or cause of action of whatsoever kind or nature arising out of error, omission, or negligent act of Concessionaire, its officers, employees, contractors;agents or servants in the performance of services under this Agreement. 12.2 In addition, and in consideration of a separate and specific consideration of Ten ($10.00) Dollars and other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, Concessionaire shall indemnify, hold harmless and defend the City, its officers, employees, contractors, agents or servants from and against any claim,demand or cause of action of whatever kind or nature arising out of any misconduct of Concessionaire, its officers,employees, contractors, sub concessionaire(s), agents or servants not included in Subsection 12.1 herein and for which the City, its officers, employees, contractors, sub concessionaire(s), agents or servants are alleged to be liable. 12.3 Subsections 12.1 and 12.2 shall survive the termination or expiration of this Agreement. Subsections 12.1 and 12.2 shall not apply,however,to any such liability,that arises as a result of the willful misconduct or gross negligence of the City, its officers, employees, contractors, agents or servants. SECTION 13. DEFAULT AND TERMINATION. Subsections 13.1 through 13.3 shall constitute events of default under this Agreement. An event of default by Concessionaire shall entitle the City to exercise any and all remedies described as the City's remedies under this Agreement, including but not limited to those set forth in Subsection 13.4 and Section 14. An event of default by the City shall entitle Concessionaire to exercise any and all remedies described as Concessionaire's remedies under this Agreement, including but not limited to those set forth in Subsection 13.5. 13.1 Bankruptcy. If either the City or Concessionaire shall be adjudged bankrupt or insolvent, or if any receiver or trustee of all or any part of the business property of either party shall be appointed, or if any receiver of all or any part of the business property shall be appointed and shall not be discharged within sixty(60)days after appointment, or if either party shall make an assignment of its property for the benefit of creditors, or shall file a voluntary petition in bankruptcy, or 15 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C insolvency,or shall apply for reorganization or arrangement with its creditors under the bankruptcy or insolvency laws now in force or hereinafter enacted, Federal, State, or otherwise, or if such petitions shall be filed against either party and shall not be dismissed within sixty(60)days after such filing, then the other party may immediately,or at any time thereafter,and without further demand or notice, terminate this Agreement without being prejudiced as to any remedies which may be available to it for breach of contract. 13.2 Default in Payment. In the event Concessionaire fails to submit any payment within five(5)days of its due date, there shall be a late charge of Fifty($50.00) Dollars for such late payment, in addition to interest at the rate of eighteen percent(18%)per annum or the highest rate allowable by law,whichever is less. If any payment and accumulated penalties are not received within fifteen(15)days after the payment due date, and such failure continues three (3) days after written notice thereof,then the City may,without further demand or notice,terminate this Agreement without being prejudiced as to any remedies which may be available to it for breach of contract. 13.3 Non-Monetary Default. In the event that Concessionaire or the City fails to perform or observe any of the covenants, terms or provisions under this Agreement, and such failure continues thirty (30) days after written notice thereof from the other party hereto, such non-defaulting party may immediately or at any time thereafter, and without further demand or notice, terminate this Agreement. In the event that a default is not reasonably susceptible to being cured within such period, the defaulting party shall not be considered in default if it shall, within such period, commence with due diligence and dispatch to cure such default and thereafter completes with dispatch and due diligence the curing of such default, but in no event shall such extended cure period exceed ninety (90) days from the date of written notice thereof. In the event Concessionaire cures any default pursuant to this subsection, it shall promptly provide the City with written notice of same. 13.4 City's Remedies for Concessionaire's Default. If any of the events of default,as set forth in this Section, shall occur,the City may, after notice(if required)and the expiration of cure periods, as provided above, at its sole option and discretion, institute such proceedings as in its opinion are necessary to cure such default(s)and to compensate the City for damages resulting from such default(s), including but not limited to the right to give to Concessionaire a notice of termination of this Agreement. If such notice is given, the Term of this Agreement shall terminate upon the date specified in such notice from the City to Concessionaire. On the date so specified, Concessionaire shall then quit and surrender the Concession Areas to the City pursuant to the provisions of Subsection 13.7. Upon the termination of this Agreement by the City, all rights and interest' of Concessionaire in and to the Concession Areas and to this Agreement, and every part thereof, shall cease and terminate and the City may, in addition to any other rights and remedies it may have, retain all sums paid to it by 16 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C Concessionaire under this Agreement. In addition to the rights set forth above, the City shall have the rights to pursue any and all of the following: a. the right to injunction or other similar relief available to it under Florida ' law against Concessionaire; and/or b. the right to maintain any and all actions at law or suits in equity or other proper proceedings to obtain damages resulting from Concessionaire's default. 13.5 Concessionaire's Remedies for City's Default. If an event of default, as set forth in this Section, by the City shall occur, Concessionaire may, after the expiration of the cure period, terminate this Agreement upon written notice to the City. Said termination shall become effective upon receipt of the written notice of termination by the City. On the date specified in the notice, Concessionaire shall quit and surrender the Concession Areas to the City pursuant to the provisions of Subsection 13.7. 13.6 Termination for Convenience. 13.6.1 Notwithstanding any other provision of this Section 13,this Agreement may be terminated, in whole or in part, by the City, for convenience and without cause, upon the furnishing of sixty(60)days prior written notice to Concessionaire. 13.6.2 In the event of termination by the City pursuant to this subsection, Concessionaire herein acknowledges and agrees that it shall not have any claim, demand, or cause of action of whatsoever kind or nature, against the City, its agents, servants and employees (including, but not limited to,claims for any start-up costs, interference in business or damages for interruption of services, or interference in its concession operations). In no event shall the City be liable to Concessionaire for any indirect, incidental, special, lost profits or consequential damages. 13.7 Surrender of Concession Areas. At the expiration of this Agreement, or earlier termination in accordance with the terms of this Agreement, Concessionaire shall surrender the Concession Areas in the same condition as the Concession Areas were prior to the Commencement Date of this Agreement, reasonable wear and tear excepted. Concessionaire shall remove all its personal property, upon forty- eight(48)hours written notice from the City Manager or his designee unless a longer time period is agreed to by the City. Concessionaire's obligation to observe" or perform this covenant shall survive the expiration or other termination of this Agreement. Continued occupancy of the Concession Area after termination of the Agreement shall constitute trespass by the Concessionaire and may be prosecuted as such. In addition, the Concessionaire shall pay to the City One Thousand ($1,000.00) Dollars per 17 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C day per Concession Area as liquidated damages for such trespass and ' holding over. SECTION 14. ASSIGNMENT. Concessionaire shall not assign,sublease, grant any sub-concession or license, permit the use of by any other person other than Concessionaire, or otherwise transfer all or any portion of this Agreement and/or of the Concession Area(all of the forgoing are herein after referred to collectively as"transfers"),without the prior written consent of the City Manager, which consent shall not be unreasonably withheld. Concessionaire shall notify the City Manager of any proposed transfer prior to consummation of same. In the event that any such transfer is approved, the transferee shall agree to be bound by all the covenants of this Agreement required of the transferor hereunder.Any transfer made without complying with this section shall be null,void,and of no effect and shall constitute an act of default under this Agreement. Notwithstanding any such consent, or any permitted transfer under any provision of this section, unless expressly released by the City Manager, Concessionaire shall remain jointly and severally liable (along with each approved transferee, who shall automatically become liable for all obligations of the transferor hereunder with respect to that portion of the Agreement so transferred), and the City shall be permitted to enforce the provisions of this Agreement directly against Concessionaire or any transferee of Concessionaire without proceeding in any way against any other person. SECTION 15. SPECIAL EVENTS /SPONSORSHIPS. 15.1 The parties agree and acknowledge that Concessionaire's proposed use(s), as defined in Section 3 hereof,do not contemplate nor allow the production, promotion or sponsorship by the Concessionaire of special events in or around the Concession Areas. 15.2 City Special Events. Notwithstanding Subsection 15.1 herein, and in the event that the City, at its , sole discretion, deems that it would be in the best interest of the City,the City reserves the right to displace the Concessionaire for City produced and/or sponsored special events and/or City produced and/or sponsored productions, upon five (5) days prior written notice to Concessionaire. Additionally,the aforestated events may also require additional time for load- in and load-out of the event. In such cases, the City may request that Concessionaire cease and desist operations during the term of, and in the area of,the special event and/or production, and Concessionaire shall cease and desist during such time. To the extent that Concessionaire is displaced, and/or required to cease and desist operations, City shall provide, calculated on a per diem basis for the period of time the Concession areas non- ' operational, a credit against Concessionaire's PG amount, as delineated in Section 4.2 herein. If the Concessionaire is not required to close, or the City Manager or his designee determines that Concessionaire may remain open in such a manner as prescribed by the City, that will not interfere with the special event and/or production, Concessionaire shall use its best efforts, in, 18 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C • • either case, in cooperating with the City. If Concessionaire is allowed to remain open during special events and/or productions, Concessionaire may be allowed to have in operation its normal daily complement of equipment and staff. "Normal" shall be defined as equipment and staff that the Concessionaire customarily has available to service its patrons within the Concession Area on a normal business day(during its hours of operation). 15.3 Sponsorships. The City reserves unto itself all present and future rights to negotiate all forms of endorsement and/or sponsorship agreements based on the marketing value of any City trademark, property, brand, logo and/or reputation. Any and all benefits derived from an endorsement and/or sponsorship agreement based on the marketing value of a City trademark property, brand, logo and/or reputation, shall belong exclusively to the City. Concessionaire shall be specifically prohibited from entering into, or otherwise creating any, sponsorships and/or endorsements with third parties which are based solely or in any part on the marketing value of a City trademark, property, brand, logo and/or reputation. SECTION 16. NO IMPROPER USE. Concessionaire will not use, nor suffer or permit any person to use in any manner whatsoever, the Concession Areas for any improper, immoral or offensive purpose, or for any purpose in violation of any Federal, State, County, or municipal ordinance, rule, order or regulation, or of any governmental rule or regulation now in effect or hereafter enacted or adopted. Concessionaire will protect, indemnify, and forever save and keep harmless the City, its officers, employees, contractors, agents or servants, from and against damage, penalty,fine,judgment, expense or charge suffered, imposed,assessed or incurred for any violation, or breach of any law, ordinance, rule, order or regulation occasioned by any act, neglect or omission of Concessionaire, or any of its officers, employees, contractors, agents or servants: In the event of any violation by Concessionaire,or if the City shall deem any conduct on the part of Concessionaire to be objectionable or improper, the City Manager or his designee shall have the right to suspend the concession operations should the Concessionaire fail to correct any such violation, conduct,or practice to the satisfaction of the City Manager or his designee within twenty-four(24) hours after receiving written or verbal notice of the nature and extent of such violation, conduct, or practice; such suspension to continue until the violation is cured. Concessionaire further agrees not to commence operations during the suspension until the violation has been corrected to,the satisfaction of the City Manager or his designee. SECTION 17. PRICE SCHEDULES. 17.1 Concessionaire agrees that prices charged for the sale of food and beverage service will be consistent with the price schedule(s) herein submitted by the Concessionaire and approved by the City and incorporated herein as exhibits to this Agreement. All subsequent price approvals and changes must be approved in writing by the City Manager or his designee,such approval not to be unreasonably withheld,delayed or conditioned. Prices shall be reasonably consistent with, those charged for similar items in other similar public concessions in the City. The City shall have the final right of approval for all 19 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C such prices and changes, such approval not to be unreasonably withheld, delayed or conditioned. Concessionaire agrees to refrain from the sale of any item identified as prohibited by the City and to sell only those items approved by the City.. Concessionaire agrees to maintain an adequate supply necessary to accommodate park patrons. 17.2 Notwithstanding Subsection 17.1,Concessionaire acknowledges that the City has an existing"Concession Agreement for Operation of Vending Machines", dated May 3,2012,which entitles the vendor to the placement of up to six(6) vending machines within South Pointe Park and Flamingo Park.Additionally the City reserves the right to contract with a new vendor for the placement of vending machines on the Concession Areas. Concessionaire shall at all times price products of similar type and/or volume in a manner equal or greater to the pricing of the vending machine item(s). At no time shall Concessionaire's item(s) be sold at a lower price than similar items sold in the vending machines. SECTION 18. NOTICES. All notices from the City to Concessionaire shall be mailed to the following address: Stefano Cavinato, Manager South Pointe Café, LLC 737 Jefferson Avenue, #301 Miami Beach, Florida 33139 Email: stefano.cavinato@gmail.com All notices from Concessionaire to the City shall be mailed to the following address: Alina T. Hudak, City Manager City of Miami Beach 1700 Convention Center Drive Miami Beach, FL 33139 Email: alinahudak a(�miamibeachfl.gov With an electronic copy to: Ozzie Dominguez City of Miami Beach Property Management Department 1833 Bay Road, 2nd Floor Miami Beach, FL 33139 Email: ozziedominguezAmiamibeacfl.gov Email: gabrielaalfonsin(cr�miamibeachfl.gov 20 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C SECTION 19. LAWS. 19.1 Compliance. Concessionaire shall comply with all applicable City, County, State, and Federal ordinances, statutes, rules and regulations(including but not limited to all applicable environmental City, County, State, and Federal ordinances, statutes, rules and regulations, as same may be amended from time to time. 19.2 Equal Employment Opportunity. Neither Concessionaire nor any affiliate of Concessionaire performing • services hereunder, or pursuant hereto, will discriminate against any employee or applicant for employment because of race, sex, sexual orientation, color, creed, national origin,familial status, religion or handicap. Concessionaire will take affirmative steps to utilize minorities and females in the work force and in correlative business enterprises. 19.3 No Discrimination. a. In connection with the performance of the Services, Concessionaire shall not exclude from participation in,deny the benefits of, or subject to discrimination anyone on the grounds of race, color, national origin, sex, age, disability, religion, income or family status. b. Additionally, Concessionaire shall comply fully with the City of Miami Beach Human Rights Ordinance, codified in Chapter 62 of the City Code, as may be amended from time to time, prohibiting discrimination in employment, housing, public accommodations, and public services 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, domestic partner status, labor organization membership, familial situation, or political affiliation. SECTION 20. FORCE MAJEURE a. A"Force Majeure" event is an event that (i) in fact causes a delay in the performance of the Concessionaire 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 include technological impossibility, inclement weather, or failure to secure any of the required permits pursuant to 21 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C the Agreement. • b. If the City or Concessionaire's performance of its contractual obligations is prevented or delayed by an event believed by 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 no case within fifteen(15)business days thereof, provide notice of(i)of the occurrence of event of Force Majeure, (ii)of the nature of the event and the cause thereof, (iii) of the anticipated impact on the Agreement, (iv) of the anticipated period of the delay, and (v)of what course of action such party plans to take in order to mitigate the detrimental effects of the event.The timely delivery of the notice of the occurrence of a Force Majeure event is a condition precedent to allowance of any relief pursuant to this section; however, receipt of such notice shall not constitute acceptance that the event claimed to be a Force Majeure event is in fact Force Majeure, 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 obligations. 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 perform, 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 payment obligations under the Agreement, and may take such action without regard to the notice requirements herein.Additionally, in the event that an event of Force Majeure delays a party's 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 Concessionaire of such termination, 22 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C 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 Force Majeure occurrence extend this Agreement beyond its stated term. f. Waiver of Loss from Hazards. Concessionaire hereby expressly waives all claims against the City for loss or damage sustained by the Concessionaire resulting from an event of Force Majeure (as defined herein), and the Concessionaire hereby expressly waives all rights, claims, and demands against the City and forever releases and discharges the City from all demands, claims, actions and causes of action arising from any of the aforesaid causes. SECTION 21. CONCESSIONAIRE'S COMPLIANCE WITH FLORIDA PUBLIC RECORDS LAW. a. Concessionaire 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. a. Pursuant to Section 119.0701 of the Florida Statutes, if Concessionaire meets the definition of"Contractor as defined in Section 119.0701(1)(a), Concessionaire shall: 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; 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 Concessionaire 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 Concessionaire or keep and maintain public records required by the City to perform the service. If Concessionaire transfers all public records to the City upon 23 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C completion of the Agreement, Concessionaire shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Concessionaire keeps and maintains public records upon completion of the Agreement, Concessionaire 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. 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 Concessionaire of the request, and Concessionaire must provide the records to the City or allow the records to be inspected or copied within a reasonable time. ii. Concessionaire'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, following written notice to Concessionaire, pursuant to the notice provisions of the Agreement, and Concessionaire failing to comply with the Public Records Request within eight(8) business days; (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. If Concessionaire 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. If a civil action is filed against a Concessionaire to compel production of public records relating to the City's contract for services, the court shall assess and award against Concessionaire the reasonable costs of enforcement, including reasonable attorneys' fees, if: 1. The court determines that Concessionaire unlawfully refused to comply with`the public records request within a reasonable time; and 2. At least 8 business days before filing the action, the plaintiff provided written notice of the public records request, including a statement that Concessionaire has not complied with the request, to the City and to Concessionaire. ii. A notice complies with subparagraph (i)(2) if it is sent to , the City's custodian of public records and to Concessionaire at Concessionaire's address listed on its contract with the City or to Concessionaire's registered 24 DocuSign Envelope ID:2483E81E-5D3F-4266-8B9E-6D5A76202E2C agent. Such notices must be sent by common carrier delivery service or by registered, Concessionaire 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. If Concessionaire complies with a public records request within 8 business days after the notice is sent, Concessionaire shall not be liable for the reasonable costs of enforcement. f. IF CONCESSIONAIRE HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO CONCESSIONAIRE'S DUTY TO PROVIDE PUBLIC RECORDS 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: RAFAELGRANADOAMIAMIBEACHFL.GOV PHONE: 305-673-7411 SECTION 22. PROHIBITIONS REGARDING SALE OR USE OF EXPANDED POLYSTYRENE FOOD SERVICE ARTICLES, SINGLE USE PLASTIC BEVERAGE STRAWS, AND SINGLE-USE PLASTIC STIRRERS. a. Concessionaire hereby agrees and acknowledges that, pursuant to Section 82-7 of the City Code, as may be amended from time to time, Concessionaire shall not sell, use, provide food in, or offer the use of expanded polystyrene food service articles (as defined in City Code Section 82-7) in City facilities or on City property, in connection with any services performed pursuant to this Agreement.A violation of this section shall be deemed a default under the terms of this Agreement. Notwithstanding the above, this section shall not apply to expanded polystyrene food service articles used for prepackaged food that have - been filled and sealed prior to receipt by Concessionaire. b. Additionally, Concessionaire agrees and acknowledges that, pursuant to Section 82-8 of the City Code, as may be amended from time to time, Concessionaire shall not sell, use, provide food in, or offer the use of single-use plastic beverage straws or single-use plastic stirrers (as defined in City Code Section 82-8) in City facilities or on City 25 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C property, in connection with any services performed pursuant to this Agreement.A violation of this section shall be deemed a default under the terms of this Agreement. Notwithstanding the above, the requirements of Section 82-8 shall not restrict Concessionaire from providing a beverage with, or offering the use of, a single-use plastic beverage straw or single-use plastic stirrer to an individual with a disability or medical condition that impairs the consumption of beverages without a single-use plastic beverage straw or single-use plastic stirrer. c. Additionally, Concessionaire agrees to comply with Section 46-92(c) of the City Code, which provides that it is unlawful for any person to carry any expanded polystyrene product, single-use plastic beverage straw, or single-use plastic stirrer onto any beach or park within the City, or onto any city marina, pier, dock, or boat ramp. It is also unlawful for any business to provide single-use plastic beverage straws or single-use plastic stirrers with the service or delivery of any beverage to patrons on any beach within the City. Notwithstanding the above, the provisions in Section 46-92(c) that pertain to single-use plastic beverage straws and single-use plastic stirrers shall not apply to a person or patron with a disability or medical condition that impairs the consumption of beverages without a single-use plastic beverage straw or single-use plastic stirrer. c. As additional consideration for this Agreement, independent of the requirements set forth in Sections 82-7, 82-8 and 46-92(c) of the City Code, Concessionaire agrees: not sell, use, provide food in, or offer the use of expanded polystyrene food service articles in any Facility. A violation of this section shall be deemed a default under the terms of this Agreement. Notwithstanding the above, this section shall not apply to expanded polystyrene food service articles used for prepackaged food that have been filled and sealed prior to receipt by Concessionaire; and ii. not sell, use, provide food in, or offer the use of single-use plastic beverage straws or single-use plastic stirrers in any Facility. A violation of this section shall be deemed a default under the terms of this Agreement. Notwithstanding the above, Concessionaire shall be permitted to provide a beverage with, or offering the use of, a single-use plastic beverage straw or single-use plastic stirrer to an individual with a disability or medical condition that impairs the consumption of beverages without a single-use plastic beverage straw or single-use plastic stirrer; and iii. not carry any expanded polystyrene product, single-use plastic beverage straw, or single-use plastic stirrer onto any beach or park within the City,or onto any city marina, pier, dock, or boat ramp. 26 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C SECTION 23. INSPECTOR GENERAL AUDITS 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, perform 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 investigate 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 subpoena 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 Concessionaire, 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 Office of Inspector General. c. Upon ten (10) days written notice to the Concessionaire, the Concessionaire 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 including but not limited to project design, bid specifications, (bid/proposal)submittals, activities of the Concessionaire its officers, agents and employees, lobbyists, City staff and elected officials 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 Concessionaire'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 27 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C 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 Concessionaire 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 Agreement, for examination, audit, or reproduction, until three (3) years after final payment under this Agreement or for any longer period required by statute or by other clauses of this Agreement. In addition: i. If this Agreement is completely or partially terminated, the Concessionaire shall make available records relating to the work terminated until three (3) years after any resulting final termination settlement; and ii. The Concessionaire shall make available records relating to appeals or to litigation or the settlement of claims arising under or relating to this Agreement until such appeals, litigation, or claims are finally resolved. 1 ' f. The provisions in this section shall apply to the Concessionaire, its officers, agents, employees, subcontractors and suppliers. The Concessionaire shall incorporate the provisions in this section in all subcontracts and all other agreements executed by the Concessionaire in connection with the performance of this Agreement. 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 Concessionaire or third parties. SECTION 24. E-VERIFY a. Concessionaire 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, Concessionaire 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, Concessionaire shall expressly require any subcontractor 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 Concessionaire enters into a contract with an approved subcontractor, the subcontractor must provide the Concessionaire with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an 28 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C unauthorized alien. Concessionaire shall maintain a copy of such affidavit for the duration of the contract, or such other extended period as may be required under this Agreement b. Termination Rights. i. If the City has a good faith belief that Concessionaire has knowingly violated Section 448.09(1), Florida Statutes,the City shall terminate this Agreement with Concessionaire for cause, and City shall thereafter have or owe no further obligation or liability to Concessionaire. ii. If the City has a good faith belief that a subcontractor has knowingly violated Section (a), but the Concessionaire otherwise complied with such section, the City will promptly notify the Concessionaire and order the Concessionaire to immediately terminate the contract with the subcontractor. Concessionaire's failure to terminate a subcontractor shall be an event of default under this Agreement, entitling City to terminate the Concessionaire's Agreement for cause. c. A contract terminated under the foregoing Subsections(b)(i)or(b)(ii) is not in breach of contract and may not be considered as such. d. The City or Concessionaire or a subcontractor may file an action with the Circuit or County Court to challenge a termination under the foregoing Subsections (b)(i) or (b)(ii) no later than 20 calendar days after the date on which the contract was terminated. d. If the City terminates the Agreement with Concessionaire under the foregoing Subsection (b)(i), Concessionaire may not be awarded a public contract for at least 1 year after the date of termination of this Agreement. e. Concessionaire is liable for any additional costs incurred by the City as a result of the termination of this Agreement under this Section 24. SECTION 25. LIMITATION OF LIABILITY. The City desires to enter into this Agreement placing the management and operation of the Concession Area in the hands of a private management entity only if so doing the City can place a limit on its liability for any cause of action for breach of this Agreement, so that its liability for any such breach never exceeds the sum of Ten Thousand ($10,000.00) Dollars. Concessionaire hereby expresses its willingness to enter into this Agreement with a Ten Thousand ($10,000.00)Dollar limitation on recovery for any action for breach of contract. Accordingly, and in consideration of the separate consideration of Ten Thousand ($10,000.00) Dollars, the receipt of which is hereby acknowledged, the City shall not be liable to Concessionaire for 29 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C damages to Concessionaire in an amount in excess of Ten Thousand ($10,000.00) Dollars, for any action for breach of contract arising out of the performance or non-performance of any obligations imposed upon the City by this Agreement. Nothing contained in this paragraph or elsewhere in this ' Agreement is in any way intended to be a waiver of limitation placed upon the City's liability as set forth in Florida Statutes, Section 768.28. SECTION 26. VENUE. This Agreement shall be deemed to have been made and shall be construed and interpreted in accordance with the laws of the State of Florida. This Agreement shall be enforceable in Miami-Dade County, Florida, and if legal action is necessary by either party with respect to the enforcement of any and all the terms or conditions herein,exclusive venue forthe enforcement of same shall lie in Miami-Dade County, Florida. THE CITY AND CONCESSIONAIRE HEREBY KNOWINGLY AND INTENTIONALLY WAIVE THE RIGHT TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING THAT THE CITY AND CONCESSIONAIRE MAY HEREIN AFTER INSTITUTE AGAINST EACH OTHER WITH RESPECT TO ANY MATTER ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE CONCESSION AREA. SECTION 27. EXCLUSIVE MARKETING AGREEMENTS. This Agreement is subject to any exclusive marketing agreements that are in effect,or that are executed by the City,during the Term of the Agreement.As of the Effective Date of this Agreement, Concessionaire agrees to comply with the agreement between the City and Coca-Cola Beverages Florida, LLC and The Coca Cola Company (collectively, "Coca Cola"), set to expire on December 31, 2021,wherein Coca-Cola Bottling is the exclusive provider of non-alcoholic beverages in connection with certain Facilities (as defined therein), which includes the Concession Areas which are the subject of this agreement. As such, Concessionaire may only purchase, from the City's vendor,the Coca-Cola brand beverages, as more particularly set forth in the Coca Cola Product List, which list may be provided to Concessionaire, upon request. The City Manager or the City Manager's designee will advise Concessionaire of any exclusive beverage agreements in effect during the Term of the Agreement. SECTION 28. MISCELLANEOUS. 28.1 No Partnership. Nothing contained in this Agreement shall constitute or be construed to be or create a partnership or joint venture between the City and Concessionaire. 30 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C 28.2 Modifications. This Agreement cannot be changed or modified except by agreement in writing executed by all parties hereto. Concessionaire acknowledges that no modification to this-Agreement may be agreed to by the City unless approved by the Mayor and City Commission except where such authority has been expressly provided herein to the City Manager. 28.3 Complete Agreement. This Agreement, together with all exhibits, Request for Proposal No. 2021- 137-ND, together with all addenda incorporated hereto constitutes all the understandings and agreements of whatsoever nature or kind existing between the parties with respect to Concessionaire's operations, as contemplated herein. 28.4 Headings. The section, subsection and paragraph headings contained herein are for convenience of reference only and are not intended to define, limit, or describe the scope or intent of any provision)f this Agreement. 28.5 Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. 28.6 Clauses. The illegality or invalidity of any term or any clause of this Agreement shall not affect the validity of the remainder of the Agreement, and the Agreement shall remain in full force and effect as if such illegal or invalid term or clause were not contained herein unless the elimination of such provision detrimentally reduces the consideration that either party is to receive under this Agreement or materially affects the continuing operation of this Agreement. 28.7 Severability. If any provision of this Agreement or any portion of such provision or the application thereof to any person or circumstance shall be held to be invalid or unenforceable, or shall become a violation of any local, State, or Federal laws,then the same as so applied shall no longer be a part of this Agreement but the remainder of the Agreement, such provisions and the application thereof to other persons or circumstances, shall not be affected thereby and this Agreement shall be so modified. 28.8 Right of Entry. The City, at the direction of the City Manager, shall at all times during hours of operation, have the right to enter into and upon any and all parts of the Concession Area for the purpose of examining the same for any reason relating to the obligations of parties1to this Agreement. 31 1 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C 28.9 Not a Lease. It is expressly understood and agreed that no part, parcel, building,structure, equipment or space is leased to Concessionaire; that this Agreement is a concession agreement and not a lease, and that Concessionaire's right to operate, manage,and maintain the concession shall continue only so long as Concessionaire complies with the undertakings, provisions, agreements, stipulations and conditions of this Agreement. Accordingly, Concessionaire hereby agrees and acknowledges that in the event of termination of this Agreement, whether due to a default by Concessionaire or otherwise, Concessionaire shall surrender and yield unto the City the Concession Area, in accordance with Subsection 13.7 hereof, _ and the City shall in no way be required to evict and/or otherwise remove Concessionaire from the Concession Area as if this were a tenancy under Chapter 83, Florida Statutes, nor shall Concessionaire be afforded any other rights afforded to nonresidential tenants pursuant to said Chapter(the parties having herein expressly acknowledged that this Agreement is'intended to be a concession agreement and is in no way intended to be a lease). 28.10 Signaoe. Concessionaire shall provide, at its sole expense and responsibility, any _ required signs at its concession. All advertising, signage and postings shall be approved by the City, and shall be in accordance with all applicable Municipal, County, State and Federal laws and regulations. Any signage posted by Concessionaire shall be subject to the prior approval of the'City as to size, shape and placement of same, such approval not to be unreasonably withheld, delayed or conditioned. The City hereby approves the signage for each Concession Area depicted in Exhibit 28.10, attached hereto. 28.11 Conflict of Interest. Concessionaire shall perform its services under this Agreement and conduct the concession operation(s)contemplated herein, in a manner so as to show no preference for other concession operations/facilities owned, operated, managed/or otherwise controlled by Concessionaire. 28.12 No Waiver. 28.12.1 It is mutually covenanted and agreed by and between the parties hereto that the failure of the City to insist upon the strict performance of any of the conditions, covenants, terms or provisions of this Agreement, or to exercise any option herein conferred, will not be considered or construed as a waiver or relinquishment for the future of any such conditions, covenants, terms, provisions or options but the same shall continue and remain in full force and effect. 28.12.2 A waiver of any term expressed herein shall not be implied by any neglect of the City to declare a forfeiture on account of the violation of such term if such violation by continued or repeated subsequently and any express waiver shall not affect any term other than the'one 32 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C specified in such waiver and that one only for the time and in the manner specifically stated. 28.12.3 The receipt of any sum paid by Concessionaire to the City after breach of any condition, covenant,term or provision herein contained shall not be deemed a waiver of such breach, but shall be taken, considered and construed as payment for use and occupation (and not as rent), unless such breach be expressly waived in writing by the City. 28.13 No Third-Party Beneficiary. Nothing in this Agreement shall confer upon any person or entity, other than the parties hereto and their respective successors and permitted assigns, any rights or remedies by reason of this Agreement. 28.14 Attorney's fees. If it becomes necessary for City or Concessionaire to enforce their respective rights under this Agreement or any part hereof through litigation, Concessionaire and City agree that the prevailing party shall be entitled to recover from the other party all costs and expenses of such litigation, including a reasonable attorney's fee and costs, for all trial and appellate proceedings. