Miami Contemporary Dance Company
®MIAMI BEACH
City of Miami Beach Cultural Affairs Program and Cultural Arts Council
Fiscal Year 2006/07 Cultural Affairs Grant Agreement
~~~ ~~6P~
This Grant Agreement is entered into this ~ day of , 2007 ,between the City of Miami Beach,
Florida (the City), and (Grantee).
Article I !Grant Description
1. Grantee: Miami Contemporary Dance Company
Grant Contact: Ray Sullivan
Address: 1919 Purdy Avenue
City, State, Zip: Miami Beach, Florida 33139
Phone, fax, a-mail : 305-538-2988, 305-538-2987, miamicdc@yahoo.com
2. Grant amount: S 25.000 50% paid upon execution of this Agreement. Remaining 5096
paid upon completion of Project and submission and approval of Final Report.
3. Project description: See Exhibit 1, attached hereto
4. Itemized budget: See Exhibits 2-A Project Budget and 2-B Grant Budget, attached hereto
5. Contract deadline: October 27, 20(S~
6. Expenditure deadline: September 30, 200
7. Project completion date: September 30.2008
8. Final Report deadline: Must be postmarked or delivered no later than 45 days after Project
completion date
IN WITNESS WHEREOF, the parties hereto have executed this Agreement this ~~~ y of o ~ , 2t~
atti H. Sower, Mayor
Attest: ~ STATE OF FLORIDA, COUNTY OF MIAMI- DADE
Robert Parcher, City Clerk The foregoing instrument was acknowledged before me
Eye
this I day of~ ~~~°-- . 2t~tJ7 by
~{t+2F3N~ LL, ~ - of
M-A•t~l ~ ~tP~ PSG ~ a not-for-profit
~rporation. Fje/She is personally knovm to me~r has
produced~~IS• ~~ •70 • I'~-7• b ~ .
Notary PubNC Staff of Fbrid~
Diana A Useche
f My Canmissan DD459216
GRANTEE:
Federal ID #: 65-0989228
Notary Name: __~;- ~ ~ ~~~
Notary Public, State of Florida
BY: Rav Sullivan. Artistic Director
Printed Name of O nization's Authorized Representative ~y '
APPROVED A3 TpCommission Expires: ~° I~~ • 0°~ .
Signature ..-~ ~ -
LANGUAGB
ds:, F CUTION
Article II /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 to the City's Cultural Affairs Program Manager or
his Designee.
2. Project 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 Grant Award Budget in Exhibit 2-B shall not be permitted without
the prior written consent of the Cu~ural Affairs Program Manager or his Designee. Said requests shall be
made in advance, in writing, detailing and justifying the need for such changes.
3. Resorts: 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, 2007, must
submit their final reports no later than November 15, 2007.
4. Amount of Grant and Payment Schedule: The total amount of the Grant is specified in Article I-2
(subject to the restrictions in Article I-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, and execution of this Agreement by the parties hereto.
5. Program Monitoring 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 toobserve 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 Bonding: 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 Guttural Affairs Program Manager or his Designee 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 caned 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 specfied in Article I-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
2of9
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 II-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
instrumentatitiesrnay 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 othervvise 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 any one
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 properly 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 II-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 if fully set forth herein.
12. Default/Termination 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 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 termination, the Grantee shall be required to immediately
repay to the City all portions of the Grant which have been received by the Grantee, as of the date that the
written demand is received.
In the event that this Grant is terminated and the Grantee is requested to repay all or a portion of
the Grant funds because of a breach of this Agreement, the following terms will apply:
a. For First-time violations -Grantee shall be required to submit a final report with
documentation of expenditure of all grant awards already received (first half) prior to the termination
date. If such report is not approved by the Cultural Affairs Program Manager or his Designee, at his
sole discretion, Grantee shall be required to immediatey return all grant funds received in full to the
City of Miami Beach. Grantee will not receive remainder of this Grant award.
