2017-130 GRANT AWARD AGREEMENT BETWEEN
THE STATE OF FLORIDA,DEPARTMENT OF STATE
AND
City of Clermont
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 City of Clermont hereinafter referred to as the"Grantee"
The Grantee has been awarded a Cultural Facilities Grant(CSFA 45.014)by the Division,grant number 18.c.cf.300.307 for the project Westlake
Wetlands Performance/Event Area.in the amount of$500,000.Funds for this grant have been appropriated in the FY 2018 General Appropriations
Act on line 3144A The Division has the authority to administer this grant in accordance with Section 265.701,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 Westlake Wetlands Performance/Event Area project,the public purpose for which
these funds were appropriated as described in Attachment A,Project Description.
a)The Grantee shall perform the following Scope of Work:
The proposed project will consist of the construction of an outdoor stage area at Victory Pointe Park.The covered stage will be located on the east side
of the park in close proximity to the water.A natural lawn area will stretch west,creating a flexible space for seating,separate programming or
display space for events such as the Clermont Art Festival.For popular performances on the stage this space will allow for larger audiences.
Surrounding the lawn and gathering space will be a seating wall.The structure will provide unique seating while defining the cultural event area.
Wide walkways will connect the area to the rest of the site,parking and the waterfront.
Project Deliverables:
• Covered performance stage
•Lighting and Sound System integrated from the stage into the entire site
•Seating and Event Area induding security and access lighting
All tasks associated with the project will be performed by 6/1/2019
All project work will be completed under the supervision of a licensed architect or licensed contractor.
b)The Grantee agrees to provide the following Deliverables and Performance Measures related to the Scope of Work for payments to be
awarded.
Payment Deliverable Deliverable Payment
Number Number Description Documentation Amount
The Grantee will have Completed Application and Certificate for Payment(AIA Document G702)and Schedule
completed at least 30 of Contract Values(AIA Document G703),or its equivalent(see Appendix 1)along with a
1 1 percent(30%)of the Contractor's Affidavit of Completion,showing at least 30 percent(30%)of the project $150,000
project prior to completed.
payment.
The Grantee will have Completed Application and Certificate for Payment(AIA Document G702)and Schedule
completed at least 60 of Contract Values(AIA Document G703),or its equivalent(see Appendix 1)along with a
2 percent(60%)of the Contractor's Affidavit of Completion,showing at least 60 percent(60%)of the project $150,000
project prior to
completed.
payment.
The Grantee will have Completed Application and Certificate for Payment(AIA Document G702),Schedule of
completed at least 100 Contract Values(AIA Document G703),and a Certificate of Substantial Completion(AIA
3 percent(100%)of the Document G704),or its equivalent(see Appendix 1)along with a Contractor's Affidavit of $200,000
project prior to Completion,showing 100 percent(100%)of the project completed,including all retainage
payment. amounts paid.
c)The Grantee has provided an Estimated Project Budget(which is incoit,mated as part of this Agreement and entitled Attachment C).All
expenditures for this agreement shall be in accordance with this budget(Attachment C).
d)Change Orders.Should grant expenditures exceed the budgeted grant amount for any work item 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 7/1/2017,and shall end 6/1/2019,unless terminated in accordance with the provisions of
Section 37 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:
Teri Abstein
Florida Department of State
RA Gray Building
500 South Bronough Street
Tallahassee,FL 32399
Phone 850.245.6299
Email:teri.abstein@dos.myflorida.com
For the Grantee:
Contact:James Kinzler
Address:685 W.Montrose St Clermont,FL 34711-2119
Phone:
Email:jkinzlerCoMermontfLorg
4. Required Information Needed with Return of Signed Agreement.Prior to the disbursement of funds,the Grantee must provide the
following with the return of the signed Agreement.
a)Signed Grant Award Agreement which details the Scope of Work and Deliverables.
b)Legal Description of the Property.The Grantee has provided and attached the legal description of the property on which the cultural
facility is or will be located,(which is incorporated as part of this Agreement and entitled Attachment B).
c)Choose to Record a Restrictive Covenant or Purchase a Surety Bond.The Grantee has provided documentation that the Restrictive
Covenant has been recorded with the Clerk of the Circuit Court of the county where the property is located,or provided a Surety Bond.(See
Section 20 and 21)
d)Corporate Nonprofit Status.The Grantee must provide a copy of the corporations'not-for-profit status and continue to maintain its not-
for-profit eligibility,as a public entity or a tax-exempt Florida corporation,for the duration of the Restrictive Covenant or Surety Bond.