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 33 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 2.1 Concession Area South Pointe Park Pavilion *—. ____i _ .. ; 2 0 0 tu 18—cc .E-.Lz o m _ PI' • : o77' ff ,.... . c� . :,;, , : . . N -zZ 0-WZ / ..Jer I - v0-d .o-.Z i I .L-.9 .4•.6 1. to A" 9L,- I I s — lA� 14 72 I� • . in 1� . _ ' _ I I I L a) cQ I N ' _L_l_1_1_ �� Y � � N i.,u 'z ___...,.--- _,0 .f.' 7 2 i4i . . f I .0 L-.Z6 m 1 ,-' - a do..o • Es /'. ilk - •z 1111111 . z 1 m6• 11 63-1 - . 8E 24 • `. ,Og zz BU 2W 2 W9= l' � to �a oil.' rz .a,Z ,:w. o 'at m /.- WlYrY 35 DocuSign Envelope ID:2483E81E-5D3F-42B6-8139E-6D5A76202E2C EXHIBIT 2.2 . Concession Area Flamingo Park 278 282 ..,...... • 4! io g 41 MT.511Tal MR ATI 0 1 F(UNABI,E TO OPEN) Iv 4 ,x—x—x ..-.. Et') EaUg . OP 7 i 4.99 " 58 4,50 c8 0 DOST.SAMS.AUL E 0 tv B MST.CO in .,- DUST. NM.a 4.15 rkr,.. 801TOM EL HZ98 COST.Ca 1131 swam(-).14511..',1 INV EL 0.54(S) . raceway EQUIPMENT 0 eoffav a(-ui ib 0 Dasr.ca(4,108 ,O., ,,, 9N CONC.SIA8 '5•• • .y. t• gm 'P P sc CRASS LP.4. 9111 EL 0,5 5.p)-- 0 h-nelidei Le:.•;•••1 o 4)00 *Ea 1/407;1.4..riP„V"...01X1 ikuni t• t," 1.'•[xi:L'..4.1.:., Iv gm II3 tv ''44'4Z1'4. 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MATCH LJNE FOR CONTINUATION REFER TO SHEET 2 • . . , 36 . ) DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C % EXHIBIT 3.1.1 Menu & Prices South Pointe Park Pavilion Item Nome Description Category Variation Name Price Coconut Writer Drink. Small Coconut%Voter 3 $ 3.00 'Fried`Vegan Fish Sandwell food Regular $ 7.00 Agri Food Regular $ 3.n Ap[bo't Food Regular $ S.00 Accessed= tt rchandlar Sunscreen $ 5.00 Aorassari= p°ctdandlta TaaciJ $ 9.89 Advil Ctr-tctandtsc. Regular $ 1.09 Albs drink Drinks Regular $ 1.82 Arno= Srncethle Regular $ 6.00 Arneson Smoothie Lard. $ 0.00 Arnerkano Coffee Regular Rico $ 2.50 Arnericano Coffee Regular Price $ 2.50 Annie Carrot 3ulce .Regular Prig - $ 6.00 Apple Carrot 3utcc Lane $ 8.00 Apple Jute ]vita. Regular Pettis $ 6.00 Apple Juice lulw large $ 8.00 Faked woad: Smelts Chcciatatc boa $ 3.50 Bated Good, Sr,* c hi r Vegan.ape; $ 3.$$ gaited Coach Sr>3rics Cereal $ 3.50 es7cod Srocks 9ornbotone dance $ 3_50 8am2naBerey Smoothie Regular $ 5.00 Banana Berry S ivcthia largo $ 7.00 BananaPnotoin Smoothie Regular $ 5.00 thonana Prctdn Smoothie largo $ 7.00 eanaam Banana, rae.iberry Smoothie Regular Price $ 6.00 eartasm Smoothie Iarga: $ 8.00 &urger Topped with sp riaci.tomato,.orlon.pig,and , e0Q Black Bean Burger MOsn on. Food Regular $ 6.00 e0t0 Mack Bean Burger Foad Add dre=e $ 1.O9 hod patty Food Regular $ 3.S17 20 groom of plant paalein on a hurt tapped wIlh tomato, e and Bringer spinach.noun,pride.and chug o sauce Fond Regular $ 9.00 Beyond Marge- Food .add Cfi�a $ mom Beyond Slid= Good Regular $ 9.00 Beyond Taco Food Regular $ 8.00 20 gran plant prrltemu wrappai iur 3 tc+lm nn topped w tr acyrmd;tacos dirr,rt,inmate,spinach.and c1Lar ro same e Food Regular $ 10.00 ecno,HgLth Smociithie Regular $ 5.00 acne Hculf Smoothie 'largo $ 7.00 C tt All Half apela Half¢arrot 3ulc4 Regular Frio $ 6.50 C tt Ail Nio largo $ 8.50 Cafe Ai, hrnO Coffee Regular $ 2.00 knife' Snacks Regular $ 1.50 Candy Sradks Regular $ L37 eappurino Coffee Regular $ 3.50 Goodson Drinks Regular $ 1.00 Clhldlcn Flow= Food Regular $ 5.00 Chidden Sandwell Fond Regular $ 5.00 Chidde=Sandmsdt Food we,2trcrrc $ 6.00 Cr}d rrl m 1.cm:tacks Food- Regular $ $.10 Chip Rack Snag Regular $ u.30 Chips Srcdis outF'Chim $ n.So ChlpsAhoy Sroc!ks Regular $ tt.3b tphacmchlpOatmealttcaattbar Smells Regular Nee $ 2.00 ©ha-altnendBltics Scads Regular Price $ 2.00' Coca Water Drinks Regular $ 3.21 Cocoa Trim Surds Regular $ 2.0m 'v Colada:man cspc= Cort2167;5:espies=with dmamednnllk Coffee Cafe can Ieche v. wee Cortadrta. $ 3.00 Coffee Coffee Cnlada $ 2.50 Coffee Coffee tee Cc hoe $ 3.97 Colada la,:.1lemonade,n scoop Ito,hef pineapple,comma Smoothie Regular Price $ 6.00 Calada Smoothie tarots $ 8.00 Colada 8llss T curt.litdc lemonade,.ptrcapplc.coconut Smoothie Regular Price S 6.00 Coleen elks Smoothie Large $ 8.00 Corn Olm Carp F od Regular $ 6.00 Caton Candy Snacks Regular $ 2.50 Cream D'ute',c Crolr,rt toasted croissant with croons cho: i Food Regular $ 4.00 Croissant Plain or toasted crmIFmt Food Regular $ 2.75 Csotssant Fared .Nu trite $ 3.97 Crush Stra.wherry,watermelon,strawberry yogurt Smoothie Regular $ 6.00 Crush Smoothie Large $ 8.00 Path 37 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 3.1.1 Menu & Prices South Pointe Park Pavilion (continued) Cup Of Ise Drink Regular Fiat $ 0.50 Marken POpsldc Regular $ 2.29 0.1azten Po cks Popsidles Regular Prop $ 2.30 [deacon Popcldk Fops/des AQ1 $ 3.50 Dirty Canis Sack Regular S 1.03 Doglike Treat Brerchandkel Regular .- $ 1.00 Dale Prurt SnadrS Regular Price $ 2.00 Donuts malice Regular Prue $ 1.25 Edeemamc rood Regular $ 2.00 Empanadas Rood 1 Eunpareda $ 2.75 Emparudas Road 2 Eanparsadas $ SA0 Enlighten Cup of apple 1 lest Mint 3iice Regular Price $ 0.50 En➢chtrn Sutra 1hma $ e.50 Esyresso Drinlcs Shia=EWITIZZO $ 2.00 Esryredio Drinks Dealtde Swamp $ 3.00 Espresso Coffee Regular Price $ 2.50 Esprr so Coffee Macchlatn $ 3.00 Espresso Conte Daubs $ 150 EspI..au Crdfee Regular $ 2.00 Esprrsse Coffee D+auirCL Shot $ 3.00 Extra Micah Smoothie Regular nice $ 0.30 lissome Eno Drinks Regular Price $ 3.00 Praha= Bbp^ ii^ Regular $ 2.75 Hanger topped witlu spinach,Inmate,onion•,pickle,„and Garden,Veggie Burger CtiontroSmsa Rood Regular 3 6.00 Garden Veggie Eurgir Rood Veggie Eger Fitz Chi $ 7.00 Gatorade Drinks $ 3.00 Gatorade [Miele; Regular S 1.23 Guide Gdato Small $ 4-60 Gelato Gelato Med. $ S.60 Gdate Gclatw Affogate $ 2.00 Gala= Gelato Cone $ 41-00 Gum Smarts Regular $ n99 Gunwales Snads Regular $ 2.75 leantiSCheeseCLolz'aet barn and cheese mapped'1dh spinach dcarrato end grid- rood Regular $ 5.00 Maeey Cone Po:mid= Regular ; 2.75 Hazelnut sunned toasted con laart with liazdrnrt sioccad road Regular ; 3.50 Hat Cluedaara Drinker Regular $ 4.00 Hat C recalato Coffee Regular $ 3.50 Het Dag Dead Regular Riga $ 3.50 Hat Dag Road Regular $ 2.90 Hat Minim Cone Americana S 2:50 Het Drinks Cct ec Capyrrieo $ 3.50 Hat Drinke. Coffee Lade $ 3.30 Hnt Drinks Conte rpaeQo $ 2.50 Hat Orinka Cnff'ac Tee $ 2.50 Hut Drinks Coffee teed Batt! $ 3.50 Hat Drink Colior.. HetChom4ate $ 2.50 Hat Rood i rood Fls:a $ a.00 Slat road Food Hce Deg $ 3.SO Hat Rood Road Sandwich $ &DO Hat Tea Carina Regular Price $ 2.50 lea dram Gelato Regular variable Irs Tor Drink Regular rtlec $ 2.21b Iced teifee Coffee Regular Price $ 3.50 Iced t Rc Oaten Regular $ 3.50 3arrtte Drinks Regular $ 2.75 Jarreta Drink Regular Film S 3.00 Sake 6;w:>fi Drinks Regular Price. $ 11.30 Sake pouch Drinks Regular $ 0.92 Bars flute Snacks Regular $ , 1L73 acctdieCwr+ Snacks Regular $ 2.00 Barre Bars Suds Regular Price $ 2.50 largo water Ours Regular $ 100 Latte Coffee Regular S 3.SO Lass Shacks Regular $ 1.50 [lighters Merchendlsc Regular $ 1.03 Little Dies Srods Regular Mice $ 1.66 Lade Stec Snacks 3c5 $ S.00 Bc5fpop Snarls Regular Pace $ 0.50 Lol)pep Snacks Regular $ 0.29 Lang water Drinks Regular Prior $ 3.S0 Bane Braden(add err r--) Strawberry.watermelon.beet Srnootlde Regular Price $ 6.50 Riga 38 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 3.1.1 Menu & Prices South Pointe Park Pavilion (continued) Wye Patkn(add BeeW) Smoothle Large $ B.s9 Made R rclandlse Regular $ 2.00 Mat FloOty Mandto Regular $ 5.00 Muni Body Smoothie Regular Rice $ G.00 Mond Barr SrnootRite tame $ 8.00 Miami Glow HO orange lelce}dalf carrot and gUnor bilge Regular Pr1oo $ 15.50 M.Laml 6974 Nice Large $ 8.58 Wane Cookt= Snacks Regular Price $ 1.00 Monster Drinks Regular $ 3.50 Mosquito Repellant Meacfandiso Regular $ MOO C43=Gram i= SraCIO Regular Pnca $ 1.00 Melt= Snarls Regular Price 3 1.GB Nach= Food Regular $ 4.59 Nadras Food Regular $ 4.59 Notitcn1 Hat Goa Food Regular $ 2.98 Nathans Kesher beef Food Regular $ 2.98 Nature Valley Snorts Regular Prim $ 1.2S Nature Valley A dclldous cot snack Srcds Regular Rice $ n.2S Nature vs'cy bar Snacks Regular $ 0.92 Nnquik Drinks Regular $ 2.7S NuOdla&Go Snacks Regular Price $ 2.50 NutdlaGo .:+.,..ss Regular $ 1.01 Num Shads Regular $ 0.92 Chavglna Drinks Orange $ 3.00 Chao Snotim Regular $ 2.00 lances Srn$ Coca $ 1.37 Orem Snacks Regular $ 1.37 Paditampon Merchandise Regular $ 2.75 Parade Gramm Strawberry PO Drink* Rcaular Rice 5 5.00 Peanuts Snacks Regular Price $ 11.27 Prams Sends Small $ ILOB Peanuts Scads Regular $ 2.35 Perrier . Drinks Regular Rim $ 275 Posner Decoke Regular $ 2.28 Part'Stick • Snacks Regular $ LOB Ptm Food Pim $ 4.00 _ Pea Fond Regular $ 3.57 Plaza Food FCucronl $ 4.59 Plarr r•. Snacks Regular $ 1.02 Pap u¢Tent Re.b.indisa- I1 dlwm $ 25.00 Pap up Tcrt Merchandise Small $ 15.00 Pop Up lent Oftrehantitse Largo $ 30.00 Peas Pomades Reg Pop $ 0.7S Paps For Life Pocalces Regular 8 150 Pap,Far lido Pealdcs Rcgwbr S 2.75 Pa¢cbdc Papcicr= Regular Frice $ 1.42 Papry Flap. R palms Regular $ 3.15S . Pring'es Scads Small $ 1L38 Pringlm Shads Lar9c. $ 3.21 Pring'Sas Snarls Mira $ 0.92 Redbull Drinks Regular $ 2.7S Redbull Drinks Red Bull $ 3.50 Rquvcnata- Half a cucurncor Cup cf Vtarnrmclro MOS 3ulx Regular Price $ 5.50 Rejomnate loco Largo 3 B.50 ' RICO O Rrtpy Snacks Regular Aim $ L00 Sandwich *needle Regular Prim $ 4.50 Sauna Food abut-a $ 0.7S Savor Food Tamar Scum $ 0.7S Store Food Garlic limb $ 0.30 Sauce Food MuShaoarn.ao51 $ 0.7S , Savrsi3aut Snacks Regular $ 0.92 Smsena9Soddc Shads Cupcake $ 11.35 ScanallSnacks m Scads Da men $ 11.25 Seasons/Snarls Smacks Cotten Candy $ 2.50 Seasonal Snack Snarls Gum $ 1.99 Sc.sonal Snack Somes Kcttlle Cam $ 2.00 , Slmc0a ltrloc. Idea Small $ 4.00 Slmola! ats Idea Medarrn S 5.00 S1rnlic111.1k:>= Idea Lard $ 6.50 Single Fruit Srocikz $ LOB Skdirrtbm Snarls Regular $ 1.03 Sllshy Snow oanc Med um $ 4.00 Sheehy Snow con= Large. $ 5.51 SmallC:hlps Sradcs Regular $ LOB Page 3 • 39 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 3.1.1 Menu & Prices South Pointe Park Pavilion (continued) lens Small hot dogs Food Regular $ 2.79 Small Snack Snacks Regular $ 0.92 Srnoadni Smoothie Chocolate Ores $ 6.09 Smoothies Smoothie Chocolate Banana .$ G.OD Smoothy Smoothie Chocolate Peanut butts $ G.00 Srnoothl Smoothie Other $ 6.00 Smoothy Smoothie Custom $ S.00 Smoothies Smoothie Medium $ G.00 Smoothy Smoothie Large $ 6.00 Sno Can= Snow cones Regular $ 3.21 Sno Corms Snow cima Large $ 4.59 Soda Drinl coke $ 2.29 Soda Drinker Regular $ 0.92 Scan'Vatic; Srndc Regular Price $ 2.00 Sour SI le Snadcs Starburs $ 0.50 Sprite Bottle Orinlca Regular Price $ 3:09 Stacy::pita Smoke Regular $ LSI Steamed Vegetable mrc rood Regular $ 2.00 Strawberry tnlond Oita;Pin F Pineapple strawberr iiaaiga Smeothia Regular Prim $ 6.00 Strawberry Island lilts PtntapF Smeothle Large $ S.09 Sunrinne grange PShuipale Mani Smoothie Regular Price 5 G.OD Sunrise Omega Parpapplo Kant Smoothie. Lan= $ 6.00 Sunscreen imescriandee Small $ S.00 Sunscreen Marc andlx Large $ 12.09 ' Tale Snacks Largo $ 2.27 Tea Drinks Regular $ 2.79 Thin Plea Food Regular $ 3.50 Tomato II Chccze Cralsant as sar t topped with tomato spbrada ands teLp Food Regular Si 5.09 Toad M seFondl= Regular Price $ 11.99 Towel ercadandle Regular $ 111-90 True Balance Ha.'f agefe lalF carrot 114 a bed ?ulna Regular Prim $ G.50 True Balance lake Large $ 01.50 Tube Rom Reehandlaa Regular $ S.00 Turkey l Cheese Cro nt Tuikcy and cheese mappedwith spinach end tern= Food Regular $ 5.00 TWlrzlcrn S.,..7: Regular $ I.03 Vegan Cheken SralleginiPlatte Food Regular $ 9.00 Vegan CFdpatie Saadk Bean Slid Food Regular S &00 Vegan Sausage Food Regular $ 167 Vegan Seafood Flatter Food Regular $ 7.50 6)luggets with your ohms of Brat sauna,aldLnntro sauce, Vegetarian CBrldirem Gun= or bile;senor_ Feed Regular S 5.10 Burg topped with spinach,tomato,onion,pickle and Vegetarian CbldwmSandhti+th O0antrosaucd Food Regular $ 6.09 Vtactanan Chldonm Sondwxh Food Add checre $ 7.00 Plant Based Pith R&t tapped with spinach,tomato, Vegetarian Soh Sartdwldh Flckle,and d6mbo sauce Food Regular $ 100 Vegetarian Mot Deg Fond Regular $ 4.0IP verde Ake Regular Price $ 6.50 Verde Juke Large $ 0.59 Woke; Snacks Regular $ 0.92 yenta- Drinks Regular S LSO LYatcrllasaru Drinks Regular $ 100 Meech=O mrtrms - Snacks tarps $ 2.00 Yuma Drink; Regular $ 3-49 Yogurt Smeothlc Medium $ 5.49 Yogurt Smoothie ' Largo $ 7.49 Pape 4 40 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 3.1.1 Menu & Prices Flamingo Park Aquatic Center Items Item Name Category SKU Variation Name Price Coconut Water Drinks Small Coconut Water 3.00 "Fried"Vegan Fish Sandwic Food Regular 7.00 Acai Smoothie Regular 3.22 Agai bowl Smoothie Regular 8.00 _ Accessories Merchandise Sunscreen 5.00 Accessories Merchandis4 Towel 9.99 Advil Merchandis4 Regular 1.00 Aloe drink Drinks Regular 1.82 Amazon Smoothie Regular 6.00 Amazon Smoothie Large 8.00 Americana Coffee Regular Price 2.00 Americana Coffee - Regular Price 2.00 Apple Carrot Juice Regular Price 5.00 Apple Carrot Juice Large 7.00 Apple Juice Juice Regular Price 5.00 Apple Juice Juice Large 7.00 Baked Goods Snacks Chocolate boi 3.50 Baked Goods Snacks Kosher Vegan apricot 3.50 ' Baked Goods Snacks Cereal 3.50 Baked Goods Snacks Bombolone donut 3.50 Banana Berry Smoothie Regular 5.00 ' Banana Berry Smoothie large 7.00 Banana Protein Smoothie Regular 5.00 Banana Protein Smoothie large 7.00 Bananza Smoothie Regular Price 5.00 Bananza Smoothie Large 7.00 BBQ Black Bean Burger Food Regular 6.00 BBQ Black Bean Burger Food Add cheese 1.00 beef patty Food Regular 3.50 Beyond Burger Food Regular 9.00 , Beyond Burger Food Add Cheese 10.00 Beyond Sliders Food Regular 9.00 Beyond Taco Food Regular 8.00 Beyond Tacos Food Regular 10.00 Bone Health Smoothie Regular 5.00 Bone Health Smoothie large 7.00 C It All Juice Regular Price 6.50 C It All Juice Large 8.50 Cafe American° Coffee Regular 2.00 Candy Snacks Regular 1.50 Candy Snacks Regular 1.37 Cappucino Coffee Regular 3.50 Page 1 41 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 3.1.1 Menu & Prices Flamingo Park Aquatic Center(continued) Its Caprisun Drinks Regular 1.00 Chicken Fingers Food Regular 5.00 Chicken Sandwich Food Regular 5.00 Chicken Sandwich Food . With Cheese 6.00 Chickenless Nuggets Food •egular 5.10 Chip Rack Snacks Regular 1.36 Chips Snacks Dirty Chips 1.50 Chips Ahoy Snacks Regular 1.36 Chocochip Oatmeal Hearth;Snacks Regular Price 2.00 Cina-almond Bites Snacks Regular Price 2.00 Coco Water Drinks Regular 3.21 Cocoa Treats Snacks Regular 2.00 Coffee Coffee Cortadito 3.00 Coffee Coffee Colade 2.50 Coffee Coffee ice Coffee 3.67 Colade Smoothie Regular Price 6.00 Colada Smoothie Large 8.0E Colade Bliss Smoothie Regular Price 6.00 Colade Bliss Smoothie Large 8.00 Corn Bites Cup Food Regular 6.00 Cotton Candy Snacks Regular 2.50 Cream Cheese Croissant Food Regular 4.00 Croissant Food Regular 2.75 Croissant Food !Mutella 3.67 Crush Smoothie Regular 6.00 Crush Smoothie Large 8.00 Cup Of Ice Drinks Regular Price 0.50 Daazken Popsicles Regular 2.29 • Daazken Popsicles Popsicles •egular Price 2.29 Daazken Popsicles Popsicles Agai 3.50 Dirty Chips Snacks Regular 1.83 Doggie Treat Merchandise Regular 1.00 Dole Fruit Snacks Regular Price 2.00 Donuts Snacks Regular Price 1.25 Edemame Food Regular 2.00 Empanadas Food 1 Ern panada 2.75 Empanadas. Food 2 Empanaclas 5.00 Enlighten Juice Regular Price 6.50 Enlighten Juice Large 8.50 Espresso Drinks Single Espresso 2.00 Espresso Drinks Double Espresso 3.00 Espresso Coffee Regular Price 2.50 Espresso Coffee Macchiato 3.00 Page 2 42 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 3.1.1 Menu & Prices Flamingo Park Aquatic Center(continued) Items Espresso Coffee Double 3.50 Espresso Coffee Regular 2.00 Espresso Coffee Double Shot 3.00 Extra Protein Smoothie Regular Price 0.50 Frappuccino Drinks Regular Price 3.00 Frutique Popsicles Regular 2.75 Garden Veggie Burger Food Regular 6.00 Garden Veggie Burger Food Veggie Burger Plus Ch 7.00 Gatorade Drinks 3.00 Gatorade Drinks Regular 1.83 Gelato Getato Small 4.60 Gelato Gelato Med. 5.60 Gelato Gelato Affogato 2.00 Gelato Gelato Cone 4.00 Grandmas cookies Snacks Regular 1.36 Gum Snacks Regular 1.99 Gumniies Snacks Regular 2.75 Ham&Cheese Croissant Food Regular 5.00 Happy Cone Gelato Regular 2.75 Hazelnut spread Food Regular 3.50 Hot Chocolate Drinks Regular 4.00 Hot Chocolate Coffee Regular 3.50 Hot Dog Food Regular Price 3.50 Hot Dog Food Regular 2.98 Hot Drinks Coffee Americano 2.50 Hot Drinks Coffee Cappucino 3.50 Hot Drinks Coffee Latte 3.50 Hot Drinks Coffee Espresso 2.50 Hot Drinks Coffee Tea 2.50 Hot Drinks Coffee Iced Latte 3.50 Hot Drinks Coffee Hot Chocolate 2.50 Hot Food Food Pizza 4.00 Hot Food Food Hot Dog 3.50 Hot Food Food Sandwich 4.00 Hot Tea Coffee Regular Price 2.50 Ice cream Gelato Regular variable Ice Tea Drinks Regular Price 2.28 Iced Coffee Coffee Regular Price 3.50 Iced Latte Coffee Regular 3.50 Jarrito Drinks Regular 2.75 Jarrito Drinks Regular Price 3.00 Juice Pouch Drinks Regular Price 1.38 Juice pouch Drinks Regular 0.92 Page 3 43 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 3.1.1 ' Menu & Prices Flamingo Park Aquatic Center (continued) Items Kars Nuts Snacks Regular 1.73 Kettle Corn Snacks Regular 2.00 Kind Bars Snacks Regular Price 2.50 Large water Drinks Regular 3.00 Latte Coffee Regular 3.50 Lays Snacks Regular 1.50 Lighters Merchandise Regular 1.83 Little Bites Snacks Regular Price 1.66 Little Bites Snacks 3x5 5.00 Lollipop Snacks Regular Price 0.50 Lollipop Snacks Regular 0.25 Long water Drinks Regular Price 3.50 Love Potion (add Beets) Smoothie Regular Price 6.50 Love Potion (add Beets) Smoothie Large 8.50 Mat Floaty Merchandisi Regular 5.00 Miami Body Smoothie Regular Price 6.00 Miami Body Smoothie Large 8.00 Miami Glow Juice Regular Price 6.50 Miami Glow Juice Large 8.50 Milano Cookies Snacks - Regular Price 1.00 Monster Drinks Regular 3.50 Mosquito Repellant Merchandisi Regular 6.00 Motes Gummies Snacks Regular Price 1.00 Muffins Snacks Regular Price 1.60 Nachos Food Regular 4.59 Nachos Food Regular 4.59 Nathans Hot Dog Food • Regular 2.98 Nathans Kosher beef Food Regular 2.98 Nature Valley Snacks Regular Price 1.25 Nature Valley Snacks Regular Price 1.25 Nature valley bar Snacks Regular , 0.92 Nesr�uik Drinks Regular 2.75 Nutella &Go Snacks Regular Price 2.50 Nutella Go Snacks Regular 1.83 . Nuts Snacks Regular 0.92 Orangina Drinks Orange 3.00 Oreo Snacks Regular 2.00 Oreos Snacks Oreo 1.37 Oreos Snacks Regular 1.37 Pad/tampon Merchandise Regular 2.75 Paradise Orange Strawberr Drinks Regular Price 6.00 Peanuts Snacks Regular Price 1.37 Peanuts Snacks - Small 1.00 Page 4 44 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 3.1.1 Menu & Prices Flamingo Park Aquatic Center(continued) Items Peanuts Snacks Regular 1.36 Perrier Drinks Regular Price 2.75 Perrier Drinks Regular 2.28 Pixy Stick Snacks Regular 1.00 Pizza Food Pizza 4.00 Pizza Food Regular 3.67 Pizza Food Peperoni 4.59 Plantains Snacks Regular 1.81 Pop up Tent Merchandise Medium 25.00 Pop up Tent Merchandise Small 15.00 Pop up Tent Merchandise Large 30.00 Pops Popsicles Reg Pop 0.75 Pops For Life Popsicles Regular 3.50 Pops For Life Popsicles Regular 2.75 Popscicle Popsicles Regular Price 1.42 Popsy Pops Popsicles Regular 3.65 Pringles Snacks Small - 1.38 Pringles Snacks Large 3.21 Pringles Snacks Mini 0.92 Redbull Drinks Regular 2.75 Redbull Drinks Red Bull 3.50 Rejuvenate Juice Regular Price 6.50 Rejuvenate Juice Large 8.50 Rice Krispy Snacks Regular Price 1.00 Sandwich Snacks Regular Price 4.50 Sauce Food Cilantro 0.75 Sauce Food Tartar Sauce 0.75 Sauce Food Garlic Aioli 0.50 Sauce Food Mushroom Aioli 0.75 Sauerkraut Snacks Regular 0.92 Seasonal Snacks Snacks Cupcake 1.35 Seasonal Snacks Snacks Donuts 1.25 Seasonal Snacks Snacks Cotton Candy 2.50 Seasonal Snacks Snacks Gum 1.99 Seasonal Snacks Snacks Kettle Corn 2.00 Simple Juices Juice Small 4.00 Simple Juices Juice Medium 5.00 Simple Juices Juice Large 6.50 Single Fruit Snacks 1.00 Skit/n- em Snacks Regular 1.83 Slushy Snow cones Medium 4.00 Slushy Snow cones Large 5.51 Small Chips Snacks Regular 1.00 Page). r 45 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 3.1.1 Menu & Prices Flamingo Park Aquatic Center(continued) Items Small hot dogs Food Regular 2.75 Small Snack Snacks Regular 0.92 Smoothies Smoothie Chocolate Orea 6.00 Smoothies Smoothie Chocolate Banana 6.00 Smoothies Smoothie Chocolate Peanut butt 6.00 Smoothies Smoothie Other 6.00 Smoothies Smoothie Custom 8.00 Smoothies Smoothie Medium 6.00 Smoothies Smoothie ' Large 8.00 Sno Cones Snow cones Regular 3.21 Sno Cones Snow cones Large 4.59 Soda Drinks coke 2.29 Soda Drinks Regular 0.92 Sour Skittles Snacks Regular Price 2.00 Sour Skittles Snacks Starburs 1.50 ' Sprite Bottle Drinks Regular Price 3.00 Stacys pita Food Regular 1.81 Steamed Vegetable Mix Food Regular 2.00 Strawberry Island Bliss Pin Smoothie Regular Price 6.00 Strawberry Island Bliss Pin Smoothie Large 8.00 Sunrise Orange Pineapple!Smoothie Regular Price 6.00 Sunrise Orange Pineapple!Smoothie Large 8.00 Sunscreen Merchandisi Small 5.00 Sunscreen Merchandis+ Large 12.00 Takis Snacks I Regular 2.50 Takis Snacks Regular 0.91 Takis Snacks Large 2.27 Tea Drinks Regular 2.75 Thin Pizza Food Regular 3.50 Tomato &Cheese Croissant Food Regular 5.00 Towel Merchandisi Regular Price 11.99 Towel Merchandise Regular 11.99 True Balance Juice Regular Price 6.50 True Balance Juice Large 8.50 Tube Floaty Merchandisi Regular 5.00 Turkey&Cheese Croissant Food Regular 5.00 Twizzlers Snacks Regular 1.83 Vegan Chicken Scallopini P Food Regular 9.00 Vegan Chipotle Black Bean Food Regular 6.00 Vegan Sausage Food Regular 3.67 Vegan Seafood Platter Food Regular 7.50 Vegetarian Chicken Nugget Food Regular 5.10 Vegetarian Chicken Sandwi Food Regular 6.00 Page 6 46 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 3.1.2 Concessionaire's Equipment List South Pointe Park Pavilion Gelato display Keurig coffee maker Steve Slushi frozen chiller 2-group espresso maker Insignia Tall freezer Avanti microwave Turbo Air cold prep station Levella Tall drinks fridge Tall commercial refrigerator Ice maker • Blendtec blender Breville juicer Breviulle convection oven Display food warmer Avanti chest freezer GelatoGo popsicle display freezer Popsy display freezer Daazken large display freezer Sierra Fan 3-compartment sink mop sink Shelving Smallware 47 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 3.1.2 Concessionaire's Equipment List Flamingo Park Aquatic Center Keurig coffee maker Snowcone machine espresso maker Insignia Tall freezer Microwave Tall commercial refrigerator Ice maker Blendtec blender Breville juicer Breville convection oven Popslifepopsicle display freezer Fruitique large display freezer Sierra Fan Shelving smallware 48 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 3.1.7 CDC GUIDELINES CDC Safe Food Practices https://www.fda.gov/food/food-safety-d u ring-emergencies/best-practices-retail-food-stores-restaurants- and-food-pick-updelivery-services-during-covid-19 • • Considerations for Outdoor Farmers Markets I CDC Page 1 of 5 DocuSign Envelope ID:2483E81E-5D3F-42B6-889E-6D5A76202E2C Centers for Disease Control and Prevention //////D/.!.CDC 24/7:Saving Lives,Protecting PeopleTM Coronavirus Disease 2019 (COVID-19) MENU > • Considerations for Outdoor Farmers Markets Updated Sept.17,2020 Print Farmers market managers should consider the recommendations below to help ensure safe access to food while helping prevent the spread of COVID-19. The COVID-19 pandemic has brought new challenges to food security in the United States.Access to healthy food options and nutrition are an important part of overall physical and mental health. Across the United States,farmers markets have been named an essential service because of their role in supporting local farms and providing communities access to fresh,healthy food during the pandemic.Outdoor farmers markets provide a lower risk shopping option with immediate and lasting benefits for shoppers and the community at-large. These considerations are meant to supplement—not replace—any state,local,territorial,or tribal health and safety laws, rules,and regulations that organizations must follow. Farmers market managers should collaborate with state and local health officials to determine whether to implement these considerations as-is or tailor them to their community's needs. Farmers market managers should continue monitoring the spread of COVID-19 in the community they serve and have a plan in place'to adjust their operations as needed. Farmers market managers may also benefit from reviewing CDC's COVID-19 guidance and considerations on community based organizations,workplaces,events and gatherings,and food service providers. Farmers market managers should consider CDC's information on people at higher risk of severe illness, Slowing the spread of COVID-19 Coronaviruses,such as the one that causes COVID-19,are thought to spread mostly from person to person through respiratory droplets emitted when an infected person coughs,sneezes,or talks.The droplets containing virus are spread in the air and can be inhaled in the lungs or land on the mouth,nose or eyes of people nearby. A person also might be exposed to the virus causing COVID-19 by touching a surface or object,including food or food packaging,that has been contaminated with the virus when an infected person coughs or sneezes near it,and then touches their own mouth,nose, or eyes.However,this is not thought to be the main way the virus spreads. Risk of transmission from food,food packaging,and shopping bags is considered very low,but there are other,possible routes of COVID-19 transmission,such as: • Being in close contact(within 6 feet)with people you don't live with,especially people who are not wearing a mask. The more people you interact with,and the longer those interactions last,the higher the risk of COVID-19 spread; • Touching a surface or object that has the virus on it and then touching your own mouth,nose,or eyes. Outdoor activities generally are lower risk than indoor activities but there are still important ways to prevent the spread of COVID-19 that should be followed: • Staying home when sick • Social distancing https://www.cdc.gov/coronavirus/2019-ncov/community/outdoor-farmers-markets.html 9/30/2020 Considerations for Outdoor Farmers Markets I CDC Page 2 of 5 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C • Wearing a mask • If soap and water are not readily available,use a hand sanitizer that contains at least 60%alcohol.Cover all surfaces of your hands and rub them together until they feel dry.Avoid touching your eyes,nose,and mouth with unwashed hands. • Cleaning and disinfection Promote healthy behaviors Encourage people to stay home when sick. • Staff,volunteers,and vendors should stay home if they have tested positive for or are showing COVID-19 symptoms, or have recently had close contact with a person with symptoms of,or diagnosed with,COVID-19. • Educate staff,volunteers,and vendors about when they should stay home and when it is safe to be around others. • Actively encourage customers using signage,social media,or other communication platforms that your market commonly uses,to stay home if they have tested positive for or are showing COVID-19 symptoms,or have recently had close contact with a person with symptoms of,or diagnosed with,COVID-19. Encourage people to socially distance. • Staying at least six feet apart from others,even when you are outside,reduces the chance that you will be exposed to the virus from respiratory droplets emitted by others. • Many people with COVID-19 have mild symptoms or no symptoms,but they can still spread the virus to others. Staying apart reduces your risk of getting COVID-19. • Social distancing is most effective when it is used along with other prevention strategies,including wearing masks. Masks • Require staff,volunteers,and vendors to use masks.Masks are an important means of reducing viral spread and are essential during times when social distancing is difficult.Provide information to all staff and volunteers on proper use and washing of masks. • If feasible,provide masks for staff,volunteers,and vendors and consider asking them to bring extra masks,in case their mask gets wet or soiled,as well as a sealable plastic bag or other container to store masks when not in use. • Encourage customers to bring and use masks. If feasible,provide masks for those who may not have one. Hand hygiene • Provide handwashing stations or hand sanitizer with at least 60%alcohol for all,including customers,market staff, volunteers,and vendors,and encourage vendors to offer the same at their booth. • Proper hand hygiene is an important infection control measure.Ensure vendors,market staff,and volunteers wash their hands regularly with soap and water for at least 20 seconds. If soap and water are not readily available or accessible,provide an alcohol-based hand sanitizer containing at least 60%alcohol. • Key times to clean hands in general include: Before,during,and after preparing or handling food • Before eating food • After using the toilet • After blowing your nose,coughing,or sneezing • After touching frequently touched surfaces https://www.cdc.gov/coronavirus/2019-ncov/community/outdoor-farmers-markets.html 9/30/2020 Considerations for Outdoor Farmers Markets I CDC Page 3 of 5 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C • After putting on,touching,or removing masks • Additional workplace-specific times to clean hands include: • Before and after work shifts and periodically throughout shift • Before and after work breaks • After touching money or objects that have been handled by customers,such as produce,other market food,and reusable grocery bags • Before putting on and taking off disposable gloves • After taking out the trash Clear signage and communications • Ensure that all staff,volunteers,vendors,and customers are aware of market policies and procedures.Signs with market hours of operation and safety precautions should be posted at each entrance/exit and near shared areas.If possible,make the same information available on your website and social media platforms. • Post signs in highly visible locations(e.g.,at building entrances,in restrooms)that promote everyday protective measures and describe how to stop the spread 13 of germs by properly washing hands and properly wearing a mask 0 . • Consider developing signs and messages in different formats(e.g.,large print,Braille,American Sign Language)for people who have low vision. • Consider adding signs in other languages commonly spoken in your community and visuals tailored for low literacy audiences. Maintain healthy environments Consider modifications you can make to promote social distancing,including: • Providing different ways for ordering and pick-up to reduce the number of in-person interactions(e.g.,curbside box pickup).Set up designated pick-up areas. • Where possible,redesigning market layouts to increase the distance between customers in line and walking throughout the market(e.g.,increase space between vendor booths;create one-way traffic flow).Ensure that market layout modifications are accessible for all persons(e.g.,ADA-compliant paths). • Limiting the number of customers to reduce crowding and lines to meet social distancing guidelines. • Installing physical barriers like sneeze guards and partitions,particularly in areas where it is difficult for individuals to remain at least 6 feet apart(e.g.,vendor booths). • Posting clear and prominent directional and physical distancing signage for all walkways,entry and exit ways,vendor booths,and spaces that can easily become crowded(e.g.,customers waiting in line). Safe operations.include: • Being aware of local and state regulatory agency policies related to providing essential services and group gatherings to determine if your market can be held,and if there are restrictions limiting the number of attendees or vendors. • Limiting market activities that target individuals identified as higher risk for serious illness for COVID-19,if feasible.If these events or activities continue to be offered,consider creating a schedule that includes special shopping hours for at-risk or vulnerable populations(e.g.,senior shopping hours). • Where feasible,implementing cashless payment systems and continue to accept SNAP EBT. If your market traditionally uses hard to-clean vouchers(e.g.,wooden tokens)for SNAP EBT transactions or other incentives, consider alternatives. https://www.cdc.gov/coronavirus/2019-ncov/community/outdoor-farmers-markets.html 9/30/2020 Considerations for Outdoor Farmers Markets I CDC Page 4 of 5 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C • When exchanging paper and coin money • Do not touch your face afterwards. • Ask customers to place cash on the table or directly in a cashbox,rather than directly into your hand. o Place money directly on the table when providing change back to customers. • Wipe the table between each customer at checkout. • Avoiding using cloth table coverings or other hard to clean table covers. • If possible,vendor booths should have a designated person for handling cash/tokens and another for handling food or food products. • Limiting or suspending taste testing,cooking demonstrations,and/or other food sampling activities. • If your market offers prepared food for immediate consumption,consider limiting to take-out orders only. • Consider limiting or suspending non-essential market services or events like live music. • Discouraging customers from touching items they do not plan to purchase. • Consider regular symptom screenings of staff,vendors or others that come onsite,and have a plan for if anyone arrives or becomes ill. For guidance related to screening of staff,please refer to CDC's Interim Guidance for Businesses and Employers Responding to Coronavirus Disease 2019 and the"Prevent Transmission Among Employees"section of CDC's Resuming Business Toolkit ® . • Train staff,volunteers,and vendors on new COVID-19 procedures. If possible,conduct training virtually so all can attend,and no crowds will gather. • Require staff,volunteers,and vendors to wash their hands for at least 20 seconds with soap and water(or use hand sanitizer)frequently before,during,and after shifts. • Consider asking vendors to pre-bag or pre-portion items for sale prior to market. • Staggering eating/break times and identify a designated area for staff and volunteers to take breaks where social distancing can be maintained. • Discouraging customers and vendors from bringing pets except—service animals—to the market. Cleaning and disinfection Follow CDC and EPA's Guidance on Cleaning and Disinfection to prepare and maintain a safe environment for your market workforce,volunteers,vendors and customers. Use EPA-approved disinfectants against the virus that causes COVID-19©. Always read and follow label instructions for each product. • Routinely clean,sanitize,and disinfect payment devices,tables,and other high touch surfaces and objects. Require participating market vendors to do the same. • If you have restrooms or port-a-potties,set up a schedule to frequently clean and disinfect all surfaces,and replenish soap,sanitizers,or paper products. • Limit or suspend the use of items that are hard to clean and disinfect(e.g.,wooden tokens). • Use disposable gloves when removing garbage bags or handling and disposing of trash: • After using disposable gloves,throw them out in a lined trash can. • Do not disinfect or reuse the gloves. • Wash hands after removing gloves. • Ensure you have enough supplies for market workforce,volunteers,and customers to clean their hands and cover their coughs and sneezes.Supplies include soap,water,hand sanitizer containing at least 60%alcohol,a way,to dry hands,tissues,disinfectant wipes,masks(as feasible),and no-touch trash cans. https://www.cdc.gov/coronavirus/2019-ncov/community/outdoor-farmers-markets.html 9/30/2020 Considerations for Outdoor Farmers Markets I CDC Page 5 of 5 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C Plan for what to do if a staff member,volunteer,vendor,or customer gets sick by referring to relevant sections in CDC's Considerations for Community-Based Organizations and Event Planning Q&As.Critical infrastructure workers(e.g. farmers)may refer to CDC Guidance for Critical Infrastructure Workers,if applicable. Additional Resources Running Essential Errands • Food and Food System Resources During COVID-19 Pandemic Considerations for.Food Pantries and Food Distribution Sites Considerations for Outdoor Learning Gardens and Community Gardens Communication Resources For general disease prevention when interacting with animals,follow advice in the Compendium of Measures to Prevent Disease Associated with Animals in Public Settings ® CJ For more information on COVID-19 and food,see FAQ pages from the S. Food and Drug Administration Cl and the U.S. Department of Agriculture CI Last Updated Sept.17,2020 Content source:National Center for Immunization and Respiratory Diseases(NCIRD),Division of Viral Diseases • • https://www.cdc.gov/coronavirus/2019-ncov/community/outdoor-farmers-markets.html 9/30/2020 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 10.1.1 Concessionaire's Improvements Concessionaire does not anticipate the need to make any improvements at this time. (BALANCE OF PAGE INTENTIONALLY LEFT BLANK) • 50 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 28.10 Concessionaire's Signage Flamingo Park • A i�d � w}.'L•' }Ivry-it ra •' � i � ,jam' ,_v J.Y Yi�,TM-Ye k`q,µ1w ef Ai ;;" / ,/,*%'',,'0'4.k`e.g. :,—,,-:*%••Ali `Nl jjf * 11 { � �� iI Byi L141741� , lii �_ 1\ }} t1inifk .., .., 4 !II � I , _ s J 51 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C EXHIBIT 28.10 Concessionaire's Signage South Pointe Park Pavilion .i o ut%n °tin-L{e Coife , 16 oz S6t50 Q� ib oz$6 6° k .__.. Vllf uotlntcs 24 oz sass ferry— , ,ejrveiiste Crush w.t.w.io„= r -. `,{ tY offtcPc- Str.$ ry C..e..w6e. (7 -,,,v.,thaw W«ter t - - terwt ,,r, 11 Colitdw Bliss `'''" True*Atom Wr..oaMts ,F71.uou: : -c"-, Cerrot it Fla Coco«.s;Ff.ke, -7 y. �°' beet C..mr' Arne Eire- ' /e,.„..i8wseel Swoottoi..s 0 4 Sb.wkesidtwded witbi-.. • - •i� �,+_' �,..c Y '.J f tj 1 i7-r a 41wo rd.Pl.k INIiawi l8od' _ tom, A„,.tzou, . Profit.- —_ --Cet ..t o P,"tAeo Powls' p.,.. 6E oEowte Yb [ kt'ist, V t ' t"f� %'{ t whery(6..ru y $ 3.50 J.wi.r'$eeF P tg Cookies&Crewe 16be'. wH.ww20oz se.00 y� s :;t,Fer C Coffee Zone .. Stec Cb eken .„.rr PI- Espresso 5250. ``j, r% Strm+b 7 a+a -=y Awericw o 52.50 'C! 1 For t2:25 2 for S5-00 .