Additionally, Grantee will be ineligible to apply and/or receive a grant in the subsequent City
fiscal year. However, Grantee will be allowed to apply for future fiscal year's grants programs.
3of9
b. For more than First-time violations -Any future compliance infractions by Grantee will be
considered by the City, through its Cultural Affairs Program Manager or his Designee, on a case-by-
case basis. As part of his consideration, the Cultural Affairs Program Manager or his Designee 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 underthe 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 wrfing 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 upon
demand by delivering to the Cultural Affairs Program Manager or his Designee a certfied check for the
total amount due, payable to the City of Miami Beach, Florida.
These provisions do not waive or preclude the City ftom pursuing any other remedies that maybe
available to it under the law.
13. Indulgence 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 term 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 cert~ed letter addressed to the Grantee at the address
specified in Article I-1 of this Agreement, and to the City when addressed as follows: Gary Farmer, Interim
Cultural Affairs Program Manager, City of Miami Beach Dept. of Tourism and Cultural Development,1700
Convention Center Drive, Miami Beach, Florida 3313&1819.
15. 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 anyway limiting or extending the language
or provisions to which such captions may refer.
16. Contract Represents Total 1~areement: 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
mod cations 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 III /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
4of9
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.
19. 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 nrgard to principles of conflict of laws. The exclusive
venue for any litigation arising out of this Agreement shall be Miami-Dade Couniy, Fkxida, if instate court,
and the U.S. District Court, Southern District of Florida, if in federal court. BY ENTERING INTO THIS
AGREEMENT, Grantor 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 left intentionally blank-
5of9
Exhibit 1 /Revised Projec# Description
Organization Name:
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. Use extra page if necessary.
Project description as approved by Grants Panel:
These are the following categories written in the original grant application for 2047-
2008
MIAMI CONTEMPORARY COMPANY'S MAJOR PERFORMANCE SEASON, MIAMI
CONTEMPORARY DANCE SCHOOL, EMERGING CHOREOGRAPHER'S WORKSHOP:
NEW WORKS PROGRAM, DANCE EDUCATION CHILDREN'S OUTREACH PROGRAM
(DECO), INTERNATIONAL DANCE EXCHANGE: BUENOS AIRES AND MIAMI,
GARAGE DOOR DANCE SERIES:
Project description as revised (if applicable) based upon the City Commission approved award:
Changes to projecfs awarded under the Artistic Disciplines program must still adhere to the requirement that
the worm is new or has never before been presented in Miami Beach.
2007-08 MAJOR PERFORMANCE SEASON: TANGO UNDRESSED / TANGO AL DESNUDO,
October 5-6, 12-13, 2007 8:00 PM; MIAMI-ITALIA INTERNATIONAL November 30 -December 1,
2007 8:00 PM; YOUR BLOOD, MY BLOOD February 22 - 23, 2008 8:00 PM; THE DEATH OF
GARCIA LORCA / LA MUERTE DE GARCIA LORCA April 24 - 25, 2008 8:00 PM
GOLDEN DANCE TOURS: offering golden tickets to senior citizens as well as senior
prices. We are not performing in th senior centers this season but rather bringing them to
us.
GARAGE DOOR DANCE SERIES: is changing from monthly showings to periodical
showings with longer workshops.
