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First Amendment to Grant Agreement between CMB & The Greater Miami Jewish Federation 2c' ,3 - 3z (ocki FIRST AMENDMENT TO GRANT AGREEMENT THIS FIRST AMENDMENT TO GRANT AGREEMENT (this "First Amendment') is made and entered into effective as of this 14th day of March, 2024 ("Effective Date"), by and between the CITY OF MIAMI BEACH, a municipal corporation duly organized and existing under the laws of the State of Florida (the "City"), and The Greater Miami Jewish Federation, Inc. , a Florida not-for-profit corporation ("Grantee") (the City and Grantee each, a "Party" and collectively, the "Parties"). RECITALS WHEREAS, City and Grantee are parties to that certain Grant Agreement dated November 14, 2023 (the "Grant Agreement") pursuant to which the City awarded a grant under the GO Bond for Arts and Culture Program ("GOBAC Program") in a total amount not to exceed $7,150,000, which includes a grant award in the amount of $6,450,000 and a contingency in the amount of$700,000, as set forth in greater detail below; and WHEREAS, the Grant Agreement contemplates that the Grant Award is to be funded by the City solely from the Bonds proceeds on a reimbursement basis for the purposes set forth in the Agreement; and WHEREAS, the Grantee may lack the necessary cash flow or other source of funds to pay the expenses of designing, constructing and/or equipping the Project as they become due; and WHEREAS, the Grantee would like the ability to request that the City advance Grant Award funds to Grantee in a manner that is consistent, to the extent reasonably feasible, with Grantee's cash flow schedule and funding needs for the design and construction of the Project; and WHEREAS, on July 26, 2023, the Mayor and City Commission of the City of Miami Beach approved the advance of Grant Award funds to certain GO Bond for Arts and Culture Program grant recipient organizations, including Grantee, pursuant to Resolution No. 2023-32691 and authorized the City Manager to sign this First Amendment with each such grant recipient, including Grantee. NOW, THEREFORE, in consideration of the premises, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by both parties, the City and Grantee agree as follows. AMENDMENT 1. Recitals; Section Headings; Defined Terms. The "Recitals" paragraphs above are deemed to be part of the agreement of the Parties. The paragraph headings of this First Amendment are for convenience and reference only and none of such headings shall limit or amplify the meaning, application or construction of any of the provisions of this First Amendment. Unless specifically defined in this First Amendment, capitalized terms used in this First Amendment shall have the meanings ascribed to such terms in the Grant Agreement. 2. Advances. The following subsection is hereby inserted at the end of Section 2.5 of the Grant Agreement: "e. If Grantee lacks the necessary cash flow or other source of funding to pay the expenses of designing, constructing and/or equipping the Project as they become due, 1 Grantee may request that up to ninety percent (90%) of the Grant Award be paid as advances in installments (each such installment, an "Advance") based on Grantee's anticipated cash flow needs as reflected in the Cash Flow Schedule, provided, (i) the amount of any Advance will not exceed the lower of(A) twenty-five percent(25%) of the Grant Award (excluding the Contingency unless the Grant Award has been increased to include the Contingency pursuant to Section 1.2) and (B) Five Hundred Thousand Dollars ($500,000) and (ii) Grantee may not request an Advance more than once in any thirty (30) day period, provided, the final ten (10%) of the Grant Award shall not be advanced and shall be paid only as a reimbursement in accordance with the provisions of Section 2.5(a). Notwithstanding the foregoing, the City Manager(or designee) may, in their sole discretion and based on Grantee's demonstrated need and cash flow requirements, authorize (x)the payment of a percentage greater than twenty-five percent(25%), (y)the payment of a dollar value higher than $500,000 and/or(z)the processing of more than one advance request within a thirty (30) day period. Furthermore, the City Manager (or designee) may, in their sole discretion and based on Grantee's certified need, authorize payment of the final ten percent(10%) as an Advance, except with regard to equipment, material or personal property. In order to request an Advance, Grantee shall submit to the City a completed, signed certified, and notarized advance request, in the form attached as Exhibit F hereto (or such other form as the City may require)(each, an "Advance Request"), along with all Supporting