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Grant Agreement between CMB and Grantee (Juggerknot Theatre Company) av o 3 W l ogl M 1 ISE r City of Miami Beach Cultural Affairs Program and Cultural Arts Council Fiscal Year 2019/20 Cultural Affairs Grant Agreement This Grant Agreement ("Agreement") is entered into this \ \ day of 22- , 20E_, between the City of Miami Beach, Florida (the"City"), and ("Grantee"). Article I/Grant Description 1. Grantee Name: Juggerknot Theatre Company Grantee Contact: Tanya Bravo Mailing Address: 104 Santander Avenue City, State, Zip: Coral Gables, Florida 33134 Phone: (786)521-6017 E-mail: tanyaguggerknottheatre.com Cultural Anchor: Yes No X Federal Tax ID No.: 65-0890680 2. Grant amount: • $ 17,430.00 ("Grant" or"Grant Funds") Fifty percent (50%) of the Grant Funds shall be paid to Grantee upon execution of this Agreement, following the City's receipt and acceptance of audited financial statements or other proof of funding source(s)which demonstrate that Grantee has secured a mandatory 1:1 match for the total Grant amount. The remaining 50% of the Grant Funds shall be paid to Grantee upon completion of the Project (as described in Exhibit 1), and following the Grantee's submission, and the City's prior written approval, of the Final Report. 3. Project Description: See Exhibit 1, attached hereto ("Project Description"). 4. Itemized budget: See Exhibits 2-A(Total Project Budget)and 2-B (Grant Award Budget), attached hereto. 5. Contract effective date: October 1, 2019 6. Contract submission deadline: November 27, 2020 7. Expenditure deadline: September 30, 2020 8. Final Report deadline: Postmarked or delivered no later than October 16. 2020 r CITY OF MIAMI BEACH: Attest: c_____)d A°2—? /9 5 \Q..,a:sap Rafael anado Dan Gelber City Clerk Mayor =4 ,,1,�:•. Approved as to form and language , `;:'_�� `• and forecution II:LQI,P01:,r,TED ...� 4-s-2-6 f.'. -. City Attorney Date GRANTEE: , (Grantee's Corporate Seal Here) -5v \CAA°\- akv-c CovcOvo sO V ./rv, Signature 1GYN(k YCAsJd kvaVOric IY2 DV (iS -P 06%V/30 Print Name and Title Federal ID#: STATE OF FLORIDA, COUNTY OF MIAMI-DADE The foregoing instrument was acknowledged before me this O1 day of )-lavevY.' '✓ 2019, by 1 ' k lc,. Ra Wei 0 6 Y't1/4-4-0 of J1.1 gerkri.o k ill fad Cu-+'p- , a not-for-profit corporation. He/She is personally known to me or has produced 1.— • as identification. ' (% udamsaiftdomada.ifte a ,•`, ri,�, :. DORISQUINT° Signature of Notary Public 1 1''..4,11\ y Notar Public-Stateof Florida • 1 ,,,:,..,tig .i Commission MGG 101733 "•:','t fn:er My Comm.Expires May 4,2021 Notary Name: Dv- QUtn.1-r! Notary Public,State of Florida . • My Commission Expires: Rai , cZO a( Page 2 Article Il /General Conditions 1. Parties: The parties to this Agreement are the Grantee listed in Article I, and the City of Miami Beach, a municipal corporation organized under the laws of the State of Florida (the "City"). The City has delegated the responsibility of administering this Grant to the City Manager or the City Manager's authorized designee,who shall be the City's Cultural Affairs Program Manager. 2.Proiect Description:The Grantee may only use the Grant for the purposes that are specifically described in the Project Description, attached hereto as Exhibit 1. 3.Budget: All of the Grantee's expenditures shall be subject to the terms of this Agreement, as specified in the itemized Total Project Budget(attached hereto as Exhibit 2-A) and the Grant Award Budget(attached hereto as Exhibit 2-B). A mandatory 1:1 match i's required for all grants. Grant applicants must demonstrate that matching funds in the full amount of the Grant award have been secured prior to receiving the first grant payment. The City will review and approve audited financial statements detailing the match through cash,grants,and/or in-kind contributions,of which in-kind contributions may not exceed 25% of the Total Project Budget, attached hereto as Exhibit 2-A. Line item changes to the Grant Award Budget shall not exceed ten percent (10%) per category, and shall, in no event, exceed the total amount of Grant Funds. Notwithstanding the preceding sentence, amendments to the itemized Grant Award Budget shall not be permitted without the prior written consent of the Cultural Affairs Program Manager. Said requests shall be made in writing, detailing and justifying the need for such changes, in advance of the Project's commencement. 4. Reports: This Grant has been awarded with the understanding that the Project will enhance and develop the City's cultural community. To demonstrate that the Grant is fulfilling, or has fulfilled, its purpose, the Grantee must supply the Cultural Affairs Program Manager with a written Final Report,which shall document the Grantee's satisfaction of all requirements.This report must be received by the Cultural Affairs Program Manager no later than the date identified in Article 1-8. New Grant awards will not be released to the Grantee until all Final Reports for previously awarded grants are received. The City may withhold any future payments of the Grant, or the award of any subsequent Grant, if it has not received all reports required to be submitted by Grantee, or if such reports do not meet the City's reporting requirements. Any reports may be disseminated by the City without the prior written consent of the Grantee. 5. Board Training: Pursuant to City Resolution No. 2018-30552, if applicable, Grantee is required to have 51% or more of its board membership complete the City's training program for board members of non-profit agencies, who must have completed such training program within the last three years prior to Grantee receiving City funds pursuant to this Agreement. Board training is required for agencies that have an annual operating budget of less than $5 million and receive$25,000 or more in funding from the City. Prior to the release of the first Grant payment to the Grantee pursuant to this Agreement, Grantee shall submit a copy of the certificate of completion for each board member that has completed the training program prior to the contract submission deadline set forth in Article I. 6. Amount of Grant and Payment Schedule: The total amount of the Grant is specified in Article 1-2, and payment of any portion thereof shall be subject to and contingent upon Grantee's compliance with the terms and conditions set forth in this Agreement. In awarding this Grant, the City assumes no obligation to provide financial support of any type whatsoever in excess of the total Grant amount. Cost overruns are the sole responsibility of the Grantee.Grant Funds will only be remitted to the Grantee once the Mayor and City Commission have approved the Grant award, and once all parties have executed this Agreement, and provided that Grantee is otherwise in compliance with the terms and conditions herein. 7. No guarantee of future funding: The Grantee acknowledges that the receipt of this Grant does not imply a commitment on behalf of City to continue or provide funding beyond the terms specified in this Agreement. 8. Program Monitoring and Evaluation: The Cultural Affairs Program Manager may monitor and conduct an evaluation of the Project funded by this Grant, which may include, without limitation, visits by City representatives to observe the Project, or Grantee's programs, procedures, and operations, or to discuss the Grantee's programs Page 3 with Grantee's personnel. The Grantee agrees to utilize the standardized Audience Survey adopted by the City's Cultural Arts Council to obtain specific feedback from program participants. 