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Arts at St. John's Grants Ag. !t" . City of Miami Beach Cultural Arts Council 2001/2002 Cultural Arts Grant Agreement This Grant Agreement is entered into this 30 day of December, 2001 between the City of Miami Beach, Florida, on behalf of the City of Miami Beach Cultural Arts Council (collectively, the City), and Arts at St. John's (Grantee). Article I I Grant description 1. Grantee: Address City, State, Zip Phone, fax, e-mail Grant amount: Arts at St. John's 4760 Pine Tree Drive Miami Beach FL 33140 305- 531-7166 305- 532-1847 guzhoff@bellsouth.net 2. $4,000 50% paid upon execution of this Agreement. With regard to payment of the remaining balance, the City herein represents, and Grantee herein agrees and acknawledges, that the original 50% remaining balance of the grant amount may be reduced by the City as a result of a potential shortfall in the City's Resort Tax collections, said collections to be determined by the City on or about August I, 2002, In the event of such shortfall, necessitating a reduction in the grant amount of the remaining balance due to Grantee, Grantee herein agrees that said reduced payment shall constitute full and final payment and compliance by the City with the terms of this Agreement, and Grantee further agrees to indemnifY and hold City harmless for any damages or injury sustained by Grantee as a result of any potential shortfall in the grant amount, Final payment will be made by September 30, 2002, and upon completion of Project, submission and approval offinal report, 3. Project description: See Exhibit 1, attached hereto 4. Itemized budget: See Exhibits 2-A and 2-B, attached hereto 5. Expenditure deadline: Seotember 30. 2002 6. Project completion date: August 31. 2001 7. Report deadline: No later than 90 days after Project Completion Date. I IN WITNESS WHEREOF, the parties hereto have executed this Agreement this 30 day of Decembe~ 2001. Arts at St. Johns, Inc. GRANTEE! Print Name of Organization FederalID# 65-105114) BY: Carol Hoffman-Guzman, Board Pres. Printed N or ident BY: Paul Schwab. Board Treasurer Name of Chief Fiscal Officer ~or~ Robert Parcher, City Clerk x BY: Carol Hoffman-Guzman Printed Name of Ex or (Grantee's Corporate seal) Si APPROVED PS 10 fORM & lANGUAGE & FOR EXECUTION Article n I General Conditions I. 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 (City). The City has delegated the responsibility of administering this Grant to the Executive Director of the City of Miami Beach Cultural Arts Council, or his designee, who shall be referred to herein as the "Director of the Counci1." 2. Proiect DescriDtion: The Grantee may only use the Grant for the purposes that are specifically described in the Project Description, attached hereto as Exhibit No. I. All expenditures will be subject to the terms of this Agreement, and as specified in the itemized Grant Award Budget, attached hereto as Exhibit 2-B. 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. Notwithstanding the preceding sentence, amendments to the itemized Budget in Exhibit 2-B shall not be permitted without the prior written consent of the Director of the Council. Said requests shall be made in advance to the Director, in writing, detailing and justifYing the need for such changes. All Grant recipients must participate in at least one ArtsBeach Second Thlll'Sdoys (see Article ID-19). The following City of Miami Beach "Anchors" are required to provide specific infonnation in their Project Description, attached hereto as Exhibit No.1, for providing mentoring to a small to medium arts organization(s) of their choice, supported by the City's Cultural Arts Council, either by offering rehearsal space, worldng on collaborative programs, or some similar project with the intent of assisting such smaller arts organization( s). Miami Beach "Anchors" for 200112002 are defined as follows: ArtCenter/South Florida Bass Museum of Art Concert Association of Florida Jewish Museum of Florida Miami City Ballet Miami Design Preservation League New World Symphony W olfsonian-FIU Failure to include the above information may result in the cancellation of the Grantee's award, and may disqualify it from future consideration from the City's Cultura1 Arts Grant Program. 3. Reoorts: This Grant has been awarded with the understanding that the described Project will enhance and develop the City's tourism and cultural community. To demonstrate that the Grant is fulfilling, or has fulfilled, its purpose, the Grantee must supply the Director of the Council with a written report documenting that the Grantee has fulfilled all requirements. This report is to be received by the Director of the Council within 90 days of the Project's completion. Miami Beach Anchors ONLY will submit an interim report in April 2002 to receive the up to 50% of their Grant award (payable subject to the restrictions in Article 1-2), with final reports due at the completion of the City's Fiscal Year on September 30, 2002. 4. Amount of Grant and Payment Schedule: The total amount of the Grant is specified in Article 1-2 (subject to the restrictions in Article 1-2). By making this Grant, the City assumes no obligation to provide financial support of any type whatever in excess of the total Grant amount. Cost overruns are the sole responsibility of the Grantee. The Grant funds will be supplied to the Grantee subsequent to the Mayor and City Commission's approval of the award. 5. Program Monitoring and Evaluation: The Director of the Council may monitor and conduct an evaluation of operations and the Project under this Grant, which may include visits by City representatives to observe the Project or Grantee's programs, procedures, and operations, or to discuss the Grantee's programs with the Grantee's persorme1. 6. Bank Accounts and Bonding: Monies received pursuant to this Agreerhent shall be kept in accounts in established Miami-Dade County banks or savings and loan associations whose identities shall be disclosed in writing to the Director of the Council with the identity and title of individuals authorized to withdraw or write checks on Grant funds. 7. Accounting and Financial Review: The Grantee must keep accurate and complete books and records of all receipts and expenditures of Grant funds, in conformance with reasonable accounting standards. These books and records, as well as all documents pertaining to payments received and made in conjunction with this Grant, such as vouchers, bills, invoices, receipts and canceled checks, shall be 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 1-5. These books, records, and documents may be examined by the Director of the Council or his designee at the Grantee's offices during regular business hours and upon reasonable notice. Furthermore, the Director of the Council may, at the City's expense, audit or have audited, upon reasonable notice, all the financial records of the Grantee, whether or not purported to be related to this Grant. 