*),t'V' ' a; l..tte 5350" r C.rt« o$3.50 _ f( < .. i ff J , „,,,,,,,, , i it ' 'I 3f 6 i�ld'tt,...' tit `p' ! # ti, v i 9 + 5 o . yam, {tt, C dA 06 r- ' - �I 8 52 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C ATTACHMENT A RESOLUTION&COMMISSION AWARD MEMO DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C RESOLUTION NO. 2021-31841 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER, PERTAINING TO , REQUEST FOR PROPOSALS NO. 2021-137-ND, FOR MANAGEMENT AND OPERATION OF CONCESSION FACILITIES LOCATED AT SOUTH POINTE PARK AND THE FLAMINGO PARK AQUATIC CENTER; ' AUTHORIZING THE ADMINISTRATION TO ENTER INTO • NEGOTIATIONS WITH SOUTH POINTE CAFE, LLC.; AND FURTHER ' AUTHORIZING THE CITY MANAGER AND CITY CLERK TO EXECUTE AN AGREEMENT UPON CONCLUSION OF SUCCESSFUL NEGOTIATIONS. WHEREAS, on May 12, 2021, the Mayor and City Commission authorized the issuance of Request for Proposals (RFP)2021-137-ND for Management and Operation of Concession Facilities Located at South Pointe Park and the Flamingo Park Aquatic Center; and WHEREAS,on May 13,2021,the City issued RFP 2020-137-ND for Management and Operation of Concession Facilities Located at South Pointe Park and the Flamingo Park Aquatic Center(the"RFP")was issued;and . WHEREAS, a voluntary pre-proposal meeting was held on May 27, 2021; and ' WHEREAS, on July 2'3,2021,the City received a total of 2 proposals; and WHEREAS, the proposal from SSG Food & Beverage, Inc. was deemed non= responsive for failure to meet the minimum requirements of the RFP and could not be further evaluated; and WHEREAS,the RFP stated that in the event that only one responsive proposal is received, the City Manager, after determination that the sole responsive proposal materially meets the requirements of the RFP, may, without an evaluation committee, recommend to the City Commission that the Administration enter into negotiations; and WHEREAS, in its due diligence, the Procurement Department and the Facilities and Fleet Management Department verified that South Pointe Café, LLC has met all of the requirements of the RFP; and WHEREAS,South Pointe Café, LLC has managed and operated concessions and other food and beverage businesses for over five (5) years and.proposes to provide an 'annual minimum guaranteed revenue to the City in the amount of $50,000 a year, a revenue increase of$14,000 from the current annual minimum guaranteed to the City; . and 1 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C • WHEREAS, after considering staffs recommendation and the sole responsive • proposal received,the City Manager recommends that the Mayor and City Commission authorize the Administration to enter into negotiation's with South Pointe Café, LLC. NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City', Commission hereby accept the recommendation of the City Manager, pertaining to the Request for Proposals No. 2021-137-ND, for Management and Operation of Concession Facilities Located at South Pointe Park and.the Flamingo Park Aquatic Center;authorize the Administration to enter into negotiations with South Pointe Café, LLC; and further authorize the City Manager and City Clerk to execute an agreement upon conclusion of successful negotiations. PASSED AND ADOPTED this /7 day of 63041461"-, 2021. ATTEST: 7.Y#f SEP 2 2 20 0.1 GELBER, MAYOR RAFAEL E. GRANADO, CITY CLE :y • * INCORP RATED: APPROVED AS TO �'•. :', FORM&LANGUAGE fir• &FOR EXECUTION City Attorney 914 -- 2 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C • Resolutions-C7 J MIAMIBEACH COMMISSION MEMORANDUM TO: Honorable Mayor and Members of the City Commission FROM: Aline T. Hudak,City Manager DATE: September 17,2021 SUBJECT:A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER TO-AUTHORIZE NEGOTIATIONS WITH SOUTH POINTE CAFE, LLC PURSUANT TO REQUEST FOR PROPOSALS NO. 2021-137-ND, FOR MANAGEMENT AND OPERATION OF CONCESSION FACILITIES LOCATED AT SOUTH POINTE PARK AND THE FLAMINGO PARK AQUATIC CENTER; AND FURTHER AUTHORIZING THE CITY MANAGER AND CITY CLERK TO EXECUTE AN AGREEMENT UPON CONCLUSION OF SUCCESSFUL . NEGOTIATIONS BY THE ADMINISTRATION, RECOMMENDATION It is recommended that the Mayor and City.Commission approve the Resolution authorizing the Administration to negotiate with South Pointe Café, LLC, for management and operation of concession facilities located at South Pointe Park and the Flamingo ParkAquatic Center. BACKGROUND/HISTORY On September 15, 2010, the Mayor and City Commission adopted Resolution No. 2010- 27485, authorizing the Administration to enter into negotiations with Blissberry LLC (uBiissberry"), the top- ranked proposer pursuant to Request for Proposals (REP).No. 34 09/10, for the management and operation of a food and beverage concession at the South Pointe Park Pavilion Building.A Concession Agreement with Blissberry was executed pursuant to Resolution No: 2010-27485 with a term ending in November 30, 2015 for a yogurt bar and • grill concession. Prior to the expiration of the original Concession Agreement, Blissberry requested a five (5) year extension to the original Concession Agreement. On May 6, 2015, the Mayor and City 'Commission adopted Resolution No. 2015-29008 accepting the recommendation of the Finance and Citywide Projects Committee to waive the competitive bidding requirement and approving an extension to the original Concession Agreement with Blissberry until November 30,2020. Subsequent to the extension,at Blissberry's request,the Concession Agreement was assigned to South Pointe Cafe LLC on September 1,2016. On September 14, 2020, prior to the November 30, 2020 Concession Agreement expiration Page 385 of 1657 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C date, South Point Café LLC requested another five (5)year extension, through November 30, 2025. Pursuant to a committee referral, South Point Café's request for an additional five(5)year extension was discussed at the September 23, 2020 meeting of the Neighborhood and Quality of Life Committee ("NQLC"). The request was denied and, instead, NQLC recommended to the City.Commission that the Administration be directed to issue a competitive solicitation to seek proposals for a replacement agreement with a concessionaire for the South Pointe Park Pavilion. On October 14, 2020, the Mayor and City Commission, via Resolution No. 2020- 31457, accepted the recommendation of the NQLC and directed the Administration to issue a competitive solicitation for a replacement agreement and, further, approved, via a waiver of competitive bid, a one (1)year extension to the Concession Agreement with South Point Café LLC through November 30,2021. In anticipation of the expiring agreement, on May 12, 2021, the Mayor and City Commission authorized the issuance of Request for Proposals (RFP) 2021-137-ND for Management and Operation of Concession Facilities Located at South'Pointe Park and the Flamingo Park Aquatic Center. ANALYSIS On May 13, 2021, the RFP was issued. A voluntary pre-proposal conference to provide information to proposers submitting a response was held on May 27, 2021. The Department issued bid notes to 4,298 companies utilizing www.periscopeholdings.com website. 59 prospective bidders accessed the advertised solicitation. RFP responses were due and received on July 23, 2021. The City received a total of two (2) proposals from the following firms: SSG Food & Beverage, Inc. and South Pointe Café, LLC. However, the proposal from SSG Food & Beverage, Inc. was deemed non-responsive for failure to meet the minimum requirements of the RFP regarding prior experience and could not be further considered. Therefore,only the proposal received from South Pointe Café,LLC can be considered. The RFP states that, in the event that only one responsive proposal is received, the City Manager, after determination that the sole responsive proposal materially meets the requirements of the :RFP, may, without an evaluation committee, recommend to the City Commission that the Administration enter into negotiations. Accordingly, the Evaluation Committee process was not required. The Procurement Department and the Facilities and Fleet Management Department have verified that South Pointe Café, LLC has met all of the requirements of the RFP. South Pointe Café, LLC is the incumbent currently operating.the facilities and has performed well.The firm is proposing'to provide an annual minimum guaranteed revenue to the City in the amount of $50,000 a year, an increase of $14,000 over the current revenue received by the City for the facilities. Notwithstanding, through the negotiation process, the parties will be able to fine tune revenue,menu options and service level expectations. SUPPORTING SURVEY DATA Based on the 2019 resident survey, 28.8% of residents visit South of 5th Street. In order to increase the appeal of locations South of 5th Street and thus how visited this area is, the City intends to contract with an experienced concessionaire to manage and operate the concession facilities located at South Pointe Park and the Flamingo Park Aquatic Center. FINANCIAL INFORMATION Page 386 of 1657 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C NA CONCLUSION After considering the proposal received and staffs analysis, I recommend that the Mayor and City Commission approve the resolution authorizing the Administration to enter into negotiations with South Pointe Café, LLC;and further authorizing the City Manager and City Clerk to execute an agreement upon conclusion of successful negotiations. Applicable Area South Beach Is this a"Residents Right Does this item utilize G.O. to Know"item.pursuant to Bond Funds? City Code Section 2-14? . No No Legislative Tracking Facilities and Fleet Management/Procurement • ATTACHMENTS: Description ro Resolution • • Page 387 of 1657 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C ATTACHMENT B ADDENDA AND RFP SOLICITATION DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C M I A M I B EACH Procurement Department 1755 Meridian Ave,3rd Floor, Miami Beach, Florida 33139 www.miamibeachfl.gov ADDENDUM NO.5 REQUEST FOR PROPOSALS NO.2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT SOUTH POINTE PARK(the"RFP") July 14,2021 This Addendum to the above-referenced RFP is issued in response to questions from prospective proposers,or other clarifications and revisions issued by the City. The RFP is amended in the following particulars only (deletions are shown by strikethrough and additions are underlined). 1. RFP DUE DATE AND TIME. The deadline for receipt of electronic submittals'through PeriscopeS2G is extended until 3:00 p.m.,Friday,July 23,2021. All proposals received and time stamped through PeriscopeS2G, prior to the proposal submittal deadline shall be accepted as timely submitted. Proposals cannot be submitted after the deadline established for receipt. of proposals. Hard copy proposals or proposals received. electronically, either through email or facsimile, submitted prior to or after the deadline for receipt of proposals are not acceptable and will be rejected. Late bids cannot be submitted, bidders are cautioned to plan sufficiently. The City will in no way be responsible for delays caused by technical difficulty or caused by any other occurrence. PUBLIC BID OPENING WILL BE VIA CONFERENCE ONLY Dial-In Instructions: • Dial the Telephone Number: +1 786-636-1480 • Enter the Conference ID No: 106 874 05# Any questions regarding this Addendum should be submitted in writing to the Procurement Management Department to the attention of the individual named below, with a copy to the City Clerk's Office at RafaelGranadot miamibeachfl.gov Contact: Tcicphone: Email: Natalia Delgado 305-673-7000 ext. 26263 _ nataliadelgado@miamibeachfl.gov Proposers are reminded to acknowledge receipt of this addendum as part of your RFP submission. Sincerely, Alex Denis Procurement Director RFP No.2021-1.37-ND Addendum#5 7/14/2021 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C • M I AM I BEACH Procurement Department 1755 Meridian Ave,3rd Floor, Miami Beach, Florida 33139 www.miamibeachfl.gov ADDENDUM NO.4 REQUEST FOR PROPOSALS NO.2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT SOUTH POINTE PARK(the"RFP") July 6,2021 This Addendum to the above-referenced RFP is issued in response to questions from prospective proposers,or other clarifications and revisions issued by the City. The RFP is amended in the following particulars only (deletions are shown by strikethrough and additions are underlined). 1. REVISION. Wherever the solicitation makes reference to,South Pointe Park,the solicitation should be revised to read South Pointe Park and Flamingo Park 2. REVISION: Section 0100, Instructions to Proposers, Subsection 2, Purpose, of the RFP is hereby amended as follows: The City owns a concession facility comprised of 240 square feet within the structure commonly referred to as the "Pavilion Building", located in South Pointe Park (hereinafter referred to as the"South Pointe Park Pavilion") and a 95 square feet concession facility located within the Flamingo Park Aquatic Center. The purpose of this RFP is to seek proposals from parties interested in operating a food and beverage concession at the South Pointe Park Pavilion and at Flamingo Park. See Exhibit B for floor plans. Interested parties are strongly encouraged to attend the site visit scheduled pursuant to Sub-section 5 below. Site is furnished"as is"to the selected concessionaire.The selected concessionaire shall be responsible for maintaining all current equipment (e.g., air conditioning, plumbing, electrical, lighting and mechanical roll-up doors) and, furnishing and maintaining any additional equipment necessary for the proposed operation. 2.1 BACKGROUND.South Point Park opened to the public on March 22,2009. On September 15,2010,the Mayor and City Commission approved an agreement with Blissberry, LLC("Blissberry")for the management and operation of a food and beverage concession at the South Pointe.Park Pavilion Building. Blissbers agreement expires ep November 30 2021. Subsequently the agreement between the City and Blissberry, dated July 1, 2015,was assigned to South Pointe Café LLC on September 1,2016. The Flamingo Park Concession opened to the public in the Summer of 2019. On October 14, 2020 the Mayor and City Commission approved an agreement with South Pointe Cafe, LLC ("South Pointe Cafe")for the management and operation of a food and beverage concession at the Aquatic Flamingo Park Concession Building and at the South Pointe Pavilion. latissbeflys South Pointe Café's agreement expires on November 30, 2021. In order to consider a replacement agreement with a concessionaire,this RFP seeks proposals for the management and operation of a food and beverage concession at the South Pointe Park Pavilion and at Flamingo Park. 3. REVISION. Delete Exhibit B, Facility Floor Plan, of the RFP in its entirety and Replace with Revised Exhibit B, Facility Floor Plan,attached hereto as Exhibit A. RFP No.2021-137-ND Addendum#4 7/6/2021 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C M I A M I BEACH Procurement Department 1755 Meridian Ave,3rd Floor, Miami Beach, Florida 33139 www.miamibeachfl.gov 4. ATTACHMENTS Exhibit A: Revised Exhibit B, Facility Floor Plan Any questions regarding this Addendum should be submitted in writing to the Procurement Management Department to the attention of the individual named below, with a, copy to the City Clerk's Office at RafaelGranado(c�miamibeachfl.aov Contact: Telephone: Email: Natalia Delgado 305-673-7000 ext.26263 nataliadelgado@miamibeachfl.gov Proposers are reminded to acknowledge receipt of this addendum as part of your RFP submission. Potential proposers that have elected not to submit a response to the RFP are requested to complete and return the"Notice to Prospective Bidders"questionnaire with the reason(s)for not submitting a proposal. Sincerely, Alex Denis Procurement Director RFP No.2021-137-ND Addendum#4 7/6/2021 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C IV\I \ \i\ I BEACH Procurement Department 1755 Meridian Ave,3rd Floor, Miami Beach, Florida 33139 www.miamibeachfl.gov EXHIBIT A Revised Exhibit B, Facility Floor Plan RFP No.2021-137-ND Addendum#4 7/6/2021 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C '"-'zaz 278 DOSE.SIMS Mt u 1 % 1.1�i Ro._._[—r_, ,-• Omar to writ) orrsr.G41w rraE axe^ $ } arsr,str 0..` A6 A?`' ®4GUsr.CB. ®1� y�' fast.cs RN a t.J5 E-.»;� cnrraw a()zoo par.a. ® wnar Q(-)u5 sw a o.s4(s) I;Y' •• mzC.�Nav rouniEmr v4)eorrw Q(-}Ah 4` Qac ca pe wv a oso(E) �y1 7•.s av cYwc spa ,S' uecu ,5...r, s mna a(-uas y�• ap*,1 } My a oss�)�•y K. 9 �4;j '�.9,.:t��: ')1 :.®y '� Lae 6zo. ';1, ',••`.. 2 I` k, aa .,. 7.. vF �-5,,U( •rr r saaa�•ii .. G74�....77.:S ��"`7y.7. '!. W . Bpi •f�.8a:'r• a e .'s: 1 :e';e Z I:.A., 8 ONE STORY CBS CYMYYt6TE A'df . { ,I PUMP ROOM 8, r 2 ' .'. J• f M1n .rr� — =6r.to'_ _ —•'�'.. i ``•i•• E- OhY X ..rF'�. . ..; ,< 3` :II II- r� --3�-+-�i•: '. `�fxsir ° '`ry ,/ .,II MX II': '�' `1.=i1:...• W •.1 WAD �ryS�=J 8�h+ �'�/ ,II II.` 1I I�-.:1`. ., \ fi p� �)\ r Pur P01t 0'3 DEEP) '. 2 z AL� I '= — - - 1: _ _ _ _ II'.: ,I #— _C,'.•`_. MATCH LINE FOR CONTINUATION REFER TO SHEET 2 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C T b � SA-11 oCAirrp r OUTS,l• OF,-QUIRED 4' \ry m - T 0' �rl��• �l CL • FL•r•AREAS f A. i— — 32'MIN. ii :,✓v v�r - r CENTER PO 24N48BENCH @ 1T--17 A.F.F. k w I OF BUILDI G 1NSThaiPROa 16' N=521480UAL (: MIN j { . -Al' ! a N t 1'-3' `° T'ss7: I I • L \ -r-- — \ IAEETiNO ROOAA 9.38'Is „j };\.\�� I N OCCUPANT LOAD: " +' \\�\. I '�• , 1 MAXIMUM RECESSED I __!I (PR ENTRANCE MAT `'' — • Q • 1 r/ C,; 3%0 •MI tl /iT --- —� ------- - e — e 1 EIv ENNOMPOMER ��\, I / 1 I -�_. �-" _.._-"._I-_ _. -to 4.�..... 17 / t 16 1 ' 4'-10' — Y% 3'•0• 11 8•8' ` . �`-s 3.4- ___ •If -----, 7 f ) 1,8*-5`49 _\ fill \\ MAT 1.3 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C M I A M I BEACH Procurement Department 1755 Meridian Ave,3rd Floor, Miami Beach, Florida 33139 www.miamibeachfl.gov ADDENDUM NO.3 REQUEST FOR PROPOSALS NO.2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT SOUTH POINTE PARK(the"RFP") July 2,2021 This Addendum to the above-referenced RFP is issued in response to questions from prospective proposers,or other clarifications and revisions issued by the City. The RFP is amended in the following particulars only (deletions are shown by strikethrough and additions are underlined). • 1. RFP DUE DATE AND TIME. The deadline for receipt of electronic submittals through PeriscopeS2G is extended until 3:00 p.m.,Friday,July 16,2021. All proposals received and time stamped through PeriscopeS2G, prior to the proposal submittal deadline shall be accepted as timely submitted. Proposals cannot be submitted after the deadline established for receipt of proposals. Hard copy proposals or proposals received electronically, either through email or facsimile, submitted prior to or after the deadline for receipt of proposals are not acceptable and will be rejected. Late bids cannot be submitted, bidders are cautioned to plan sufficiently. The City will in no way be responsible for delays caused by technical difficulty or caused by any other occurrence. PUBLIC BID OPENING WILL BE VIA CONFERENCE ONLY Dial-In Instructions: • Dial the Telephone Number:+1 786-636-1480 • Enter the Conference ID No: 106 874 05# Any questions regarding this Addendum should be submitted in writing to the Procurement Management Department to the attention of the individual named below, with a copy to the City Clerk's Office at RafaelGranado@.miamibeachfl.gov Contact: Telephone: Email: Natalia Delgado 305-673-7000 ext.6263 nataliadelgado@miamibeachfl.gov Proposers are reminded to acknowledge receipt of this addendum as part of your RFP submission. Potential proposers that have elected not to submit a response to the RFP are requested to complete and return the"Notice to Prospective Bidders"questionnaire with the•reason(s)for not submitting a proposal. Sincerely, Alex Denis Procurement Director RFP No.2021-137-ND Addendum#3 • 7/2/2021 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C M AM I BEAC H Procurement Department 1755 Meridian Ave,.3td Floor, Miami Beach, Florida 33139 www.miamibeachfl:gov ADDENDUM NO.2 REQUEST FOR PROPOSALS NO.2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT SOUTH POINTE PARK(the"RFP") June 22,2021 This Addendum to the above-referenced.RFP is issued in response to questions from prospective proposers,or other clarifications and revisions issued by the City. The RFP is amended in the following particulars only (deletions are shown by strikethrough and additions are underlined). 1. RFP DUE DATE AND TIME. The deadline for receipt of electronic submittals through PeriscopeS2G,is extended until 3:00 p.m.,Monday,July 12,2021. - All proposals received and time stamped through PeriscopeS2G, prior to the proposal submittal deadline shall be accepted as timely submitted. Proposals cannot be submitted after the deadline established for receipt of proposals. Hard copy proposals or proposals received electronically, either through email or facsimile, submitted prior to or after the deadline for receipt of proposals are not acceptable and will be rejected. Late bids cannot be submitted, bidders are cautioned to plan sufficiently. The City will in no way be responsible for delays caused by technical difficulty or caused by any other occurrence. PUBLIC BID OPENING WILL BE VIA.CONFERENCE ONLY Dial-In Instructions: • Dial the Telephone Number:+1 786-636-1480 • Enter the Conference ID No: 106 874 05# Any questions regarding this Addendum should be submitted in writing to the Procurement Management Department to the attention of the individual named below, with a copy to the City Clerk's Office at RafaelGranado anmiamibeachfl.gov Contact: Telephone: Email: Natalia Delgado 305-673-7000 ext.6263 nataliadelgado@miamibeachfl.gov Proposers are reminded to acknowledge receipt of this addendum as part of your RFP submission. Potential proposers that have elected not to submit a response to the RFP are requested to complete and return the"Notice to Prospective Bidders"questionnaire with the reason(s)for not submitting a proposal. Sincerely, 71121,_ Alex Denis Procurement Director RFP No.2021-137-ND Addendum#2 6/22/2021 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C M I A M I BEACH Procurement Department 1755 Meridian Ave,3rd Floor, Miami Beach, Florida 33139 www.miamibeachfl.gov ADDENDUM NO. 1 REQUEST FOR PROPOSALS NO.2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT SOUTH POINTE PARK(the"REP") June 21,2021 This Addendum to the above-referenced RFP is issued in response to questions from prospective proposers,or other clarifications and revisions issued by the City. The RFP is amended in the following particulars only (deletions are shown by strikethrough and additions are underlined). 1. ATTACHMENTS. Exhibit A:South Pointe Café, LLC and Flamingo Park Aquatic Center Concession Agreement Exhibit B: Blissberry Proposal for RFP 34-09-10 2. REVISION:Appendix,A, Minimum Requirements and Specifications, Section A2. Specifications, Sub-section 3. Schedule'of Operation,of the RFP is hereby amended as follows: 3. Schedule of Operation.. Successful proposer's operations shall be open in accordance with the schedule, outlined below,weather or events of force majeure permitting. Days of Operation: seven days a week,365 days a year. Hours of Operation: 7:00 a.m.to 6:00 p.m.9:00 a.m.to 7:00 p.m.or Sunset(whichever occurs earner) Any change in the days or hours of operation require the prior written consent of the City Manager including,but not limited to,change in the days and hours of operation requested,pursuant to the Agreement 3. RESPONSES TO QUESTIONS RECEIVED. Q1: Is park attendance recorded in the park? If so, please post past 5-year attendance records. Al: Park attendance is not recorded. Q2: Please post past concessionaire's(Blissberry) Food and Beverage Menu. A2: Please refer to Exhibit A, South Pointe Café and Flamingo Park Aquatic Center Concession Agreement Q3: Please post the past concessionaire's(Blissbery)contract. A3: Please refer to Exhibit A, South Pointe'Café and Flamingo Park Aquatic Center Concession Agreement Q4: Please post the past concessionaire's(Blissberry)proposal. A4: Please refer to Exhibit B,Blissberry Proposal for RFP 34-09-10 RFP No.2021-137-ND Addendum#1 6/21/2021 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C M I AM I B E AC H Procurement Department 1755 Meridian Ave, 3rd Floor, Miami Beach, Florida 33139 www.miamibeachfl.gov Q5: Can the department provide information and context to the reason Blissberry is closing business at South Pointe Park. A5: South Pointe Café, LLC's agreement expires on November 30, 2021. In order to consider a replacement agreement,the City must issue a solicitation. Any questions regarding this Addendum should be submitted in writing to the Procurement Management Department to the attention of the individual named below, with a' copy to the City Clerk's Office at RafaelGranado@miamibeachfl.gov Contact: Telephone: Email: Natalia Delgado 305-673-7000 ext.6263 nataliadelgado@miamibeachfl.gov Proposers are reminded to acknowledge receipt of this addendum as part of your RFP submission. Potential proposers that have elected not to submit a response to the RFP are requested to complete and return the"Notice to Prospective Bidders"questionnaire with the reason(s)for not submitting a proposal. cerel , 1 ' Denis • urement Director • RFP No.2021-137-ND Addendum#1 6/21/2021 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C M I AM I BEACH Procurement Department 1755 Meridian Ave,3rd Floor, Miami Beach,Florida 33139 www.miamibeachfl.gov EXHIBIT A South Pointe Cafe, LLC and Flamingo Park Aquatic Center Concession Agreement RFP No.2021-137-ND Addendum#1 6/21/2021 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE SOUTH POINTE CAFE, LLC AND FLAMINGO PARK AQUATIC CENTER CONCESSION AGREEMENT DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE INDEX SECTION TITLE PAGE 1. TERM 5 2. CONCESSION AREAS 5 2.1 . Concession Area within the Pavilion Building 5 2.2 Concession Area within Flamingo Park Aquatic Center... .5 3. USE(S) 5 3.1 Food and Beverage Service 6 3.2 City Business Tax Receipts 6 3.3 Parking 6 4. CONCESSION FEES 6 4.1 Minimum Guarantee(MG) 7 4.2 Percentage of Gross(PG)vs. MG 8 4.3 Interest for Late Payment 8 4.4 Sales and Use Tax 8 • 5. MAINTENANCE AND EXAMINATION OF RECORDS 8 6. INSPECTION AND AUDIT 8 7. TAXES, ASSESSMENTS, AND UTILITIES 8 8. EMPLOYEES AND INDEPENDENT CONTRACTORS 9 9. HOURS OF OPERATION 9 10, IMPROVEMENT, MAINTENANCE,.REPAIR and OPERATION 9 10.1 Improvements 9 10.2 Garbage Receptacles 10 10.3 Maintenance/Repair 11 10.4 No Dangerous Materials 11 10,5 Security 12 10.6 Inspection 12 11. INSURANCE 12 12. INDEMNITY 13 12.4 Subrogation 14 13. DEFAULT AND TERMINATION 14 13.1 Bankruptcy 14 13.2 Default in Payment 14 13.3 _ Non-Monetary Default 15 13.4 City's Remedies for Concessionaire's Default 15 13.5 Concessionaire's Remedies for City's Default 15 13.6 Termination for Convenience 15 13.7 Surrender of Concession Area 16 F 2 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE SECTION TITLE PAGE 14. ASSIGNMENT '16 15. SPECIAL EVENTS /SPONSORSHIPS 17 15.2 City Special Events 17 15.3 Sponsorships 17 16. NO IMPROPER USE 17 17. PRICE SCHEDULES 18 18. NOTICES 18 19. LAWS 19 19.1 Compliance 19 19.2 Equal Employment Opportunity 19 19.3 No Discrimination 19 20. FORCE MAJEURE 19 21. CONCESSIONAIRE COMPLIANCE WITH FLORIDA PUBLIC RECORDS LAWS.20 22. PROHIBITIONS REGARDING SALE OR USE OF POLYSTYRENE FOOD SERVICE ARTICLES EXPANDED ..22 23. INSPECTOR GENERAL AUDIT RIGHTS .............................................23 24. E-VERIFY.............................................................................................25 25. LIMITATION OF LIABILITY 25 26. VENUE 26 27. MISCELLANEOUS 26 27.1 No Partnership 26 27.2 Modifications / 26 27.3 Complete Agreement 26 27.4 Headings 26 27.5 Binding Effect 26 27.6 Clauses 26 27.7 Severability 27 27.8 Right of Entry 27 27.9 Not a Lease 27 27.10 Signage 27 27.11 Conflict of Interest 27 27.12 No Waiver 28 27.13 ' No Third Party Beneficiary 28 27.14 Attorneys'Fees 28 Exhibit 2.1 30 Exhibit 2.2 31 Exhibit 3.1.1 32 Exhibit 3.1.2........................ 33 Exhibit 3.1.3 34 Exhibit 3.1.4 35 Exhibit 10.1.1 36 Exhibit 20.10... .37 Exhibit 21.11 38 ..................... ............................. 3 1 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE CONCESSION AGREEMENT BETWEEN CITY OF MIAMI BEACH, FLORIDA 9 AND SOUTH POINTE CAFE, LLC FOR MANAGEMENT AND OPERATION OF A FOOD & BEVERAGE CONCESSION IN A PORTION OF THE SOUTH POINTE PARK PAVILION BUILDING AND THE AQUATIC FLAMINGO PARK THIS CONCESSION AGREEMENT("Agreement")made the_day of , 2021, between the CITY OF MIAMI BEACH, a municipal corporation of the State of Florida(hereinafter called"City"), having its principal address at 1700 Convention Center Drive, Miami Beach,Florida, 33139, and, SOUTH POINTE CAFE, LLC a Florida limited liability company, having its principal place of business at 737 Jefferson Avenue,#301, Miami Beach, Florida,33139,(hereinafter called "Concessionaire"). WITNESSETH WHEREAS, on September 1, 2016 the Concession Agreement between the City and Blissberry, LLC, dated July 1, 2015, was assigned to South Pointe Café LLC ("Concessionaire"); and WHEREAS,the Concession Agreement expires on November 30, 2020; and WHEREAS, in a letter dated September 14, 2020, Concessionaire requested a new Concession Agreement for a period of five (5) years, commencing on December 1, 2020 and ending on November 30, 2025; and WHEREAS, this matter was discussed at the September 23, 2020 meeting of the Neighborhood and Quality of Life Committee ("NQLC")and the NQLC recommended in favor of waiving competitive bidding and executing a new lease with, ("Concessionaire"),for a period of one (1)year.commencing on December 1,2020 and ending on November 30,2021,during which time the Administration should issue a request for proposals(RFP)for a long term agreement; and WHEREAS,the Concessionaire had operated a food and beverage concession within the Flamingo Park pool area under a special events pop-up permit in 2019 and the amenity was well received by pool and park patrons;and WHEREAS,oh October 14,2020, the Mayor and City Commission adopted Resolution No. 2020-3457,accepting the recommendation of the Neighborhood and Quality of Life Committee and of the City Manager,and waiving,by 5/7th vote,the competitive bidding requirement;and approving and authorizing the mayor and City Clerk to execute a concession agreement between the City and Concessionaire,for a period of one(1)year,commencing on December 1,2020 and ending on November 30, 2021, for the management and operation of a food and beverage concession at South Pointe Park; and WHEREAS, the October 14,2020 City Commission item also requested authority for the Administration to include the Flamingo Park concession in the Concessionaire's agreement; and WHEREAS, accordingly, the City and Concessionaire have negotiated the following Agreement. 4 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE NOW THEREFORE, in consideration of the premises and the mutual covenants and conditions herein contained and other good and valuable consideration, the receipt and adequacy of which are hereby conclusively acknowledged, it is agreed by the parties hereto as follows: The City hereby grants to the Concessionaire, and the Concessionaire hereby accepts from the City, the right to maintain, manage and operate a food and beverage concession within the Concession Area (as hereinafter defined), in accordance with the purpose(s)and for the term(s) stated herein, and subject to all the terms and conditions herein contained. • SECTION 1. TERM. 1.1 This Agreement shall commence retroactively on the 15'day of December 2020(the • "Commencement Date") and terminate on the 30th day of November 2021 (the Term). For purposes of this Agreement, a "contract year' shall be defined as that certain period commencing on the 15' day of December and ending on the 30'h day of November. SECTION 2. CONCESSION AREA(S). The City hereby grants to Concessionaire the right, during the Term herein, to maintain, manage and operate a food and beverage concession in the following Concession Areas: 2.1 Concession Area within the Pavilion Building at South Pointe Park: An area comprised of 240 square feet within the Pavilion Building, located at 3 South Washington Avenue and as further delineated in Exhibit 2.1 hereto. 2.2 Concession Area within the Aquatic Center at Flamingo Park: An area comprised of approximately 95 square feet within the Flamingo Park Aquatic Center, located at 999 11 Street and as further delineated in Exhibit 2.2 hereto. 2.3 Notwithstanding the Concession Area granted to Concessionaire in Sections 2.1 and 2.2, Concessionaire hereby understands, agrees, and acknowledges that the Concession Areas,along with any and all other public facilities in South Pointe Park and Flamingo Park, not specifically identified herein, is intended to be open and available to the public and, as such, must remain available for the use and enjoyment of the general public. Notwithstanding the preceding, Concessionaire may designate areas within the Concession Areas which shall not be open to and/or accessible to the general public (e.g. "kitchen areas, pantries, and/or storage closets, etc.). SECTION 3. USE(S). Concessionaire is hereby authorized to conduct the following kind(s)of businesses and provide the following kind(s)of services within the Concession Areas,all at its sole expense and responsibility: 3.1 Food and Beverage Service. 3.1.1 Concessionaire shall prepare, or cause to be prepared, for sale within and from the Concession Areas, such pre-cooked, prepared, and/or prepackaged foods and such non-alcoholic beverages as those set forth in Exhibits 3.1.1. and 3.1.3. The City Manager hereby approves the types of food and beverages,and prices for same(as those set forth in Exhibit 3.1.1 5 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE and 3.1.3). Any amendments to Exhibit 3.1.1,or 3.1.3 whether as to type of food and beverages to be sold,or as to changes in prices for same,must be approved in writing by the City Manager or his designee,such approval not to be unreasonably withheld,delayed or conditioned, prior to such changes being implemented within the Concession Area,and a new updated Exhibit 3.1.1 and 3.1.3 will be incorporated into this Agreement. 3.1.2 All food and beverages sold within the Concession Areas will be prepared using only the equipment and/or methodology approved by the City and as set forth in Exhibit 3.1.2 and 3.1.4,as well as properly prepared and served in compliance with all applicable health and sanitary standards, laws and regulations. Additionally, Concessionaire shall comply with the CDC Guidelines incorporated herein by reference and attached hereto as Exhibit 3.1.2.1. 3.1.3 The quality of food, beverages, and service offered will be first-rate and comparable to that available at other public concession facilities at world class resorts on par with the City of Miami Beach. 3.1.4 In addition to Concessionaire's general maintenance obligations for the Concession Areas, as set forth in Section 10 herein,the Concession Areas and the immediately surrounding ten (10) foot adjacent areas, shall at all times be maintained in a clean and sanitary manner. 3.1.5 At least one supervisory employee must possess a Food Service Management Certification issued by a County Public Health Department in Florida, In addition, the Concession Area must be licensed by the Florida Department of Business Regulation, Division of Hotels and Restaurants, and/or the Department of Agriculture, and/or as may further be required by • State law and/or by corresponding agencies. • 3.1.6 Concessionaire agrees not to place any speakers,or any other device used to amplify sound, in, on or around the Concession Areas. 3.2 City Business Tax Receipts. Concessionaire shall obtain,at its sole expense and responsibility,any business tax receipts required by the City for the proposed use(s) contemplated herein. To the extent required by City law(as same may be amended from time to time),business tax receipts shall be obtained for each proposed use within a particular Concession Areas. 3.3 Parking. Concessionaire may request from the City's Parking Department,the use of one(1) designated parking space at the Municipal Parking Lot P1 (South Pointe Park parking lot)for delivery vehicle use only. The rate for said parking space is subject to change and is currently One Hundred and Six Dollars($106.00)per month, plus applicable sales and use tax per space. SECTION 4. CONCESSION FEES. 4.1 Minimum Guarantee(MG): In consideration of the City's granting of the rights provided in this Agreement, for each contract year during the Term, the Concessionaire shall pay to the City a Minimum Guaranteed Annual Concession Fee (MG) of Thirty Six Thousand 6 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE ($36,000.00) Dollars, payable in equal quarterly installments of Nine Thousand Dollars($9,000.00)each, payable on the 1st day of each quarter during the Term. 4.2 Percentage of Gross(PG)vs. MG: During the Term, in the event that the amount equal to fifteen (15%) percent of Concessionaire's gross receipts(PG)exceeds the MG amount,then Concessionaire shall also pay to the City the difference between the PG amount and the MG amount,which payment shall be received no later than sixty(60)days after the end of the contract year. The term "gross receipts" is understood to mean all income, whether collected or accrued, derived by Concessionaire under this Agreement, or any licensee, sub- concessionaire,or sub-tenant,as Concessionaire,from all business conducted upon or from the Concession Areas,including but not limited to receipts from sale of food and beverages. The term "gross receipts" shall exclude amounts of any Federal, State,or City sales tax,or other tax,governmental imposition,assessment,charge or expense of any kind, collected by the Concessionaire from customers and required by law to be remitted to the taxing or other governmental authority. 4.3 Interest for Late Payment. Any payment which Concessionaire is required to make to the City which is not paid on or before the respective date provided for in this Agreement shall be subject to interest at the rate of eighteen (18%)percent per annum,or the maximum amount allowable under Florida law,whichever is greater,from the due date of payment until such time as payment is actually received by the City. 4.4 Sales and Use Tax. It is also understood that the required Florida State Sales and Use Tax shall be added to Concessionaire's payments and forwarded to the City as part of said payments. It is the City's intent that it is to receive all payments due from Concessionaire as net of such Florida State Sales and Use Tax. SECTION 5. MAINTENANCE AND EXAMINATION OF RECORDS. Concessionaire shall maintain current, accurate, and complete financial records, on an accrual • basis, related to its operations pursuant to this Agreement. Systems and procedures used to maintain these records shall include a system of internal controls; all accounting records shall be maintained in accordance with generally accepted accounting principles; and shall be open to inspection, copying, and audit by the City Manager or his designee upon reasonable verbal or written notice,during normal hours of operation. Concessionaire shall maintain all such records at its principal office, currently located at 737 Jefferson Avenue,#301,Miami Beach, Florida,33139, or, if moved to another location, all such records shall be relocated, at Concessionaire's sole expense, to a location in Miami Beach, within ten (10)days from notice of request for inspection from the City. Such records and accounts shall include, at a minimum, a breakdown of gross receipts,expenses,and profit and loss statements.Concessionaire shall maintain accurate receipt- printing cash registers(or a like alternative)in the Concession Area which will record and show the payment for every sale made or service provided in such Area. Such other records shall be maintained as would be required by an independent CPA in order to audit a statement of annual gross receipts and profit and loss statement pursuant to generally accepted accounting principles. Concessionaire records shall also be maintained for a period of three(3)years following expiration (or other termination)of this Agreement(regardless of whether such termination results from the expiration of the Term or for any other reason). 7 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE Concessionaire shall submit to the City Finance Department's Revenue Manager,within sixty(60) days of the end of each contract year, an annual statement of gross receipts, in a form consistent with generally accepted accounting principles. SECTION 6. INSPECTION AND AUDIT. The City Manager or his designee shall be entitled to audit Concessionaire's records as often as he/she deems necessary throughout the Term,and three(3)times within the three(3)year period following expiration (or other termination) of this Agreement. The City shall be responsible for paying all costs associated with such audit(s), unless the audit(s)reveals a deficiency of five(5%) percent or more in Concessionaire's statement of gross receipts for any year or years audited, in which case Concessionaire shall pay to the City,within thirty(30)days of the City deeming the audit final, the cost of the audit and a sum equal to the amount of the deficiency revealed by the audit, plus interest. These audits are in addition to periodic City audits of Resort Tax, collections and payments(which are performed separately). It is Concessionaire's intent to stay informed of comments and suggestions by the City regarding Concessionaire's performance under the Agreement. Within thirty (30)days after the end of each contract year, Concessionaire and the City may meet to review Concessionaire's performance under the Agreement for the previous contract year. At the meeting, Concessionaire and the City may discuss quality, operational, maintenance and any other issues regarding Concessionaire's performance under the Agreement. Nothing contained within this section shall preclude the City's audit rights for Resort Tax collection purposes. SECTION 7.TAXES, ASSESSMENTS, AND UTILITIES. Concessionaire agrees and shall pay, before delinquency, all taxes and assessments of any kind (including, without limitation, ad valorem taxes, if assessed, and/or Resort Taxes) levied or assessed upon Concessionaire andior the Concession Area including,without limitation,any such taxes and/or assessments that may be levied and/or assessed against Concessionaire and/or the Concession Area by reason of this Agreement, or by reason of the business or other operations and/or activities of Concessionaire upon or in connection with the Concession Area. Concessionaire will have the right,at its own expense,to contest the amount or validity, in whole or in part, of any tax and/or assessment by appropriate proceedings, which'Concessionaire shall conduct diligently and continuously, in good faith, Concessionaire may refrain from paying a tax to the extent it is contesting the imposition of same in a manner that is in accordance with law; provided, however, if, as a result of such contest, additional delinquency charges become due, Concessionaire shall be responsible for such delinquency charges, in addition to payment of the contested tax(if so ordered). Concessionaire shall be solely responsible for and shall promptly pay when due all charges for utility service(s)provided to the Concession Area (including all hook-up fees and impact fees)for gas, electricity, water, sewer, cable, telephone, trash collection, etc. Notwithstanding the preceding paragraph, the City shall charge Concessionaire a flat fee for 1) electricity,in the amount of One Hundred Twenty($120.00)Dollars per month;and 2)water usage, in the amount of Forty($40.00)Dollars per month.The City reserves the right,at its sole discretion, to adjust the flat monthly fees charged to Concessionaire for electric and water use at any time during the Term, upon thirty(30)days prior written notice to Concessionaire. In addition to other rights and remedies hereinafter reserved to the City, upon the failure of Concessionaire to pay for such utility services when due, the City may elect to pay same and 8 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4DEE Concessionaire shall promptly reimburse the City upon demand. In no event shall the City be liable, whether to Concessionaire or to third parties,for an interruption or failure in the supply of any utility services to the Concession Area. SECTION 8. EMPLOYEES AND INDEPENDENT CONTRACTORS. 