9. Bank Accounts and Bonding: Grantee shall maintain all monies received pursuant to this Agreement in an account with a bank or savings and loan association that is located in Miami-Dade County. The Grantee shall provide the City with the name of the bank or savings and loan association, as well as the name and title of all individuals authorized to withdraw or write checks on Grant Funds. 10. Accounting and Financial Review: Any activities funded by this Grant must take place during the City's fiscal year for which the Grant is approved (October 1 - September 30). The Grantee shall keep accurate and complete books and records of all receipts and expenditures of Grant Funds, in accordance with reasonable accounting standards, and shall retain such books and records for at least four (4) years after completion of the Project. These books and records, as well as all documents pertaining to payments received and made in conjunction with this Grant, including, without limitation, vouchers, bills, invoices, receipts, and canceled checks, must be directly related to Grant-funded activities taking place within the fiscal year for which they are approved and retained in Miami-Dade County in a secure place and in an orderly fashion by the Grantee for at least two(2)years after the Expenditure Deadline specified in Article 1-7. At the request of the City, Grantee shall provide_the City (and/or its designated representatives)reasonable access to its files,records and personnel during regular business hours for the purpose of making financial audits, evaluations or verifications, program evaluations, or other verifications concerning this Grant, as the City deems necessary. Furthermore, the City may, at its expense, audit or have audited, all the financial records of the Grantee,whether or not purported to be related to this Grant. 11. Publicity and Credits:The Grantee must include the City of Miami Beach logo and the following credit line in all publications(where appropriate)that are related to this Grant: City of Miami Beach, Cultural Affairs Program, Cultural Arts Council. Grantee's failure to comply with this paragraph may preclude future grant funding from the City, in the same manner as if the Grantee defaulted under this Agreement, pursuant to Article 11-15. Except as specified herein,Grantee shall not use the name,trademarks,or logos of the City without the City's advance written approval. 12. Liability and Indemnification: The Grantee shall indemnify and hold harmless the City and its officers, employees, agents, and contractors, from and against any and all actions (whether at law or in equity), claims, liabilities, losses, expenses, or damages, including, without limitation, attorneys' fees and costs of defense, for personal, economic,or bodily injury,wrongful death,or loss of or damage to property,which the City or its officers, employees, agents, and contractors may incur as a result of claims, demands, suits, causes of action, or proceedings of any kind or nature arising out of, relating to, or resulting from the performance of this Agreement by the Grantee or its officers, employees, agents, servants, partners, principals, or contractors. Grantee shall pay all claims and losses in connection therewith and shall investigate and defend all claims, suits, or actions of any kind or nature in the name of the City,where applicable, including appellate proceedings, and shall pay Al costs, judgments, and attorneys' fees which may issue thereon. Grantee expressly understands and agrees that any insurance protection required by this Agreement, or otherwise provided, shall in no way limit its obligation, as set forth herein, to indemnify, hold harmless, and defend the City or its officers, employees, agents, and contractors as herein provided. If the Grantee is a government entity, this indemnification shall only be to the extent and within the limitations of Section 768.28, Florida Statutes,subject to the provisions of that Statute whereby the Grantee entity shall not be held liable to pay a personal injury or property damage claim or judgment by any one person which exceeds the sum of $200,000, or any claim or judgment or portions thereof, which, when totaled with all other claims or judgments paid by the government entity arising out of the same incident or occurrence, exceed the sum of $300,000 from any and all personal injury or property damage claims, liabilities, losses or causes of action which may arise as a result of the negligence of the Grantee entity. 13.Assignment: The Grantee shall not be permitted to assign this Grant to any other party. Any purported assignment will be void and shall be treated as an event of default pursuant to Article II, Section 15. 14. Compliance with Laws/Good Standing With the City: The Grantee agrees to abide by and be governed by all applicable Federal, State, County, and City laws, including but not limited to Miami-Dade County's Conflict of Interest and Code of Ethics Ordinance, as amended, which is incorporated herein by reference as if fully set forth herein, and Chapter 2, Article VII of the Miami Beach City Code, as amended, which is incorporated herein by Page 4 reference as if fully set forth herein. Grantee shall maintain its good standing in,accordance with the laws of the State of Florida and the City of Miami Beach Code of Ordinances ("City Code"), and shall comply with any City Code requirement applicable to Grantee or to the Grantee's operation its business or other activities in the City of Miami Beach, including,without limitation, obtaining any Certificate of Use or Business Tax Receipt(s)that may be required for any business activity, and timely making payment of all taxes,fees or charges that may be due to the City of Miami Beach. Grantee shall promptly take corrective action to correct any City Code violation or notice of violation issued by any governmental agency with jurisdiction over Grantee. Further, Grantee agrees to comply with the terms and conditions of any lease, contract, or other grant agreement that Grantee may have separately entered into with the City of Miami Beach ("Other City Contracts"). Any failure by Grantee to comply with any provision of the City Code applicable to Grantee, or any breach or default by the Grantee of any covenant or other term or condition contained in any Other City Contracts (after the passage of any applicable notice and cure provision set forth therein), shall, at the option of the City, be considered a Default (as such term is defined more fully below in Article II, Section 15 of this Agreement), in which event the City shall be entitled (but in no event required)to apply all rights and remedies available to the City under the terms of this Agreement by reason of a Grantee's breach or failure to comply with said obligations. 