6of9
Exhibit 2 A: Project Budget !Revised Total Project Budget
Name of organization:
Date(s) of Project: Oct. 1, 2007 -Sept. 30, 2008
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 250.000 20.000 Admissions 49.000
Personnel -technical 20.000 2,000 Contracted services 10.000
Personnel -administration 65.000 3.000 Tuitions 150.000
Outside artistic fees/services 9.000 Corporate support 16.400
Outside other fees/services 5,000 Foundation support 45.000
Marketing/Publicity 15.000 5.000 Individual support 60.000 40.000
Space rental 60.000 Government grants 100.000
Travel 4.000 10.000 Federal
Utilities 12.000 State
Equipment rental 5,000
Office supplies 4.000
Insurance/Secunty 6.400
Other Costs: (Itemize below) Other Contributions (Itemize below)
City of Miami Beach Grant Award 25,000
Total cash expenses 455.500
Total in-kind expenses 40.000
Total project expenses 495.000
CASH A IN-KIND
Total cash revenues 455.500
Total in-kind revenues 40,000
Total project revenues 495.500
CASH 8 IN-KIND
7of9
Exhibit 2-B: Project Budget /Revised Grant Award Budget
Name of organization:
Date(s) of Project:~~ `~I~aJC~
Grant Award: $cc25,000ward»
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
Grant Expenses
Personnel -artistic 25.000 Equipment Rental
Personnel -technical Space rental (Performance
Related Only)
Outside artistic fees Insurance (Performance
Related Only)
Marketing/Publicity Total Other Costs (itemize
Below)
Printing
Description Amount
Postage
In County Travel
TOTAL (must equal grant award): 25.000
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 Afl`airs Program, Cultural Arts Council. "
Allowable Grant Expenditures as Relates to Grant Project:
• Artistic and technical fees directly related to the proposed program or event
• Production costs related to the proposed program, project or event
• Honoraria
• Equipment rental and expendable materials
• Marketing
• Publicity
• Local travel and transportation costs within Miami Dade County and directly related to Miami Beach
based cultural programming and events (prior consultation with Cultural Affairs Program staff required if
using this expenditure category)
• 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
8of9
Grant Use Restrictions (grant funds may not be used towards):
• Remuneration of City of Miami Beach employees for any services rendered as part of a project
receiving a grant from Cultural Affairs grants programs
• Administrative salaries or fees
• "Bricks and mortar" or permanent equipment; unless the purchase price is less than the cost of
rental.
• City of Miami Beach 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
excluded from this restriction)
• Travel or transportation outside the local Miami Dade County area
• Social/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
• Events not open to the public; unless the event serves to specifically benefit City of Miami Beach
government
Required supporting materials for final reports submitted witfiin 45 days upon completion of grant
project:
• Copies of all nrceipts, invoices and expenditures of grant monies. CATEGORIZE ALL
RECEIPTS, INVOICES AND CANCELLED CHECKS (front and back copies), ETC.
ACCORDING TO THE GRANT BUDGET (i.e. -all artists payments, separate from
advertising payments)
• Proof of logo and credit line in project publications and advertisements
• Proof of performance(s), such as programs, brochures and flyers.
9of9
,.
tat.
~~O~tDa
~p~ttrrmpni of ~tn2P
I certify the attached is a true and correct copy of the Articles of Incorporation of
MIAMI CONTEMPORARY DANCE CORPORATION, a Florida corporation, filed
on February 22, 2000, as shown by the records of this office.
The document number of this corporation is N000000.01319.
,_::..:.
,,,-
_ ~~_
-: ,
~~ =
'`.
",.'
=,~
Given under my hand and the
-Great Seal of the State of Florida
at Tallahassee, the Capitol, this the
Twenty-ninth day of February, 2000
...i~~~ MCA ~7"7ZS
i~~.itlirrinr Barris
~rn•rf7rn of ~f7fr
CR2E022 ri•99)
Articles of Incorporation
of
Miami Contem ora Danc or oration
These Articles of Incorporation are hereby adopted by the Board of Iirectors of Miami
Contemporary Dance Corporation, for the purpose of forming a corporation under the Florida
Not for Profit Corporation Act. a
rm o
r c: -*,
Article I -Name >>-~ ~
fV
c~~:~. N
The name of this corporation is Miami Contemporary Dance Corporation. ~:
Doing business as Miami Contemporary Dance Company. ^~:
f cf: N
~Y ..
Article II -Location °yr" `°
'i1
i~
The place in this state where the principal office of the Corporation is to be located is the
City of Miami Beach in Dade County. The business and mailing address of the Corporation is:
] 6] 0 Euclid Avenue, #B, Miami Beach, FL 33139.