8.1 Concessionaire shall select,train,employ(or otherwise hire or retain)such number of employees and/or independent contractors as is necessary and appropriate for Concessionaire to satisfy its responsibilities hereunder, and as necessary to maintain the same levels of service as exist in similar first class concession facilities and operations. Concessionaire's employees and/or independent contractors shall be employees and/or independent contractors of Concessionaire and not of the City, and Concessionaire shall be solely responsible for their supervision and daily direction and control. Concessionaire shall be solely responsible for, and have the sole authority to hire, terminate and discipline any and all personnel and/or contractors employed or retained by Concessionaire. 8.2 Concessionaire and its employees and/or independent contractors shall wear identification badges and uniforms approved by the City, such approval not to be unreasonably withheld, delayed or conditioned, during all hours of operation. All employees and/or independent contractors shall observe all the graces of personal grooming. Concessionaire shall hire people to work in its operation who are neat, clean, well groomed, and comport themselves in a professional and courteous manner. Concessionaire and any persons hired and/or retained by Concessionaire shall never have been convicted of a felony (excluding traffic offenses). Concessionaire shall have an experienced manager or managers overseeing the concession operations at all times. SECTION 9. HOURS OF OPERATION. The Concession Areas shall be open for business every day of the year,weather or events of force majeure permitting. Concessionaire's minimum hours of operation shall be: 9:00 AM to 7:00 PM or Sunset(whichever occurs earlier) Any change in the hours of operation including, without limitation, any request by Concessionaire for an increase or decrease in same, shall be subject to the prior written approval of the City Manager or his designee, which approval, if granted at all, shall be at the City Manager's(or his designee's)sole option and discretion. SECTION 10. IMPROVEMENTS, MAINTENANCE, REPAIR and OPERATION. Concessionaire accepts the use of the Concession Area in its "AS IS" "WHERE IS" condition. Concessionaire assumes sole responsibility and expense for maintenance of the Concession Area (including all furniture,fixtures,equipment and any other improvements thereon).This shall include, without limitation, daily(i.e. 365 days)removal of litter, garbage and debris. Concessionaire shall also be responsible for all garbage-disposal generated by its operations. 10.1 Improvements. 10.1.1 Any improvements to the Concession Areas shall be at Concessionaire's sole expense and responsibility; provided, however,that any plans for such improvements shall be submitted to the City Manager or his designee for prior written approval, such approval not to be unreasonably withheld, delayed or conditioned, and a list of the approved improvements shall be 9 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E40EE attached hereto as Exhibit 10.1.1. Upon termination and/or expiration of this Agreement,all personal property and non-permanent trade fixtures may be removed by Concessionaire without causing damage to the Concession Areas. All permanent(fixed) improvements to the Concession Areas shall remain the property of the City upon termination and/or expiration of this Agreement, except as provided in Subsection 10.1.2. Concessionaire will permit no liens to attach to the Concession Areas arising from,connected with,or related to,the design,construction,and installation of any improvements. Construction of any approved improvements shall be diligently prosecuted to completion and accomplished through the use of licensed, reputable contractors who are acceptable to the City Manager or his designee. In addition to obtaining the prior approval of the City Manager or his designee (acting on behalf of the City,in a proprietary capacity),Concessionaire shall also be solely responsible for obtaining, at its sole cost and expense, any and all permits, licenses, and/or regulatory approvals; such regulatory approvals which may include,without limitation, land use board and/or the approvals of other required regulatory agencies having jurisdiction)required for the construction of improvements. • 10.1.2 Notwithstanding Subsection 10.1.1 hereof, upon termination and/or expiration of this Agreement,Concessionaire shall immediately remove any permanent improvements made to the Concession Areas during the Term, at Concessionaire's sole expense and responsibility. In such event, Concessionaire shall also restore the Concession Areas to its original condition prior to the improvements being made, reasonable wear and tear excepted. 10.1.3 The above requirements for submission of plans and the use of specific contractors shall not apply to improvements(which term,for purposes of this Subsection 10.1.3 only, shall also include improvements necessary for Concessionaire's ongoing maintenance and repair of the Concession Areas) which do not exceed Five Hundred($500.00)Dollars; provided that the work is not structural,and"provided further that it is permitted by applicable law. 10.2 Garbage Receptacles. With respect to litter,garbage and debris removal, Concessionaire shall provide;at its sole expense,a sufficient number of trash receptacles for its own use and for the • use of its patrons. Determination of the"number"of receptacles shall at all times be within the City Manager or his designee's sole discretion.Disposal of the contents of said receptacles (and removal of litter, garbage and debris within the Concession Areas), shall be done on a daily(i.e. 365 days) basis. Any costs for removal of the contents of said trash receptacles by the City, because of the Concessionaire's failure to do so, will be assessed to, and become the responsibility of, the Concessionaire. The dumping or disposal of any refuse,discards,trash or garbage,generated by,or as a result of Concessionaire's operations, into any of the trash receptacles at South Pointe Park or Flamingo Park shall be strictly prohibited. 10• DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE 10.3 Maintenance/Repair. Concessionaire shall maintain, at its sole expense and responsibility, all furniture, fixtures,and equipment(FFE)and any other improvements(whether permanent or - not) required to operate the concession. In the event any FFE and/or other improvement(s)is lost,stolen,.or damaged,it shall be replaced or repaired promptly, at the sole expense of Concessionaire. 10.3.1 All damage or injury of any kind to the Concession Areas, and/or to any improvements and/or FFE thereon, except damage caused by the willful misconduct or gross negligence of the City, shall be the sole obligation of Concessionaire,and shall be repaired,restored and/or replaced promptly by Concessionaire, at its sole expense,to the satisfaction of the City Manager or his designee. 10.3.2 All of the aforesaid repairs, restoration and replacement shall be in quality and class equal to or better than the original work(or FFE,as the case may be)and shall be done in good and workmanlike manner. 10.3.3 If Concessionaire fails to make any repairs,restoration and/or replacement, the same may be made by the City, at the expense of Concessionaire, and all sums spent and expenses incurred by the City shall be collectable by the City and shall be paid by Concessionaire within ten(10)days after receipt of a bill or statement thereof. Notwithstanding that the City may elect to make such repairs, restoration, and/or replacement, the City shall have no obligation and/or affirmative duty to do so. 10.3.4 It shall be Concessionaire's sole obligation to ensure that any renovations, repairs and/or improvements made by Concessionaire to the Concession Areas comply with all applicable permitting, building codes and life safety codes of governmental authorities having jurisdiction. 10.4 No Dangerous Materials. Concessionaire agrees not to use or permit in the Concession Areas the storage and/or use of gasoline, fuel oils, diesel, illuminating oils, oil lamps, combustible powered electricity producing generators, turpentine, benzene, naphtha, propane, natural gas,or other similar substances,combustible materials,or explosives of any kind, or any substance or thing prohibited in the standard policies of fire insurance companies in the State of Florida. Any such substances or materials found within the Concession Areas shall be immediately removed. In consideration of a separate and specific consideration of Ten ($10.00) Dollars and other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged, Concessionaire shall indemnify and hold the City harmless from any loss, damage, cost, or expense of the City, including, without limitation, reasonable attorney's fees, incurred as a result of, arising from, or connected with the placement by Concessionaire of any "hazardous substance" or "petroleum products"on,under,in or upon the Concession Areas as those terms are defined by applicable Federal and State statutes,or any environmental rules and environmental regulations promulgated thereunder. The provisions of this Subsection 10.4 shall survive the termination or earlier expiration of this Agreement. 11 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE 10.5 Security. Concessionaire shall be responsible for and provide such reasonable security measures as may be required to protect the Concession Area and any improvements and FEE thereon. Under no circumstances shall the City be responsible for any stolen or damaged FFE; damage to or loss of any improvements; or any stolen, lost, or damaged personal property of Concessionaire's employees, contractors, patrons, guests, invitees, and/or any other third parties,except if caused by the willful misconduct or gross negligence of the City, its officers, employees, contractors, agents or servants. 10.6 Inspection. • Concessionaire agrees that the Concession Areas(and operations thereon)may be inspected at any time during hours of operation by the City Manager or his designee,or by any other municipal, County or State officer,or other agency having responsibility and/or jurisdiction for inspection of such operations. Concessionaire hereby waives all claims against the City for compensation for loss or damage sustained by reason of any interference with the concession operations,whether by the City or by any public agency or official, in enforcing their respective duties, or enforcing compliance with any applicable laws, or ordinances, or regulations. SECTION 11. INSURANCE. The Concessionaire shall maintain the below required insurance in effect prior to awarding the contract and for the duration of the contract. The maintenance of proper insurance coverage is a material element of the contract and failure to maintain or renew coverage may be treated as a material breach of the contract,which could result in withholding of payments or termination of the contract. a. Worker's Compensation Insurance for all employees of the vendor as required by Florida Statute 440, and Employer Liability Insurance for bodily injury or disease. Should the Vendor be exempt from this Statute, the Vendor and each employee • shall hold the City harmless from any injury incurred during performance of the Contract.The exempt Vendor shall also submit(i)a written statement detailing the number of employees and that they are not required to carry Workers' Compensation insurance and do not anticipate hiring any additional employees during the term of this contract or(ii)a copy of a Certificate of Exemption. 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. c. All-Risk property and casualty insurance, written at a minimum of eighty (80%) percent of replacement cost value and with replacement cost endorsement,covering all leasehold improvements installed in the Demised Premises by or on behalf of Tenant and including without limitation all of Tenant's personal property in the Demised Premises (including, without limitation, inventory, trade fixtures; floor coverings,furniture,and other property removable by Tenant under the provisions of this Agreement). d. Liquor Liability Insurance on an occurrence basis,including property damage,bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. (Required, if necessary.) 12 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E40EE 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 contractor 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 contractor'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 —Vendor 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 — Contractor shall furnish the City with original certificates and amendatory endorsements, or copies of the applicable insurance language, effecting coverage required by this contract. 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 Contractor'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. CERTIFICATE HOLDER MUST READ: CITY OF MIAMI BEACH c/o EXIGIS Insurance Compliance Services P.O. Box 4668—ECM #35050 New York, NY 10163-4668 Kindly submit all certificates of insurance,endorsements, exemption letters to our servicing agent, EXIGIS, at: Certificates-miamibeach@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 the vendor of his liability and obligation under this section or under any other section of this agreement. SECTION 12. INDEMNITY. 12.1 In consideration of a separate and specific consideration of Ten ($10.00) Dollars and other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, Concessionaire shall indemnify, hold harmless and defend the City, its officers, employees, contractors, agents or servants from and against any claim, demand or cause of action of whatsoever kind or nature arising out of error, omission, or negligent act of Concessionaire, its officers, employees, contractors, agents or servants in the performance of services under this Agreement. 13 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE 12.2 In addition, and in consideration of a separate and specific consideration of Ten ($10.00) Dollars and other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged,Concessionaire shall indemnify,hold harmless and defend the City, its officers, employees, contractors, agents or servants from and against any claim,demand or cause of action of whatever kind or nature arising out of any misconduct of Concessionaire, its officers, employees, contractors, subconcessionaire(s), agents or servants not included in Subsection 12.1 herein and for which the City, its officers, employees, contractors, ' subconcessionaire(s), agents or servants are alleged to be liable. 12.3 , Subsections 12.1 and 12.2 shall survive the termination or expiration of this Agreement. Subsections 12.1 and 12.2 shall not apply, however, to any such liability, that arises as a result of the willful misconduct or gross negligence of the City, its officers, employees, contractors, agents or servants. 12.4 Subrogation. The terms of insurance policies referred to in Section 11 shall preclude subrogation claims against Concessionaire, the City and their respective officers, employees, contractors, agents or servants. SECTION 13. DEFAULT AND TERMINATION. Subsections 13.1 through 13.3 shall constitute events of default under this Agreement. An event of default by Concessionaire shall entitle the City to exercise any and all remedies described as the City's remedies under this Agreement,including but not limited to those set forth in Subsection 13.4. An event of default by the City shall entitle Concessionaire to exercise any and all remedies described as Concessionaire's remedies under this Agreement, including but not limited to those set forth in Subsection 13.5. 13.1 Bankruptcy. If either the City or Concessionaire shall be adjudged bankrupt or insolvent,or if any receiver or trustee of all or any part of the business property of either party shall be. appointed, or if any receiver of all or any part of the business property shall be appointed and shall not be discharged within sixty(60)days after appointment,or if either party shall make an assignment of its property for the benefit of creditors,or shall file a voluntary petition in bankruptcy, or insolvency, or shall 'apply for reorganization or arrangement with its creditors under the bankruptcy or insolvency laws now in force or hereinafter enacted, Federal, State, or otherwise, or if such petitions shall be filed against either party and shall not be dismissed within sixty (60) days after such filing, then the other party may immediately, or at any time thereafter, and without further demand or notice,terminate this Agreement without being prejudiced as to any remedies which may be available to it for breach of contract. 13.2 Default in Payment. In the event Concessionaire fails to submit any payment within five (5) days of its due date,there shall be a late charge of Fifty($50.00)Dollars for such late payment, in addition to interest at the rate of eighteen percent(18%)per annum or the highest rate allowable by law,whichever is less. If any payment and accumulated penalties are not received within fifteen(15)days after the payment due date,and such failure continues three (3) days after written notice thereof, then the City may, without further demand or notice, terminate this Agreement without being prejudiced as to any remedies which may be available to it for breach of contract. 14 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C • DocuSign Envelope ID:E47009A0-BEE2-451D-A222-93CA7F4E4OEE 13.3 Non-Monetary Default. In the event that Concessionaire or the City fails to perform or,observe any of the covenants, terms or provisions under this Agreement, and such failure continues thirty (30)days after written notice thereof from the other party hereto, such non- defaulting party may immediately or at any time thereafter, and without further demand or notice, terminate this Agreement. In the event that a default is not reasonably susceptible to being cured within such period,the defaulting party shall not be considered in default if it shall, within such period, commence with due diligence and dispatch to cure such default and thereafter completes with dispatch and due diligence the curing of such default, but in no event shall such extended cure period exceed ninety(90) days from the date of written notice thereof. In the event Concessionaire cures any default pursuant to this subsection,it shall promptly provide the City with written notice of same. 13.4 City's Remedies for Concessionaire's Default. If an event of default by Concessionaire,as set forth in this Section 13, shall occur, the City may,after notice(if required)and the expiration of cure periods,as provided above, at its sole option and discretion, institute such proceedings as in its opinion are necessary to cure such default(s) and to compensate the City for damages resulting from such default(s), including but not limited to the right to give to Concessionaire a notice of termination of this Agreement. If such notice is given,the Term of this Agreement shall terminate upon the date specified in such notice from the City to Concessionaire.On the date so specified, Concessionaire shall then quit and surrender the Concession Areas to the City pursuant to the provisions of Subsection 13.7. Upon the termination of this Agreement by the City, all rights and interest of Concessionaire in and to the Concession Areas and to this Agreement, and every part thereof, shall cease and terminate and the City may, in addition to any other rights and remedies it may have, retain all sums paid to it by Concessionaire under this Agreement. In addition to the rights set forth above,the City shall have the rights to pursue any and all of the following: a. the right to injunction or other similar relief available to it under Florida law against Concessionaire; and/or b. the right to maintain any and all actions at law or suits in equity or other proper proceedings to obtain damages resulting from Concessionaire's default. j 13.5 Concessionaire's Remedies for City's Default. If an event of default by the City, as set forth in this Section 13, shall occur, Concessionaire may, after the expiration of the cure period, terminate this Agreement upon written notice to the City. Said termination shall become effective upon receipt of the written notice of termination by the City. On the date specified in the notice,Concessionaire shall quit and surrender the Concession Areas to the City pursuant to the provisions of Subsection 13.7. 13.6 Termination for Convenience. 13.6.1 Notwithstanding any other provision of this Section 13,this Agreement may be terminated, in whole or in part, by the City, for convenience and without 15 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE cause, upon the furnishing of sixty (60) days prior written notice to Concessionaire. Additionally, in the event of a public health, welfare or • safety concern, as determined by the City Manager, in the City Manager's sole discretion,the City Manager,pursuant to a verbal or written notification to Concessionaire, may immediately suspend the services under this Agreement for a time certain,or in the alternative,terminate this Agreement on a given date. 13.6.2 In the event of termination by the City pursuant to this Subsection 13.6, Concessionaire herein acknowledges and agrees that it shall not have any claim,demand,or cause of action of whatsoever kind or nature,against the City,its agents,servants and employees(including,but not limited to,claims for any start-up costs,interference in business or damages for interruption of services,or interference in its concession operations). In no event shall the City be liable to Concessionaire for any indirect, incidental, special, lost profits or consequential damages. 13.7 Surrender of Concession Areas. At the expiration of this Agreement, or earlier termination in accordance with the terms of this Agreement, Concessionaire shall surrender the Concession Areas in the same condition as the Concession Areas were prior to the Commencement Date of this Agreement, reasonable wear and tear excepted. Concessionaire shall remove all its personal property, upon forty-eight(48)hours written notice from the City Manager or his designee unless a longer time period is agreed to by the City. Concessionaire's obligation to observe or perform this covenant shall survive the expiration or other termination of this Agreement. Continued occupancy bf the Concession Area after termination of the Agreement shall constitute trespass by the • Concessionaire and may be prosecuted as such. In addition, the Concessionaire shall pay to the City One Thousand ($1,000.00) Dollars per day per Concession Area as liquidated damages for such trespass and holding over. SECTION 14. ASSIGNMENT. • Concessionaire shall not assign,sublease,grant any sub-concession or license,permit the use of by any other person other than Concessionaire, or otherwise transfer all or any portion of this Agreement and/or of the Concession Area(all of the forgoing are herein after referred to collectively as "transfers"), without the prior written consent of the City Manager, which consent shall not be unreasonably withheld. Concessionaire shall notify the City Manager of any proposed transfer prior to consummation of same. In the event that any such transfer is approved,the transferee shall agree to be bound by all the covenants of this Agreement required of the transferor hereunder. Any transfer made without complying with this section shall be null,void, and of no effect and shall constitute an act of default under this Agreement. Notwithstanding any such consent, or any permitted transfer under any provision of this section, unless expressly released by the City Manager, Concessionaire shall remain jointly and severally liable (along with each approved transferee, who shall automatically become liable for all obligations of the transferor hereunder with respect to that portion of the Agreement so transferred), and the City shall be permitted to enforce the provisions of this Agreement directly against Concessionaire or any transferee of Concessionaire without proceeding in any way against any other person. 16 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4'OEE SECTION 15. SPECIAL EVENTS /SPONSORSHIPS. 15.1 The parties agree and acknowledge that Concessionaire's proposed use(s), as defined in Section 3 hereof,do not contemplate nor allow the production,promotion or sponsorship by the Concessionaire of special events in or around the Concession Areas. 15.2 City Special Events. Notwithstanding Subsection 15.1 herein, and in the event that the City, at its sole discretion, deems that it would be in the best interest of the City, the City reserves the right to displace the Concessionaire for City produced and/or sponsored special events and/or City produced and/or sponsored productions,upon five(5)days prior written notice to Concessionaire. Additionally, the aforestated events may also require additional time for load-in and load-out of the event. In such cases, the City may request that Concessionaire cease and desist operations during the term of, and in the area of, the special event and/or production, and Concessionaire shall • cease and desist during such time.To the extent that Concessionaire is displaced, and/or required to cease and desist operations, City shall provide, calculated on a per diem basis for the period of time the Concession Areas areas non-operational,a credit against Concessionaire's PG amount, as delineated in Section 4.2 herein. If the Concessionaire is not required to close, or the City Manager or his designee determines that Concessionaire may remain open in such a manner as prescribed by the City, that will not interfere with the special event and/or production, Concessionaire shall use its best efforts,in either case, in cooperating with the City. If Concessionaire is allowed to remain open during special events and/or productions, Concessionaire may be allowed to have in operation its normal daily complement of equipment and staff. "Normal" shall be defined as equipment and staff that the Concessionaire customarily has available to service its patrons within the Concession Area on a normal business day(during its hours of operation). 15.3 Sponsorships. The City reserves unto itself all present and future rights to negotiate all forms of endorsement and/or sponsorship agreements based on the marketing value of any City trademark,property,brand, logo and/or reputation.Any and all benefits derived from an endorsement and/or sponsorship agreement based on the marketing value of a City trademark property, brand,logo and/or reputation,shall belong exclusively to the City. Concessionaire shall be specifically prohibited from entering into, or otherwise creating any,sponsorships and/or endorsements with third parties which are based solely or in any part on the marketing value of a City trademark, property, brand, logo and/or reputation. • SECTION 16. NO IMPROPER USE. Concessionaire will not use, nor suffer or permit any person to use in any manner whatsoever,the Concession Areas for any improper, immoral or offensive purpose,or for any purpose in violation of any Federal, State, County, or municipal ordinance, rule, order or regulation, or of any governmental rule or regulation now in effect or hereafter enacted or adopted.Concessionaire will protect, indemnify, and forever save and keep harmless the City, its officers, employees, contractors, agents or servants, from and against damage, penalty, fine, judgment, expense or charge suffered, imposed,assessed or incurred for any violation,or breach of any law,ordinance, rule,order or regulation occasioned by any act,neglect or omission of Concessionaire,or any of its officers, employees, contractors, agents or servants. In the event of any violation by Concessionaire, or if the City shall deem any conduct on the part of Concessionaire to be objectionable or improper, the City Manager or his designee shall have the right to suspend the concession operations should the Concessionaire fail to correct any such violation, conduct, or 17 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE practice to the satisfaction of the City Manager or his designee within twenty-four(24)hours after receiving written or verbal notice of the nature and extent of such violation, conduct, or practice; such suspension to continue until the violation is cured. Concessionaire further agrees not to commence operations during the suspension until the violation has been corrected to the satisfaction of the City Manager or his designee. SECTION 17. PRICE SCHEDULES. 17.1 Concessionaire agrees that prices charged for the sale of food and beverage service will be consistent with the price schedule(s) herein submitted by the Concessionaire and approved by the City and incorporated herein as exhibits to this Agreement. All subsequent price approvals and changes must be approved in writing by the City Manager or his designee,such approval not to be unreasonably withheld, delayed or conditioned. Prices shall be reasonably consistent with those charged for similar items in other similar public concessions in the City. The City shall have the final right of approval for all such prices and changes, such approval not to be unreasonably withheld,delayed or conditioned.Concessionaire agrees to refrain from the sale of any item identified as prohibited by the City and to sell only those items approved by the City.Concessionaire agrees to maintain an adequate supply necessary to accommodate park patrons. 17.2, Notwithstanding Subsection 17.1, Concessionaire acknowledges that the City has an existing"Concession.Agreement for Operation of Vending Machines",dated May 3, 2012, which entitles the vendor to the placement of up to six (6) vending machines within South Pointe Park and.Flamingo Park. Concessionaire shall at all times price products of similar type and/or volume in a manner equal or greater to the pricing of the vending machine item(s).At no time shall Concessionaire's item(s) be sold at a lower price than similar items sold in the vending machines. SECTION 18. NOTICES. • All notices from the City to Concessionaire shall be deemed duly served upon receipt, if mailed by registered or certified mail with a return receipt to Concessionaire at the following addresses: Stefano Cavinato, Manager South Pointe Café, LLC 737 Jefferson Avenue,#301 Miami Beach, Florida 33139 All notices from Concessionaire to the City shall be deemed duly served upon receipt, if mailed by registered or certified mail return receipt requested to the City of Miami Beach at the following addresses: • City Manager City of Miami Beach • 1700 Convention Center Drive Miami Beach, FL 33139 With copy to: Asset Manager City of Miami Beach Property Management Department 1833 Bay Road, 2nd Floor Miami Beach, FL 33139 18 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE Concessionaire and the City may change the above mailing addresses at any time upon giving the other party written notification. All notices under this Agreement must be in writing. SECTION 19. LAWS. 19.1 Compliance. Concessionaire shall comply with all applicable City, County, State, and Federal ordinances, statutes,rules and regulations(including but not limited to all applicable environmental City, County, State, and Federal ordinances, statutes, rules and regulations, as same may be amended from time to time. 19.2 Equal Employment Opportunity. Neither Concessionaire nor any affiliate of Concessionaire performing services hereunder, or pursuant hereto,will discriminate against any employee or applicant for employment because of race, sex, sexual orientation, color, creed, national origin,familial status,religion or handicap.Concessionaire will take affirmative steps to utilize minorities and females in the work force and in correlative business enterprises. 19.3 No Discrimination. a. The Concessionaire agrees that there shall be no discrimination as to race, sex, sexual orientation, color, creed, national origin,familial status, religion or handicap, in its employment practice or in the operations referred to by this Concession Agreement; and further, there shall be no discrimination regarding any use,service,maintenance,or operation within the Concession Area. All concession operations and services offered shall be made available to the public,subject to the right of the Concessionaire and the City to establish and enforce rules and regulations to provide for the safety, orderly operation and security of the operations and the facilities. b. Additionally, Concessionaire, by executing this Agreement, certifies that it will comply fully with the City of Miami Beach Human Rights Ordinance, codified in Chapter 62 of the City Code, as may be amended from time to time, prohibiting discrimination in employment, housing, public accommodations, and public services 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, domestic partner status, labor organization membership, familial situation, or political affiliation. SECTION 20. FORCE MAJURE. a. A"Force Majeure"event is an event that(i)in fact causes a delay in the performance of the Concessionaire 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 include technological impossibility,inclement weather, or failure to secure any of the required permits pursuant to the Agreement. 19 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE b. If the City or Concessionaire's performance of its contractual obligations is prevented or delayed by an event believed by 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 no case within fifteen (15)business days thereof, provide notice of(i)of the occurrence of event of.Force Majeure, (ii) of the nature of the event and the cause thereof, (iii) of the anticipated impact on the Agreement, (iv)of the anticipated period of the delay, and (v)of what course of action such party plans to take in order to mitigate the detrimental effects of the event.The timely delivery of the notice of the occurrence of a Force Majeure event is a condition precedent to allowance of any relief pursuant to this section; however, receipt of such notice shall not constitute acceptance that the event claimed to be a Force Majeure event is in fact Force Majeure,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 obligations. 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 perform, 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 payment obligations under the Agreement,and may take such action without regard to the notice requirements herein. Additionally,in the event that an event of Force Majeure delays a party's 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 Concessionaire of such 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 Force Majeure occurrence extend this Agreement beyond its stated term. f. Waiver of Loss from Hazards. Concessionaire hereby expressly waives all claims against the City for loss or damage sustained by the Concessionaire resulting from an event of Force Majeure (as defined herein), and the Concessionaire hereby expressly waives all rights, claims, and demands against the City and forever releases and discharges the City from all demands, claims, actions and causes of action arising from any Force Majeure event. SECTION 21. CONCESSIONAIRE'S COMPLIANCE WITH FLORIDA PUBLIC RECORDS LAW. a. Concessionaire shall comply with Florida Public Records law under Chapter 119, Florida Statutes, as may be amended from time to time. 20 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE 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 Concessionaire meets the definition of"Contractor"as defined in Section 119.0701(1)(a), Concessionaire shall: 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; 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 Concessionaire 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 Concessionaire or keep and maintain public records required by the City to perform the service. If Concessionaire transfers all public records to the City upon completion of the Agreement,Concessionaire shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If Concessionaire keeps and maintains public records upon completion of the Agreement, Concessionaire 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 Concessionaire of the request, and Concessionaire must provide the records to the City or allow the records to be • inspected or copied within a reasonable time. ii. Concessionaire'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, following written notice to Concessionaire, pursuant to the notice provisions of the Agreement, and Concessionaire failing to comply with the Public Records Request within eight (8) business days; (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. If Concessionaire 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. If a civil action is filed against a Concessionaire to compel production of public records relating to the City's contract for services,the court shall assess and award 21 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE against Concessionaire the reasonable costs of enforcement, including reasonable attorneys'fees, if: 1. The court determines that Concessionaire unlawfully refused to comply with J - the.public records request within a reasonable time; and 2. At least 8 business days before filing the action,the plaintiff provided written notice of the public records request, including a statement that Concessionaire has not complied with the request, to the City and to Concessionaire. ii. A notice complies with subparagraph (i)(2) if it is sent to the City's custodian of public records and to Concessionaire at Concessionaire's address listed on its contract with the City or to Concessionaire's registered agent.Such notices must be sent by common carrier delivery service or by registered, Concessionaire 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. If Concessionaire complies with a public records request within 8 business days after the notice is sent,Concessionaire shall not be liable for the reasonable costs of enforcement. f. IF CONCESSIONAIRE • HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO CONCESSIONAIRE'S DUTY TO PROVIDE PUBLIC RECORDS 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@MIAMIBEACHFL.GOV PHONE: 305-673-7411 SECTION 22. PROHIBITIONS REGARDING SALE OR USE OF EXPANDED POLYSTYRENE FOOD SERVICE ARTICLES,SINGLE USE PLASTIC BEVERAGE STRAWS,AND SINGLE-USE PLASTIC STIRRERS. a. Concessionaire hereby agrees and acknowledges that, pursuant to Section 82-7 of the City Code, as may be amended from time to time, Concessionaire shall not sell, use, provide food in, or offer the use of expanded polystyrene food service articles (as defined in City Code Section 82-7) in City facilities or on City property, in connection with any services performed pursuant to this Agreement.A violation of this section shall be deemed a default under the terms of this Agreement.Notwithstanding the above,this section shall not apply to expanded polystyrene food service articles used for prepackaged food that have been filled and sealed prior to receipt by Concessionaire. b. Additionally, Concessionaire agrees and acknowledges that,pursuant to Section 82-8 of the City Code, as may be amended from time to time, Concessionaire shall not sell, use, • 22 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E40EE provide food in, or offer the use of single-use plastic beverage straws or single-use plastic stirrers (as defined in City Code Section 82-8) in City facilities or on City property, in connection with any services performed pursuant to this Agreement. A violation of this section shall be deemed a default under the terms of this Agreement. Notwithstanding the above,the requirements of Section 82-8 shall not restrict Concessionaire from providing a beverage with, or offering the use of, a single-use plastic beverage straw or single-use plastic stirrer to an individual with a disability or medical condition that impairs the • consumption of beverages without a single-use plastic beverage straw or single-use plastic stirrer. c. Additionally, Concessionaire agrees to comply with Section 46-92(c)of the City Code,which provides that it is unlawful for any person to carry any expanded polystyrene product,single- use plastic beverage straw, or single-use plastic stirrer onto any beach or park within the • City,or onto any city marina, pier,dock,or boat ramp. It is also unlawful for any business to provide single-use plastic beverage straws or single-use plastic stirrers with the service or delivery of any beverage to patrons on any beach within the City. Notwithstanding the above,the provisions in Section 46-92(c)that pertain to single-use plastic beverage straws and single-use plastic stirrers shall not apply to a person or patron with a disability or medical condition that impairs the consumption of beverages without a single-use plastic beverage straw or single-use plastic stirrer. d. As additional consideration for this Agreement,independent of the requirements set forth in Sections 82-7, 82-8 and 46-92(c)of the City Code, Concessionaire agrees to: • not sell, use, provide food in,or offer the use of expanded polystyrene food service articles in any Facility.A violation of this section shall be deemed a default under the terms of this Agreement. Notwithstanding the above,this section shall not apply to expanded polystyrene food service articles used for prepackaged food that have been filled and sealed prior to receipt by Concessionaire; and • ii. not sell, use, provide food in,or offer the use of single-use plastic beverage straws or single-use plastic stirrers in any Facility. A violation of this section shall be deemed a default under the terms of this Agreement. Notwithstanding the above, • Concessionaire shall be permitted to provide a beverage with,or offering the use of, a single-use plastic beverage straw or single-use plastic stirrer to an individual with a disability or medical condition that impairs the consumption of beverages without a single-use plastic beverage straw or single-use plastic stirrer; and iii. not carry any expanded polystyrene product, single-use plastic beverage straw,or single-use plastic stirrer onto any beach or park within the City, or onto any city marina, pier, dock, or boat ramp. SECTION 23. 