15. Default/Termination Provisions: In the event the Grantee shall fail to comply with any of the covenants, terms or provisions of this Agreement, including, without limitation, any failure of Grantee to (i) secure 1:1 match funds in accordance with the requirements set forth herein; (ii)complete the Project, as expressly contemplated in the Project Description; (iii) timely submit any reports, when due, as required under this Agreement, or properly provide an accounting of Grant Funds, including,without limitation, in accordance with Article II, Section 10 herein; (iv) use the Grant Funds solelyfor the limited purposes described in the Project Description (and allowable grant expenditures as set forth herein); and (v)comply with any other term or condition of this Agreement, including, as set forth in Article II, Section 14, any failure to comply with any term or condition contained in any Other City Contracts,or any provision of the City Code applicable to Grantee (each, a"Default"),the Cultural Affairs Program Manager may terminate this Agreement and withhold or cancel all or any unpaid installments of the Grant upon giving five (5) calendar days written notice to the Grantee, and the City shall have no further obligation to the Grantee under this Agreement. Further, in the event of a Default, at the Cultural Affairs Program Manager's sole discretion, the Grantee shall be required to immediately repay to the City all or a portion of the Grant which has been received by the Grantee, as of the date that the written demand is received ("Demand for Recapture"). Grantee further acknowledges and agrees that any Default may, at the City's sole discretion, render Grantee ineligible for any future grant funding, as provided below. In the event of a Default,the following provisions will also apply: a. For first-time violations - Grantee shall be required to submit a final report with documentation of expenditure of all Grant Funds already received up to the date of termination and/or the Demand for Recapture. Additionally, Grantee will be ineligible to apply for or receive a grant in the subsequent City fiscal year. However, Grantee will be allowed to apply for grants in fiscal years following the subsequent City fiscal year. b. For more than first-time violations - Any compliance infractions beyond first-time violations will be addressed by the Cultural Affairs Program Manager,on a case-by-case basis. In connection therewith,the Cultural Affairs Program Manager shall obtain the recommendation of the Cultural Arts Council, but the final decision as to whether Grantee may be allowed to apply for future grants shall remain within the sole discretion of the City. Any uncommitted Grant Funds which remain in the possession or under the control of the Grantee as of the date of the Expenditure Deadline specified in Article 1-7 must be returned to the City within fifteen (15)days after the Expenditure Deadline.If such funds have been committed but not expended,the Grantee must request in writing from the Cultural Affairs Program Manager an extension of the Expenditure Deadline which, if approved, shall be for a period not to exceed one(1)year. Grant Funds which are to be repaid to the City pursuant to this Section are to be repaid upon demand by delivering to the Cultural Affairs Program Manager a certified check for the total amount due, payable to the City of Miami Beach, Florida. These provisions shall not waive or preclude the City from pursuing any other remedies that may be available to it under the law. Page 5 • c. Notwithstanding any provision of this Agreement to the contrary, and without regard to whether City has exercised the Default provisions thereof, the City reserves the right, at its sole and absolute discretion, to discontinue funding of the Grant if it is not satisfied with the progress of the Project or the content of any required written report. In the event of discontinuation of the Grant or at the close of the Project, any unexpended Grant Funds shall be immediately returned to the City, except where the City Manager has agreed in writing to alternative use of the unused/unexpended Grant Funds. 16. No Waiver: No waiver of any breach or failure to enforce any of the terms, covenants, conditions or other provisions of this Agreement by City at any time shall in any way affect, limit, modify or waive City's right thereafter to enforce or compel strict compliance with every term, covenant, condition or other provision hereof. 17. Written Notices: Any written notices required under this Agreement will be effective when delivered in person or upon receipt of a certified letter addressed to the Grantee at the address specified in Article I-1 of this Agreement, and to the City when addressed as follows: Brandi Reddick, Cultural Affairs Program Manager, City of Miami Beach Dept. of Tourism and Culture, 1755 Meridian Avenue, Suite 500, Miami Beach, Florida 33139-1819. 18. Captions Used in this Agreement: Captions, as used in this Agreement, are for convenience of reference only and should not be deemed or construed as in any way limiting or extending the language or provisions to which such captions may refer. 19. Contract Represents Total Agreement: This contract, including its special conditions and exhibits, represents the whole and total agreement of the parties. No representations, except those contained within this Agreement and its attachments,are to be considered in construing its terms. No modifications or amendments may be made to this Agreement unless made in writing signed by both parties, and approved by appropriate action by the Mayor and City Commission. THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK. Page 6 Article III / Miscellaneous Provisions 20. The Grant awarded herein is the result of an extensive public review process,which found that the Grantee is performing a public purpose through the programs, projects,and/or services recommended for support.As such, use of Grant Funds for any program component not meeting this condition will be considered a breach of the terms of this Agreement and will allow the City to seek remedies including, but not limited to, those outlined in this Agreement. 21.The Grantee also accepts and agrees to comply with the following Special Conditions: The Grantee hereby agrees that it will comply with Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq.),which prohibits discrimination on the basis of race, color, national origin, handicap, or sex. The Grantee hereby agrees that it will comply with City of Miami Beach Human Rights Ordinance as codified in Chapter 62 of the City Code, as may be amended from time to time, prohibiting discrimination in employment, 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. The City endorses, and Grantee shall comply with,the clear mandate of the Americans with Disabilities Act of 1990 (ADA) to remove barriers that prevents qualified individuals with disabilities from enjoying the same employment opportunities that are available to persons without disabilities. The City also endorses the mandate of the Rehabilitation Act of 1973 and Section 504 and prohibits discrimination on the basis of disability. Accordingly, the City requires that Grant recipients provide equal access and equal opportunity and services without discrimination on the basis of any disability. 