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Black Door Dance Company m City of Miami Beach and Miami Beach Cultural Arts Council Fiscal Year 2004/2005 Cultural Affairs Grant Agreement This Grant Agreement is entered into this 28th day of October Miami Beach, Florida, (the City), and Black Door Dance Company (Grantee). , 2004, between the City of Article 1/ Grant Description 1. Grantee: Address City, State, Zip Phone, fax, e-mail Black Door Dance Company PO Box 16-4542 Miami, FL 33116 305-380-6233, 305-380-0751, kstewart@mdc.edu 2. Grant amount: $7000 50% paid upon execution of this Agreement. Remaining 50% paid upon completion of Project and submission and approval of Final Repott. Project description: See Exhibit 1, attached hereto Itemized budget: See Exhibits 2-A and 2-B, attached hereto Contract deadline: November 5, 2004 Expenditure deadline: September 30, 2005 Project completion date: Februarv 12. 2005 Final port deadline: Must be postmarked or delivered no later than 45 days after Project , completion date. ~ f1 REOF, the parties hereto have executed this Agreement this day of ~ ~ ~ J -:.., 2004. I II ~L.-1It I? QL est:~p~ Robert Parcher, City Clerk STATE OF FLORIDA, COUNTY OF MIAMI- DADE GRANTEE: Black Door Dance Comoanv FederallD #: 65-0320716 BY: KAREN STEWART Printed Name of Organization's Authorized Representative Signature ~ ~ The foregoing instrument was acknowledged before me this~day of Oetober 2004, by Karen Stewart of Black Door Dance Ensemble, a not-for-profit corporation. HelShe is personally known to me or has produced as ti ti~. Grantee's Cor orate Seal Here Notary Name: Linda J. Jackson Notary Public, State of Florida M o FI IALli/OTA LINDA J JACKSON NOTARY PUBLIC Sf ATE OF FLORIDA COMMISSION NO. DD096779 MY COMMISSION EXP. M~R. 7,2006. 2006 Article III 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 (City). The City has delegated the responsibility of administering this Grant toJhe City's Cultural Affairs Program Manager or his designee. 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 NO.1. 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 ofJhe Cultural Affairs Program Manager or his designee. Said requests shall be made in advance, in writing, detailing and justifying the need for such changes. 3. Reports: This Grant has been awarded with the understanding that the described 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 or his designee with a written final report documenting that the Grantee has fulfilled all requirements. This report is to be received by the Cultural Affairs Program Manager or his designee within 45 days of the Project's completion date. Grantees completing their Project by Fiscal Year End, September 30, 2005, must submit their final reports no later than November 15, 2005. 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. Proaram Monitorina and Evaluation: The Cultural Affairs Program Manager or his designee 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 personnel. 6. Bank Accounts and Bondina: Monies received pursuant to this Agreement 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 Cultural Affairs Program Manager or his designee with the identity and title of individuals authorized to withdraw or write checks on Grant funds. 7. Accountina 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 Cultural Affairs Program Manager or his designee or his designee at the Grantee's offices during regular business hours and upon reasonable notice. Furthermore, the Cultural Affairs Program Manager or his designee 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 Miami Beach logo and the following credit line in all publications related to this Grant: City of Miami Beach, Cultural Affairs Program, Cultural Arts Council. 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 performance 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. Assianment: 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. 11. Compliance with Laws: The Grantee agrees to abide by and be governed by all applicable Federal, State, County and City laws, including but not limited to Miami-Dade County's Conflict of Interest and Code of Ethics Ordinance, as amended, which is incorporated herein by reference as if fully set forth herein, and Chapter 2, Article VII of the Miami Beach City Code, as amended, which is incorporated herein by reference as iffully set forth herein. 12. DefaultlTermination Provisions: In the event the Grantee shall fail to materially conform with any of the provisions of this Agreement, the Cultural Affairs Program Manager or his designee 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 Cultural Affairs Program Manager or his designee, 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 Cultural Affairs Program Manager or his designee 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 Cultural Affairs Program Manager or his designee 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. Indulaence Will Not be Waiver of Breach: The indulgence of either party with regard to any breach or failure to perform any provision of this Agreement shall not be deemed to constitute a waiver of the provision or any portion of this Agreement either at the time of the breach of failure occurs or at any time throughout the tenn of this Agreement. 14. 