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,perform 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 investigate 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 subpoena 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 23 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE 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 Concessionaire, 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 Office of Inspector General. c. Upon ten(10)days written notice to the Concessionaire,the Concessionaire 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 including but not limited to project design, bid specifications, (bid/proposal) submittals, activities of the Concessionaire its officers, agents and employees, lobbyists, City staff and elected officials 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 Concessionaire'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 Concessionaire 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 Agreement, for examination, audit, or reproduction, until three (3) years after final payment under this Agreement or for any longer period required by statute or by other clauses of this Agreement. In addition: If this Agreement is completely or partially terminated, the Concessionaire shall make available records relating to the work terminated until three (3) years after any resulting final termination settlement; and ii. The Concessionaire shall make available records relating to appeals or to litigation or the settlement of claims arising under or reiating to this Agreement until such appeals, litigation, or claims are finally resolved. f. The provisions in this section shall apply to the Concessionaire, its Officers, agents, employees, subcontractors and suppliers. The Concessionaire shall incorporate the provisions in this section in all subcontracts and all other agreements executed by the Concessionaire in connection with the performance of this Agreement. 24 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C Docusign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE 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 Concessionaire or third parties. SECTION 24. E-VERIFY a. Concessionaire 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,Concessionaire 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, Concessionaire shall expressly require any subcontractor 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 Concessionaire enters into a contract with an approved subcontractor, the subcontractor must provide the Concessionaire with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. Concessionaire shall maintain a copy of such affidavit for the duration of the Agreement or such other extended period as may be required under this Agreement. b. Termination Rights. If the City has a good faith belief that Concessionaire has knowingly violated Section 448.09(1), Florida Statutes, the City shall terminate this Agreement with Concessionaire for cause,and City shall thereafter have or owe no further obligation or liability to Concessionaire. ii. If the City has a good faith belief that a subcontractor has knowingly violated Section (a), but the Concessionaire otherwise complied with such section, the City will promptly notify the Concessionaire and order the Concessionaire to immediately . terminate the Agreement with the subcontractor. Concessionaire's failure to terminate a subcontractor shall be an event of default under this Agreement, entitling City to terminate the Concessionaire's contract for cause. c. A contract terminated under the foregoing Subsections (b)(i) or(b)(ii) is not in breach of contract and may not be considered as such.The City or Concessionaire or a subcontractor may file an action with the Circuit or County Court to challenge a termination under the foregoing Subsections(b)(i)or(b)(ii)no later than 20 calendar days after the date on which the contract was terminated. d. If the City terminates the Agreement with Concessionaire under the foregoing Subsection (b)(i),Concessionaire may not be awarded a public contract for at least 1 year after the date of termination of this Agreement. e. Concessionaire is liable for any additional costs incurred by the City as a result of the termination of this Agreement under this Section 23. SECTION 25. LIMITATION OF LIABILITY. The City desires to enter into this Agreement placing the management and operation of the Concession Area in the hands of a private management entity only if so doing the City can place a limit on its liability for any cause of action for breach of this Agreement, so that its liability for any such breach never exceeds the sum of Ten Thousand($10,000.00)Dollars.Concessionaire hereby expresses its willingness to enter into this Agreement with a Ten Thousand ($10,000.00) Dollar 25 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE limitation on recovery for any action for breach of contract.Accordingly,and in consideration of the separate consideration of Ten Thousand ($10,000.00) Dollars, the receipt of which is hereby acknowledged,the City shall not be liable to Concessionaire for damages to Concessionaire in an amount in excess of Ten Thousand ($10,000.00) Dollars, for any action for breach of contract arising out of the performance or non-performance of any obligations imposed upon the City by this Agreement. Nothing contained in this paragraph or elsewhere in this Agreement is in any way intended to be a waiver of limitation placed upon the City's liability as set forth in Florida Statutes, Section 768.28. SECTION 26. VENUE. This Agreement shall be deemed to have been made and shall be construed and interpreted in accordance with the laws of the State of Florida. This Agreement shall be enforceable in Miami- Dade County, Florida, and if legal action is necessary by either party with respect to the enforcement of any and all the terms or conditions herein,exclusive venue,for the enforcement of same shall lie in Miami-Dade County, Florida. THE CITY AND CONCESSIONAIRE HEREBY KNOWINGLY AND INTENTIONALLY WAIVE THE RIGHT TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING THAT THE CITY AND CONCESSIONAIRE MAY HEREIN AFTER INSTITUTE AGAINST EACH OTHER WITH RESPECT TO ANY MATTER ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE CONCESSION AREA. SECTION 27. MISCELLANEOUS. 27.1 No Partnership. Nothing contained in this Agreement shall constitute or be construed to be or create a partnership or joint venture between the City and Concessionaire. 27.2 Modifications. This Agreement cannot be changed or modified except by agreement in writing executed by all parties hereto. Concessionaire acknowledges that no modification to this Agreement may be agreed to by the City unless approved by the Mayor and City Commission except where such authority has been expressly provided herein to the City Manager. 27.3 Complete Agreement. This Agreement, together with all exhibits incorporated hereto, constitutes all the understandings and agreements of whatsoever nature or kind existing between the parties with respect to Concessionaire's operations, as contemplated herein. 27.4 Headings. - The section, subsection and paragraph headings contained. herein are for convenience of reference only and are not intended to define, limit,or describe the scope or intent of any provision of this Agreement. 27.5 Binding Effect. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns. 27.6 Clauses. The illegality or invalidity of any term or any clause of this Agreement shall not affect the validity of the remainder of the Agreement, and the Agreement shall remain in full force and effect as if such illegal or invalid term or clause were not contained herein unless the elimination of such provision detrimentally reduces the 26 i , DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E40EE 2 consideration that either party is to receive under this Agreement or materially affects the continuing operation of this Agreement. 27.7 Severability. If any provision of this Agreement or any portion of such provision or the application thereof to any person or circumstance shall be held to be invalid or unenforceable, or shall become a violation of any local,State,or Federal laws,then the same as so applied shall no longer be a part of this Agreement but the remainder of the Agreement, such provisions and the application thereof to other persons or circumstances, shall not be affected thereby and this Agreement shall be so modified. 27.8 Right of Entry. The City, at the direction of the City Manager, shall at all times during hours of operation, have the right to enter into and upon any and all parts of the Concession Area for the purpose of examining the same for any reason relating to the obligations of parties to this Agreement. 27.9 Not a Lease. It is expressly understood and agreed that no part, parcel, building, structure, equipment or space is leased to Concessionaire; that this Agreement is a concession agreement and not a lease,and that Concessionaire's right to operate, manage,and maintain the concession shall continue only so long as Concessionaire complies with the undertakings, provisions,agreements,stipulations and conditions of this Agreement. Accordingly, Concessionaire hereby agrees and acknowledges that in the event of termination of this Agreement, whether due to a default by Concessionaire or otherwise, Concessionaire shall surrender and yield unto the City the Concession Area, in accordance with Subsection 13.7 hereof, and the City shall in no way be required to evict and/or otherwise remove Concessionaire from the Concession Area as if this were a tenancy under Chapter 83, Florida Statutes, nor shall Concessionaire be afforded any other rights afforded to nonresidential tenants pursuant to said Chapter(the parties having herein expressly acknowledged that this Agreement is intended to be a concession agreement and is in no way intended to be a lease). 27.10 Signage. Concessionaire shall provide, at its sole expense and responsibility, any required signs at its concession.All advertising, signage and postings shall be approved by the City,and shall be in accordance with all applicable Municipal,County,State and Federal laws and regulations. Any signage posted by Concessionaire shall be subject to the prior approval of the City as to size, shape and placement of same, such approval not to be unreasonably withheld, delayed or conditioned. 27.11 Conflict of.Interest. Concessionaire shall perform its services under this Agreement and conduct the concession operation(s) contemplated herein, in a manner so as to show no preference for other concession operations/facilities owned,operated,managed,or otherwise controlled by Concessionaire. 27 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E40EE 27.12 No Waiver. 27.12.1 It is mutually covenanted and agreed by and between the parties hereto that the failure of the City to insist upon the strict performance of any'of the conditions,covenants,terms or provisions of this Agreement,or to exercise any option herein conferred,will not be considered or construed as a waiver or relinquishment for the future of any such conditions, covenants, terms, provisions or options but the same shall continue and remain in full force and effect. 27.12.2 A waiver of any term expressed herein shall not be implied by any neglect of the City to declare a forfeiture on account of the violation of such term if such violation by continued or repeated subsequently and any express waiver shall not affect any term other than the one specified in such waiver and that one only for the time and in the manner specifically stated. 27.12.3 The receipt of any sum paid by Concessionaire to the City after breach of any condition, covenant, term or provision herein contained shall not be deemed a waiver of such breach, but shall be taken, considered and construed as payment for use and occupation(and not as rent), unless such breach be expressly waived in writing by the City. 27.13 No Third Party Beneficiary. Nothing in this Agreement shall confer upon any person or entity, other than the parties hereto and their respective successors and permitted assigns, any rights or remedies by reason of this Agreement. 27.14 Attorneys' Fees. If it becomes necessary for City or Concessionaire to enforce their respective rights under this Agreement or any part hereof through litigation,Concessionaire and City agree that the prevailing party shall • be entitled to recover from the other party all costs and expenses of such litigation, including a reasonable attorneys'fee and costs,for all trial and appellate proceedings. THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK 28 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C • IN WITNESS WHEREOF,the parties hereto have caused their names to be signed and their seals to be affixed, all as of the day and year first above written, indicating their agreement. Attest: CITY OF MIAMI BEACH, FLORIDA —Do2oSigned by: DxuBpned by: Vutti. )garad, , `-24A05010ADDC485... 67FDACBC510540B. Rafael E. Granado, City Clerk Dan Gelber, Mayor 41./2021 17'10 M EDE Date Attest: SOUTH POINTE CAFE, LLC Signature Stefano vinato, Manager tJ Dolko ttc50 -TS01-QhS 1 Print Name n_ � /o 9✓ 0 ria `erQ Signature �-� /y'A'- so /7 0.7z 2C �•`i v Print Nam /./ ? Z° 2" / Date CORPORATE SEAL (affix seal here) APPROVED AS TO FORM & LANGUAGE &FOR EXECUTION Ceiatiaogi 29 r �0 cd APorr.0/ t, Dole DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE n I \ 11 - 4` -1 II , _1 , �Y• I ry by 1I � ' BA-1 l �. b -ti 4 OUT OF OUIRED q i V n r-1 T-0, °1 T FL AREAS -0. 1T ee - N lV U. N ( ✓-.i�--s-- --v-wv`a v-i -' CENTER PO 7 ' 24N48 BENCH(417-19'A.FF. I ._._ I OF BUILDI G T' E=941835.7 1 FIXED TO WALLON LCNGER DIMENSION --� T It-S I- - 98' 11'4' N=521460. 2 'FASTENERS COMPLYING W/FBC 11-4. BY 7_1 '{ 5'4' t )fiC BINSON S(EEL CO.OR.APPR Al.: ¶ 1M1t Y hl pIi1 i. 0 0 i r I„' / H .7 8 r CD n / N /{/J " ! •,\ \ / ;-I MEETING ROOM `1 9.36'r 0 ,/ .'.1"J�.� 'l.F:/[t \ 'i N OCCUPANT LOAD. W 5,'j N. j I k \\�! r —+ MAXIMUM 3 ,.�•.L`�•�' (PRE IDE SIGN PER A•10•5) RECESSED D 1f1 ENTRANCE MAT --,4 ---- 7 -�i•_..n..n..�,. 41 2 x coy .I § 210 CA = o o CO 0 :4- 4 30' -MMM I 7 r 1 • b cp 1 4 N tV 13 un 1 ��: ,..- 1 N �. 19 /I —� IB :I W C) 15 < -3'•8• 3%0" 8•-8' 1 i3'-5 1'. 7' f'-d' 17-2• j 7.-0' g. 1 I 3'8' 4' _\44 w AL ' 2 . \ t 8'1-210 _ t �5 + RAIN.?YV / / I I E 2%SLOPE ' I ,,� 1 ,ROM BUIL DING 4, ' `\ I RECESSED 2Y VESTIBULE i \ ENTRANCE MAT C) ` , • _ 1 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID E47009A0-BEE2-4510-A222-93CA7F4E4OEE EXHIBIT 2.2 Concession Area Flamingo Park f 2r8 cost sows.um Li .0 A� '' j( ,o ) , l4 I l•—[�[ [ a 7—R—x�R—[�R—t---• je a_ _ _ h 259 EQ.�r/. 7S • . • ,—,�.—a_A_[__[_�Q{�IY��A Q IN �° �0 �*). Ca '19 ' �� ''05■ ■ •ant SVJ5 ma • I ( `' cost ca Rnr a..0 .r-• 1 aorrou tt(-) 98 cm.cm O® eons a(-k�s� av n asr(s) I;, RRK.I KW EOUPUC#1 9',aormw Q NIA) ° (MS/C8 caAss NI Q Q50(E) ,� ►� 0,v 9CYNC. SUB t}- GPAss l PyTc1�' 60/1GW a(-)PO 1,�tV7,,)'l 5' viva 0.33(d)�i 1 7Qy0� h• �p�R[.•. .ti I 1'''y% 9 `EF& 0' l LL Mtn Y va MI .7?cm=tY/aM lM-,/!ciift/ =.�'r" >:a-„.r-p:%ISILi4=wi- .irs.741=27/.II¢, iaa d ONE STORY CBS $• s J.00' f�tdio PUMP ROOM e 6 I9.03_ { _�. STORY . ,.' ;jl.' Itrrst co2445s "i `/a .II swi,04 root II•• :"` rras-1: 1� ueo' , 1 • y. �a ..: ,;° y\` 1/ it ��' it `280 , A MATCH UNE FOR CONTINUATION EBFER TO SWEET 2 31 DocuSign Envelope ID:2483E81E-5D3F-4266-8B9E-6D5A76202E2C 2 2 cn. '0 = m 2 C CD CD 57 I4,1!) MMINIIIIiiiiiiiifuti l/llillfflf{rffilifffiffiffTleyiNfilliglqififfil/NliVriVi "iiiiiir• la 11 ,, g; s "Ili rE; ;?; "`irlitiiii941 1 NI i:- M A i --.1 kiii;iiie i . ” Ill i '.`; Ulf: 14 1 ' • i ; i' ' 5 91 fill 1 ' I" ',I, 14 ' 4.71 m m ! i i -, 63 ! I i m i 3 33' I 31 1 3 3. II 1 1 s• ul I 1 > N kJ 1 i cn (..) 0 > 11111041;11111itillii44111111111Miii11111911141;11iiiiVillin triiiiiiii; 01;111"1";;;;41111 Iiii Ali 1311101111111Wifilt S -4 .p. Off ifiiiiifqW0Iffi4iiiirdiffINIWifilftiffIffffittffilifiPtiii ioffififif,til fifffIligifffffiflif frif fif 4fifltrilififf0fffiliffil 9° .. m ... w I "i";,is'^.. ''1:;',=6,".---.'1i..,•;"""4--;-.--,.“,.4,',"'.'"'‘'"" 84°1?(IgNiIII sa a vss••.-' . *axtia !lag gill k:i.iiii•,;:i;u;iii;;...t%I.° 6' 3:7) 3.,.) (illiifliff 11 f ittifiqiiii/iiiriiitilY"lifillifq 1114111115111:q/niigigliiipi IttitnIff WilifilliiiiinA S-" —' P ' o • i l' if i i q i AO i! 1 li I ' !ft 1 i- Illi' ... Fti 11 il. j ; 1 1 I ., ! i if 1' i 13 4111 ! I 1 j S 1 i 11 i a) I' 1 II 3 5 4 0 3 k k ! g ii i iiiiiillilliMilliMifliiii IliiiilifliiiIiMetiiii)11/))1"Pifi IlIfffIlig qiiiffifif If i fififffliffiffiMiliffilWifiWillif ifiefUllffiffififflOPITiliffififffiVififffffillOu64MVM 1 , 11 i i i i 117 II a 1 r it Ir r° ' " 1 tif IVY !I il r i 9 .1 __.. iS.I'llii.S;4411 iii ,: i"i;;ii"i;;iI;A:,t.vli;Sis*a•St..:i::smxxs*,, iStViiitgiiiii..4iiiti iiiiiiiS.S.iiiiiVS.S ;iiiii;,,,; :,., iiikiiilisii ; DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE EXHIBIT 3.1.2 Concessionaire's Equipment List South Pointe Pavilion Gelato display Keurig coffee maker Steve Slushi frozen chiller 2-group espresso maker Insignia Tall freezer Avanti microwave Turbo Air cold prep station Levella Tall drinks fridge Tall commercial refrigerator Ice maker Blendtec blender Breville juicer Breviulle convection oven Display food warmer Avanti chest freezer GelatoGo popsicle display freezer Popsy display freezer Daazken large display freezer Sierra Fan 3-compartment sink mop sink Shelving smallware 33 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E40EE •��•for Outdoor Farmers ManaslCDC Prz Centers for Disease Control and Prevention w, EXHIBIT 3.1.2.1 CDC GUIDELINES © '' . COV D-19 Considerations for Outdoor Farmers Markets Updated Sept.'7 2020 Pr nt Farmers market managers should consider the recommendations below to help ensure safe access to food while helping prevent the spread of COVID-19. The COVID-19 pandemic has brought new challenges to food security in the United States.Access to healthy food options and nutrition are an important part of overall physical and mental health. Across the United States,farmers markets have been named an essential service because of their role in supporting local farms and providing communities access to fresh,healthy food during the pandemic.Outdoor farmers markets provide a lower risk shopping option with immediate and lasting benefits for shoppers and the community at-large. These considerations are meant to supplement—not replace—any state,local,territorial,or tribal health and safety laws, rules,and regulations that organizations must follow.Farmers market managers should collaborate with state and local health officials to determine whether to implement these'considerations as-is or tailor them to their community's needs. Farmers market managers should continue monitoring the spread of COVID-19 in the community they serve and have a plan in place to adjust their operations as needed. Farmers market managers may also benefit from reviewing CDC's COVID-19 guidance and considerations on community based organizations,workplaces,events and gatherings,and food service providers.Farmers market managers should consider CDC's information on people at nigher risk of severe illness, Slowing the spread of COVID-19 Coronaviruses,such as the one that causes COVID-19,are thought to spread mostly from person to person through respiratory droplets emitted when an infected person coughs,sneezes,or talks.The droplets containing virus are spread in the air and can be inhaled in the lungs or land on the mouth,nose or eyes of people nearby. A person also might be exposed to the virus causing COVID-19 by touching a surface or object,including food or food packaging,that has been contaminated with the virus when an infected person coughs or sneezes rear it,and then touches their own mouth,nose,or eyes.However, this is not thought to be the main way the virus spreads.Risk of rransrn:ssion from food,food packaging,and shopping oags is considered very low,but there are other,possible routes of COVID-19 transmission,such as: • Being in close contact(within 6 feet)with people you don't live with,especially people who are not wearing a mask.The more people you interact with,and the longer those interactions last,the higher the risk of COVID-19 spread; • Touching a surface or object that has the virus on it and then touching your own mouth,nose,or eyes. Outdoor activities generally are lower risk than indoor activities but there are still important ways to prevent the spread of COVID-19 that should be followed: • Staying home vviten sick • Social distancing • Wearing a mask • If soap and water are not readily available,use a hand sanitizer that contains at least 60%alcohol.Cover all surfaces of your hands and rub them together until they reel dry.Avoid touching your eyes.nose,and mouth with unwashed hands. • Cleaning and disinfection !mps.+anw.Wc.govrcoronaNrue2ar9-ncovicanmundyioui000r.r:rmors.rnanwts.ntmi ""+ DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE ,,ons,oerakons tot Outdoor Fanners Mwkels I CDC Promote healthy behaviors Encourage people to stay home when sick. • Staff,volunteers,and vendors should stay home if they have tested positive for or are showing COVID-19 syrnptorns,_or have recently had close contact with a person with symptoms of,or diagnosed with,COVID-19. • Educate staff,volunteers,and vendors about when they should stay home and when it is safe to be around others. • Actively encourage customers using signage,social media,or other communication platforms that your market commonly uses,to stay home if they have tested positive for or are showing COVID-19 symptoms_or have recently had close contact with a person with symptoms of,or diagnosed with,COVID-19. Encourage people to socially distance. • Staying at least six feet apart from others,even when you are outside,reduces the chance that you will be exposed to the virus from respiratory droplets emitted by others. • Many people with COVID-19 have mild symptoms or no symptoms,but they can still spread the virus to others.Staying apart reduces your risk of getting COVID-19. • Social distancing is most effective when it is used along with other prevention strategies,including wearing masks. Masks • Require staff,volunteers,and vendors to use masks.Masks are an important means of reducing viral spread and are essential during times when social distancing is difficult.Provide information to all staff and volunteers on proper i;se and washing of masks. • If feasible,provide masks for staff,volunteers,and vendors and consider asking them to bring extra masks,in case their mask gets wet or soiled,as well as a sealable plastic bag or other container to store masks when not in use. • Encourage customers to bring and use masks.If feasible,provide masks for those who may not have one. Hand hygiene • Provide handwashing stations or hand sanitizer with at least 60%alcohol for all,including customers,market staff, volunteers,and vendors,and encourage vendors to offer the same at their booth. • Proper hand hygiene is an important infection control measure.Ensure vendors,market staff,and volunteers wash their hands regularly with soap and water for at least 20 seconds.If soap and water are not readily available or accessible, provide an alcohol-based hand sanitizer containing at least 60%alcohol. • Key times to clean hands in general include: - Before,during,and after preparing or handling food - Before eating food - After using the toilet - After blowing your nose,coughing,or sneezing - After touching frequently touched surfaces - After putting on,touching,or removing masks • Additional workplace-specific times to clean hands include: - Before and after work shifts and periodically throughout shift - Before and after work breaks - After touching money or objects that have been handled by customers,such as produce,other market food,and reusable grocery bags - Before putting on and taking off disposable gloves - After taking out the trash Clear signage and communications • Ensure that all staff,volunteers,vendors,and customers are aware of market policies and procedures.Signs with market ntlps Pwww.do govwcaronavirusQOla.ntov/communiylcWtloor.:armers.mark.KMm1 2/4 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE «.•ow.Cos ovidoo.vameawan.Klcoe hours of operation and safety precautions should be posted at each entrance/exit and near snared areas.it possible, make the same information available on your website and social media platforms. • Post signs in highly visible locations(e.g.,at building entrances,in restrooms)that promote everyday protective measures and describe how to stop the spread o of germs by properly washing hands and properly wearing a mask . • Consider developing signs and messages in different formats(e.g.,large print,Braille,American Sign Language)for people who have low vision. • Consider adding signs in other languages commonly spoken in your community and visuals tailored for low literacy audiences. Maintain healthy environments Consider modifications you can make to promote social distancing,including: • Providing different ways for ordering and pick-up to reduce the number of in-person interactions(e.g.,curbside box pickup).Set up designated pick-up areas. • Where possible,redesigning market layouts to increase the distance between customers in line and walking throughout the market(e.g.,increase space between vendor booths;create one-way traffic flow).Ensure that market layout modifications are accessible for all persons(e.g.,ADA-compliant paths). • Limiting the number of customers to reduce crowding and lines to meet social distancing guidelines. • Installing physical barriers like sneeze guards and partitions,particularly in areas where it is difficult for individuals to remain at least 6 feet apart(e.g.,vendor booths). • Posting clear and prominent directional and physical distancing signage for all walkways,entry and exit ways,vendor booths,and spaces that can easily become crowded(e.g.,customers waiting in line). • Safe operations include: • Being aware of local and state regulatory agency policies related CO providing essential services and group gatherings to determine if your market can be held,and if there are restrictions limiting the number of attendees or vendors. • Limiting market activities that target individuals identified as higher risk for serious illness for COVID-19,if feasible.If these events or activities continue to be offered,consider creating a schedule that includes special shopping hours for at-risk or vulnerable populations(e.g.,senior shopping hours). • Where feasible,implementing cashless payment systems and continue to accept SNAP EBT.If your market traditionally uses hard to-clean vouchers(e.g.,wooden tokens)for SNAP EBT transactions or other incentives,consider alternatives. • When exchanging paper and coin money - Do not touch your face afterwards. - Ask customers to place cash on the table or directly in a cashbox,rather than directly into your hand. - Place money directly on the table when providing change back to customers. - Wipe the table between each customer at checkout. • Avoiding using cloth table coverings or other hard to clean table covers. • If possible,vendor booths should have a designated person for handling cash/tokens and another for handling food or food products. • Limiting or suspending taste testing,cooking demonstrations,and/or other food sampling activities. • If your market offers prepared food for immediate consumption,consider limiting to take-out orders only. • Consider limiting or suspending non-essential market services or events like live music. • Discouraging customers from touching items they do not plan to purchase. • Consider regular symptom screenings of staff,vendors or others that come onsite,and have a plan for if anyone arrives or becomes ill.For guidance related to screening of staff,please refer to CDC's Interim Guidance for Businesses and Employers Responding to Coronavirus Disease 2019 and the"Prevent Transmission Among Employees"section of CDC's Resuming Business Toolkit U . • Train staff,volunteers,and vendors on new COVID-19 procedures.If possible,conduct training virtually so all can attend, and no crowds will gather. nuns:mw eve.cde gev/corenaviNsl2019.ncoacammunrytouldoo,.iarmers4na,kels ntmi 354 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE for Outdoor=a,mers abrke¢I CDC • Require staff,volunteers,and vendors to wash their hands for at least 20 seconds with soap and water(or use hand sanitizer)frequently before,during,and after shifts. • Consider asking vendors to pre-bag or pre-portion items for sale prior to market. • Staggering eating/break times and identify a designatea area for staff and volunteers to take breaks where sociai d stancing can be maintained. • Discouraging customers and vendors from bringing pets except—service animals—to the market. Cleaning and disinfection Follow CDC and EPA's Guidance on Cleaning and Disinfection to prepare and maintain a safe environment for your market workforce,volunteers,vendors and customers.Use EPA-approved disinfectants against the virus mat causes COVID-19®. Always read and follow label instructions for each product. • Routinely clean,sanitize,and disinfect payment devices,tables,and other high touch surfaces and objects.Require participating market vendors to do the same. • If you have restrooms or port-a-potties,set up a schedule to frequently clean and disinfect all surfaces,and replenish soap,sanitizers,or paper products. • Limit or suspend the use of items that are hard to clean and disinfect(e.g.,wooden tokens). • Use disposable gloves when removing garbage bags or handling and disposing of trash: - After using disposable gloves,throw them out in a lined trash can. - Do not disinfect or reuse the gloves. - Wash hands after removing gloves. • Ensure you have enough supplies for market workforce,volunteers,and customers to clean their hands and cover their coughs and sneezes.Supplies include soap,water,hand sanitizer containing at least 60%alcohol,a way to dry hands, tissues,disinfectant wipes,masks(as feasible),and no-touch trash cans. Plan for what to do if a staff member,volunteer,vendor,or customer gets sick by referring to relevant sections in CDC's Considerations for Community-Based Organizations and Event Planning Q&As.Critical infrastructure workers(e.g.farmers) may refer to CDC Guidance for Critical Infrastructure Workers,if applicable. Additional Resources Running Essential Errands Food and Food System Resources During COVID-I9 Pandemic Considerations for Food Pantries and Food Distribution Sites Considerations for Outdoor Learning Gardens and Community Gardens Communication Resources For general disease prevention when interacting with animals,follow advice in the Compendium of Measures to Prevent Disease Associates with.Animas in public Settings a. For more information on COVID-19 and food,see FAQ pages from the S.Food and DrJg Administration Li and the U.S. Department of Agriculture 7 Last Undated Sept '1,202G btlOSJn.mw cdc.9avico,onanrvsl20'9.o_ovtcommunitylourdoo,.ra,rars.madem ntr1 At! , .illiMi hit4i);10)1illiiiiilfilMillii i;U Fi H 1 7 liPhfiqii;i11111tAniStitt$WA)t:1415 ! ..i I i MS.nignitiSilliiinAlMe§“ngig74M1 tt AMIIIPil 'iNhqfidiiiniiitht11.1M ,704 ; ili .5. ; II ii Wit . '1 44 : I iiill ...; ! 51P;I Viii!!IlliMit,:l'qWWWW1132) tii! i.. 41 .,.0 i5 m a. 0 CD i..i '. i ';' 1 lanillinhghtinallIAL41414i/3 ''! .' ' '. ii AA,'1i.,-.' .! • ‘.. 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CV _ ";'. 33' :34;1212v;,1,333F431173FIL23,.3 1,!-::3 iii:,.113..... .1k.r.ii""" ":53 Li a i,!Ililit:!Tilliiiiiiinillmiiiiiiitts Wji;1!;44:ilinlialiIILIhidaYifflili/ - 0 w 7,„ 0 Tu w g, w .0 C 7 M 0 in ,S m 0 0 a DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE EXHIBIT 3.1.4 Concessionaire's Equipment List Flamingo Park Keurig coffee maker Snowcone machine espresso maker Insignia Tall freezer Microwave Tail commercial refrigerator Ice maker Blendtec blender Breville juicer Breviulle convection oven Popslifepopsicle display freezer Fruitique large display freezer Sierra Fan Shelving smallware 35 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E40EE EXHIBIT 10.1.1 Concessionaire's Improvements Concessionaire does not anticipate the need to make any improvements at this time. 36 DocuSign Envelope ID 2483E81E-5D3F-42B6-889E-6D5A76202E2C DocuSign Envelope ID:E47009A0-BEE2-4510-A222-93CA7F4E4OEE EXHIBIT 20.10 Concessionaire's Signage South Pointe Pavilion 04§, Pc)iant e., Cal fa. ' c._s6. Q"W _._ Gotrdw tSN.+s ~T....C..t...... �._...,. E.yu,lw.w A.,.-w..J S... .... C'r. -to "'-' Aawi Sowis L.. s.. _ K. w...rw 0.. F C.ofcir..`. Zaire c ff . rr . -, y 37 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DocuSign Envelope ID E47009A0-BEE2-4510-A222-93CA7F4E4OEE EXHIBIT 20.11 Concessionaire's Signage Flamingo Park 'Now - r . • (.,.- .AIearyt:i.• Via! ' - ; DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C M I AM I BEAC H Procurement Department 1755 Meridian Ave, 3rd Floor, Miami Beach, Florida 33139 www.miamibeachfl.gov EXHIBIT B Blissberry Proposal for RFP 34-09-10 RFP No.2021-137-ND Addendum#1 6/21/2021 DocuSign Envelope ID 2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C Proposal The Management & Operation of a Concession Facility Referred to as the "Pavilion Building" CY` i l i.- � t , ": • SUBMITTED BY: KIM PHAM, OWNER P H: 305 538 5130 1650 Alton Road, Miami Beach, FL 33139 August 11, 2010 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C TABLE OF CONTENTS Page No. Executive Summary 3-4 Experience and Qualifications 5-6 Revenue Sharing Information 7 Methodology and Approach 8-1 1 Required Documents 12-24 Menus Exhibit 1 Evidence of Financial Stability Exhibit 2 References Exhibit 3 2 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C All complaints should be accepted as constructive criticism and reported to the manager so that the information can be included in the customer file. • 11 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C FORMS REQUIRED BY THE CITY RFP No. 34-09-10 INSURANCE CHECK LIST XXX 1 Workers' Compensation and Employer's Liability per the Statutory limits of the state of Florida. XXX 2. Comprehensive General Liability (occurrence form). limits of liability $1,000,000.00 per occurrence for bodily injury property damage to include Premises/ Operations Products. Completed Operations and Contractual Liability Contractual Liability and Contractual Indemnity (Hold harmless endorsement exactly as written in "insurance requirements" of specifications). XXX 3 Automobile Liability - $1,000.000 each occurrence - owned/non-owned/hired automobiles included 4 Excess Lability - $ .00 per occurrence to follow the primary coverages. XXX 5. -The City must be named as and additional insured on the liability policies and it must be stated on the certificate 6 Other Insurance as indicated Builders Risk completed value $ 00 Liquor Liability $ 00 _ Fire Legal Liability $ 00 Protection and Indemnity $ 00 Employee Dishonesty Bond $ 0C Other $ 0C XXX 7 Thirty (30; days written cancellation notice required XXX 8. Best's c.iide rating B+ VI or better, latest edition. XXX 9. The cer•`icate must state the bid number and title BIDDER AND INSURANCE AGENT STATEMENT: We understand the nsurance Requirements of these specifications and that evidence of this insurance may be required within five (5)days after bid opening. Bidder Signature of Bidder I DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C PROPOSER INFORMATION Submitted by: Kim Pham Proposer(Entity): Blissberry, LLC Signature: Name(Printed): Kim Pham Address: 1650 Alton Road City/State: Miami Beach Telephone: 305.538.5130 Fax: E-mail: /YZ-fD e 6/7ss ,—,-g Cl S Federal Tax I D# a�v73/7/4,j It is understood and agreed by Proposer that the City reserves the right to reject any and all Proposals, 'o make awards on all items or any items according to the best interest of the City, and to waive any irregularities in the RFP or in the Proposals rece vee as a result of the RFP. It is also understood and agreed by the Proposer that by submitt'ng a Proposal, Proposer shall be deemed to understand and agree than no property interest or legal right of any kind shall be created at any time until and unless a contract has been agreed to and signed by both parties. 8/1 /2010 For roposer: (Au"ior'zed Signature) (Date) Kim Pham (7rin`e y2me) — I DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C REQUEST FOR PROPOSALS(RFP) NO. 34-09-10 ACKNOWLEDGEMENT OF ADDENDA Directions Complete Par ' or Part !I whichever applies Part I: Listed below are the dates of issue for each Addendum received in connection with this REP- 34-09/10 Addendum No 1 Dated July 15 2010 Addendum No. 2 Dated July 30, 2010 Addendum No 3, Dated _._ August 5, 2010 Addendum No. 4 Dated Addendum No 5 Dated Part II: No addendum was received ;n connection with this RFP Verified with Procurement staff Kenneth Patterson 8/10/2010 Name of staff Date Blissberry, L LC 8/10/2010 Proposer- Name Date 71)1 Sig attire i.l DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C DECLARATION TO: City of Miami Beach City Hall 1700 Convention Center Drive Procurement Division Miami Beach Florida 33139 Submitted this 1 1' day of August, 2010 The undersigned as Proposer. declares that the only persons interested in this Proposal are named herein that no other person has ary interest in this responses or in the contract to which this response pertains: that this response is made without connection or arrangement with any other person, and that this response is n every respect fair and made in good faith, without collusion or fraud The Proposer agrees :f this response is accepted. to execute an appropriate City of Miami Beach document for the purpose of establishing a formal contractual relationship between the Proposer and the City, for the performance of all requirements to which the response pertains. The Proposer states that the response is based upon the documents identified by the following number: R7P No 34-09/10 'do6of',KatN-A -7"--7/12- WITH SS PROPOSER SIGNATURE iKim Pham PRINTED NAME PRINTED NAME Owner WITNESS TITLE -trim �y� PFt1NTED NAVE 15 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C SWORN STATEMENT UNDER SECTION 287.133(3) (a), FLORIDA STATUTES, ON PUBLIC ENTITY CRIMES THIS FORM MUST BE SIGNED AND SWORN TO IN THE PRESENCE OF A NOTARY PUBLIC OR OTHER OFFICER AUTHORIZED TO ADMINISTER OATHS This sworn statement is submitted to The City of Miami Beach (print name of public entity) By Ms. Kim Pham (print individuals name and title] For Btissberry ,print name of entity submitting sworn statement] Whose business address is 1650 Alton Road, Miami Beach Florida And(if applic I understand that a "public entity crime" as defined in Paragraph 287 133(1)(g), Florida Statutes, means a v+olation of any state or federal law by a person with respect to and directly related to the transaction of business with any business with any public entity or with an agency or po itical subdivision of any other state or of the United States. including, but not 'in':ted to, any bid or contract for goods or services to be provided to any public entity or an agency or political subdivision of any other state or of the United States and ,nvoiv,na ant trust. fraud, theft, bribery, collusion, racketeering conspiracy, or materia misreprese'-at'on I understand that 'convicted" or "conviction" as defined in Paragraph 287.133(1)(b) Florida Statutes, means a finding of guilt or a conviction of a public entity crime, with or without an adjud!cat on of guilt, in any federal or state trial court of record relating to charges brought by nd ctment or information after July 1. 