22. GOVERNING LAW AND EXCLUSIVE VENUE This Agreement shall be governed by, and construed in accordance with, the laws of the State of Florida, both substantive and remedial,without regard to principles of conflict of laws.The exclusive venue for any litigation arising out of this Agreement shall be Miami-Dade County, Florida, if in State court, and the U.S. District Court, Southern District of Florida, if in federal court. BY ENTERING INTO THIS AGREEMENT, THE CITY AND GRANTEE EXPRESSLY WAIVE ANY RIGHTS EITHER PARTY MAY HAVE TO A TRIAL BY JURY OF ANY CIVIL LITIGATION RELATED TO, OR ARISING OUT OF,THIS AGREEMENT. THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK. Page 7 • Exhibit 1 / Project Description Date(s) of Project: November 1 2019-April 30th 2020 Instructions: Describe the Project,in complete detail,as approved by the Cultural Arts Council. In a separate narrative, detail all revisions to the Project, as approved by the City Commission. Please be as specific as possible,and include the name of any events,specific dates,venues,times, artists, etc. Use an extra page if necessary. Project description as approved by the Cultural Arts Council: Miami Motel Stories North Beach is an interactive immersive real-time theatre experience taking place at the historic Ocean Terrace hotel.Audience members will travel through the decades and discover the neighborhood's past, present and future one room at a time. Juggerknot's artists and playwrights will work collaboratively with key partner developer, Ocean Terrace Holding; community partners(e.g. HistoryMiami); and community residents to tell the story of North Beach , by reimagining conventional spaces as creative spaces. Miami Motel Stories North Beach provides an opportunity to recount the neighborhoods story and provide the community and visitors a peak into the past, present and future. Location:The historic Ocean Terrace Hotel 7410 Ocean Terrace Miami Beach, FL 33141. Date: 11/1/20-4/30/2020 Artists:30 Actors, Playwright Juan Sanchez, Director Ana Margineanu, Designers Li Millian,Anamaria Morales, Lee Harrison and Sarah Vingerhoedt Target Audience:21-55 Collaborators: History Miami, Pedro Portal(Miami Herald), Salvation Army of South Florida and Developers Ocean Terrace Holding Proiect description as revised (if applicable) based upon the City Commission approved award: Changes to projects funded by Grants awarded under the Artistic Disciplines program must still adhere to the requirement that the work is new or has never before been presented in Miami Beach. Page 8 Exhibit 2-A: Total Project Budget Complete the below Total Project Budget for your awarded artistic and cultural project. Round off all numbers to the nearest dollar. EXPENSES REVENUES CASH IN-KIND CASH IN-KIND Personnel-Artistic 48,000 Admissions 160,000 Personnel-Technical 26,000 Corporate support 35,000 Personnel—Administration 25,000 Foundation support Outside artistic 46,000 Individual support fees/services City of Miami Beach Grant Outside other fees/services (must not exceed 50% of the 17,430 total grant revenues) Marketing/Publicity 35,000 Other Government Grants: Space rental 45,000 1. Federal Utilities 2. State 25,000 Equipment rental 9,000 Other: Office supplies 3,000 Other: Other: Other: Other: Other: Other: Other: Other: Other: Total cash expenses 192000 Total cash revenues Total in-kind revenues (may Total in-kind expenses 45,000 not exceed 25% of the Total 0 Project Budget) Total Project Expenses Total Project Revenues (must equal or exceed 237,000, (must equal or exceed grant 237,430 grant award plus 1:1 award plus 1:1 matching matching funds): funds): Page 9 Exhibit 2-B: Grant Award Budget (Page 1 of 2) Directions: Identify and itemize cash expenses to be paid from Grant award funds. Grant awards may only be spent within budget categories declared below. Line item changes to said Budget shall not exceed ten percent (10%) per category, so long as said expenditures do not exceed the total,amount of Grant funds. (Cultural Anchors,which include those grantees with permanent facilities on Miami Beach offering year-round programming, are excluded from these restrictions.) All costs included in this budget, whether such costs are paid for with'Grant funds, Grantee's separate match funding, or otherwise paid for at Grantee's sole cost and expense, must be directly allocable to the Project activity, allowable, and adequately documented. Actual, allowable expenditures must be reported on all payment requests and financial reports. Only include costs expected to be incurred during the Term of this Agreement. Do not include unallowable costs. Unallowable costs cannot be supported with Grant funds OR with matching funds. Allowable Grant Expenditures Related to Grant Project: • Artistic, technical, and outside artistic fees directly related to the proposed program or event that occur within the City of Miami Beach; • Marketing, publicity, and printing; • Honoraria; • Postage; • Equipment rental and expendable materials; • Equipment rental and personnel necessary to provide program accessibility as mandated by the Americans with Disabilities Act(ADA) and Section 504 of the Rehabilitation Act of 1973; • Space rental (performance-related only); and • Production costs related to the proposed program, project or event. Grant Use Restrictions Grant Funds may not be used towards the following activities or items: • Remuneration of City of Miami Beach employees for any services rendered as part of a project funded by the City's Cultural Affairs grant programs; • Administrative salaries or fees (Cultural Anchors are excluded from this restriction); • "Brick and mortar" expenses or permanent equipment (unless the purchase price is less than the cost of rental); • City of Miami Beach fees or services (permit fees, off duty police, electricians, insurance, etc.); • Debt reduction; • Indirect or general operating costs related to the operation of the organization (Cultural Anchors are excluded from this restriction); • Travel or transportation; • Insurance Fees (Cultural Anchors are excluded from this restriction); • Social and/or fundraising events, beauty pageants or sporting events; • Hospitality costs, including decorations or affiliate personnel,with the exception of artists; • Cash prizes; • Lobbying or propaganda materials; • Charitable contributions; and • Events not open to the public, unless the event serves to specifically benefit City of Miami Beach government and has been previously approved as such by the Cultural Affairs Program Manager. Page 10, ' Exhibit 2-B: Grant Award Budget (Page 2 of 2) EXPENSES CASH Personnel-Artistic Personnel-Technical Personnel-administration* *Cultural Anchors Grantees ONLY Outside Artistic Fees 17,430.00 Marketing/Publicity Printing Postage Equipment Rental Space Rental (Performance Related Only) Other Costs (itemize below) 1. 2. 3. 4. 5. Total grant expenses (must 17,430.00 • equal grant award): Required supporting materials for final reports: • Grantee shall provide the City with copies of all receipts, invoices, cancelled checks(copies of both front and back) and proof of expenditures of Grant monies. GRANTEE SHALL CATEGORIZE ALL RECEIPTS, INVOICES, AND CANCELLED CHECKS, ETC. ACCORDING TO THE CATEGORIES SET FORTH IN THE GRANT BUDGET. (For example, all artist payments shall be separate from advertising payments). Invoices and checks must be directly related to expenses for Grant-funded activities taking place within the City of Miami Beach and within the 2019-20 Fiscal Year. • Proof of City logo and credit line in Project publications and advertisements. • Proof of performance(s), such as programs, brochures, and flyers. Page 11 Agreement Between The State of Florida, Department of State And Juggerknot Theatre Corporation This Agreement is by and between the State of Florida,Department of State,Division of Cultural Affairs hereinafter referred to as the"Division," and the Juggerknot Theatre Corporation hereinafter referred to as the"Grantee." The-Grantee has been awarded a Specific Cultural Project grant by the Division, grant number 