e)Historic Preservation Review.The Grantee must submit the confirmation received from the Bureau of Historic Preservation regarding the
historical significance of the property.Applies if structures are 50 years or older.(See Section 22)
f)Submit a copy of the Grantee's Florida Substitute Form W-9.(See Section 7)
5. Grant Payments.All grant payments are requested by submitting a payment request,Application and Certificate for Payment(AIA
Document G702)and Schedule of Contract Values(AIA Document G703)or its equivalent along with a Contractor's Affidavit of Completion.
The total grant award shall not exceed$500,000,which shall be paid by the Division in consideration for the Grantee's minimum performance
as set forth by the terms and conditions of this Agreement.The grant payment schedule is outlined below:
a)The first payment will be 30 percent(30%)of the grant award.Payment will be made in accordance with the completion of the
Deliverables and performance measures.
b)The second payment will be 30 percent(30%)of the grant award.Payment will be made in accordance with the completion of the
Deliverables and performance measures.
c)The third payment will be 40 percent(40%)of the grant award.Payment will be made in accordance with the completion of the
Deliverables and performance measures.
6. Electronic Payments.The Grantee can 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 organization,you do not need to submit another authorization form unless you have changed bank
accounts.To download this form visit http://www.myfloridacfo.cam/Division/AA/Forms/DFS-A1-26E.pdf.This page also includes tools and
information that allow you to check on payments.
7. 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).To register or access a Florida
Substitute Form W-9 visit https://flvendor.myfloridacfo.com/.A copy of the Grantee's Florida Substitute Form W-9 must be submitted
with the executed Agreement.
8. Amendment to Contract.Either party may request modification of the provisions of this Agreement by submitting a Change Request form to
the Division.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.The Change Request
form is available on the Division's online grant system.
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)First payment will be withheld if Deliverables are not satisfactorily completed.
b)Second payment will be withheld if Deliverables are not satisfactorily completed.
c)Third payment will be withheld if Deliverables are not satisfactorily completed.
10. Encumbrance of Funds.Encumbrance Period is between July 1 and June 30 of the first year of the grant period,during which state dollars
must be obligated to pay for prjectmlpenses.To encumber means to have a signed contract with an architect or contractor for the expenditure
of all grant and matching funds.All grant funds must be encumbered under the terms of a binding contractual agreement by June 30,except as
allowed below.
a)Extension of Encumbrance Deadline:The encumbrance deadline indicated above may be extended by written approval of the Division. To
be eligible for this extension,the Grantee must demonstrate to the Division that full encumbrance of grant funding and the required match
by binding contract(s)is achievable by the end of the requested extended encumbrance period. The Grantee's written request for extension of
the encumbrance deadline must be submitted to the Department no later than fifteen(15)days prior to the encumbrance deadline indicated
above. The maximum extension of the encumbrance period shall be thirty(30)days.
11. Grant Reporting Requirements.The Grantee must submit the following reports to the Division.All reports on grant progress will be
submitted online through www.dosgrants.com.
a)First Project Progress Report is due by January 31,for the period ending December 31(first year of the Grant Period).
b)Second Project Progress Report is due by July 31,for the period ending June 30(first year of the Grant Period).
c)Third Project Progress Report is due by January 31,for the period ending December 31(second year of the Grant Period).
d)Final Report.The Grantee must submit a Final Report with photos of completed project to the Division by July 15(second year
of the Grant Period).
12. Matching Funds.Matching funds must meet the following requirements:
a)Be directly related to the specific construction or renovation work described in the application submitted by the grantee,summarized in
the Scope of Work,and detailed in the Estimated Project Budget.
b)May not consist of general operating expenses as described in Section 16 of this agreement.
c)Be clearly accounted for by documentation maintained at the Grantee's office.
d)May not consist of state dollars from any source.
e)May not consist of matching funds claimed for any other state grant.
13. Grant Completion Deadline.The grant completion deadline is 6/1/2019.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
Estimated Project If the Grantee finds it necessary to request an extension of the Grant Completion Deadline,the extension may not exceed 60
days,unless the Grantee can demonstrate extenuating circumstances as described in Section 14 of this Agreement.