1989. as a result of a jury verdict, non;ury tra or entry of a plea of guilty or nolo contendere I understand that an 'aff";;ate" as defined in Paragraph 287.133 (1)(a) Florida Statutes, means. ) A orncec'ssc, or successor of a person convicted of a public entity crime or 2) An e^t ty under the control of any natural person who is active In the management of the entity and who has been convicted of a public entity crime. The term "affiliate" includes those officers. directors, executives. partners. shareholders. employees. membe-s and agents who are active in the management of an affiliate The ownership by one ^ersor o` shares constituting a controlling interest in another person or a pooling of equ brrent or Income among persons when not for fair market value under an arm's length aoreement shalt be a prima facie case that one person controls another Person. A person who know ngiy enters into a Joint venture with a person who has been i6 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C convicted of a public entity crime in Florida during the preceding 36 months shall be considered an affiliate. 3) I understand that a "person" as defined in Paragraph 287 133 (1)(e), Florida Statutes means any natural person or entity organized under the laws of any state or of the United States with the legal power to enter into a binding contract and wnich bids or applies to bid on contracts for the provision of goods or services let by a public entity, or which otherwise transacts or applies to transact business with a public entity. The term "person" includes those officers, directors, executives, partners, shareholders, employees, members. and agents who are active.n management of an entity. Based on information and belief, the statement which I have marked below is true in relation to the entity submitting this sworn statement. [Indicate which statement applies.] _X_Neither the entity submitting this sworn statement, nor any officers, directors. executives, partners, snareholders, employees, members, or agents who are active in neither the management of the entity nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989 The entity submitting this sworn statement. or one or more of its officers directors. executives. partners, shareholders, employees, members or agents who are active in management of the entity or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1 1989. The entity submitting this sworn statement. or one or more of its officers, directors, executives. partners. shareholders, employees, members, or agents who are active in the management of the entity or an affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida. Division of Administrative Hearings and the Final Order entered by the hearing Officer determined that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list. [Attach a copy of the final order] I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THF. PUBLIC ENTITY IDENTIFIED IN PARAGRAPH 1 (ONE) ABOVE IS FOR THAT PUBLIC ENTITY ONLY AND, THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED. I ALSO UNDERSTAND THAT ! AM REQUIRED TO INFORM THE PUBLIC ENTITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED !N SECTION 287.017, FLORIDA STAT FOR CATEGORY TWO OF ANY CHANGE IN T'-!E INFORMATION CONTAI I S FORM. [Signature] 4k to Sworn to and subscribed before meyt As / day of A yJ t t 5 ,200Q Personally krown OR Proriur-o l inantifirat,on Notary Puhlir - State of 1�I t�(-, �nk, My commission expires -7/ Z// a (Type of 'dent`cator) (P'inted tyo= ' 9t ommiss' ned name of Notafy P�lic) Notary F,ouc State of Florida Andres Jose()wares • _ u My Commtwvon 00802981 Ve,„04 =r,p'"s 0710212o12 17 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C QUESTIONNAIRE Contractor 's Name: Blissberry, LLC Principal Office Address: 1650 Alton Road Miami Beach, FL 33139 Official Representative: Kim Pham Individual ooctarc'e One) rporation If a Corporation, answer this: When Incorporated: .// 1,2...00 In what State: If a Foreign corporation: Date of Peg sfrpto"' with Florida Secretary of State- Name of Res`dent Aoent: Address o"?es'dent Aoent: Presider-t's Name: Vice•Pres ce^•'s \'me- Treasurer's Nam e• Members of 3oerc of rectors: If a Par.ne�s ' Ic% DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C Questionnaire(continued) Date of organization: General or Limited Partnership`: Name and Address of Each Partner: NAME ADDRESS Designate general partners in a Limited Partnership I. Nurnb o' years of relevant experience in operating A/E business: 2, Have any agreements held by Contractor for a project ever been canceled? Yes ( ) NoX if yes. give deta:::s on a separate sheet. 3. Has the Co-tractor or any principals of the applicant organization failed to qua'i`y as a resoonsible Bidder, refused to enter into a contract after an award has eee^ made, `ailed to complete a contract during the past five(5) years, or Seen reclared to be in default in any contract in the last 5 years'? 'f yes. 2!ea5ia e�p ain: 4. Has the Contractor or any of its principals ever beer declared brupt or reo:-eanizar.' r c Chapter 11 or put into receiversh p�Yes i i No, 'f yes. a'v9 :!ale, court ur-sd ction, action taken, and any other explanation deen'eC ^.e'essary on a separate sheet. DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C 5. Person or persons interested in this bid and Qualification Form have ( ) have not ( been convicted by a Federal, State, County, or Municipal Court of any violation of law, other than traffic violations. To include stockholders over ten percent (10%) (Strike out inappropriate words). Questionnaire (continued) Exo'air any convictions• 6. Lawsuits ;any; pending or completed involving the corporation. tart^ership c- nd'vidua's with more than ten percent (10%) interest: A. _'st ~ ` pending lawsuits: B. _is'. _!` :dgments from lawsuits in the last five (5) years: r�fif/lli C. s: any crm na' v:olations and/or convictions of the Contractor and/c- any of its principals: 7. Con`!icts c' Interest. The following relationships are the only potential. actual, cr perc^ivec' conflicts of interest in connection with this proposal none, , sam- ) 8. °ub'ic ^ sc'os_~e. In order to determine whether the members of the va!ua"c-' Co"mittee for this Request for Proposals have any association or relationships which would constitute a conflict of interest, either actuai or perceived. with any Contractor and/or individuals and entities corneris nc or •epresent ng such Contractor , and in an attempt to ensure `u!' and cc'1 e*.e disclosure regarding this contract all Contractor s are reou'-ed 'c sc ose a!!! persons and entities who may be involved with this Proposa • _'^.r ''st shall nclude public relation frms, lawyers and lobbyists. The Procurement Division shall be notified it writing if any persc- o- a' '! s .d:ded to tn's list after receipt of proposa s. DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C Questionnaire (continued) 9. Are there any pending discussions relative to mergers, acquisitions, partnerships, or assignment of contract? The Proposer understands that information contained in this Questionnaire will be relied upon by the City in awarding the proposed contract, and such information is warranted 5y the Proposer to be true and accurate. The Proposer agrees to furnish such additions' nformation, prior to acceptance of any proposal relating to the qualificat!ons of the Proposer, as may be required by the City Manager. The Proposer further .:nderstands that the information contained in this Questionnaire may he confirmed through a background investigation conducted by the City, throuoh the Miami Beach Police Department. By submitting this Questionne re the Proposer agrees to cooperate with this investigation, including but not "m'ted 'o, finc rpr'ntino and providing information for a credit check. DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C ?ROPOSER WITNESS: F INDIVIDUAL. Signature Signature Print Name Print Name WITNESS: 'F PARTNERSHIP: Signature Print Name of Firm Print Name Address By: General Partner Print Name • ATTEST: F CORPORATION: Blissberry. L.LC Secretary Print Name of Corporation 1650 Alton Rd iQ'' Miam, Beach. FL 33139 OirnPrint Na Address President (CORPORA'.E SEA ; /T h(i Print Name DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C CONTRACTOR'S QUESTIONNAIRE (CONTD.) Vendor Campaign Contribution(s). a. You must provide the names of all individuals or entities (including your sub- consultants) with a controlling financial interest. The term -controlling financial interest" shall mean the ownership, directly or indirectly of 10% or more of the . outstanding capital stock in any corporation or a direct or indirect interest of 10% or more in a firm. The term "firm" shall mean any corporation, partnership business trust or any legal entity other than a natural person b. Individuals or entities (including our sub-consultants) with a controlling financial nterest have have not contributed to the campaign either directy or indirectly. of a candidate who has been elected to the office of Mayor or City Commissioner for the City of Miami Beach. Please provide the name(s) and date(s) of said contributions and to whom said contnbut On was made. I HERESY (s-^P.."F`.' th-t the above answers are true and correc! ,SEAL) SEAL) 2� • DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C 7)' � krieeidettitg Coo m,,anv c� — Blissberry Yogurt Bar is not only a delicious sweet treat, they are healthy. nutritious and environment friendly. Parents and yogurt lovers know that when they walk into Blissberry in the middle of the action on Miami Beach, they are walking into owner Kim's home away from home. She makes everyone feel welcome as well as her friendly and professional staff. The yogurt and other food and beverage items are healthy, taste great and the store is always spotless. I am very excited to hear about the possibility of Blissberry expanding their business to local parks in the Miami area. The Babysitting Company is a Miami based private babysitting company working with hotels, resorts, residents, sports teams, special events_ The company works exclusively with The Biltmore, Fontainebleau, The Sagamore, W South Beach, The Continuum and Apogee and is fully insured, licensed and certified with services also offered in Phoenix, Denver, LA, Las Vegas, Park City, Chicago, DC, New York, London and Israel. All of the babysitters are reliable, professional and energetic. They are over 18, background checked drug tested and CPR certified. They are personally interviewed and held to the highest standard in the industry, including the requirement of at least 2 years of college or university. Many of the babysitters are nursing students, pre school teachers, paramedics and swim instructors. In addition. all of the babysitters speak fluent English while many speak other languages as well. With the expansion of Blissberry. I look forward to collaborating and working together to create the best experience for local families looking for healthy and fun supervised activities including yoga. dance. games. story telling and arts and crafts. Rachel Charlupski The Babysitting Company Founder DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C MADISON FINANCIAL GROUP, LLC A division of M.S.I. July 28,2010 City of Miami Beach Via Electronic Delivery RE: Kim Pham/Blissberry Yogurt Bar To Whom It May Concern: Recently Kim Pham hired us to be her Business Manager for her Blissberry Yogurt Bar ("Bliss"). I am the Founder and CEO of Madison Financial Group/MSI and I have done business with Kim in other ventures such as real estate and Financial Management for Professional Athletes. Accordingly, I am more than happy to make any official statement and/or provide any reference for or confirmation of Kim Pham and Blissberry. Kim wanted to become a client of this firm so we could assist her in taking "Bliss" to its greatest potential level. She and her establishment have already been incredible assets to the Miami Beach area. The opportunity to expand. would contribute exponentially to the area's overall community, economy and well- being. Clearly also taking "Bliss"to another level. Madison Financial Group is a multi-faceted Sports and Entertainment Busines Management firm, with several offices operating throughout the United States. We specialize in providing our clients with the tools necessary to create solid and efficient business practices through thorough analysis, upkeep and management of their finances. This begins with and is based on the foundation of solid bookkeeping & accounting, risk management, taxation (planning and prepartion), investment planning, retirement and ultimately estate planning. We pride ourselves in representing clients that have the utmost desire to excel financially, but to also make positive contributions to their communities. Also, through our Strategic Integration division (MSI), we work towards helping each client identify opportunities to cultivate and grow their brand. DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C Ms. Pham has been an exemplary business person in other our past dealings. We are proud to have her alongside a client roster that includes so-called "A-list" celebrities (athletes and entertainers), and other business owners. In light of all of this, especially our direct, active involvement, we strongly support the expansion of the Blissberry Yogurt Bar and the Bliss- brand,across the board. Please feel free to contact me should you have any questions and/or concerns. Sincerely, Horace Madison Founder/CEO Madison Financial Group/MSI New York Atlanta Miami Los Angeles 646.495.5450 404.946.1955 305.673.3530 323.963.3799 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C '1 i 1 ,l fl !S f J I f ( re i (11.i ? (muu' ((err! r'(.)/1 ';rrt i(lifOI 1:-. / o g Iiss 4A jtfil oyu,t-+ /� ( once. Jyu�f ,, S (.1H 03evc.L a i*. ' /114531. •_ YOGURT it aiissoe.rya gU..r r _ _ . _�....,--- r is M t ' P{' it ow"— ' r 1\SO. ,5. 0i,4 _ r<. f ril I if fj • i . .. i BERRY I 0 n_ i IV II , i • Docesign Envelope ID:24$3E11E-UWi-42Ei•gUE4D6A76202E2C •-1 Blissberry, LLC 1650 Alton Road, Miami Beach, FL 33139 ., EXECUTIVE SUMMARY Dear Members of the Evaluation Committee: Blissberry, LLC is pleased to submit its proposal in response to RFP No. 34- 09/10, for the Management and Operation of a Concession Facility within the structure commonly referred to as the "Pavilion Building," located in South Pointe Park. Blissberry agrees to manage and operate the Pavilion Building and will conduct the following kinds of businesses within the Concession Areas, as provided below, all at our sole cost and expense: Non-alcoholic beverages; Prepared and/or prepackaged foods; Beach related food/beverages; Community room/special events catering; and of course Blissberry yogurt 3 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C SCHEDULE OF OPERATION: Days of Operation: seven days a week, 365 days a year, Hours of Operation: open at 9:00 a.m. and close at 7:00 p.m., or sunset, whichever is sooner. CONCESSION FEES Minimum Guarantee: We propose to pay the City a Minimum Guaranteed Annua: Concession Fee of $9,000 ($750.00 per month). Percentage of Gross: We propose to pay the City 15% of our gross receipts. in the event that our annual Percentage of Gross is less than our Minimum Guaranteed Annual Fee, then we agree to pay to the City, on an annual basis, the difference between the Percentage of Gross Amount and the Minimum Guarantee Annual Fee. Our Commitment We are committed to a successful partnership with the Clty of Miami Beach to ensure that only healthy and quality products will be provided to residents and visitors of South Pointe Park. We are thank you for the opportunity to submit our proposal and look forward to meeting you in person to discuss in greater detail our vision goals and objectives. Thank you, Kim Pham Founder and Owner of Blissberry DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C QUALIFICATIONS AND EXPERIENCE Blissberry, LLC is a privately held company which currently utilizes the strengths, expertise, and longetivity of its founder and manager. Ms. Kim Pham, and her partner and co-Manager, Mr. Sean Gipson. Ms. Pham began her career as a production manager then shifted her attention towards the business and sales environment. She is actively co- managing all areas of Blissberry and assists Blissberry's clients with their varying needs. Ms. Namiko Rodrigues has over ten years of restaurant and hospitality experience. Additionally, has several years of experience in food management and preparation in accordance with USDA Department of Health guidelines. Ms. Namiko Rodrigues has managed sates analysis forecasting and reporting activities to include menu design and event planning. Ms. Rodrigues is experienced in facilities safety management in restaurant environments. She is fluent in English, French and extensive knowledge of Spanish. Also, involved with the operations is Mr Randall E. T r u e s a ale S r. has a wealth of experience in event management business development; hospitality; and restaurant consultancy. Mr. Truesdale's restaurant experience includes Blissberry Yogurt Bar in South Beach. Since 2008, he has facilitated computer and web environment administration. He manages budget and purchasng controls through implementation of inventory control system, and assisted w th the development of the Blissberry employee training and handbook. DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C Mr. Truesdale was the Co-Owner & General Manager. Richard's Gri'l, located in St John, J.S. Virgin Islands. Mr. Truesdale successfully managed an upscale family style restaurant, increased sales by 40% through quality food, exceptional service, and family value. DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C Maximum Guarantee & Percentage of Gross Sales Minimum Guarantee: We propose to pay the City a Minimum Guaranteed Annual Concession Fee of $9,000. Percentage of Gross: We propose to pay the City 15% of our gross receipts. In 'he event that our annual Percentage of Gross is less than our Minimum Guaranteed Annual Fee, then we agree to pay to the City, on an annual basis. the difference between the Percentage of Gross Amouna and the Minimum Guarantee Annual Fee. DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C METHODOLOGY/APPROACH Community Room Special Event Catering Driving local, social and corporate business into the Pavilion will be a priority for everyone on our team. We will partner with other accounts in the area to drive business into the Community Room as well as mine the local and regional market for meeting and social event opportunities. And, we will deliver results because we know that serving food is actually the end of a process that begins with an assessment of opportunities and customer preferences. To begin, we look at the overall features and the benefits of the South Pointe Park (the "Park"), study the primary market segments. understand the neighborhood's needs and desires, and understand the City's goals and objectives. We will provide exquisite meals accompanied by impeccable service. We believe our success in helping sell the Pavilion for an event will be the result of our analysis and business plan development and will .be supported through our participation in and coordination with the City's Parks and Recreation Department. Our staff will work closely with the "South of Fifth" homeowners to ensure that all noise ordinances are adhered to, and that the residents needs and wants are addressed. Marketing Plan We believe strongly that our ability to provide marketing expertise is critical in our continued success at the Pavilion. Our commitment to marketing directly benefits the City by creating a web of connections through our customers and other clients. As well as impacting the overall customer experience by enhancing the meeting and event planning process, providing hands on contact to all our customers and enabling us to more fully understand and therefore appreciate and better serve the residents and visitors. We project that even in the first year sales will be be greater than the initial current location. There is more foot traffic and with an expanded menu, more employees, and extensive marketing plan Sales should exceed current location. We have contracted with The Beach Channel commercials which reached 116,000 households. 20,000 hotel rOoms and 11 million annual viewers. DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C Commitment to Customer Excellence We are driven by our desire to continually improve customer satisfaction. Satisfied customers translate into a greater appreciation of the Park and the City's efforts for excellence customer service. The success of our marketing strategy is dependant on the close working relationship between the City of Miami Beach, especially, the Parks and Recreation Department. Understanding the Customer To create a positive and memorable experience for the customer at every venue is the focus of Blissberry. We value our customers and residents, and we understand that they are the reason for the success or failure of the Pavilion. Food Sanitation and Safety Before the selection of any recipe, before the purchase of one ingredient, and before any meal is served, we will take every precaution to ensure that our safety and sanitation procedures are in compliance with or exceed federal, state, and local health codes. Excellence sanitation and food safety practices ore essential for operating a successful food and beverage program. Our food safety requirements for our employees are stringent. We require constant employee training on sanitation practices, procedures, and ,policies. We demand each employee to clean as they go to reduce the risk of food contamination. Employees are monitored to ensure that hand washing is constant and that gloves are freauently changed to prevent any contaminations. Most importantly, we vv.1 ensure that the safety and inrearty of the food is protected from the time of its delivery, and throughnlit itt ctnrctge and preparation and transportation from our kitchen into the hands of the customer. Now, we focus on the creation of a great meal. Se►ec'ing the freshest ingredients is the First step to preparing delicious meals We will . . use du iii.'y produces tar ci; our recipes and signature ,meats. The cleanliness o' the Pavilion sets the tone for 'he entre airing experience. We understand the revenue impact that 'he first rmpressior has or the buy:no decisions of the customers. We will create the 9 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C Commitment to Customer Excellence We are drven by our desire to continually improve customer satisfaction. Satisfied customers translate into a greater appreciation of the Park and the City's efforts 'or excellence customer service. The success of our marketing strategy is dependant on the close working relationship between the City of Miami Beach, especially, the Parks and Recreation Deportment. Understanding the Customer To create a positive and memorable experience for the customer at every venue s 'he feces of Bfissberry. We value our customers and residents, and we understand that they ore the reason for the success or failure of the Pav"or. Food Sanitation and Safety Before the select or o`any recipe, before the purchase of one ingredient, and before any meai is served, we will take every precaution to ensure that our safety and sanitation procedures are in compliance with or exceed federal, sto' . and local health codes. Excellence sanitation and food safety practices are essential for operating o successful food and beverage program. Our food safety requirements for our employees are stringent. We require constant employee training on sanitation practices, procedures, and policies. We demand each employee to clean as they go to reduce the risk of food contamination. Employees are monitored to ensure that hand washing is constant and that gloves are frequently changed to prevent any contaminations Most imoortort;y, we wi ensure that the safety and integrity of the food is protected from the tree of its delivery, and throughout its storage and preparation and transportation from our kitchen into the hands of the customer. \low, we focus on the creation of a great meal. Selecting the freshest ingredients s the first step to preparing delicious meals We will use qua/it/products fa,cqf our recipes and signature moms The cleanliness of the Pavilion sets the tone for the entire dining experience We understand the revenue impact that the first ;mpression has or the duy ng decisions of the customers. We will create the 9 DocoSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C ambiance for a positive experience by providing a clean and comfortable dir no area for the Pavilion. We will have the required staffing to keep the environment clean and sanitary at oil times. Our workers on duty will be charged with the responsibility of making sure the chairs are cleaned, tables are wiped off, and food is not on the floor. The Clean-As-You-Go Philosophy Superior sanitation is a hallmark of sound, cost-effective food service and is dependent on knowledgeable, motivated employees who understand the reasons be nd our procedures. Our clean-as-you-go philosophy emphasizes supe^•or son;tofion by: Reducing the risks of food contamination Making the eauipment at the Café last longer Ensuring that your equipment performs more efficiently Food Protection. We will ensure that each food service employee understands the concepts of food protection. Employee Performance / Dress Standards In no other business ore personal cleanliness and appearance as important as they ore in food service. A well-groomed employee immediate'y creates a favorable impression of the services we perform. Our clients, customers, and the local health board expect us to momtain strict standards of cleanliness. Customer Complaints In an effort to achieve a quality experience, it is our duty to handle all customer comp'afnts and comments in the most professional manner possible. 't a complaint can be handled at the Pavilion, our trained staff will attempt to correct it to the best of their ability and inform the manager as soon os possible. During all situations, we Instruct our staff to remain as courteous as possible and to: Always appear cheerful when in the presence of a customer. Always be he•pful;n the presence of a customer. Always answerguestthey are received and, when y questions as necessary, direct them to a manager. I0 DocuSign Envelope ID 2483E81E-5D3F-42B6-8B9E-6D5A76202E2C I iI A II is Y J I {ilk !!C>tl hli/ t(' (1/l(/ ('()il_;l(/ '7(1t )I.l y 20, .4? ,, �t( -n.— gi,ss N,,,�+ r Akmiel- olve-,vict`.f' /.�1 Jou�h �`P.aC.� G 1 1 4 t,v- BEST FROM, /f ‘-'.3t • •— * *mu • ddssbar y Yogurt 8 a- lit"j .err s. - -4 'S lk f!/" #. Pam+••.r.rNY p ,_ Y t'j', r * At Mr PIM MAIM 1 • . `... . \ iit mit . . A.' ";$ Alit‘ -.. __ • ' ! , I 1r F 441 'lb otiti ,' f a r j 1 • a i SBERR arn J J y /// DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C *jtissterrq Yo9ure Bar &Beach tr%// -1 Hot off The Press Wrap it up Club: Chicken Panini Club Sandr,sieh recapped and in Spauuch tortilla e"Pressed $9 Classic Cuban Panini: :61nJe with caban bread and pressed to per•tcetron $9 Gourmet Vietnamese Panini: milled chicken, with pickled carrots an_ jicruna,jalapena5,cilantro,and prr,,,sed $9 Veggie Panini Press: Grilled peppers, topped mozzarella tomatoes,and basil wrapped in a organic $9 " Grilled Chicken Quesadilla: Made with blended cheese and pressed to perfection $9 Soups and salads Skinny Dip: Fresh cut Veggie.,re/Fresh Oi Janus Sumner.,Dip $8 btissberry Signature Salad:.11ace with mangos,acocadaa mandarin orange.', bean.sprouts,and tapped reith grilled Chicken on a bed of nu:red greens re/fresh made balsamic rvrurrgcettc $8 berry Spinach Salad: Strawberries, blueberries (seasonal), almonds, Feta cheese on a bed of spinach tossed wi almonds and a berry vignetter $10 Fruit Salad: A medley of fresh Fruits, garnished vv/granola. coconut, and drizzled w/agave $12 Caesar Salad w/Grilled or Blackened Chicken $12 Soup of the Day: Prepared w/only the freshest ingredients you will always be satisfied $4 cup !8 howl Tots e3 Tinye No Meat please Quesadilla, filled with fresh grated cheese and $6 Grilled Kosher Hot Doggie Dog $6 -I The Grilled Cheese: A perfect grilled cheese sandwich made with your bread of choice $6 Try it with tomatoes! add ($1) $7 .j Srutth Point World Famous Miami Brach, Fl 77179 Tel 5l)5 5 8-5131) J TI'XT: Rlt:r,?Grr ooe ' , Q1/4149`1.p Cash or The Blr:s.,Loyalty Card accepted only!ltlo/,,DJS(•O!AT re/Loyalty Card Bringurg Nits to you! ter. DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C V1000 THE j . CHANNEL I don't know what we would do, if we didn't have Blissberry Yogurt Bar. Everyone in our office goes there for 3:00 munches. I have been working with and going to Blissberry for over 3 years now. In 2008, we chose them as "Best Yogurt on the Beach" hands down! Sun Post 2008 Best of the Beach Now, we hear that they are expanding! We are so excited. Kim has brought a wholesome, healthy, fat-free treat to Lincoln and Alton and now.... South Pointe! Kim has always been so sweet to the kids and they love going to Blissberry. As a father of 3, I'd much rather them be eating Blissberry Yogurt than chips, cokes and candy bars. We hear at the Beach Channel, are really looking forward to partnering up with Kim at Blissberry Yogurt Bar and promoting how incredible her product is. Doug Witt Sales Director 305.205.8922 fir"fgel thahaAehrh?nnpI,ty DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C \r IGnf Covn in,r Blissberry Yogurt Bar is not only a delicious sweet treat, they are healthy nutritious and environment friendly. Parents and yogurt lovers know that when they walk into Blissberry in the middle of the action on Miami Beach, they are walking into owner Kim's home away from home. She makes everyone feel welcome as well as her friendly and professional staff. The yogurt and other food and beverage items are healthy, taste great and the store is always spotless. I am very excited to hear about the possibility of Blissberry expanding their business to local parks in the Miami area. The Babysitting Company is a Miami based private babysitting company working with hotels, resorts, residents, sports teams, special events. The company works exclusively with The Biltmore, Fontainebleau, The Sagamore. W South Beach, The Continuum and Apogee and is fully insured, licensed and certified with services also offered in Phoenix, Denver, LA, Las Vegas, Park City. Chicago, DC, New York, London and Israel. All of the babysitters are reliable, professional and energetic. They are over 18, background checked, drug tested and CPR certified. They are personally interviewed and held to the highest standard in the industry, including the requirement of at least 2 years of college or university. Many of the babysitters are nursing students, pre school teachers, paramedics and swim instructors In addition, all of the babysitters speak fluent English while many speak other languages as well. With the expansion of Blissberry, I look forward to collaborating and working together to create the best experience for local families looking for healthy and fun supervised activities including yoga, dance, games, story telling and arts and crafts. Rachel Charlupski The Babysitting Company Founder DocuSign Envelope ID:2483E81E-5D3F-42B6-889E-6DSA76202E2C CELEBRITY INTERNATIONAL. August 5, 2010 To Whom It May Concern, My company, Florida Team Golf & Celebrity International, had the pleasure of working with Blissberry during the Alonzo Mourning Summer Groove Golf Classic we've been producing for the past 12 years. Their healthy food and beverages were the perfect complement to the top Miami Restaurants involved, such as Prime 112, Chop House and Devito South Beach. Their friendly and professional staff engaged golfers in conversation and gave a great impression. Even the presentation of their tent was amazing. South Pointe Park would be pleased to have Blissberry available for residents and guests. On behalf of myself and my company, we look forward to working with Blissberry again on our upcoming events and highly recommend them for your location. If you have any questions or require additional information, feel free to contact me at (305) 255-3500. Thank you, //l On\tenger ��___,,,(((vvvice P nt FT Golf&Celebrity International i nte,n4(an.. .`Uric'.1 89'Ave vA. 33.?6 0... SOS 25S 3,rG cx 331,255 3531 DocuSign Envelope ID:2483E81 E-5D3F-4266-8B9E-6D5A76202E2C for s, '' • 't SDendforED 0 � Support Tomorrow's America August 6, 2010 To: Whom it may concern I have known Kim from our neighborhood since she opened Blissberry. Kim and Blissberry have been extremely supportive our SpendforED, a 501(c)(3) dedicated to supporting our Public Schools. SpendforED asks businesses to accept "ED BUCKS" which are in essence special coupons sold throughout the community. Our business partners extend discounts by accepting ED BUCKS. It is a very nice way for local businesses to show their support. I have also seen Kim at other events at some of the local schools on Miami Beach providing complimentary yogurt, but what I like most about her is her commitment to always finding ways to involve kids in different community activities. She is CONSTANTLY coming up with fresh ideas that are beneficial to children. I think it would be a great plus to have a healthy dessert offering in the parks of Miami Beach and I know Blissberry would serve our residents well. Erik Sussman President & Founder SpendforED 1 I 0 I Brickell Avenue PH South Tower Miami, FL 33131 o 305 579 4056 f 305 579 4054 m 305 978 8107 www.Spendfor ED.or ,.1 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C lissberrq Yo9urf Bev- & Beach 6r/// ,!'fonday-Tburiday:gam-%f7nz Friday-Sttada-y: 9am-8/1m • 13,�•r<6 •e,e,ee till been.•rt(Orly y ' beverages pure Ms., H2O: Pure fresh bottled blaf.',you may want 2. 1 1,,take home. $2 Lychee Green Tea:A SOBE Fa'orite, Sweet or(tn-Sweetened,your(ilia• $2 Fresh Squeezed Soda Lemonade:tnadc w/f,eab.'queceed local lemon,,, rt will bubble up your day $4 Fresh Squeezed Lemonade:il/ode fresh daily with local lerna s g4. Vietnamese Iced CoFFee 16oz: Gourmet lair-trade coffer w/condensed milk,shaken and dewed over ice $4 Fresh Squeezed Florida OJ 16 oz: 1004in Local and fiy..thly squeezes to perfection. Yu,can taste the I e.,hnc,,,, $4 blissberry snow bubble.-I fr;ob blended li•uit,,tnoothie layered over a tapwca ball heat $6 Gourvrzet blissber•ry Yogurt Mini:4 oz w/Toppings $5.00 t Medium:8 oz w/Toppings $6.00 Mega: 16 oz w•/Toppings $8.50 Gourmet Cupcakes Mini $1.Uc The Big Kid $3.00 Q � Bringau/Bla.'to you! �. ., Win,,,,. DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C MADISON FINANCIAL GROUP, LLC A division of M.S.I. August 8,2010 City of Miami Beach Via Electronic Delivery RE: Blissberry Yogurt Bar To Whom It May Concern: Please be advised, my firm Madison Financial Group was hired by Kim Pham, for Business Management services, specifically bookkeeping,accounting and tax preparation. We are in the process of gathering all the information and financial history of Blissberry Yogurt Bar ("Bliss"). This is a priority new account for us and our accountants will make sure we get all the information properly booked as quickly as possible. Once we have all the information we'll be able to generate Financial Statements and prepare subsequent tax returns, accurately reflecting the performance of"Bliss". At such time we will be more than happy to make any official statement regarding Bliss from an Accounting/Tax and overall Financial perspective. Our CPAs will not formally audit the books of Bliss, but we will be reconfirming the accuracy of the information,on an informal basis. Thus far,based on what we've seen, it appears that Bliss is on pace to do have gross revenues in excess of$200,000.00 for calendar year 2010. This is based on sales of about$85,000.00 for 2009. Generally speaking we found that most businesses at the end of Lincoln Rd suffered 50% decreases in revenue last year. This is further confirmed by the fact that half way through this year,sales are already approaching$80,000.00. Again,we look forward to further confirming the accuracy of these numbers, but feel they are certainly "in the ball park". We'll expedite the process of completing the necessary reports you might need. Please feel free to contact me should you have any questions and/or concerns. Sincerely, Horace Madison Founder/CEO Madison Financial Group/MSI cc: Mark Torphy,CPA New York Atlanta Miami Los Angeles 646.495.5450 4(14.946.1955 305.673.3530 323.963.3799 DocuSign Envelop.ID:2483E81 E-5D3F-42B6-8B9E-6D5A782112E2C MADISON FINANCIAL GROUP, LLC A division of M.S.I. August 8,2010 City of Miami Beach Via Electronic Delivery RE: Blissberry Yogurt Bar To Whom It May Concern: Please be advised, my firm Madison Financial Group was hired by Kim Pham, for Business Management services,specifically bookkeeping, accounting and tax preparation. We are in the process of gathering all the information and financial history of Blissberry Yogurt Bar ("Bliss"). This is a priority new account for us and our accountants will make sure we get all the information properly booked as quickly as possible. Once we have all the information we'll be able to generate Financial Statements and prepare subsequent tax returns, accurately reflecting the performance of"Bliss". At such time we will be more than happy to make any official statement regarding Bliss from an Accounting/Tax and overall Financial perspective. Our CPAs will not formally audit the books of Bliss, but we will be reconfirming the accuracy of the information,on an informal basis. Thus far, based on what we've seen,it appears that Bliss is on pace to do have gross revenues in excess of$200,000.00 for calendar year 2010. This is based on sales of about$85,000.00 for 2009. Generally speaking we found that most businesses at the end of Lincoln Rd suffered 50% decreases in revenue last year. This is further confirmed by the fact that half way through this year, sales are already approaching$80,000.00. Again,we look forward to further confirming the accuracy of these numbers,but feel they are certainly "in the ball park". We'll expedite the process of completing the necessary reports you might need. Please feel free to contact me should you have any questions and/or concerns. Sincerely, Horace Madison Founder/CEO Madison Financial Group/MSl cc: Mark Torphy,CPA New York Atlanta Miami Los Angeles DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C — .1 II A 14 !S .. tJ tune andi :.,' , n _Alt yout c t�tt�o r, 5. .. . 7\ a -- ....7 O k , eititi tc.q.,• _,. _, , .....,. , ..,r4 --r;- Iv-,,,, „„,e__,,,,,..„..,,,. 're: BEST FROZEN / i 31 1. .I t YOGURT — r'„--3 8lissberry Yogurt Bar -.,..- i! ..