20.c.pr.142.571 for the project"Miami Motel Stories"in the amount of$25,000. Funds for this grant have been appropriated in the FY 2020 General Appropriations Act on line 3200A. The Division has the authority to administer this grant in accordance with Section 265.286,Florida Statutes. In consideration of the mutual covenants and promises contained herein,the parties agree as follows: 1. Grant Purpose.This grant shall be used exclusively for the"Miami Motel Stories"project, the public purpose for which these funds were appropriated. a) The Grantee shall perform the following Scope of Work: Complete the introductory package of requirements for the implementation of the Scope of Work. Execute the Miami Motel Stories Workshop and Interviews. Execute the Marketing Plan begins to be executed. Execute a minimum of 1 performance of the Miami Motel Stories production. All tasks associated with the project will be completed by June 30,2020. b) The Grantee agrees to provide the following Deliverables and Performance Measures related to the Scope of Work for payments to be awarded. PaymentpDescriptio DeliverablePaymentDocumentation Payment Amount 1 Fixed Complete the This agreement returned to the Division with correct $6,250 Price introductory Authorized Official signatures;Timeline of grant package of activities for the grant period; and Certificate of requirements for Completion*for participation in a DCA Grants the implementation Management Webinar and a Pass rating for the Grants of the Scope of Management Quiz. Work. Page:1 Grant Award Agreement(CA2E142),elf 05/17, Chapter 1T-1.036,Florida Administrative Code 2 Fixed Execute the Miami I Artist Contract. $6,250 Price Motel Stories Workshop and Interviews. 3 Fixed Execute the Marketing Plan. $6,250, Price Marketing Plan begins to be executed. 4 Fixed Execute a minimum PlaybilL $6,250 Price of 1 performance of the Miami Motel Stories production. Totals I $25,000 c) The Grantee has provided an Estimated Project Budget based upon reasonable expenditures projected to accomplish the Grantee's Scope of Work and Deliverables for fiscal year 2020. The Budget provides details of how grant funds will be spent(which is incorporated as part of this Agreement and entitled Attachment A).All expenditures for this agreement shall be in accordance with this budget(Attachment A). d) Change Orders. Should grant expenditures exceed the budgeted grant amount for any category by more than 20%,the Grantee shall be required to submit a proposal for revision of the Project Budget with a written explanation for the reason(s)for deviation(s)from the original Project Budget to the Division for review and written approval 2. Length of Agreement.This Agreement shall begin on July 1,2019, and shall end June 30,2020,unless terminated in accordance with the provisions of Section 33 of this Agreement. Contract extensions will not be • granted unless Grantee is able to provide substantial written justification and the Division approves such extension. The Grantee's written request for such extension must be submitted to the Division no later than thirty(30)days prior to the termination date of this Agreement. 3. Contract Administration.The parties are legally bound by the requirements of this agreement. Each party's contract manager,named below,will be responsible for monitoring its performance under this Agreement, and will be the official contact for each party. Any notice(s)or other communications in regard to this agreement shall be directed to or delivered to the other party's contract manager by utilizing the information below. Any change in the contact information below should be submitted in writing to the contract manager within 10 days of the change. For the Division of Cultural Affairs: Hillary Crawford Page:2 Grant Award Agreement(CA2E142),efi:05/17, Chapter 1T-1.036,Florida Administrative Code Florida Department of State R.A.Gray Building 500 South Bronough Street Tallahassee,FL 32399 Phone: 850.245.6462 Email:jenice.crawford@dos.myflorida.com For the Grantee: Tanya Bravo 2950 SW 3rd Ave Apt 7E Miami Florida 33129 Phone:786.521.6017 Email:tanya@juggerknottheatre.com 4. Grant Payments. All grant payments are requested by submitting a payment request with documentation that the deliverable has been completed. The total grant award shall not exceed$25,000 which shall be paid by the Division in consideration for the Grantee's minimum performance as set forth by the terms and conditions of the Agreement. The grant payment schedule is outlined below: a) The first payment will be a fixed price in the amount of 25% of the grant award. Payment will be made in accordance with the completion of the Deliverables. b) The second payment will be a fixed price in the amount of 25% of the grant award. Payment will be made in accordance with the completion of the Deliverables. c) The third payment will be a fixed price in the amount of 25% of the grant award. Payment will be made in accordance with the completion of the Deliverables. d) The fourth payment will be a fixed price in the amount of 25% of the grant award. Payment will be made in accordance with the completion of the Deliverables. 5. Electronic Payments.The Grantee may choose to use electronic funds transfer(EFT)to receive grant payments. All grantees wishing to receive their award through electronic funds transfer must submit a Direct Deposit Authorization form to the Florida Department of Financial Services. If EFT has already been set up for your organisation,you do not need to submit another authorization form unless you have changed bank accounts. To download this form visit https://www.myfloridacfo.com/Division/AA/Forms/DFS-Al-26E.pdf. This page also includes tools and information that allow you to check on payments. 6. Florida Substitute Form W-9.A completed Substitute Form W-9 is required from any entity that receives a payment from the State of Florida that may be subject to 1099 reporting. The Department of Financial Services (DFS)must have the correct Taxpayer Identification Number(TIN)and other related information in order to report accurate tax information to the Internal Revenue Service(IRS). 7. Grant Funds Expenditure Log.The Grantee must submit an expenditure log demonstrating the use of grant funds prior to the release of any subsequent payments. Each log must list all grant expenditures, including Page:3 Grant Award Agreement(CA2E142),eft 05/17, Chapter 1T-1.036,Florida Administrative Code check numbers or transaction numbers,payees, dates of payment, check amounts, and associated Deliverables that support the satisfactory completion of services for each payment. The expenditure log details how grant funds were spent to achieve the deliverable(s)during the previous payment period. Expenditure logs will be submitted online with payment requests at www.dosgrants.com. 8. Amendment to Contract.Either party may request modification of the provisions of this Agreement by contacting the Division to request an Amendment to the Contract. Changes which are agreed upon shall be valid only when in writing, signed by each of the parties, and attached to the original of this Agreement. If changes are implemented without the Division's written approval,the organization is subject to noncompliance, and the grant award is subject to reduction,partial, or complete refund to the State of Florida and termination of this agreement. 