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 1-1 of this Agreement, and to the City when addressed as follows: Grisette Roque Marcos, Interim Director, Miami Beach Cultural Arts Council, 1700 Convention Center Drive, Miami Beach, Florida 33139-1819. 15. Caotions Used in this Aareement: 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 Aareement: 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 1111 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 tenns 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 of race, 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. Exhibit 1/ Revised Project Description Organization: Black Door Dance Comoanv Projecttitle: ... The Divine One... Completely describe Project approved by the Grants Panel and in a separate narrative detail all revisions to the Project based upon the City Commission approved award. Please be as specific as possible; name of event, specific dates, venues, times, artists, etc. Black Door Dance Celebrates The Divine One: The Music of Sarah Vaughan is the revised title of the approved project by the grants panel. The project will feature professional and classically-trained dancers from New York who will perform neo- classical ballet en pointe to the luscious vocals of Sarah Vaughan. Vaughan's forty- year recording career encompassed classical jazz dates to pop sessions and she was singing with world-class symphony orchestras by the eighties, when she attained diva status--a status to which many say she had actually been born. Black Door Dance Celebrates The Divine One: The Music of Sarah Vaughan will be held at the Byron Carlyle Theater, 500 71st Street, Miami Beach on Friday, February 11th and Saturday, February 12th, 2005 at 8:00 p.m. The artists performing will be dancers from Dance Theatre of Harlem, Alvin Ailey American Dance Theatre, Cirque du Solei!, and San Francisco Ballet. Revisions The revisions are due to a decrease in funding from the original request of $20,000 to the grant award of$7,OOO. That constitutes a $13,000 lose in the budget which can't be replenished at this late juncture. Eight dancers from New York were originally budgeted, however, we have had to make adjustments to program around only four dancers. There were decreases to the project expense budget under artistic and technical personnel, equipment rental, lightini materials, and insurance. The impact of the decrease will be visible in the theatricality of the production with duets filling in where group pieces were originally choreographed. However, the technical ability of each dancer will continue to remain a strong feature in the program.. Exhibit 2-A: Project Budget I Revised Total Project Budget Name of organization: Black Door Dance Companv Project Title: Black Door Dance Celebrates The Divine One: The Music of Sarah Vaughan Date(s) of Project: February 11-12. 2005 Attach a copy of the total Project budget or list cash expenses and cash revenues specifically identified with your program, project or events. Round off all numbers to the nearest dollar. EXPENSES REVENUES Cash In-Kind Cash In-Kind Personnel - artistic 12,000 Admissions 8,100 Personnel - technical 800 Contracted services Personnel - administration 3;000 Tuitions Outside artistic fees/services 5,000 Corporate support Outside other fees/services 4,488 Foundation support Marketing/Publicity 5,000 Individual support 32,838 Space rental 4,000 Government grants Travel 4,000 Federal Utilities State Equipment rental 600 Office supplies Insurance/Security 1,000 Other Costs: (Itemize below) Other Contributions (Itemize below) Rehearsal Space 20.312 Rehearsal Space 20,312 Costumes 4,650 Lighting Materials 1,400 Photographer 1.200 Videographer 800 Grant award $7000 Total cash expenses 47,938 Total cash revenues 47,938 Total in-kind expenses 20,312 Total in-kind revenues 20,312 Total project expenses 68,250 Total project revenues 68,250 (cash + in-kind) (cash + in-kind) Exhibit 2-B: Project Budget I Revised Grant Award Budget Name of organization: Black Door Dance Company Project Title: Black Door Dance Celebrates The Divine One: The Music of Sarah Vaughan Date(s) of Project: February 11-12, 2005 Directions: Identify and itemize cash expenses to be paid from Grant 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 Grant Expenses Personnel- artistic 7,000 Marketing/Publicity Personnel - administrative Space rental Personnel - technical Travel (local only) Outside artistic fees Outside other fees (Itemize below) Other costs (Itemize below) TOTAL: $7000 Grant requirements: Grant funds must be spent within budget categories agreed upon in grant agreement. All publications associated with City of Miami Beach cultural grant support must include the City of Miami Beach logo and the following byline: "City of Miami Beach, Cultural Affairs Program, Cultural Arts Council." Grant funds may not be used for: . Remuneration of City employees for any services rendered as part of a project receiving a grant from the City of Miami Beach Cultural Arts Council . "Bricks and mortar" or permanent equipment (permanent equipment necessary for proposed project may be purchased if the price is less than what is would cost to rent the equipment) . Debt reduction . Out-of-county travel or transportation . Fundraising events . Hospitality events . Events not open to the public