�Tyy... • 7 ��',,4 . SunPost The story gmtlrrs. LL ( A,. ' i '''' \ ' r t R I -ai. 0124 t i 14.... d 1 1‘110).41, .7 ' i 1 I Ilif . SBERRpfamiy e DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C ATTACHMENT C SUNBIZ & PROPOSAL RESPONSE TO RFP DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C D.VISION OF CORPOR TIONS .DI YEI ci i tlf un official SI!!li'of FIo/idn*Wahl, Department of State / Division of Corporations / Search Records / Search by FEI/EIN Number I Detail by FEI/EIN Number Florida Limited Liability Company SOUTH POINTE CAFE LLC Filing Information Document Number L16000133197 FEI/EIN Number 81-3299756 Date Filed 07/14/2016 State FL Status ACTIVE Last Event REINSTATEMENT Event Date Filed 03/16/2020 Principal Address 737 Jefferson Avenue 301 Miami Beach, FL 33139 Changed: 02/03/2018 Mailing Address 737 Jefferson Avenue 301 MIAMI BEACH, FL 33139 Changed: 04/10/2017 Registered Agent Name&Address Cavinato, Stefano 3 WASHINGTON AVENUE PAVILLION BUILDING MIAMI BEACH, FL 33139 Name Changed: 02/03/2018 Address Changed: 09/30/2016 Authorized Person(s) Detail Name&Address Title Authorized Member Cavinato, Stefano DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C 737 Jefferson Avenue 301 Miami Beach, FL 33139 Annual Reports Report Year Filed Date 2019 03/16/2020 2020 03/16/2020 2021 04/09/2021 Document Images 04/09/2021—ANNUAL REPORT View image in PDF format 03/16/2020—REINSTATEMENT View image in PDF format 02/03/2018—ANNUAL REPORT View image in PDF format 04/10/2017—ANNUAL REPORT View image in PDF format 09/30/2016—LC Amendment View image in PDF format 07/14/2016—Florida Limited Liability View image in PDF format FloriLA Department al S,a,, Ji._orl'o41tions Rin RI IRRAITTAL QUESTIONNAIRE DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C SEC L ION 1 - BID CERTIFICATION FORM This document is a REQUIRED FORM that must be submitted fully completed and submitted. Solicitation No: Solicitation Title: 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT SOUTH POINTE PARK BIDDERS NAME:South Pointe Cafe LLC NO.OF YEARS IN BUSINESS:5 NO.OF YEARS IN BUSINESS LOCALLY:6 NO.OF EMPLOYEES:5 OTHER NAME(S)BIDDER HAS OPERATED UNDER IN THE LAST 10 YEARS: BIDDER PRIMARY ADDRESS(HEADQUARTERS):737 Jefferson Avenue#301 CITY Miami Beach STATE:FL ZIP CODE:33139 TELEPHONE NO.:3052193600 TOLL FREE NO.: FAX NO.: BIDDER LOCAL ADDRESS:737 Jefferson Avenue#301 CITY:Miami Beach STATE:FL ZIP CODE:33139 PRIMARY ACCOUNT REPRESENTATIVE FOR THIS ENGAGEMENT:Stefano Cavinato ACCOUNT REP TELEPHONE NO.:3052183600 ACCOUNT REP TOLL FREE NO.: ACCOUNT REP EMAIL stefano.cavinato@gmaii.com FEDERAL TAX IDENTIFICATION NO.:813299756 By virtue of submitting a bid, bidder agrees: a)to complete and unconditional acceptance of the terms and conditions of this document, inclusive of this solicitation, all specifications, attachments, exhibits and appendices and the contents of any Addenda released hereto; b) to be bound, at a minimum, to any and all specifications, terms and conditions contained herein or Addenda; c) that the bidder has not divulged, discussed, or compared the proposal with other bidders and has not colluded with any other bidder or party to any other bid; d) that bidder acknowledges that all information contained herein is part of the public domain as defined by the State of Florida Sunshine and Public Records Laws; e) the bidder agrees if this bid is accepted, to execute an appropriate City of Miami Beach document for the purpose of establishing a formal contractual relationship between the bidder and the City of Miami Beach, Florida, for the performance of all requirements to which the bid pertains; and f) that all responses, data and information contained in the bid submittal are true and accurate. The individual named below affirms that s/he: is a principal of the applicant duly authorized to execute this questionnaire, and that the contents of said document(s) are complete, true, and correct to the best of his/her knowledge and belief. Name of Bidder's Authorized Renresentative: I Title of Bidder 's Authorized DocuSign Envelope ID 2483E81E-5D3F-42B6-8B9E-6D5A76202E2C JL Id IV L.4VIIIdLU nCyresentative: Managing Member DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C SU ,I Iuly 1 - ALKNUWLtUbtmtlNT OF ADDENDUM After issuance of solicitation, the City may release one or more addendum to the solicitation, which may provide additional information to bidders or alter solicitation requirements. The City will strive to reach every bidder having received solicitation through the City's e-procurement system. However, bidders are solely responsible for assuring they have received any and all addendum issued pursuant to solicitation. This Acknowledgement of Addendum section certifies that the bidder has received all addendum released by the City pursuant to this solicitation. Failure to obtain and acknowledge receipt of all addenda may result in proposal disqualification. Enter Initial to Enter Initial to Enter Initial to Confirm Confirm Confirm Receipt Receipt Receipt SC Addendum 1 Addendum 6 Addendum 11 SC Addendum 2 Addendum 7 Addendum 12 SC Addendum 3 Addendum 8 Addendum 13 SC Addendum 4 Addendum 9 Addendum 14 SC Addendum 5 Addendum 10 Addendum 15 If additional confirmation of addendum is required, submit under separate cover. SECTION 3 - CONFLICT OF INTEREST All bidders must disclose the name(s) of any officer, director, agent, or immediate family member (spouse, parent, sibling, and child) who is also an employee of the City of Miami Beach. Further, all bidders must disclose the name of any City employee who owns, either directly or indirectly, an interest of ten (10%) percent or more in the bidder entity or any of its affiliates. YES p NO If yes, please disclose the name(s): - ND LAST NAME OCCUPATION 1 2 3 4 5 6 SECTION 4 - FINANCIAL CAPACITY When requested by the City, each bidder shall arrange for Dun & Bradstreet to submit a Supplier Qualification Report (SQR) directly to the City. No proposal will be considered without receipt, by the City, of the SQR directly from Dun & Bradstreet. The cost of the preparation of the SQR shall be the responsibility of the bidder. The bidder shall request the SQR report from D&B at: https://supplierportal.dnb.com/webapp/wcs/stores/servlet/SupplierPortal?storeld=11696 Bidders are responsible for the accuracy of the information contained in its SQR. It is highly recommended that each bidder review the information contained in its SQR for accuracy prior to submittal to the City and as early as possible in the solicitation process. For assistance with any portion of the SQR submittal process, contact Dun & Bradstreet at 800-424-2495. At time of request, bidder shall request that Dun & Bradstreet submit its Supplier Qualifier Report directly to the City, with bid or within three (3) days of request. crrTt/lnl C nnriDAT(loll Inn r1n1 TDnI/CI Tn AND THE PURCHASE OF GOODS OR SERVICES FROM DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C MISSISSIPPI Pursuant to Resolution 2016-29375, the City of Miami Beach, Florida, prohibits official City travel to the state of Mississippi, as well as the purchase of goods or services sourced in Mississippi. Bidder shall agree that no travel shall occur on behalf of the City of Miami Beach to Mississippi, nor shall any product or services it provides to the City be sourced from this state. By virtue of submitting bid, bidder agrees it is and shall remain in full compliance with Resolution 2016-29375 https://www.miamibeachfl.gov/wp-content/upIoads/2017/11/2016-29375-Resolution-Vendor-Moratorium-for- Services-Sources-from-North-Carolina-Mississippi-1.pdf DocuSign Envelope ID 2483E81E-5D3F-4286-889E-6D5A76202E2C SECTION 6 - REFERENCES AND PAST PERFORMANCE Project No. 2021-137-ND Project Title MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT SOUTH POINTE PARK Bidder shall submit at least three (3) references for whom the bidder has completed work similar in size and nature as the work referenced in solicitation. Reference No.1 Firm Name: Toscana Divino Hospitality Group LLC Contact Individual Name and Title: Tommaso Morelato CEO Address: 901 S Miami Ave #207 Telephone: 3059047873 Contact's Email: tom@toscanadivino.com Narrative on Scope of Services Provided: Toscana Divino Hospitality Group LLC owns and operates several Food & Beverage establishments in Dade County, ranging from casual to fine dining restaurants, and to catering and retail outlets. Stefano Cavinato was the Founder of Toscana Divino in 2012 and greatly contributed to the development and the management of the Toscana Divino Hospitality Group,which currently employs over 100 people. Reference No.2 Firm Name: SMAU SERVIZI SRL Contact Individual Name and Title: Pierantonio Macola - CEO Address: via Guizza 53, Padova, Italy Telephone: +39335249213 Contact's Email: Pierantonio.macola@smau.it Narrative on Scope of Services Provided: SMAU is the largest Italian IT Trade show,with multiple events in Italy and Europe, totaling hundreds of exhibitors and thousands of attendees. Stefano Cavinato served on the Board of SMAU Servizi SRL since it was acquired in 2008 by current ownership and was instrumental in the management of the operations. Reference No.3 Contact Individual Name and Title: Jorge Veliz - 1762 CW LLC - Partner Address: 1762 Coral Way, Miami, FL 33145 Telephone: 7863983035 Contact's Email: info@coralhousemiami.com Narrative on Scope of Services Provided: Bidder was instrumental in the construction and oneration of a full service restaurant, located at 1762 Coral Way, ** DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C iviiail►I, FL,VpCIIGU VII JUIIC LVGV. Restaurant currently successfully operates with annual sales exceeding$700,000 and employs over 10 people. DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C AUUILIV1 lal rNal Icn�,c Firm Name: 246 Giralda LLC Contact Individual Name and Title: Rodrigo Maciel - Partner Address: 246 Giralda Avenue, Coral Gables, FL 33134 Telephone: 6463386942 Contact's Email: info@terredelsapore.com Narrative on Scope of Services Provided: Bidder was instrumental in the acquisition and reopening of a fast-casual, pizza-based restaurant located at 246 Gerald Ave, Coral Gables, FL. The restaurant has been successfully operating since January 2019 and currently employs over 10 people. SECTION 7 - STANDARD TERMS AND CONDITIONS The Standard Terms and Conditions are available at https://www.miamibeachfl.gov/city-hall/procurement/standard- terms-and-conditions/ By virtue of submitting a bid, bidder attests that they have read and understand the applicable Standard Terms and Conditions as indicated in the solicitation. Project No. 2021-137-ND Project Title MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT SOUTH POINTE PARK SECTION 8 - VENDOR CAMPAIGN CONTRIBUTIONS Bidders are expected to be or become familiar with, the City's Campaign Finance Reform laws, as codified in Sections 2-487 through 2-490 of the City Code https://library.municode.com/fl/miami_beach/codes/code_of_ordinances7 nodeld=SPAGEORCH2ADARTVIISTCODIV5CAFIRE Bidders shall be solely responsible for ensuring that all applicable provisions of the City's Campaign Finance Reform laws are complied with, and shall be subject to any and all sanctions, as prescribed therein, including disqualification of their bid submittal, in the event of such non-compliance. Are there any individuals or entities (including your sub-consultants) with a controlling financial interest which have contributed to the campaign either directly or indirectly, of a candidate who has been elected to the office of Mayor or City Commissioner for the City of Miami Beach. n YES NO If yes, list name (first and last name) of individuals, occupation, amount and date: First and Last Name r ntributor Occupa on nount Date of ontribu on 1 2 3 4 5 6 7 8 9 DocuSign Envelope ID 2483E81E-5D3F-42B6-8B9E-6D5A76202E2C 1 tutu y — susrtuvsiuty, uttsMRMENT, OR CONTRACT CANCELLATION Has bidder ever been debarred, suspended or other legal violation, or had a contract cancelled due to non- performance by any public sector agency? YES NO If answer to above is "YES," bidder shall submit a statement detailing the reasons that led to action(s): SECTION 10 - EQUAL BENEFITS FOR EMPLOYEES WITH SPOUSES AND EMPLOYEES WITH DOMESTIC PARTNERS When awarding competitively solicited contracts valued at over $100,000 whose contractors maintain 51 or more full time employees on their payrolls during 20 or more calendar work weeks, the Equal Benefits for Domestic Partners Ordinance 2005-3494 requires certain contractors doing business with the City of Miami Beach, who are awarded a contract pursuant to competitive bids, to provide "Equal Benefits" to their employees with domestic partners, as they provide to employees with spouses. The Ordinance applies to all employees of a Contractor who work within the City limits of the City of Miami Beach, Florida; and the Contractor's employees located in the United States, but outside of the City of Miami Beach limits, who are directly performing work on the contract within the City of Miami Beach. Does bidder provide or offer access to any benefits to employees with spouses or to spouses of employees? U YES NO Does bidder provide or offer access to any benefits to employees with (same or opposite sex) domestic partners or to domestic partners of employees? YES NO Please check all benefits that apply to your answers above and list in the "other" section any additional benefits not already specified. Note: some benefits are provided to employees because they have a spouse or domestic partner, such as bereavement leave; other benefits are provided directly to the spouse or domestic partner, such as medical insurance. Bidder Provides for Bidder Provides for BENEFIT Employees with Employees with Bidder does not Spouses Domestic Partners Provide Benefit Health X Sick Leave X Family Medical Leave X Bereavement Leave X If Bidders cannot offer a benefit to domestic partners because of reasons outside your control, (e.g., there are no insurance providers in your area willing to offer domestic partner coverage) you may be eligible for Reasonable Measures compliance. To comply on this basis, you must agree to pay a cash equivalent and submit a completed Reasonable Measures Application with all necessary documentation. Your Reasonable Measures Application will be reviewed for consideration by the City Manager, or his designee. Approval is not guaranteed and the City Manager's decision is final. Further information on the Equal Benefits requirement is available at http://www.miamibeachfl.gov/city_ hall/procurement/procurement-related-ordinance-and-procedures/ DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C SECTION 11 - BYRD ANTI-LOBBYING AMENDMENT CERTIFICATION FORM APPENDIX A,44 C.F.R. PART 18—CERTIFICATION REGARDING LOBBYING Cer fica on for Contracts, Grants, Loans,and Coopera ve Agreements The undersigned Contractor cer fies, to the best of his or her knowledge, that: 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or a. emplJng to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in conned:Ion with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperaAve agreement, and the extension, con(lnuallon, renewal, amendment, or modifica on of any Federal contract, grant, loan, or cooperaAve agreement. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attemp ng to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connec on with this Federal contract, grant, loan, or coopera ve agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instruc ons. 3. The undersigned shall require that the language of this cer fica on be included in the award documents for all subawards at all Mers (including subcontracts, subgrants, and contracts under grants, loans, and coopera0ve agreements) and that all subrecipients shall cer fy and disclose accordingly. This cerTficaAon is a material representaAon of fact upon which reliance was placed when this transac on was made or entered into. Submission of this cerAfica on is a prerequisite for making or entering into this transac on imposed by 31, U.S.C. § 1352 (as amended by the Lobbying Disclosure Act of 1995). Any person who fails to file the required cer fica on shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The undersigned Contractor cerilfies or affirms the truthfulness and accuracy of each statement of its cer fica on and disclosure, if any. In addi on, the Contractor understands and agrees that the provisions of 31 U.S.C. § 3801 et seq., apply to this cerTficaAon and disclosure, if any. By virtue of submitting bid, bidder certifies or affirms its compliance with the Byrd Anti-Lobbying Amendment Certification. Name of Bidder's Authorized Representative: Title of Bidder's Authorized Stefano Cavinato Representative: Managing Member DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C SECTION 12 —SUSPENSION AND DEBARMENT CERTIFICATION The Contractor acknowledges that: (1) This Contract is a covered transac on for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such the contractor is required to verify that none of the Contractor, its principals (defined at 2 C.F.R. § 180.995), or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). (2) The Contractor must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C and must include a requirement to comply with these regula ons in any lower er covered transac on it enters into. (3) This cer fica on is a material representaIon of fact relied upon by the City. If it is later determined that the Contractor did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addi on to remedies available to the City, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. (4) The Contractor agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The Contractor further agrees to include a provision requiring such compliance in its lower Eler covered transac ons." By virtue of submitting bid, bidder certifies or affirms its compliance with the Suspension and Debarment Certification. Name of Bidder's Authorized Representative: Title of Bidder's Authorized Stefano Cavinato Representative: Managing Member SECTION 13 - SMALL AND DISADVANTAGED BUSINESS CERTIFICATION Pursuant to Resolullon 2020-31519, the City is tracking the Small and Disadvantaged Businesses, as cer lfied by Miami- Dade County that have been cer1lfied as Small or Disadvantaged Business by Miami-Dade County. Does bidder possess Small or Disadvantaged Business cer fica on by Miami-Dade County? O YES NO - LGBT BUSINESS ENTERPRISE Pursuant to Resolu on 2020-31342, the City is tracking the u liza Ion of LGBT owned firms that have been cer fled as an LGBT Business Enterprise by the Na onal Gay and Lesbian Chamber of Commerce (NGLCC). Does bidder possess LGBT Business Enterprise Cer fica on by the NGLCC? YES NO SECTION 15 —CONE OF SILENCE Pursuant to Sec on 2-486 of the City Code, all procurement solicitaE1ons once adverDsed and unEll an award recommenda on has been forwarded to the City Commission by the City Manager are under the "Cone of Silence." The Cone of Silence ordinance is available at https://library.municode.com/fl/miami beach/codes/code of ordinances? nodeld=SPAGEOR CH2AD ARTVIISTCO DIV4PR 52-486C051 Any communicaLlon or inquiry in reference to this solicitation with any City employee or City official is strictly prohibited with the of excep on communica ons with the Procurement Director, or his/her administra ve staff responsible for administering the procurement process for this solicita on providing said communica on is limited to matters of process or procedure regarding the solicita on. Communica ons regarding this solicita on are to be submitted in wriLng to the Procurement Contact named herein with a copy to the City Clerk at rafaelgranado@miamibeachfl.gov . Vanrinr attactc that thav haves read iinrdarctand anrd are in compliance with the Cone of Silence Ordinance, pursuant to DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C Sec on L-425b or the um,/Loae r p YES O NO DocuSign Envelope ID.2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C lb ,,,uDE OF BUSINESS ETHICc Pursuant to City ResoluEon No.2000-37879, the Bidder shall adopt a Code of Business Ethics ("Code") and submit that Code to the Procurement Division with its response or within three (3) days upon receipt of request. The Code shall, at a minimum, require the Bidder, to comply with all applicable governmental rules and regula ons including, among others, the conflict of interest, lobbying and ethics provision of the City of Miami Beach and Miami Dade County. Bidder shall submit firm's Code of Business Ethics within three (3) of request by the City. In lieu of submitting Code of Business Ethics, Vendor may indicate that it will adopt, as required in the ordinance, the City of Miami Beach Code of Ethics, available at http://www.miamibeachfl.gov/city-hall/procurement/procurement-related-ordinance-and-procedures/ Bidder adopts the City of Miami Beach Code of Business Ethics? YES NO Bidder will submit firm's Code of Business Ethics within three (3) days of request by the City? U YES NO SECTION 17 — DRUG FREE WORKPLACE CERTIFICATION The Drug Free Workplace Cer fica on is available at: https://www.miamibeachfl.gov/wp-content/uploads/2019/04/DRUG-FREE-WORKPLACE-CERTIFICATION.pdf By virtue of submitting bid, bidder certifies or affirms it has adopted policies, practices and standards consistent with the City's Drug Free Workplace Certification. SECTION 18 — LOBBYIST REGISTRATION REQUIREMENTS This solicita on is subject to, and all bidders are expected to be or become familiar with, all City lobbyist laws. Bidders shall be solely responsible for ensuring that all City lobbyist laws are complied with, and shall be subject to any and all sanct ons, as prescribed therein, including, without limita on, disqualifica on of their responses, in the event of such non- compliance. By virtue of submitting bid, bidder certifies or affirms that they have read and understand the above Lobbyist Registration Requirements. SECTION 19 — NON-DISCRIMINATION The Non-Discrimina Ion ordinance is available at: https://library.municode.com/fl/miami beach/codes/code of ordinances? nodeld=SPAGEOR CH2AD ARTVIPR DIV3COPR S2-375NSCCOREWA By virtue of submitting bid, bidder agrees it is and shall remain in full compliance with Section 2-375 of the City of Miami Beach City Code. cFr-nn!J 7n — IR CHANCE REQUIREMENT The Fair Chance Ordinance No. 2016-4012 is available at: https://library.municode.com/fl/miami beach/codes/code of ordinances?nodeld=SPAGEOR CH62HURE ARTVFACHOR By virtue of submitting bid, bidder certifies that it has adopted policies, practices and standards consistent with the City's Fair Chance Ordinance. Bidder agrees to provide the City with supporting documentation evidencing its compliance upon request. Bidder further agrees that any breach of the representations made herein shall constitute a material breach of contract, and shall entitle the City to the immediate termination for cause of the agreement, in addition to any damages that may be available at law and in equity. SECTION 21 — PUBLIC ENTITY CRIMES PIaaca refer to Car nn 7R7 111I711a1 FInriria ctatiitec Available at: DocuSign Envelope ID:2483E81E-5D3F-42B6-889E-6D5A76202E2C hups://www.risenate.goviLawsitatutesizuizizoi.is.5 By virtue of submitting bid, bidder agrees with the requirements of Section 287.133, Florida Statutes, and certifies it has not been placed on convicted vendor list. DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C SLL I ION LL — Vt I LKAN tiuSINESS ENTERPRISES PREFERENCE Pursuant to City of Miami Beach Ordinance No. 2011- 3748, https://library.municode.com/fl/miami beach/codes/code of ordinances? nodeld=SPAGEOR CH2AD ARTVIPR DIV3COPR S2-374PRPRPRVECOGOCOSE the City shall give a preference to a responsive and responsible bidder which is a small business concern owned and controlled by a veteran(s) or which is a service-disabled veteran business enterprise, and which is within five percent (5%) of the lowest and best bidder, by providing such bidder an opportunity of providing said goods or contractual services for the lowest responsive bid amount. Whenever, as a result of the foregoing preference, the adjusted prices of two (2) or more bidders which are a small business concern owned and controlled by a veteran(s) or a service-disabled veteran business enterprise consYtute the lowest bid pursuant to an ITB, RFP, RFQ, ITN or oral or written request for quota on, and such bids are responsive, responsible and otherwise equal with respect to quality and service, then the award shall be made to the service-disabled veteran business enterprise. Is the bidder a service-disabled veteran business enterprise certified by the State of Florida? Li YES NO Is the bidder a service-disabled veteran business enterprise certified by the United States Federal Government? (] YES NO DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach —Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK TAB 1 Cover Letter & Minimum Qualifications Requirements 1.1 Cover Letter and Table of Contents This document is prepared and issued in response to the City of Miami Beach's Request for Proposals for the Management and Operation of Concession Facility at South Pointe Park and, as amended, at Flamingo Park. The proposal is submitted by: South Pointe Café LLC 737 Jefferson Avenue #301 Miami Beach, FL 33139 Email: stefano.cavinato@gmail.com Ph. 305 219 3600 1 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach—Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK TABLE OF CONTENTS TAB 1 Cover Letter& Minimum Qualifications Requirements 1.1. Cover Letter and Table of Contents 1 1.2. Minimum Qualifications Requirements 4 TAB 2 Experience &Qualifications 2.1.1 Qualification of Proposing Firm 6 2.1.2 Qualification of Proposer Team 9 Exhibit A: Resume of Stefano Cavinato 10 Exhibit B: Resume of Vlad Zavatte 13 TAB 3 Scope of Services Proposed 3.1. Proposed Concept 14 3.1.1 Product Philosophy 14 Exhibit M: smoothies and juices selection M1 3.1.2 Ambassadors of Miami Beach 14 3.1.3 Interaction with the Local Community 15 Exhibit C: Letter from Friends of South Pointe Elementary C1 3.1.4 Menu and Pricing 15 Exhibit W: Menu board W1 3.1.5 Equipment 16 3.2 Business Plan 17 3.2.1 Sales projections 17 2 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach—Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK 3.2.2 Management 17 3.2.3 Procedures 17 Exhibit D: Procedures D1 3.2.4 Schedule of Operations 17 3.2.5 Number of Employees and qualifications 17 3.2.6 Supervision 17 3.2.7 Customer service policies and Conflict resolution 18 Exhibit F: SPC and conflict Fl 3.2.8 Technology and Point of Sales 18 3.2.9 Tracking and reporting of revenue transactions 18 3.3 Sustainability Plan 18 Exhibit E: SPC and sustainability El TAB 4 Revenue Proposal 4.1 Revenue proposal 19 3 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach—Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK 1.2 Minimum Qualifications Requirements South Pointe Café LLC is a privately held company, wholly owned by Stefano Cavinato, a Miami Beach resident since 1999. Since September 2016, South Pointe Café LLC has operated the food and beverage concession located at South Pointe Park, subject of this RFP, under a contract originally entered into by the City of Miami Beach with Blissberry, LLC, and later assigned to South Pointe Café, LLC. South Pointe LLC has also been instrumental in the start-up of the food and beverage concession located at Flamingo Park, on a pop-up basis, as requested by the City of Miami Beach, in 2019. The principal, Stefano Cavinato, has an extensive experience in the Food & Beverage industry, as a principal of several companies and projects, including but not limited to: Food and Beverage companies • PIOLA-Brickell, Miami, FL; Hallandale, FL; New York, NY; Atlanta, GA; several franchisees in the U.S.-Italian gourmet pizza-2005-2013 • TOSCANA DIVINO, 900 S Miami Ave, Miami, FL— Full-service, fine dining Italian restaurant— February 2012-current • PITTZZA IRONSIDE, 7580 NE 4th Court, Miami, FL,- Italian Gourmet pizza and restaurant— 2014-current • TERRE DEL SAPORE-246 Giralda Ave, Coral Gables, FL-2019-current • CORAL HOUSE-1760 Coral way, Miami, FL-Italian gourmet pizza and restaurant Stefano Cavinato is also a principal of companies operating Food & Beverage concessions at the following condominiums: • OCEANA BAL HARBOUR, Bal Harbour, FL; 2019-current • GRAND BAY, Coconut Grove, FL; 2019-current • 87 PARK, Surfside, FL; 2019-current Stefano Cavinato has also been a Director of SMAU, Italy's largest Information Technology trade show, from 2008 until 2018. SMAU (smau.it) is the oldest and largest Information Technology trade show and road show with annual exhibits in Milan, Padova, Florence, Bari, and many other Italian cities. REQUIRED SUBMITTALS: 1: MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT SOUTH POINTE PARK Project Name: MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT SOUTH POINTE PARK 4 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach—Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK Project Description: Managing and operating a food and beverage concession at South Pointe Park, Miami Beach, FL Start and completion date: September 2016-current Project Contact Information: City of Miami Beach-ECONOMIC DEVELOPMENT-Office of Real Estate The experience is for the firm. 2: MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT FLAMINGO PARK Project Name: MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT FLAMINGO PARK Project Description: Managing and operating a food and beverage concession at Flamingo Park, Miami Beach, FL Start and completion date: July 2019-March 2020 (closure due to government mandated COVID-19 ordinance) Project Contact Information: City of Miami Beach-ECONOMIC DEVELOPMENT-Office of Real Estate The experience is for the firm. 3: DIRECTOR OF SMAU Project Name: DIRECTOR OF SMAU Project Description: Managing and operating Italy's largest Information Technology trade show, with physical events in Italy, Germany, England (smau.it). SMAU featured hundreds of physical exhibitors, ranging from Microsoft, IBM, Apple, Google, to Italy's most interesting start-up, as well as everything in between. Start and completion date: 2008-2018 Project Contact Information: Pierantonio Macola—CEO—email: pierantonio.macola@smau.it; ph.: +39 335 249213 The experience is for the principal, Stefano Cavinato. 5 DocuSign Envelope ID:2483E81 E-5D3F-4286-8B9E-6D5A76202E2C STEFANO CAVINATO PROFESSIONAL EXPERIENCE 2012-current Toscana Divino Hospitality Group Miami,FL Toscana Divino Hopsitality Group is an operator of full-service restaurants and food- service companies in Miami, FL. It currently includes seven full-service restaurants and other related businesses. Started Company in 2012 and currently managing it. Owner&President 2010-2018 Terreastyle UK Ltd Bristol,England Terrastyle UK is a leading marketer of gardening products to the UK market. Started Company in 2010 and successfully sold in 2018. Owner&Director 2008-2018 Promotor ICT Srl(SMAU) Milan,Italy SMAU is Italy's largest trade show for the ICT industry. Director 2007-2011 Delta Fintur Srl Padova,Italy Delta Fintur invests in and develops tourism and real-estate projects in Northern Italy as an owner and operator of two summer resorts in the Veneto region of Italy. Partner 2007-2012 I.F.C.,Inc. (PIOLA) Miami, FL PIOLA is a 20-restaurant chain, offering modern Italian fare. Partner • Develop new franchise-based development model ■ Selected and negotiated all development agrrements in North-America 1993—Feb.2007 Deroma Usa,Inc. New York,NY(until 1999),Miami,FL DEROMA, an Italian-based company,is the world's leading marketing and manufacturer of gardening containers. President(1996-current)Sales Manager(1993-1996) Manage business of Deroma in North America including acquisitions,strategic alliances,and sales. • Participated in all phases of Deroma's I.P.O. (1997-Milan Stock Exchange) including business plans,company valuation,roadshow in Italy,Germany,England,U.S.A. 1997—Feb.2007 Marshall Pottery,Inc. Marshall,TX Marshall Pottery is one of the three U.S. based manufacturers of terracotta gardening containers and was acquired by Deroma in 1997 10 DocuSign Envelope ID 2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C President ■ Conducted 6-month long acquisition negotiations ended in an asset-only acquisition,including financial,legal,and anti-trust issues. • Manage 150 employees and three divisions (retail,hand-made and industrial products). 1998-2003 Pam Pottery,Inc. Miami,FL Pam Pottery was an independent importer and distributors of terracotta and ceramic containers, serving the primarily mass merchants President • Conducted negotiation ended in a stock acquisition. • Integrated Pam Pottery's and Deroma USA's sales,marketing and administrative functions. • Successfully negotiated the sale of the company in June 2003 1991-1993 GIEFFE S.r.l. Bologna,Italy GIEFFE is the leading Italian group of independent importers and distributors of hardware and gardening products with annual sales of$ 50,000,000 and a total of 500 employees Managing Director • Development of private-label products,including sourcing,advertising,and promotion. • Handled relationships with major foreign suppliers, including frequent trips to Europe, China, Hong Kong,and Taiwan. 1990-1991 Microsoft SpA Milano,Italy OEM and Large Account Sales Manager • Managed some of the largest Italian accounts,including ENI,Pirelli with an annual sales budget of$5,000,000. ■ Developed joint marketing activities with major OEMs including Amstrad,Olivetti,Tektronics, and others. 1988-1990 Microsoft Corp. Redmond,WA Product Localitation Associate • In charge of the Italian version of software products such as Powerpoint and Mac Word. • Responsibilities included hiring of translators,proofreaders;coordinating production teams and marketing activities with Italian subsidiary. EDUCATION 1995-1997 Columbia University New York,NY Columbia University Business School is consistently ranked among the top 5 business schools in the world. M.B.A.,Master in Business Administration Specialization in Management and Finance 1983-1989 University of Venezia Venezia,Italy Laurea in Business Administration 737 JEFFERSON AVE #301 • MIAMI BEACH, FL 33139 • PHONE (305) 219-3600 E-MAIL: SCAVINAT097t@tGSB.COLUMBIA.EDU DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C Final Grade: 103/110 Degree Thesis:An Analysis of the PC Software Industry. INTERESTS \ND ORGANIZATIONS 1998-2000 Columbia University New York,NY Business School Ambassador:interview and select MBA applicants 1986- 1990 AIESEC (Association Internationale des Etudiantes en Sciences Economiques and Commerciales) President of Venice Local Committee Lifetime National Senior Member 1983-1989 Basketball Coach Semi-professional coaching of junior teams PERSONAL AGE 55 ITALIAN CITIZEN U.S.A.PERMANENT RESIDENT(NATURALIZATION IN PROCESS) 2014:APPOINTED"KNIGHT"BY ITALY'S PRESIDENT GIORGIO NAPOLITANO 737 JEFFERSON AVE #301 • MIAMI BEACH, FL 33139 • PHONE (305) 219-3600 E-MAIL: SCAVINATO97@GSB.COLUMBIA.EDU DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C Vlad Zavatte 7928 harding ave miami beach,FL 33141 Mobile:305-587-0756 Zavattev@gmail.com OBJECTIVE Goal-oriented and hardworking man seeking employment.Will work to the best of abilities and will follow all instructions given.Will work to achieve employer objectives and customer satisfaction. EXPERIENCE JIMMY JHONS 10/19/2016-2/20/2017 • Interacting with and create subs for customers • Maintaining a clean work area • Cleaning the store every closing shift • Cleaning the machines south pointe cafe 3/20/2017-3/15/2020 • managing location,creating schedule and training employees • Taking inventory and managing deliveries and putting away deliveries • restocking goods as needed • running errands as needed • maintaining store to food service expectations EDUCATION Miami Beach Senior High GPA: Weighted:3.5 AWARDS/HONORS • Miami Beach Senior High School: Achieved getting on the Honor Roll for the first quarter of the 2018-2019 school year ADDITIONAL SKILLS Proficient in Microsoft Word and PowerPoint. Bilingual:Speaks Romanian as second language Experience in team-oriented settings and using teamwork to achieve common goals Able to provide excellent customer service by working with customers in a courteous and professional manner DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach—Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK TAB 2 Experience & Qualifications 2.1 Qualification of Proposing Firm South Pointe Café LLC is a privately held company, wholly owned by Stefano Cavinato, a Miami Beach resident since 1999. 1: MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT SOUTH POINTE PARK Project Name: MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT SOUTH POINTE PARK Project Description: Managing and operating a food and beverage concession at South Pointe Park, Miami Beach, FL Start and completion date: September 2016-current Project Contact Information: City of Miami Beach-ECONOMIC DEVELOPMENT-Office of Real Estate The experience is for the firm. Since September 2016, South Pointe Café LLC has operated the food and beverage concession located at South Pointe Park, subject of this RFP. Since it started operated the concession facility at South Pointe Park, South Pointe Café has continuously invested and improved its performance, by: • constantly growing sales, as evidences by the figures below. Through dedication, product selection, and quality improvement, South Pointe Café LLC was able to drastically increase sales, doubling it in 3 years, while lowering prices. Besides evidencing improved customers' acceptance,this resulted in substantially higher revenue for the City of Miami Beach. Increase Increase Increase 2019 2018 YoY 2017 YoY 2016 YoY Net Sales Net Sales Net Sales $ $ $ $ December 27,859.48 27,066 3% 17,471 55% 17,147 2% $ $ $ $ January 30,488.09 20,790 47% 18,755 11% 12,910 45% $ $ $ $ February 32,724.27 28,450 15% 19,927 43% 10,922 82% $ $ $ $ March 44,432.66 36,056 23% 22,210 62% 21,581 3% $ $ $ $ April 42,038.55 31,597 33% 28,918 9% 18,604 SS% $ $ $ $ May 37,021.11 18,955 95% 25,985 -27% 16,380 59% $ $ $ $ June 36,296.65 35,318 3% 22,736 55% 17,105 33% DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach—Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK $ $ $ $ July 50,567.91 43,962 15% 40,058 10% 26,940 49% $ $ $ $ August 33,982.25 38,625 -12% 20,157 92% 15,479 30% $ $ $ $ September 26,879.51 27,257 -1% 13,545 101% 11,626 17% $ $ $ $ October 26,739.36 22,525 19% 21,489 5% 12,078 78% $ $ $ $ November 26,186.18 23,637 11% 24,647 -4% 13,775 79% $ $ $ $ 415,216.02 354,237 17% 275,898 28% 194,545 42% • improving the quality of products sold, by improving and expanding product selection. South Pointe Café LLC developed strategic relationships with local vendors which made it possible to develop improved products,with a special attention to children and family. Among the most notable partnerships with local suppliers: o GELATO GO, Miami Beach, FL—Artisan gelato o DAAZKEN, Miami, FL- Natural pospicles o POPSY, Miami, FL—Natural popsicles o MR. DOUGH, Miami, FL—Artisan pizza and bread • offered meaningful employment opportunities to young residents of Miami Beach. During the last four years, it has employed 30 young men and women, all students or g raduates of Miami Beach High School. We believe working at South Pointe Café has provided a meaningful experience, often the very first work experience, helping to develop several skills, including exposure to sales,food preparation, customer service, inventory management. Also, we believe that Miami Beach residents are best motivated to interact with the many tourists as well as establish a positive relationship with fellow residents who frequent the Park. Hourly wages have always exceeded $10 per hour, and they are currently above$15 per hour. It is our intention to continue the same policy and offer the same opportunity to many more students or past students. Below a list of Miami Beach High students or alumni who have worked with us: Alexandra Kremer,Cassidy Carrington,Cha►lize Santos,Daniel Alonso,Danna Gomez,Dominique Mora, Ethan Sotomayo►,Fionna Quintana,Gabrielle Marie Montenegro,Alexandra -e►eu,Giulia Goeden, Giuliana Benencio,Ismael Riquelme,Ivan Ravenski,Jhon Chirinos,Jonathan Ramos,Jorge Jose Modelo Chaviano,Katherine McKenney,Kelly Guevara.Tara Rodriguez.liana Benencio,Luca 011inger,Madeleine Caceres,Maya Ciechanove►,Ricardo Miranda,Rowan Sotomayo►,Samuel Garayar,Stephanie Miz►ahi. Stepan Arbelaez,'lad Zavatte,V,lhem Naumann 2: MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT FLAMINGO PARK Project Name: MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED AT FLAMINGO PARK 7 DocuSign Envelope ID.2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach —Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK Project Description: Managing and operating a food and beverage concession at Flamingo Park, Miami Beach, FL Start and completion date: July 2019-March 2020 (closure due to government mandated COVID-19 ordinance) Project Contact Information: City of Miami Beach-ECONOMIC DEVELOPMENT-Office of Real Estate The experience is for the firm. South Pointe Café LLC successfully opened and operated the food and beverage concession at Flamingo Park in the summer of 2019. The concession improved the Park and Pool's experience by offering healthy snacks and natural local products, while previously (and currently) the offer was limited to vending machines. The pop-up continued until March 2020 when Park and Pool subsequent to government- mandated closure due to COVID-19. 3: MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED IN PREMIER DADE LUXURY CONDOMINIUMS Project Name: MANAGEMENT AND OPERATION OF CONCESSION FACILITY LOCATED IN PREMIER DADE LUXURY CONDOMINIUMS Project Description: Managing and operating food and beverage concessions in premier luxury condominium located in Dade County Start and completion date: September 2016-current Project Contact Information: TOSCANA DIVINO HOSPITALITY GROUP—Tommaso Morelato, CEO- ph: 305 904 7873; email: tom@toscanadivino.com The experience is for the principal Stefano Cavinato. Stefano Cavinato is also a principal of Toscana Divino Hospitality Group, which, among other food and beverage establishments, operating Food & Beverage concessions at the following condominiums: • OCEANA BAL HARBOUR, Bal Harbour, FL, 2019-current • GRAND BAY, Coconut Grove, FL, 2019-current • 87 PARK, Surfside, FL. Toscana Divino Hospitality Group operates full-service, fine-dining establishments, as well as manage wine cellars, at some of the high-end condominium in Dade, therefore contributing to the positioning and the appeal of said condominiums, by providing top-notch service to residents and guests. 