14. Extension of the Grant Completion Deadline.An extension of the completion date must be requested at least thirty(30)days prior to the
end of the grant period and may not exceed 60 days,unless the Grantee can dearly 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.
15. Credit Line(s)to Acknowledge Grant Funding.All construction projects shall display a project identification sign in a prominent location at
the Project site and shall maintain said sign while work is in progress.The sign must be a minimum of eight(8)square feet in area,be
constructed of plywood or other durable material,and shall contain the following acknowledgment of grant assistance:
a)"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).
b)Any variation in the above specifications must receive prior approval in writing by the Division.The cost of preparation and erection of the
project identification sign are allowable project costs. Routine maintenance costs of project signs are not allowable project costs.
16. 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 http:/iwww.myfloridacfo.com/aadir/reference guide!.In addition,the following are not allowed as grant or matching expenditures:
a)General Operating Expenses(GOE).Administrative costs for running the organization(including but not limited to salaries,travel,
personnel,office supplies,mortgage or rent,operating overhead or indirect costs,etc.)
b)Costs associated with representation,proposal,or grant application preparation
c)Costs incurred or obligated outside of the grant period
d)Costs for lobbying or attempting to influence federal,state or local legislation,the judicial branch,or any state agency
e)Costs for planning,which include those for preliminary and schematic drawings,and design development documents necessary to carry
out the project
f)Costs associated with bad debts,contingencies(money set aside for possible expenses),fines and penalties,interest,taxes(of any kind),and
other financial costs including bank fees and charges and credit card debts
g)Costs for travel,private entertainment,food,beverages,plaques,awards,or scholarships
h)Projects restricted to private or exclusive participation,including restriction of access to programs on the basis of sex,race,creed,national
origin,disability,age,or marital status
i)Re-granting,contributions,and donations
j)Reimbursement of costs that are paid prior to the execution of the Grant Award Agreement or outside the dates stated in the grant award
agreement
k)Also refer to Section 216.348,Florida Statutes,Fixed capital outlay grants and aids to certain nonprofit entities.
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,but not
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,Attention:Teri Abstein.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 or five percent(5%)of the face amount of
the returned check or draft,whichever is greater.
19. Unrestricted Use and Access.The Grantee must maintain Unrestricted Use of the land and buildings associated with the Cultural Facility for
a minimum of 10 years following the Grant Award(Grant Award means the date on which the Grant Award Agreement is fully executed).
a)Lease of Land and Buildings.If the land and buildings are leased,the Division may,from time to time,require certification from the
Grantee or the property owner that the lease is in full force and effect,that it has not been modified or terminated,and that the Grantee is not
in default of the lease(or in the case of an owner,documentation of ownership is required). Failure to provide such certification will constitute
a default hereunder,which will give the Division the right to terminate this Agreement and demand the return of all or a part of any funds
already delivered,and/or to withhold funds from subsequent grants.
b)Retaining Ownership of Land and Buildings.The owner of land and building(s)must retain ownership of the land and buildings,
along with improvements made to the land and building(s),for at least 10 years following the Grant Award.
20. Restrictive Covenant.If the Grantee chooses to record a Restrictive Covenant and the facility ceases to be used as a"Cultural Facility"during
the ten(10)years following the Grant Award,the grant funds must be repaid to the Division according to the Restrictive Covenant Amortization
Schedule(incorporated into this Agreement and attached as Attachment D).
21. Surety Bond instead of a Restrictive Covenant.If a Surety Bond is selected by the Grantee and the facility ceases to be used as a"Cultural
Facility"during the ten(10)years following the Grant Award,the grant funds must be repaid to the Division according to the Surety Bond
Amortization Schedule(incorporated into this Agreement and attached as Attachment E).
22. Historic Preservation Review.If the facility that is being renovated with state funds is fifty(50)years old or older,then in accordance with
Section 267.061(2)(a)and(b),Florida Statutes,the Grantee must submit information about the grant project to the Division of Historical
Resources,Bureau of Historic Preservation("Bureau"),so that it may determine whether the project has historic significance.Should the Bureau
deem the facility to have historic significance,grant funds may only be released after the Bureau notifies the Division,in writing,that the
Grantee has satisfied the Bureau's requirements. If the facility is not deemed to be of historic significance,grant funds will be released to Grantee
in accordance with Section 5 of this Agreement.