Article III- Purpose
The purposes for which the Corporation are organized are exclusively charitable and
educational within the meaning of Section SOl (c)(3) of the Internal Revenue code of 1954 or the
1
corresponding provision of any future United States Internal Revenue law. T /~ ~ f' c- rf' ~S C' ~ '~
' •~ ~ j t•~ r:. /7 / [1C r~ p r S-f << ~ L ~{•c' ~- C C- /) ft Mp C ~ r~a r•
Article IV -Directors
The board of Directors of Miami Contemporary Dance Corporation: shall be elected as .
stated in the by-laws of the corporation. The names and addresses of the persons who are
the initial Directors of the Corporation are as follows:
Raymond M. Sullivan, President/Treasurer
1610 Euclid Avenue #B
Miami Beach, FL 33139
Jorge Gallardo, Vice PresidentJSecretary
1754 Meridian Avenue #404
Miami Beach, FL 33139
Esaias Johnson, Director
774 NE 7 ] Street
Miami, FL 3 313 8
Article V -Powers
Notwithstanding any other provision of these articles, this organization shall not carry on
any other activities not permitted to be carried on by an organization exempt from Federal income.
tax under Section 501(c)(3) of the Internal Revenue Code of 1954
Article VI -Dissolution
In the event of dissolution of the Corporation, the residual .assets of the organization will
be turned over to one or more. organizations which themselves are exempt as organizations
described in Sections SO1(c)(3) and 170(c)(2) of the lnternal Revenue Code of 1954 or the
corresponding sections of any prior or future Internal Revenue Code, or to the federal, State, or
local government for exclusive public purpose.
Article VII -Officers
The business affairs of the Corporation are to be managed by a President, Vice
president, Secretary, and a Treasurer. The artistic affairs of the Corporation are to be managed by
an Artistic Director. Such officers shall be elected annually by the Board of Directors, with the
exception of the Artistic Director which will be elected at such time when requisite.
Article VIQ - By-laws
The By-laws of the corporation are to be made, altered, or rescinded by the Directors of
the Corporation.
Article IX -Amendments to Articles
These Articles of Incorporation may be amended by the Board of Directors of the
Corporation. Such amendments may be proposed and adopted in the manner provided in the By-
laws of the corporation.
Article X • Initial Registered Agent And Street Address
Raymond Sullivan - 1610 Euclid Avenue, Apt. B, Miami Beach, FL 33139
~' L ~ J
.
Article XI -Incorporator
Raymond Sullivan - 16] 0 Euclid Avenue, Apt. B, A9iami Beach, FL 33139
Article J~II - BAte
_C~_t ~.~,, ' C ,t,.; -- ~ ---~ February. 17..000
R y and Sullivan resident and Treasurer
The undersigned incorporator has executed these Articles of lnc~rporation Phis l 7`h day of~
February 2000.
Ilm~in~~ hcen named n re~i.ctered alien! and m acc•ep! serrice ujlhe prvice.cc•jvr ~he~ ahvve s~alec! c•orpvrn~ion a the
place de.ciYnnted in this certifrcale, 7 hert~hti• nccep~ the appainrmen~ n•~• reKis~ered nXen~ and agree ru act in Ihi•c
capncilt : l,jurlher spree !o annply ~+•i•/h the prori.civn.c ~~jn/! .annue.~• relnlin,2 tri she proper and cvmplen~
per rnumce nji •~~ duties, mid 1 can jnmiliar ~+ith and nccepl the nhli,Ynlion.c ojnn• pv.ci~ion ac reRi.c~ercd a,Yenr.
~- ~ t , ~, ~•.. ~ ~ ~~ - ~----- ~ February, 17 2000
Ray and Sullivan; Registered Agent
:%
D cn o
ter-. o
~ r: -~-~
r~' ~ `~
~
c
,n ~
• tV 7
r
- .
n _- s
-n
r
^ .~~
c, N
o - ..
N~1 ~
~
Q rn ^^
,
W
w
r