8 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach —Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK 2.2 Qualification of Proposer Team Stefano Cavinato, is a principal and sole-owner of South Pointe Café LLC. He holds a Bachelor Degree in Business Administration and an MBA from Columbia University, NYC. He has an extensive experience in management and entrepreneurship. His focus for the last 15 years has been the food & beverage industry, with the successful development, among others, of the following food and beverage establishments: PIOLA-Famosi per la pizza-,Nationwide; Toscana Divino, Brickell, Miami, FL; Pittzza Ironside, Miami, FL; Terre del Sapore, Coral Gables, FL; Coral House, Miami, FL; Toscana Divino Hospitality Group, Dade County, FL. A resident of Miami Beach since 1999, he has two children who attend South Pointe Elementary and Nautilus Middle School, which constituted the main motivation in improving the offerings at the South Pointe Park and Flamingo Park concession. His resume is attached in Exhibit A. Vlad Zavatte is a graduate of Miami Beach High who started working at South Pointe Park concession as a cashier and progressed to be the Operations Manager for the South Pointe Park and the Flamingo Park concession. A self-starter, Vlad Zavatte's passion and versatility were instrumental in the physical and equipment improvement of the South Pointe Park concession which led to the substantial increase in quality and volume of business. He oversaw the installation of the food and beverage concession at Flamingo Park and successfully operated it until the COVID-19 closure.His resume is attached in Exhibit B. Nontobeko Tsotetsi is currently the manager of the South Pointe Park location. She has several years of experience in the hospitality industry. River Costa is the Product Specialist, in charge of developing product offering at South Pointe Park, and upholding the quality and freshness of the product offering from development to daily operational standards. He has a 20-year experience as a chef and catering provider. Below organizational chart for South Pointe Café LLC. Stefano Cavinato Principal I I Vlad Zavatte River Costa Operations Manager Product Specialist J I I 1 TBD Nontobeko Tsotetsi Flamingo Park South Pointre Park Concession Manager Concession Manager 9 DocuSign Envelope ID.2483E81E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach —Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK TAB 3 Scope of Services Proposed South Pointe Café LLC has been operating the food and beverage concession at South Pointe Park from September 2016 until today. 3.1 PROPOSED CONCEPT 3.1.1 PRODUCT PHILOSOPHY Since the beginning the development of the concept was based on providing customers with healthy choices, keeping in mind that the majority of customers are represented by families with young children. With that in mind the product offering was developed based on smoothies and juices prepared only with fresh fruit and vegetable. Please see product selection and images in Exhibit M. At the same time, we developed multiple lines of popsicles working with local vendors. The POPSLIFE line of popsicles was developed with GELATO GO, a Miami Beach company, using only fresh fruit and vegetables and, in most cases, no added sugar. With the goal to expand customers' choice, an additional line of popsicles, from Daazken, a Miami-based vendor, was added to offer Kosher and more Vegan choices. The latest addition, from Popsy, also a Miami-based vendor, aimed at adding a richer, yet natural line of popsicles. South Pointe Café worked with Gianluca De Lucia, master baker owner of Mr. Dough, a Miami, FL company, to develop a personal pizza made fresh and easily digestible, baked on premise using fresh mozzarella. Mr. Dough also supplies bread and focaccia to South Pointe Café. The coffee-drink selection was expanded and improved using Mauro coffee, one of the Italian leading brands. 3.1.2 AMBASSADORS OF MIAMI BEACH We realize that South Pointe Park is, for many tourists, an important part of their experience in Miami Beach. That's part of the reason why South Pointe staff is made almost exclusively by Miami Beach residents, almost exclusively alumni or current students of Miami Beach High. 14 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach-Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK Besides providing young residents with an opportunity for a fun and rewarding first job, our staff is best at interacting with tourists with their local knowledge and enthusiasm of being Miami Beach residents. 3.1.3 INTERACTION WITH THE LOCAL COMMUNITY Our initial interest in the South Pointe Park concession was driven by the importance that the Park has in our local community. With most of the children frequenting the Park attending South Pointe Elementary, we strove to provide them with delicious and healthy food choices. At the same time, we tried to cooperate as much as possible with the school and FOSPE, as evidenced by Exhibit C. 3.1.4 MENU AND PRICING See Exhibit W for posted menu board. Below full menu and prices: Category Item Name Variation Name Price Smoothie Amazon Regular $ 6.00 Smoothie Amazon Large $ 8.00 Smoothie Banana Berry Regular $ 5.00 Smoothie Banana Berry large $ 7.00 Smoothie Banana Protein Regular $ 5.00 Smoothie Banana Protein large $ 7.00 Smoothie Bananza Regular Price $ 6.00 Smoothie Bananza Large $ 8.00 Smoothie Bone Health Regular $ 5.00 Smoothie Bone Health large $ 7.00 Smoothie Colada Regular Price $ 6.00 Smoothie Colada Large $ 8.00 Smoothie Colada Bliss Regular Price $ 6.00 Smoothie Colada Bliss Large $ 8.00 Smoothie Crush Regular $ 6.00 Smoothie Crush Large $ 8.00 Smoothie Love Potion (add Beets) Regular Price $ 6.50 Smoothie Love Potion (add Beets) Large $ 8.50 Smoothie Miami Body Regular Price $ 6.00 Smoothie Miami Body Large $ 8.00 Strawberry Island Bliss Pineapple Smoothie Strawberry Mango Regular Price $ 6.00 Strawberry Island Bliss Pineapple Smoothie Strawberry Mango Large $ 8.00 Smoothie Sunrise Orange Pineapple Mango Regular Price $ 6.00 Smoothie Sunrise Orange Pineapple Mango Large $ 8.00 Juice Apple Carrot Regular Price $ 6.00 Juice Apple Carrot Large $ 8.00 Juice Apple Juice Regular Price $ 6.00 Juice Apple Juice Large $ 8.00 Juice C It All Regular Price $ 6.50 Juice C It All Large $ 8.50 Juice Enlighten Regular Price $ 6.50 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach-Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK Juice Enlighten Large $ 8.50 Juice Miami Glow Regular Price $ 6.50 Juice Miami Glow Large $ 8.50 Juice Rejuvenate Regular Price $ 6.50 Juice Rejuvenate Large $ 8.50 Juice Simple Juices Small $ 4.00 Juice Simple Juices Medium $ 5.00 Juice Simple Juices Large $ 6.50 Juice True Balance Regular Price $ 6.50 Juice True Balance Large $ 8.50 Juice Verde Regular Price $ 6.50 Juice Verde Large $ 8.50 Gelato Gelato Small $ 4.60 Gelato Gelato Med. $ 5.60 Gelato Gelato Affogato $ 2.00 Gelato Gelato Cone $ 4.00 Popsicles Daazken Regular $ 2.29 Popsicles Daazken Popsicles Regular Price $ 2.30 Popsicles Daazken Popsicles Acai $ 3.50 Popsicles Happy Cone Regular $ 2.75 Popsicles Pops Reg Pop $ 0.75 Popsicles Pops For Life Regular $ 3.50 Popsicles Popsy Pops Regular $ 3.65 Coffee Americano Regular Price $ 2.50 Coffee Cafe Americano Regular $ 2.00 Coffee Cappucino Regular $ 3.50 Coffee Coffee Cortadito $ 3.00 Coffee Coffee Colada $ 2.50 Coffee Espresso Macchiato $ 3.00 Coffee Espresso Double $ 3.50 Coffee Espresso Regular $ 2.00 Coffee Espresso Double Shot $ 3.00 Coffee Hot Chocolate Regular $ 3.50 Coffee Hot Drinks Americano $ 2.50 Coffee Hot Drinks Cappucino $ 3.50 Coffee Hot Drinks Latte $ 3.50 Coffee Hot Drinks Espresso $ 2.50 Coffee Hot Drinks Tea $ 2.50 Coffee Hot Drinks Iced Latte $ 3.50 Coffee Hot Drinks Hot Chocolate $ 2.50 Coffee Hot Tea Regular Price $ 2.50 Coffee Iced Coffee Regular Price $ 3.50 Coffee Iced Latte Regular $ 3.50 Coffee Latte Regular $ 3.50 Drinks Aloe drink Regular $ 1.82 Drinks Coco Water Regular $ 3.21 Drinks Powerade Regular $ 1.83 Drinks Hot Chocolate Regular $ 4.00 Drinks Minute Maid Ice Tea Regular Price $ 2.28 Drinks Paradise Orange Strawberry Banana Regular Price $ 6.00 Drinks Perrier Regular $ 2.28 Drinks Redbull Regular $ 2.75 Drinks Redbull Red Bull $ 3.50 Drinks Coca Cola Regular $ 2.29 Drinks Fanta Regular $ 0.92 Drinks Sprite Bottle Regular Price $ 3.00 Drinks Tea Regular $ 2.75 Drinks Smart Water Regular $ 2.50 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach-Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK Drinks Water Dasani Regular $ 2.00 Food Acai Regular $ 3.22 Food ?kcal bowl Regular $ 8.00 Food BBQ Black Bean Burger Regular $ 6.00 Food BBQ Black Bean Burger Add cheese $ 1.00 Food beef patty Regular $ 3.50 Food Croissant Regular $ 2.75 Food Croissant Nutella $ 3.67 Food Edemame Regular $ 2.00 Food Empanadas 1 Empanada $ 2.75 Food Empanadas 2 Empanadas $ 5.00 Food Garden Veggie Burger Regular $ 6.00 Food Ham &Cheese Croissant Regular $ 5.00 Food Hazelnut spread Regular $ 3.50 Food Nathans Kosher beef Regular $ 2.98 Food Pizza Regular $ 3.67 Food Pizza Peperoni $ 4.59 Snacks Chips Dirty Chips $ 1.50 Snacks Milano Cookies Regular Price $ 1.00 Snacks Motts Gummies Regular Price $ 1.00 Snacks Muffins Regular Price $ 1.60 Snacks Nature Valley Regular Price $ 1.25 Snacks Nature valley bar Regular $ 0.92 Snacks Nutella Go Regular $ 1.83 Snacks Nuts Regular $ 0.92 Snacks Oreos Regular $ 1.37 Snacks Peanuts Small $ 1.00 Snacks Peanuts Regular $ 1.36 Snacks Pixy Stick Regular $ 1.00 Snacks Plantains Regular $ 1.81 Snacks Pringles Small $ 1.38 Snacks Pringles Large $ 3.21 Snacks Pringles Mini $ 0.92 Snacks Rice Krispy Regular Price $ 1.00 Snacks Single Fruit $ 1.00 Merchandise Advil Regular $ 1.00 Merchandise Doggie Treat Regular $ 1.00 Merchandise Lighters Regular $ 1.83 Merchandise Mask Regular $ 2.00 Merchandise Mat Floaty Regular $ 5.00 Merchandise Mosquito Repellant Regular $ 6.00 Merchandise Pad/tampon Regular $ 2.75 Merchandise Sunscreen Small $ 5.00 Merchandise Sunscreen Large $ 12.00 Merchandise Towel Regular $ 11.99 Merchandise Tube Floaty Regular $ 5.00 3.1.5 EQUIPMENT South Pointe Café LLC owns and utilizes state-of-the-art equipment, including but not limited to: 0 3 display refrigerators, featuring locally made, healthy popsiscles 16 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach —Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK O 1 display refrigerators for locally made, artisan gelato O 1 high-quality, Italian commercial espresso/cappuccino machine; O 1 convection oven to bake fresh croissant, empanadas, and pizza, all locally made; O 1 POS system O 1 Blender O 1 Juicer O 1 Ice-maker O 1 Food warmer display O 1 Microwave oven O 1 Large chest freezer O 1 Tall commercial freezer O 1 slushy maker O 1 tall drink display refrigerator 3.2. BUSINESS PLAN 3.2.1 SALES PROJECTIONS Year South Pointe Flamingo Park Park 2022 $ 400,000 $ 60,000 2023 $ 412,000 $ 66,000 2024 $425,000 $ 72,000 2025 $ 438,000 $ 78,000 2026 $450,000 $ 85,000 3.2.2 MANAGEMENT The business shall be directly managed by its principal, Stefano Cavinato. 3.2.3 PROCEDURES See Exhibit D. 3.2.4 SCHEDULE OF OPERATIONS Seven days a week, 365 days a year 9:00 am to 7:00 pm or sunset (whichever occurs earlier) 3.2.5 NUMBER OF EMPLOYEES AND QUALIFICATIONS On average, South Pointe Café will employee 8 people. 3.2.6 SUPERVISION Daily operations shall be managed by Vlad Zavatte, Operations Manager. 17 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C City of Miami Beach—Solicitation 2021-137-ND MANAGEMENT AND OPERATION OF CONCESSION FACILITY AT SOUTH POINTE PARK River Costa shall be responsible for product quality. 3.2.7 CUSTOMER SERVICE POLICIES AND CONFLICT RESOLUTION South Pointe Café tends to assume that the "customer is always right" and therefore does whatever it can to please its customers. Staff is trained on the job and through the attached document in Exhibit F. 3.2.8 TECHNOLOGY AND POINT OF SALES South pointe Café LLC utilizes Square Point of Sale and Payroll system, with automatic syncing with Intuit's Quickbooks. Connectivity is provided by Atlantic Broadband. 3.2.9 TRACKING AND REPORTING OF REVENUE TRANSACTIONS All cash and credit transactions are recorded by Square Point of Sales system. Sales tax returns are filed monthly with the State of Florida and the City of Miami Beach. Additional reporting to the City of Miami Beach is supplied as per contractual agreement. 3.3 SUSTAINABILITY PLAN Even a small business like South Pointe Café can do his part in making sure we will leave the next generations a better world. The attached Exhibit E includes South Pointe Café's guiding principles on sustainability. South Pointe Café complies with all City of Miami ordinances, including those related to sustainability and the environment. 18 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C Daily Procedures Opening: • Come in at least 30 minutes before opening to ensure a smooth open. • Unplug Popsicle display freezers, carefully roll them outside and plug them in their appropriate spot. (Everyone: be careful to not roll the power cord under the wheel and not to pull the extension cords out of the socket) (Everyone: check popsicle inventory and refill accordingly) • Bring out display signs • Turn ac on and place hot vent outside the door. • Preheat oven to 425 set to (bake, super convection) • Set slushy machines from Ito II on all 3 containers. • Turn the yogurt machine on from standby and make sure the contents are full • Check fruit stock and cut watermelon if needed. • Prepare empanadas for the day, count register(must be $400) • Check inventory and send a list of what is needed if any. • Refill chip wheel and snack rack if needed Closing: • Restock cold table with fruit (watermelon optional) • Restock drink display refrigerator • Refill slushier to the Max Line and place them to standby from II to I • Refill yogurt if needed (put machine to standby overnight) • Clean all surfaces with your sanitizer rag • Wash all the dishes that were used that day and hang to dry(keep all 5 sinks clean) (use hot water and soap) • Send any inventory if needed • Sweep and mop the entrance of the hallway where the popsicle machines reside before you bring them in for the night • Close the front windows until you hear a locking click then bring down the main shutter • Count drawer, deposit and leave$400 remaining inside. • Sweep, mop.Turn lights off but leave the overhead fan on • Take your trash don't leave trash.Trash,trash,trash ! • Separate recyclable from the rest. D1 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C • Lr l ied/� 'MAI/dr (ii/i' Everyone: 1. Yogurt: 1. 6-8 scoops of ice and water to the black line on the bucket. 2. Stir ice until it dissolves and then whisk in a full bag of yogurt from the storage closet and refill inside yogurt machine. 2. Slushie jugs:for powder flavor dissolve in 1/4 jug of hot water then top with cold water to max line. for syrup flavor pour in jug of syrup and top with water to max line and shake to mix together. Throughout the day everyone should: • Keep your hair tied up and out of your face and keep all food and drinks covered and off the front counter. Wear a cap or other way to cover your hair. • Refill the cold table • Refill yogurt and slushies • Refill popsicle displays • Keep condiment, straw, and napkin displays full for customers • Work together to ensure an efficient stress-free day. • Check the water level for both coffee machines(empty and wash catch trays.. all the catch trays) (there are 9) • Keep your work area tidy • Wipe any unknown substances off the cutting boards and other surfaces. Consolidate Consolidate Consolidate When receiving a delivery: • Put cold items away first (cheese,fruit, etc.) • Stack drinks near their own group. • Consolidate snacks in the closet • Take vegetables out of their bags, check the buckets in the fridge and remove any rotten fruit or vegetables before refilling. • Place strawberries inside individual blue freezer zip lock bags. • When getting pizza remove from box and put inside individual freezer bags or normal zip locks D2 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C %Feint/., (17/f' Deep cleaning(everyone): • Keep dispenser nozzles free of mold. • Wipe glass on ice cream displays. • Clean iPad screen, stand, and register. • Clean front window • Keep the overhead fan and AC filter free of dust • Keep sinks clean • Empty cold table and clean the inside, same with the fruit containers. • Wash catch trays. (all 9) • Clean inside of yogurt machine and slushy machine. • Keep refrigerators clean and dust free (clean in 3 dimensions) • Clean oven • Clean empanada display • Clean outside counter D3 DocuSign Envelope ID 2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C South Pointe Café for the next generations Now more than ever, consumers care that their food is sustainably and ethically sourced. They're making their preferences known not just through social media and using their purchasing power to patron businesses that align with their values. 1. Food Waste Awareness Food waste is one of the fastest-growing problems our country faces to date. According to ReFED, every year, American consumers, businesses, and farms spend $218 billion a year growing, processing, transporting, and disposing food that is never eaten. This massive inefficiency not only creates large financial costs but has a human cost as well. One in seven Americans identifies as food insecure, meaning they are not confident where their next meal will come from. While we send 52 million tons of food to the landfill each year, many go hungry. We can do our part in containing food waste when purchasing or preparing one of our fresh product. 2. Shelf-life Extending Products Restaurants have an opportunity to create less food waste by investing in products like shelf-life extenders. Given that around 45% of all fruit grown is wasted, products that allow more time for produce to get to eaters could have a huge impact. While we tend to use almost exclusively fresh fruit and vegetables, we can reduce food waste by properly storing our ingredients. El DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C 3. Elimination of Single-use Plastics By complying with the City of Miami Beach ordinances, banning single-use plastic beverage straws, stirrers and single-use plastic bags, we can help reduce the amount of plastic pollution in our waterways and community 4. Ugly Produce Fruits and vegetables often go unpicked in fields or get thrown away at the store simply because they don't meet certain aesthetic standards. While these products are often not readily available, we are in the unique position to utilize them in menu items, such as smoothies and juices, where the flavor of the ingredients is more prominent than the appearance. 5. Food Donation Food donation is the easiest solution for businesses to donate their surplus food to people in need. However, logistical and liability issues make it difficult to devise a system of donations to the ones who most need them. With this in mind, South pointe Café encourages employees to take home any freshly baked item unsold at the end of the day and enjoy them with family and friends. 6. More Vegetables (Less Meat) Having dishes with a range of nutritious vegetables and smaller portions of protein are healthier for the consumer and easier on the planet. Some of the most popular food trends are vegetable-based, making it easy to incorporate more veggies into your menu. That's why South Point Café's menu has a heavy presence of fruit and vegetable-based items such as smoothies, juices, gelato, and popsicles. E2 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C `yam ,1iir//i %hrii dr, ( Tips on Conflict Resolution Conflict is an inevitable and healthy part of life. Each person has a different set of values and beliefs that colors his or her perceptions of the world. Each person also has a different set of goals, wants, and needs. At work, each person may have a different opinion about what needs to be done to solve a problem. Too often, people assume that there has to be a winner in a conflict. They do not attempt to find a solution that is satisfactory to all. When you deal with conflict in a healthy, open manner, you often find a better solution. People are frequently in conflict over resources, perceptions, and values. Conflicts over resources are easier to resolve than conflicts over perceptions and values. When the executive chef and the restaurant manager argue over budget for renovations, their conflict is about resources. The most difficult conflicts to resolve are over values and beliefs. For example, two managers may argue about the appropriate way to involve staff members in decision making. One may believe that it is better for the boss to make decisions rather than asking the opinions of others. Depending on how strongly both persons hold these beliefs, the conflict may be very difficult to resolve. Not all conflicts and differences can be resolved. Sometimes, you have to learn to agree to disagree. When you can learn to respect one another's point of view without feeling resentful, wanting revenge, or retaliating,you have handled the situation constructively. Ineffective Ways to Deal with Conflict At work, people may be afraid to express their disagreement. If you constantly avoid conflict when your views are different from those of others,you may become angry and resentful. Eventually, you may have so many negative feelings bottled up inside that you act inappropriately and can no longer be constructive. Your lack of input can also reduce the effectiveness of the team's efforts. You may have a valuable insight that could reduce the amount of work needed or see a problem with the proposed solution that no one else has identified. Contributing your ideas, even if initially they are contrary to the opinions of others, will help find the best solution to the problem. Of course, if you air your differences in a way that belittles other people, you may create hard feelings in others. Similarly, if you are overly insistent on having your own way, you may badger and bully others into acceptance of your view. The other party may give in but will feel resentful. Fl DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C ��r 1i111//1 %),,[rile• (ii/i• Another often ineffective approach is a bargaining approach. While this is more effective than avoiding conflict or winning at all costs, it may not be the most creative approach. One party may offer something that he or she does not feel good about. In the end, both parties may not get what they need. For example, the two managers arguing over renovation funds may agree to share the funds equally. However,the chef may now not have the money to replace the inadequate grill. The restaurant manager also may not have the needed funds to accomplish the necessary renovation to the dining room. By spending a little more time, identifying what the problem is and what each party wants and needs, a more creative solution might be found. Bargaining is often used as a quick-fix solution. Effective Conflict Resolution You can learn to deal with conflict in a positive and constructive manner that enhances decision making and contributes to effective working relationships. These skills are called conflict resolution skills. Constructive conflict resolution is an opportunity for change, growth, and understanding. The most important quality in resolving a conflict is to shift from making judgments about other people and their statements to being curious. Instead of thinking, "Joe is a real fool. How can he expect anyone to buy that idea?"the constructive person thinks, "I wonder what Joe has in mind?" When you make the shift from judgment to curiosity, following through with an appropriate question, others are not likely to feel defensive. They may be flattered that you are interested in their ideas. When people do not feel defensive, they are more likely to consider new ideas and cooperate. Conflict resolution process The steps in effective conflict resolution are: 1. Create an effective atmosphere 2. Clarify perceptions 3. Focus on individual and shared needs 4. Take a positive approach F2 DocuSign Envelope ID:2483E81 E-5D3F-4286-889E-6D5A76202E2C r1iu//A %-0iiii/r l ii/i• 5. Generate options 6. Develop a list of stepping stones to action 7. Make mutual benefit agreements 8. Part on good terms Create an effective atmosphere Conflicts cannot be resolved in the heat of the moment, in between preparing meals. If you have a conflict to resolve, arrange to meet at a convenient time when you will not be interrupted or distracted.Never deal with a conflict in front of customers and guests. Start the discussion of the problem in an open, positive way. If you are angry, postpone the session until you can control your emotions. Sometimes, it can be useful to move the discussion to a more neutral place. For example, you might agree to meet for coffee with the person. A public location where you feel obliged to be polite can help you stay in control of your feelings. You will be less likely to really unload your anger on the other person. Because the one party may feel intimidated by being alone with the other, choose a location in which your conversation can be kept private, but neither party will feel unsafe. Clarify perceptions Make time at the beginning of the session for each person to state his or her views. Avoid using blaming statements such as, "You make me so angry." Instead, state your observations and feelings about an event. For example, you might say, "I had asked for Saturday night off because my mother is visiting out of town. I'm upset because my request is not reflected in the new schedule." Avoid abusive or inflammatory remarks. If you say, "You are a rude and insensitive jerk!"or "You are always late,"the listener is likely to tune out. He or she becomes defensive and unwilling to listen further. If you say, "I was hurt by your jokes about death. My father is terminally ill and I am very worried about him,"the listener is more likely to be willing to engage in further conversation. When it is your turn to listen, pay careful attention to what the person is saying. Use paraphrasing, summarizing, and questions to clarify what the person is saying and feeling. For example, you might say, "So what you are saying is that you were very angry when I asked you to work Saturday. You wanted the day off to spend with your mother. You thought that I ignored your request." If the speaker uses blaming or inflammatory language, try to avoid taking the comments personally. Ask questions to determine exactly what the problem is. F3 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C Piii/N(, (ii/i' Watch your language, tone of voice, and nonverbal gestures. Keep calm and centered. Focus on individual and shared needs Find out what each person wants and needs to resolve the situation. For example, in the scheduling conflict, Martine, the supervisor, needs a cook on staff on Saturday night. She does not want to pay overtime. She also wants to keep Bob, the cook, happy. He is an excellent, motivated employee and she would hate to lose him. Bob wants time off to visit with his mother, but he likes this job and does not want to jeopardize it. Both Bob and Martine want to resolve the problem and continue their friendly working relationship. They share a concern for the smooth running of the restaurant. By identifying their shared needs, both parties are working toward a consensus. That is, they are attempting to find a decision that takes both parties needs and opinions into account. Take a positive approach To work toward a solution,you should take the attitude that together you can find a solution to the problem. This is not the time to think about failures to resolve problems in the past. Treat the agreement as if you are starting fresh. Forgive others for their mistakes in the past. Go on from today and work toward the goals you have set. Generate options Use the brainstorming approach to get out as many ideas as possible without evaluating or criticizing them. Treat each idea as new material to help solve the problem. Remember that ideas that you think are frivolous and silly may help you think about the problem a new way. If nothing else, they help build a bridge of laughter behind the two parties. Develop stepping stones to action Sort through the ideas to see which ones will work. Set goals and develop an action plan. Create short, achievable steps that work toward your overall goal. F4 DocuSign Envelope ID:2483E81E-5D3F-42B6-8139E-6D5A76202E2C Make mutual benefit agreements This step may look like bargaining, but it starts from a different point. The point is to make sure that you both get what you need. Rather than finding a compromise, you are finding a way that both parties can win. For example,the two managers discussed their renovation needs. Both managers agreed that the quality of food was important in maintaining the profitability of the restaurant. Because the grill was affecting service times, the restaurant manager agreed to support the executive chef s request, and postpone work in the dining room. In turn, the executive chef agreed to support the restaurant manager in the next round of budgets. Part on good terms When you have dealt with a conflict, or if you have agreed to disagree, make a point of parting on good terms. Treat the other person with respect and dignity. Thank the person for discussing the issue with you. For example, you might say, "I really appreciated you explaining your point of view. Even though we might not agree on this issue, I respect your beliefs."This creates a climate in which you can continue to work together harmoniously. It also means that the person will have a positive approach to resolving the problem when another conflict arises. Dealing with Anger Conflicts cannot be effectively resolved if you cannot control your anger. If you are feeling angry: • Take a few deep breaths to calm down • Say that you are angry and explain why(without becoming abusive) • Postpone the discussion if you cannot calm yourself • Write down your key points and concerns before going into another session • Move your discussion to a neutral location If the other person is angry, acknowledge his or her feelings. For example, you might say, "I can see that you were really upset and angry when I asked you to redo the banquet plan." Acknowledging another person's feelings does not mean that you have to agree with them. It simply says to the person that you recognize what he or she has said or felt. If the person is unable to regain calm, suggest postponing the discussion. F5 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C (coat t 'Po bile When one party thinks there is no conflict Sometimes, you may feel upset or angry, and the other person does not see the problem. This can be very frustrating. You may be more successful in raising the issue if you are as specific as possible in describing the problem and how you are affected. If necessary, write your concerns down on paper. When you feel nervous about confronting someone You may feel very anxious about confronting someone with a problem. Perhaps you have had trouble dealing with this person before. Perhaps the problem is with a supervisor. It may be useful to role play the situation with a friend or co-worker and ask for feedback on how to handle the conflict more effectively. Think through exactly what you need for successful resolution beforehand. Arrange a meeting in a neutral location with the person. When the other party does not seem to want a resolution Sometimes it appears that the other party does not want a resolution. In this case, the best approach is to ask the person directly whether he or she wants to find a solution. If the person says yes, explain why you thought that a resolution was not wanted. Deal with these issues first. If the person does not want a resolution,you must decide whether you can live with the conflict or whether you need to take some other action. For example, you may consider finding another job because you have been unable to resolve a serious conflict with a co-worker or supervisor. However, you may also decide that the assets of working with this individual or in this job outweigh the problems associated with the conflict. If you have gained some respect and understanding for the individual's position, you may be able to agree to disagree. Some people may not want to find a solution because they only want things their own way. You may be able to get beyond their defences by making a special effort to find out what they need. Ask them how you can help meet their needs while still meeting your own. When conflicts are apparently unresolvable, it may be necessary to find a mediator to help you deal with the problem. Some communities have mediation services. You could also involve a person at work whom both partners in the conflict trust and respect. F6 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C When the other person has a complaint about your behaviour If you have made a mistake and you think that the person's complaint about you is fair, make an appropriate apology. Then attend to how to correct the problem in the future. Do not keep apologizing over and over again. Focus on making a decision that puts the matter right. Thank the person for bringing the concern to your attention. If the complaint is unfair, make it clear that you think so. Attempt to deal with the misunderstanding that arose between you. Perhaps your communication has not been as clear as it should be. Try to close the matter in a way that allows you to part on good terms. Even though the complainant may have been wrong or misinformed, do not try to make him or her look foolish or argue about minor details. Find a way of giving thanks. For example, you might say, "Thanks for discussing this with me." Handling Customer Complaints Handling customer complaints is a special application of conflict resolution skills. Dissatisfied customers can have a very negative impact on your business. Most food service businesses depend on repeat business and word-of-mouth advertising. When a customer is unhappy with a meal or with the service, you lose potential business in the future. You may also lose other customers who have heard about your customer's bad experience, as people are more likely to share a bad experience than a good one. Especially today,with sites like TripAdvisor and Yelp, it has become very easy for the average person to post public feedback about his or her experiences. Customers who have complained and whose complaints were satisfactorily addressed are more likely to become repeat customers than those who did not complain in the first place. This is because many dissatisfied customers simply walk away and never return. A complaint is an opportunity to find out what mistakes your company has made and to correct them, turning dissatisfied customers into satisfied ones. It is in your company's interests to resolve customer complaints promptly and satisfactorily. You may receive a complaint whether or not you were responsible for the problem. If you take the attitude "That's not my responsibility; I cannot help you,"the customer will become even more angry and difficult to deal with. Customers who complain want to be taken seriously and treated with respect. They may want immediate action, compensation, or punishment for the person who wronged them. They may also want to clear up a problem so it does not happen again. F7 DocuSign Envelope ID:2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C 1 i.iti//, .inA, To handle a complaint,you have to be a problem solver. The skills required are: • Diffusing anger • Recognizing when to move to problem solving • Problem solving • Knowing the boundaries of authority Diffusing anger When a customer complaints, he or she may react strongly and negatively to the situation. This may have been the last straw in a day filled with frustrations. You must deal with the emotion and upset before you can solve the problem. Until the emotions have been calmed, the person is unable to hear logical suggestions and solutions. When someone is angry and complains, it is easy to become angry yourself. You need to stay calm and controlled. Keep eye contact and adopt a concerned body posture, voice tone, and facial expression. Do not take the complaint personally. Take a few deep breaths to calm yourself if necessary. Encourage the person to blow off steam. Apologize and acknowledge the person's feelings. Keep your apologies sincere and dignified. Do not apologize so abjectly(in a miserable, degraded manner) that the customer may begin to doubt your sincerity. Show empathy by nodding, encouraging the person to finish the story. Be sure to be an active listener. Reassure the person that you want to help solve the problem. Solving the Problem When the person is calm and able to discuss the situation fully, you can move to the problem- solving stage. Ask the customer what he or she would like done to resolve the situation. Offer solutions that are within the scope of your authority. Agree on a solution. If you are unable to offer a satisfactory solution, assist the person in taking the complaint to the manager or owner. If this is not immediately possible, take full information from the individual about the problem and promise to relay the information. Let the individual know when the owner or manager will respond. Always thank the person for bringing the complaint to your attention. If you are in charge of staff, make sure that they understand effective complaint resolution procedures. Make sure that they know how you want complaints to be handled in your restaurant. Many companies have a policy of"no questions asked." If customers return a menu item, the item is replaced free of charge or their money is refunded. F8 DocuSign Envelope ID 2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C d'ouhi. 'Pointe Cafit Smoothies Strawberry Island Bliss Strawberries, pineapple, mango . * . t� r 41„ Nio, 0,,,, ik., 4 * Colada bliss Pineapple, lemonade, coconut flakes I r ,, 'W T4.•-,. . , . ,, . ,,....„,. :, ,,, , __ ,,_,:,..._,,,,,,,,,,„:„, - 4,,,,, „ ,,.,,,,,, , : , ,, , ,,:.,,,,,,„, 4 ,.., f*' *".r. M1 DocuSign Envelope ID.2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C .kgf i`rmth 'Po bile Cale, Sunrise Orange, pineapple, mango r f Crush Strawberry, watermelon -=qr "r /fisiiiii\P (-7;.••-.',. ; M2 DocuSign Envelope ID 2483E81E-5D3F-42B6-889E-6D5A76202E2C i Siiadr '!),jump Cali, Bananza Strawberry, watermelon Il - f i .. 101 .\ iloi, - . , • ..:.c.._ Lit? 441eirr ::__`vim Amazon Cacao, banana, peanuts I r. R' _ . , • (,„ • M3 DocuSign Envelope ID:2483E81E-5D3F-42B6-8B9E-6D5A76202E2C cSiiudi 'PeWIII) Cafe Miami Body Protein, banana, peanuts • M4 DocuSign Envelope ID 2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C Juices Rejuvenate Watermelon, cucumber, mint i' 9 -- 10.-il . -.,, -.4_t.-44 C it all Carrot, apple ilik, %, M5 DocuSign Envelope ID 2483E81E-5D3F-42B6-8B9E-6D5A76202E2C 4eittc_Crizah Amide Cafe Verde Apple, celery, mint T �r True balance Carrot, beet, apple • le• a�M . --��' ... its•. M6 DocuSign Envelope ID.2483E81E-5D3F-42B6-8B9E-6D5A76202E2C Enlighten Apple, kiwi, mint P.) Ave Miami glow Carrot, orange, ginger M7 DocuSign Envelope ID.2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C June 15, 2020 TO WHOM IT MAY CONCERN Dear Sir/Madam: As requested, I am writing this letter in support of South Pointe Café and its owner Stefano Cavinato. Stefano has been a dedicated father of two children attending Miami Beach South Pointe Elementary and a long-time resident of Miami Beach. A large number of children attending South Pointe Elementary spend a great deal of time at nearby South Pointe Park and it is reassuring to know that the concession at the Park is managed by a school parent and attended to by employees who are all residents of Miami Beach and current or former students of Miami Beach Senior High School. In December 2019 South Pointe Café hosted a fundraising event and generously donated a %of the event's profits to FOSPE. We are looking forward to more similar opportunities in the future. We hope Stefano will continue in its role at South Pointe Park and we remain at your disposal for additional information. Casey Wood President of FOSPE Children & Education Foundation (aka FOSPE, Inc.) A registered 501c3 nonprofit (305) 431-0209 caseytwood@gmail.com www.fospefoundation.org DocuSign Envelope ID 2483E81E-5D3F-42B6-8B9E-6D5A76202E2C Oil - i \114111111" I s 0u oiwte Cafe SiiootLiies l6 oz : i:: Juics Ai; ozoz 24 oz S8.50 1 Rejuve4ate Crusl,t WaterweloN Strowlaorry Cucuwber Watemeloh not Coiada IBiiss li'Q.: gAio ice PiueP.pple Carrot GocoNut flakes fleet lewoNAde Apple E&i Iiilitei, Velati Fused Smoot 's Applefil awl Shakes{dlaeded with riwi AlwoNd Milk //�� Miami body WliNt fl'1aZow Proteiw ��pp Cacao pNAM Cs OPNANA IoApANA ii iaty Peoput GhoeOlat,: S4.00 PersoNal Pizza 1. le S3.50 Rot bey bookies&Geer. S3.50 JAwaicAN beef Patty _ i ' Coffee Zan stIRRErerr7 Espresso 52.50 beef Giniek,.. Americaio 52.50 4 - . s . ,'_15 2(t 4500 (Atte S3.50 0 _� `�"` GappucciNo 53.50 DocuSign Envelope ID 2483E81 E-5D3F-42B6-8B9E-6D5A76202E2C Sp �� C( rfrT / 191V pIL P s � : 2 Z I — / 3 7- Ni APPENDIX B rA/ AJ/ g ccC. REVENUE PROPOSAL FORM Failure to submit Appendix B, Revenue Proposal Form,in its entirety by the deadline established for the receipt of •ro•osals will result in .ro•osal bein. deemed non-responsive and bein. rejected. Proposer affirms that the prices stated on the revenue proposal form below represent the entire cost of the items in full accordance with the requirements of this RFP, inclusive of its terms, conditions, specifications and other requirements stated herein, and that no claim will be made on account of any increase in wage scales, material prices, delivery delays,taxes, insurance, cost indexes or any other unless a cost escalation provision is allowed herein and has been exercised by the City Manager in advance. All corrections on the Revenue Proposal Form shall be initialed. MINIMUM GUARANTEED REVENUE TO THE CITY(MG) , See Concession Fees(Appendix A, Section A2, Subsection 5) Description A B (AxB C) Minimum Guarantee %Z,c 03 �s S'�� p _v 1 (no less than$30,000 annually) Quarter 4 Quarters $ !Year' 1The Total Annual Minimum Guarantee shall be uti" ed to allocate Cost Points in the Evaluation of Proposals.Proposals for a minimum guarantee of less than$30,000 all be considered non-responsive and rejected. fs2./ P y tiO b) &`�71.1