9. Financial Consequences.The Department shall apply the following financial consequences for failure to perform the minimum level of services required by this Agreement in accordance with Sections 215.971 and 287.058,Florida Statutes. a) The full amount of the first payment(fixed price in the amount of 25% of the grant award)will be returned to the State of Florida if any Deliverable is not satisfactorily completed. b) Second payment will be withheld for failure to complete services as identified in the Scope of Work and Deliverables or to submit a Grant Funds Expenditure Log demonstrating appropriate use of state funds. c) Third payment will be withheld for failure to complete services as identified in the Scope of Work and Deliverables or to submit a Grant Funds Expenditure Log demonstrating appropriate use of state funds. d) Fourth payment will be withheld for failure to complete services as identified in the Scope of Work and Deliverables or to submit a Grant Funds Expenditure Log demonstrating appropriate use of state funds. If the grantee has spent less than the total grant award in state funds to complete the Scope of Work,the final payment will be reduced by an amount equal to the difference between state dollars spent and the total grant award. The Division shall reduce total grant funding for the Project in direct proportion to match contributions not met by the end of the grant period.Pursuant to Section 17,the Grantee shall refund to the Division any excess funds paid out prior to reduction of total grant funding. 10: Grant Reporting Requirements. The Grantee must submit the following reports to the Division. All reports shall document the completion of any deliverables/tasks, expenses, and activities that occurred during that" reporting period. All reports on grant progress will be submitted online through www.dosgrants.com. a) Mid-Year Project Progress Report for the grant period July 1 through December 31;first report is due no later than January 30 b) Final Report for the grant;the final report is due no later than July 30. 11. Matching Funds.Grantees must provide at least one dollar in cash or in-kind(donated goods or services)for every dollar requested from the Division. Some expenses can only be included in the Estimated Project Budget as match. The Division of Cultural Affairs will provide exceptions to the financial matching requirements on grants for Rural Economic Development Initiative(REDI)communities that have been designated in Page:4 Grant Award Agrcynt(CA2E142),eft 05/17, Chapter 1T-1.036,Florida AdninistratM Code accordance with Sections 288.0656 and 288.06561,Florida Statutes. 12. Grant Completion Deadline. The grant completion deadline is June 30 2020. The Grant Completion Deadline is the date when the project is 100% complete and all grant and matching funds have been paid out in accordance with the work described in the Scope of Work, detailed in the Approved Project Budget. If the Grantee fords it necessary to request an extension of the Grant Completion Deadline,the extension may not exceed 30 days,unless the Grantee can demonstrate extenuating circumstances as described in Section 13 of this Agreement. 13. Extension of the Grant Completion Deadline. An extension of the completion date must be requested at least 30 days prior to the end of the grant period and may not exceed 30 days,unless the Grantee can clearly demonstrate extenuating circumstances. An extenuating circumstance is one that is beyond the control of the Grantee, and one that prevents timely completion of the project such as a natural disaster, death, or serious illness of the individual responsible for the completion of the project, litigation related to the project,or failure of the contractor or architect to provide the services for which they were contracted to provide. An extenuating circumstance does not include failure to read or understand the administrative requirements of a grant or failure to raise sufficient matching funds. Prior written approval is required for extensions. 14. Credit Line(s)to Acknowledge Grant Funding.In publicizing, advertising, or describing the sponsorship of the program the Grantee shall include the following statement: "This project is sponsored in part by the Department of State,Division of Cultural Affairs,the Florida Council of Arts and Culture and the State of Florida" (Section 286.25,Florida Statutes). 15. Non-allowable Grant Expenditures. The Grantee agrees to expend all grant funds received under this 'agreement solely for the purposes for which they were authorized and appropriated.Expenditures shall be in compliance with the state guidelines for allowable project costs as outlined in the Department of Financial Services' Reference Guide for State Expenditures,which are incorporated by reference and are available online at https://www.myfloridacfo.com/Division/AA/Manuals/Auditing/Reference_Guide_For_State_Expenditures.pdf. In addition,the following are not allowed as grant or matching expenditures: a) State funds from any source. This includes any income that comes from an appropriation of state funds or grants from the State of Florida. b) Funds used as match for other Department of State grants. c) Expenses incurred or obligated before July 1 or after the grant period. d) Lobbying or attempting to influence federal, state or local legislation,the judicial branch or any state agency. e) Building,renovation, or remodeling of facilities. Exception capital expenditures that are directly related to the proposal such as exhibit construction or stage lighting. f) Costs associated with bad debts, contingencies, fines and penalties, interest,taxes, and other fmancial Page:5 Grant Award Agreement(CA2E142),ell 05/17, Chapter 1T-1.036,Florida Administrative Code costs. g) Private entertainment. h) Food, and beverages. i) Plaques, awards, and scholarships. j) Activities restricted to private or exclusive participation,which shall include restricting access to programs on the basis of sex,race, color,national origin,religion, disability, age, or marital status. k) Re-granting. 1) Contributions and donations. m) Mortgage payments. n) Payments to current Department of State employees. o) Telephone,utilities, office supplies,property improvements, fixtures,building maintenance, space rental, equipment costing over$1,000 and other overhead and indirect costs. These expenses may only be used as match. 16. Travel.The grantee must pay any travel expenses necessary for the completion of grant activities from local matching funds. 17. Unobligated and Unearned Funds and Allowable Costs.In accordance with Section 215.971,Florida Statutes,the Grantee shall refund to the State of Florida any balance of unobligated funds which has been advanced or paid to the Grantee. In addition, funds paid in excess of the amount to which the recipient is entitled under the terms and conditions of the agreement must be refunded to the state agency. Further,the recipient may expend funds only for allowable costs resulting,from obligations incurred during the specified agreement period. Expenditures of state financial assistance must be in compliance with the laws,rules, and regulations applicable to expenditures of State funds,including,butnot limited to,the Reference Guide for State Expenditures. 