23. Fortuitous Finds.In the event of unexpected discoveries during ground disturbing activities within the project area:
a)If prehistoric or historic artifacts,such as pottery or ceramics,projectile points,dugout canoes,metal implements,historic building
materials,or any other physical remains that could be associated with Native American,early European,or American settlement are
encountered at any time within the project site area,the project shall cease all activities involving subsurface disturbance in the immediate
vicinity of the discovery.The applicant shall contact the Florida Department of State,Division of Historical Resources,Compliance Review
Section,at(850)-245-6333. Project activities shall not resume without verbal and/or written authorization.
b)In the event that unmarked human remains are encountered during permitted activities,all work shall stop immediately and the proper
authorities notified in accordance with Section 872.05,Florida Statutes.
24. 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 F for additional information regarding this requirement.
25. 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 ten(10)years after the close out of the grant.If any litigation or audit is
initiated,or claim made,before the expiration of the ten-year period,the records shall be retained until the litigation,audit,or claim has been
resolved.Retention period shall match the ten(10)year Restrictive Covenant or Surety Bond period.
26. 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.
27. 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 Ad. The Grantee must immediately contact the Division's Contract Manager
for assistance if it receives a public records request related to this Agreement.
28. 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.
29. 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).
30. 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.
31. 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.
32. 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.
33. 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 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.
34. 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.
35. No Discrimination.The Grantee may not discriminate against any employee employed under this Agreement,or against any applicant for
employment because of race,religion,gender,national origin,age,handicap or marital status. The Grantee shall insert a similar provision in all
of its subcontracts for services under this Agreement.
36. 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.
37. 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.
38. 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.
39. 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
Agreement
40. 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 in accordance with Section 287.057,Florida Statutes.
41. 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
42. 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
43. No Employment of Unauthorized Miens.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.
44. 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.
45. 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.
46. 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.
47. Entire Agreement.The entire Agreement of the parties consists of the following documents:
a. This Agreement
b. Project Description(Attachment A)
c. Legal Description of the Property(Attachment B)
d. Estimated Project Budget(Attachment C)
e. Recorded Restrictive Covenant and Amortization Schedule(Attachment D)or Issued Surety Bond and Amortization Schedule
(Attachment E)
f. Single Audit Act Requirements and Exhibit I(Attachment F)
g. Schedule of Contract Values form(Appendix 1)
In acknowledgment of Grant Number 18.c.cf.300.307
provided for from funds appropriated in the FY 2018 General Appropriation Act in the amount of$500,000,I hereby certify that I have
read this entire Agreement,and will comply with all of its requirements.
Grantee
Department of State: By: � I ! '
By Authorizing Official for the Grantee
Sandy Shaughnessy,Di rasion or Gad) + L L . AS)) r
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ATTACHMENT A
Project Description
ATTACHMENT B
ATTACH LEGAL DESCRIPTION OF PROPERTY
ATTACHMENT C
Estimated Project Budget
Grants Cash In Kind
Budget Category Funds Match Match Description
Masonry $85,000 $115,000 $0 construction of seating areas,stage,hardscape
Site Construction $130,000 $270,000 $0 Demo,Earthwork,Drainage,Utilities
Architectural Services $0 $130,000 $0 Design and Engineering of project
Finishes $20,000 $80,000 $0 Exterior finishes,stage/seating finishes
General Requirements $50,000 $75,000 $0 Gen.Conditions,Bond,Insurance&MOT
Electrical $75,000 $135,000 Performance Lighting and Sound system,seating lighting,electrical
wiring
Concrete $60,000 $60,000 $0 Seating areas/wall,promenade,stage base
Metals $30,000 $70,000 $0 Stage fac,railings,metal fixtures
Thermal and Moisture
Protection $50,000 $65,000 $0 Stage Roofing
Totals: $500,000 $1,000,000 $0
ATTACHMENT D
Restrictive Covenant Provisions and Amortization Schedule
1. If the Grantee chooses to record a Restrictive Covenant,the Grantee,and the property owner(s)(if the land or buildings or both are leased by the
grantee),shall execute and file a Restrictive Covenant with the Clerk of the Circuit Court in the county where the property is located,prior to the
date that the agreement is executed.