8. Publicity and Credits: The Grantee must include the City of Mimni Beach Cultural Arts Council logo and the following credit line in all publications related to this Grant: THE CITY OF MlAMI BEACH. Failure to do so may preclude future grant funding from the City in the same manner as if Grantee defaulted under this Agreement, pursuant to Article 11-12. 9. Liability and Indemnification: The Grantee shall indemnify and hold harmless the City and its officers, employees, agents and instruments from any and all liability, losses or damages, including attorneys' fees and costs of defense, which the City or its officers, employees, agents and instrumentalities may incur as a result of claims, demands, suits, causes of actions or proceedings of any kind or nature arising out of, relating to, or resulting from the perfonnance if this Agreement by the Grantee or its employees, agents, servants, partners, principals or subcontractors. 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 all costs, judgments, and attorneys' fees which may issue thereon. Grantee expressly understands and agrees that any insurance protection required by this Agreement, or otherwise provided, shall in no way limit the responsibility to indemnify, keep and save harmless and defined the City or its officers, employees, agents and instrumentalities 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 Statute, 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 anyone person which exceeds the sum of $100,000, 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 $200,000 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. 10. Assignment: The Grantee is not permitted to assign this Grant, and any purported assignment will be void, and shall be treated as an event of default pursuant to Article 11-12. II. ComDliance with Laws: The Grantee agrees to abide by and be governed by all applicable Federal, State, County and City laws, including but not limited to Miami-Dade County's Conflict of Interest and Code of Ethics Ordinance, as amended, which is incorporated herein by reference as if fully set forth herein, and Chapter 2, Article VII ofthe Miami Beach City Code, as amended, which is incorporated herein by reference as if fully set forth herein. 12. Defaultffermination Provisions: In the event the Grantee shall fail to materially conform with any of the provisions of this Agreement, the Director of the Council may 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 breach of any term or condition of this Agreement, upon five (5) calendar days written demand by the Director of the Council, the Grantee shall repay to the City all portions of the Grant which have been received by the Grantee, but which have not actually been disbursed by the Grantee as of the date that the written demand is received. In the event that this Grant is cancelled or the Grantee is requested to repay Grant funds because of a breach of this Agreement, the Grantee will not be eligible to apply to the City for another Grant for a one year period commencing on the date the Grantee is notified in writing of the breach of this Agreement. .- The Grantee will be liable to reimburse the City for all unauthorized expenditures discovered after the expiration of the Grant period. The Grantee will also be liable to reimburse the City for all lost or stolen Grant funds. 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 1-5 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 Director of the Council 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 by delivering to the Director of the Council a certified check for the total amount due, payable to the City of Miami Beach, Florida These provisions do not waive or preclude the City from pursuing any other remedies that may be available to it under the law. 13. Induhzence Will Not be Waiver of Breach: The indulgence of either party with regard to any breach or failure to perform any provision ofthis Agreement shall not be deemed to constitute a waiver ofthe provision or any portion of this Agreement either at the time of the breach of failure occurs or at any time throughout the term of this Agreement. 19. Written Notices: Any written notices required under this Agreement will be effective when delivered in person or upon the receipt of a certified letter addressed to the Grantee at the address specified in Article I-I of this Agreement, and to the City when addressed as follows: David Whitman, Director, Miami Beach Cuhura1 Arts Council, 1700 Convention Center Drive, Miami Beach, Florida 33139-1819. 15. Caotions Used in this Al!reement: 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. 16. Contract Reoresents Total Aereement: 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. Article In I Miscellaneous Provisions 17. 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 services recommended for support, As such, use of these 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 Grant Agreement. 18. 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.) prohibiting discrimination on the basis ofrace, color, national origin, handicap, or sex. The Grantee hereby agrees that it will comply with City of Miami Beach Ordinance No. 92-2824, as amended from time to time, prohibiting discrimination in employment, housing and public accommodations on account of race, color, national origin, religion, sex, sexual orientation, handicap, marital status, or age. The City endorses the clear mandate of the Americans with Disabilities Act of 1990 (ADA) to remove barriers which prevents qualified individuals with disabilities from enjoying the same employment opportunities that are available to persons without disabilities. The City also endorses the mandate of the Rehabilitation Act of 1973 and Section 504 and prohibits discrimination on the basis of disability and requires that Grant recipients provide equal access and equal opportunity and services without discrimination on the basis of any disability. 19. All Grant recipients must participate in at least one<< ArtsBeach Second Thursdays" (Second Thursdays), a cultural open house on the second Thursday of every month. Free arts events will be held at multiple locations throughout the City. Upon acceptance of the Grant and execution of the Agreement, Grantee shall include the exact manner of participation in "Second Thursdays." Failure to participate in "Second Thursdays" may be considered a material breach of this Agreement, as provided in Article IT - 12 herein. [The remainder of this page is left intentionally blank] . . ,. Exhibit 1/ Project Description [Note: The following Project Description is revised to represent the possible Grant reduction, as a result of the potential City Resort Tax shortfall.] Organization: Project title: . Completely describe Project approved by the Grants Panel and in a separate narrative detail the revisions to the Project based upon the award. Please be as specific as possible; name of event, venue, times, etc. Also, detail the organization's participation in ArtsBeach Second Thursdays. Miami Beach Anchors should list specifics about their mentoring program.