18. Repayment.All refunds or repayments to be made to the Department under this agreement are to be made payable to the order of the"Department of State"and mailed directly to the following address:Florida Department of State, Division of Cultural Affairs, 500 South Bronough Street Tallahassee,FL 32399. In accordance with Section 215.34(2),Florida Statutes, if a check or other draft is returned to the Department for collection,Recipient shall pay to the Department a service fee of$15.00 or five percent(5%)of the face amount of the returned check or draft,whichever is greater. 19. Single Audit Act.Each grantee, other than a grantee that is a State agency, shall submit to an audit pursuant to Section 215.97,Florida Statutes. See Attachment B for additional information regarding this requirement. 20. Retention of Accounting Records.Financial records, supporting documents, statistical records, and all other records including electronic storage media pertinent to the Project shall be retained for a period of five(5)years Page:6 Grant Award Agreement(CA2E142),eli:05/17, Chapter 1T-1.036,Fhrtida Administrative Code after the close out of the grant. If any litigation or audit is initiated, or claim made,before the expiration of the five-year period,the records'shall.be retained until the litigation, audit, or claim has been resolved. 21. Obligation to Provide State Access to Grant Records.The Grantee must make all grant records of expenditures, copies of reports,books, and related documentation available to the Division or a duly authorized • representative of the State of Florida for inspection at reasonable times for the purpose of making audits, examinations, excerpts, and transcripts. 22. Obligation to Provide Public Access to Grant Records.The Division reserves the right to unilaterally cancel this Agreement in the event that the Grantee refuses public access to all documents or other materials made or received by the Grantee that are subject to the provisions of Chapter 119,Florida Statutes,known as the Florida Public Records Act. The Grantee must immediately contact the Division's Contract Manager for assistance if it receives a public records request related to this Agreement. 23. Noncompliance with Grant Requirements.Any applicant that has not submitted required reports or satisfied other administrative requirements for other Division of Cultural Affairs grants or grants from any other Office of Cultural,Historical, and Information Programs (OCHIP)Division will be in noncompliance status and subject to the OCHIP Grants Compliance Procedure. OCHIP Divisions include the Division of Cultural Affairs,the Division of Historical Resources, and the Division of Library and Information Services. Grant compliance issues must be resolved before a grant award agreement may be executed, and before grant payments for any OCHIP grant may be released. 24. Accounting Requirements.The Grantee must maintain an accounting system that provides a complete record of the use of all grant funds as follows: a) The accounting system must be able to specifically identify and provide audit trails that trace the receipt, maintenance, and expenditure of state funds; b)• Accounting records must adequately identify the sources and application of funds for all grant activities and must classify and identify grant funds by using the same budget categories that were approved in the grant application. If Grantee's accounting system accumulates data in a different format than the one in the grant application, subsidiary records must document and reconcile the amounts shown in the Grantee's accounting records to those amounts reported to the Division. c) An interest-bearing checking account or accounts in a state or federally chartered institution may be used for revenues and expenses described in the Scope of Work and detailed in the Estimated Project Budget. d) The name of the account(s)must include the grant award number; e) The Grantee's accounting records must have effective control over and accountability for all funds, property, and other assets; and f) Accounting records must be supported by source documentation and be in sufficient detail to allow for a proper pre-audit and post-audit(such as invoices,bills, and canceled checks). Page:7 Grant Award Agreement(CA2E142),ell:05/17, Chapter 1T4.036,Florida Administrative Code • 25. Availability of State Funds.The State of Florida's performance and obligation to pay under this Agreement are contingent upon an annual appropriation by the Florida Legislature. In the event that the state funds upon which this Agreement is dependent are withdrawn,this Agreement will be automatically terminated and the Division shall have no further liability to the Grantee,beyond those amounts already expended prior to the • termination date. Such termination will not affect the responsibility of the Grantee under this Agreement as to those funds previously distributed. In the event of a state revenue shortfall,the total grant may be reduced accordingly. 26. Independent Contractor Status of Grantee.The Grantee, if not a state agency, agrees that its officers, agents, and employees, in performance of this Agreement, shall act in the capacity of independent contractors and not as officers, agents, or employees of the state. The Grantee is not entitled to accrue any benefits of state employment,including retirement benefits and any other rights or privileges connected with employment by the State of Florida. 27. Grantee's Subcontractors.The Grantee shall be responsible for all work performed and all expenses incurred in connection with this Agreement. The Grantee may subcontract, as necessary,to perform the services and to provide commodities required by this Agreement. The Division shall not be liable to any subcontractor(s)for any expenses or liabilities incurred under the Grantee's subcontract(s), and the Grantee shall be solely liable to its subcontractor(s)for all expenses and liabilities incurred under its subcontract(s). The Grantee must take the necessary steps to ensure that each of its subcontractors will be deemed to be"independent contractors"and will not be considered or permitted to be an agents, servants,joint venturers, or partners of the Division. 28. Copyright.If publications, films, or similar materials are developed, directly or indirectly, from a program, project, or activity supported by the grant funds herein, any resulting copyright shall be held by the Grantee.As a condition of grant assistance,the Grantee agrees to and hereby awards to the Department and to its officers, agents, and employees acting within the scope of their official duties, a royalty-free,nonexclusive, and irrevocable license throughout the world for official purposes,to publish,translate, reproduce, and use all subject data or copyrightable material based on such data covered by the copyright. 