Materials. Supporting Materials for the first Advance Request should include proposals, contracts, estimates and other documentation establishing the nature of the expenditure and the amount to be paid (collectively, "Proposals and Estimates"). Supporting Materials for the second and subsequent Advance Requests must include Proposals and Estimates in respect of such Advance as well as documentary proof by Grantee that all amounts previously advanced have been used to pay for permitted Project expenses as set forth in prior Advance Requests and otherwise in a manner consistent with the terms of this Agreement. Provided that an uncured default does not exist, and that Grantee is otherwise in compliance with the terms of this Agreement, the City will pay the applicable Advance by check or wire transfer, as the City determines in its sole discretion, within twenty-five (25) business days of its request of an acceptable Advance Request and all Supporting Materials. Grantee understands and agrees that Advances to the Grantee will be made solely in accordance with applicable state and federal laws. Any and all obligations of the City shall be fully subject to and contingent upon the availability of funding solely from the GOBAC Program funds. Prior to the submission of any Advance Request, Grantee shall supplement Exhibit C to include the Cash Flow Schedule. Because delivery to, and possession by, Grantee in Miami Beach, Florida are conditions precedent to receipt of Grant Award funding for purchases of equipment, material or personal property, the final ten (10%) of the cost to purchase any equipment, material or personal property shall be paid on a reimbursement basis and not as an Advance. The foregoing requirement may not be waived by the City Manager (or designee). 3. Advance Request Form. Exhibit 1 hereto is hereby incorporated as Exhibit F to the Grant Agreement. 4. Counterparts. This First Amendment may be executed in counterparts and by electronic signature (e.g. via DocuSign, accompanied by the confirming e-signature certificate) and may be transmitted by facsimile copy or e-mailed PDF file, each of which when so executed and delivered shall be deemed to be an original and all of which, when taken together, shall constitute one and the same instrument. Upon request by any party receiving an executed counterpart by facsimile or PDF (by e-mail) to also receive an ink-signed original, the other party shall provide original ink-signed signature pages as soon as practicable, but failure to do so shall not affect the validity, enforceability, or binding effect of this First Amendment. 5. Entire Amendment. This First Amendment sets forth the entire agreement of the parties with respect to the subject matter hereof. All prior or contemporaneous understandings and discussions, whether written or verbal, are entirely superseded by this First Amendment. Except as amended by the express provisions of this First Amendment, the terms and conditions of the Grant Agreement are hereby ratified and confirmed by the Parties and shall remain in full force 2 and effect. If there is any conflict between the terms and conditions of the Grant Agreement and those set forth in this First Amendment, the terms and conditions in this First Amendment shall govern. [SIGNATURES ON FOLLOWING PAGE.] 3 e : IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in their names by their duly authorized officials as of the date first set forth above. ATTEST CITY OF MIAMI BEACH, FLORIDA / MAR 1 4 2024 Rafael E. Granado Alin . Hudak City Clerk i.B •. C y Manager GRANTS AM ATTEST: rrw [ o E] IM(ORP ORATE.D ' f- 6 ' Secretary c_ sident aeDZ �D/ir2p Print Name (_Print Name MIAMIBEACH City of Miami Beach, 1700 Convention Center Drive,Miami Beach,Florida 33139,www.miamibeachfl.gov Office of the City Manager Tel: 305-673-7010 , Fax:305-673-7782 TRANSMITTAL TO: Alina T. Hudak, City Manager SENT VIA: Hand CC: ,t) Eric T. Carpenter, Deputy City Manager 7 CC: Rafael Granado, City Clerk FROM: Maria Hernandez, GO Bond Program Director DATE: March 14, 2024 SUBJECT: G.O. Bond for Arts & Culture - First Amendment to Grant Agreement Greater Miami Jewish Federation (Holocaust Memorial Project) Attached please find the boilerplate template First Amendment Agreement for the Greater Miami Jewish Federation (Holocaust Memorial Project). There are no changes to the template document as approved by the City Commission. Resolution No. 2023-32691 authorized the issuance of the Amendment. Please sign where indicated so I may send to the City Clerk for final execution. CC: Facilities Management— Daniel Alzuri We are committed to providing excellent public service and safety to all who live, work,and play in our vibrant tropical,historic community.