29. Liability.The Division will not assume any liability for the acts,omissions to act, or negligence of,the Grantee, its agents, servants, or employees;nor may the Grantee exclude liability for its own acts, omissions to act, or negligence,to the Division. a) The Grantee shall be responsible for claims of any nature, including but not limited to injury, death, and property damage arising out of activities related to this Agreement by the Grantee, its agents, servants, employees, and subcontractors. The Grantee shall indemnify and hold the Division harmless from any and all claims of any nature and shall investigate all such claims at its own expense. If the Grantee is governed by Section 768.28,Florida Statutes,it shall only be obligated in accordance with this Section. b) Neither the state nor any agency or subdivision of the state waives any defense of sovereign immunity, or increases the limits of its liability,by entering into this Agreement. c) The Division shall not be liable for attorney fees, interest, late charges, or service fees, or cost of collection related to this Agreement. d) The Grantee shall be responsible for all work performed and all expenses,incurred in connection with the Page:8 Grant Award Meer -nt(CA2E142),eft 05/17, Chapter 1T-1.036,Florida Administrative Code project. The Grantee may subcontract as necessary to perform the services set forth in this Agreement, including entering into subcontracts with vendors for services and commodities;provided that such subcontract has been approved in writing by the Department prior to its execution; and provided that it is understood by the Grantee that the Department shall not be liable to the subcontractor for any expenses or liabilities incurred under the subcontract and that the Grantee shall be solely liable to the subcontractor for all expenses and liabilities incurred under the subcontract. 30. Strict Compliance with Laws.The Grantee shall perform all acts required by this Agreement in strict conformity with all applicable laws and regulations of the local, state, and federal law. 31. No Discrimination.The Grantee may not discriminate against any employee employed under this Agreement, or against any applicant for employment because of race, color,religion, gender,national origin, age, disability, or marital status. The Grantee shall insert a similar provision in all of its subcontracts for services under this Agreement. 32. Breach of Agreement.The Division will demand the return of grant funds already received,will withhold subsequent payments, and/or will terminate this agreement if the Grantee improperly expends and manages grant funds,fails to prepare,preserve or surrender records required by this Agreement,or otherwise violates this Agreement. 33. Termination of Agreement.The Division will terminate or end this Agreement if the Grantee fails to fulfill its obligations herein. In such event,the Division will provide the Grantee a notice of its violation by letter, and shall give the Grantee fifteen(15)calendar days from the date of receipt to cure its violation. If the violation is not cured within the stated period,the Division will terminate this Agreement. The notice of violation letter shall be delivered to the Grantee's Contract Manager,personally, or mailed to his/her specified address by a method that provides proof of receipt. In the event that the Division terminates this Agreement,the Grantee will be compensated for any work completed in accordance with this Agreement,prior to the notification of termination, if the Division deems this reasonable under the circumstances. Grant funds previously advanced and not expended on work completed in accordance with this Agreement shall be returned to the Division,with interest,within thirty(30)days after termination of this Agreement. The Division does not waive any of its rights to additional damages,if grant funds are returned under this Section. 34. Preservation of Remedies.No delay or omission to exercise any right,power, or remedy accruing to either party upon breach or violation by either party under this Agreement, shall impair any such right,power or remedy of either party;nor shall such delay or omission be construed as a waiver of any such breach or default, or any similar breach or default. 35. Non-Assignment of Agreement.The Grantee may not assign, sublicense nor otherwise transfer its rights, duties, or obligations under this Agreement without the prior written consent of the Division,which consent shall not unreasonably be withheld. The agreement transferee must demonstrate compliance with the requirements of the project. If the Division approves a transfer of the Grantee's obligations,the Grantee shall remain liable for all work performed and all expenses incurred in connection with this Agreement. In the event the Legislature transfers the rights, duties, and obligations of the Division to another governmental entity pursuant to Section 20.06,Florida Statutes, or otherwise,the rights, duties, and obligations under this Agreement shall be transferred to the successor governmental agency as if it was the original party to this Page:9 Grant Award Agreement(CA2E142),elf 05/17, Chapter 1T-1.036,Florida Administrative Code Agreement. 36. Required Procurement Procedures for Obtaining Goods and Services.The Grantee shall provide maximum open competition when procuring goods and services related to the grant-assisted project. Government entities shall follow procurement procedures in accordance with Section 287.057,Florida Statutes.All grantees shall maintain documentation demonstrating a competitive procurement process. 37. Conflicts of Interest.The Grantee hereby certifies that it is cognizant of the prohibition of conflicts of interest described in Sections 112.311 through 112.326,Florida Statutes, and affirms that it will not enter into or maintain a business or other relationship with any employee of the Department of State that would violate those provisions. The Grantee further agrees to seek authorization from the General Counsel for the Department of State prior to entering into any business or other relationship with a Department of State Employee to avoid a potential violation of those statutes. 38. Binding of Successors.This Agreement shall bind the successors, assigns and legal representatives of the Grantee and of any legal entity that succeeds to the obligations of the Division of Cultural Affairs. 39. No Employment of Unauthorized Aliens.The employment of unauthorized aliens by the Grantee is considered a violation of Section 274A(a)of the Immigration and Nationality Act. If the Grantee knowingly employs unauthorized aliens, such violation shall be cause for unilateral cancellation of this Agreement. 40. Severability.If any term or provision of the Agreement is found to be illegal and unenforceable,the remainder will remain in-full force and effect, and such term or provision shall be deemed stricken. 41. Americans with Disabilities Act.All programs and facilities related to this Agreement must meet the standards of Sections 553.501-553.513,Florida Statutes, and the Americans with Disabilities Act of 1990. 42. Governing Law.This Agreement shall be construed,performed, and enforced in all respects in accordance with the laws and rules of Florida. Venue or location for any legal action arising under this Agreement will be in Leon County,Florida. Page:10 Grant Award Agreetmnt(CA2E142),elf.05/17, Chapter 1T-1.036,Florida Administrative Code • 43. Entire Agreement.The entire Agreement of the parties consists of the following documents: a) This Agreement b) Estimated Project Budget(Attachment A) c) Single Audit Act Requirements and Exhibit I(Attachment B) In acknowledgment of Grant Number 20.c.pr.142.571 provided for from funds appropriated in the FY 2020 General Appropriation Act in the amount of$25,000,I hereby certify that I have read this entire Agreement, and will comply with all of its requirements. Grantee: Department of State: By: (<�'/ By: —5---214-7/47 Authorizing Official for the Grantee Sandy Shauessy, DivDirector Ta ya ravo Executive Director a) yL P e and title of Authorizing Official Witness Natasha Bravo Secretary g/z 9/o/9 Witness Date 7/30/19 Date Page:11 Grant Award Agreenent(CA2E142),eft 05/17, Chapter 1T-1M36,Florida Administrative Code