2. The Restrictive Covenant shall include the following provisions:
a)That the Restrictive Covenant shall run with title to the building(s)and the associated land and improvements funded by the grant,shall
encumber them,and shall be binding upon the Grantee(and the owner(s),if different person(s),and the successors in interest),for(10)ten
years from the Grant Award.
b)The owner(s)of the improvements made to the building(s)and associated land,funded in whole or in part by grant funds,must also
execute the Restrictive Covenant.
c)The Grantee(and owners,if different persons)shall permit the Division to inspect the Cultural Facility and associated land at all reasonable
times to determine whether the Grantee is in compliance with the Grant Award Agreement and the Restrictive Covenant.
d)The Grantee must maintain the building(s)as a"Cultural Facility."For the purposes of this program,a"Cultural Facility'is defined as a
building which shall be used primarily for the programming,production,presentation,exhibition or any combination of the foregoing for
any of the cultural disciplines listed in Section 265.283(7),Florida Statutes. These disciplines include,but are not limited to music,dance,
theatre,creative writing,literature,architecturepainting,sculpture,folk arts,photography,crafts,media arts,visual arts,programs of
museums,and other such allied,major art forms
e)The Restrictive Covenant shall also contain the following amortization schedule for repayment of grant funds,should the Grantee or
owners or their successors in interest violate the Restrictive Covenant.
a.If the violation occurs within five(5)years following the Grant Award,100%of the grant amount;
b.If the violation occurs more than five(5)but less than six(6)years following the Grant Award,80%of the grant amount;
c.If the violation occurs more than six(6)but less than seven(7)years following the Grant Award,65%of the grant amount;
d.If the violation occurs more than seven(7)but less than eight(8)years following the Grant Award,50%of the grant amount;
e.If the violation occurs more than eight(8)but less than nine(9)years following the Grant Award,35%of the grant amount;and
f.If the violation occurs more than nine(9)but less than ten(10)years following the Grant Award,20%of the grant amount.
f)Other provisions as agreed upon by the Division and the Grantee.
ATTACHMENT E
Surety Bond and Amortization Schedule
1. Any Grantee entering into a Grant Award Agreement with the Division for the acquisition,renovation,or construction of a Cultural Facility that
chooses not to record a Restrictive Covenant must purchase a 10-year Surety Bond.
2. A certified copy of the Bond Agreement must be provided to the Division prior to the execution of the Grant Award Agreement.
3. The Bond Agreement must:
a)Provide that the facility described in Attachment A Scope of Work,incorporated by reference in the Grant Award Agreement,will be used
as a"Cultural Facility"for(10)ten years following the Grant Award;A Cultural Facility means a building which shall be used primarily for
the programming,production,presentation,exhibition or any combination of the above functions of any of the arts and cultural disciplines
defined in s.265.283(7),F.S.These disciplines include,but are not limited to music,dance,theatre,creative writing,literature,architecture,
painting,sculpture,folk arts,photography,crafts,media arts,visual arts,programs of museums,and other such allied,major art forms.
b)Be purchased from a surety insurer authorized to do business in the Florida as a Surety;
c)Provide that there will be a violation of the Bond Agreement if the facility ceases to be used as a"Cultural Facility"as required by Section
265.701(4),Florida Statutes,within 10 years following the Grant Award,and that the surety insurer must immediately repay funds to the
Division,pursuant to the following amortization schedule:
1.If the violation occurs within three(3)years following the Grant Award,100%of the grant amount;
2.If the violation occurs more than three(3)but less than four(4)years following the Grant Award,80%of the grant amount;
3.If the violation occurs more than four(4)but less than five(5)years following the Grant Award,70%of the grant amount;
4.If the violation occurs more than five(5)but less than six(6)years following the Grant Award,60%of the grant amount;
5.If the violation occurs more than six(6)but less than seven(7)years following the Grant Award,50%of the grant amount;
6.If the violation occurs more than seven(7)but less than eight(8)years following the Grant Award,40%of the grant amount;
7.If the violation occurs more than eight(8)but less than nine(9)years following the Grant Award,30%of the grant amount;
8.If the violation occurs more than nine(9)but less than ten(10)years following the Grant Award,20%of the grant amount.
ATTACHMENT F
FEDERAL AND STATE OF FLORIDA SINGLE AUDIT ACT REQUIREMENTS
AUDIT REQUIREMENTS
The administration of resources awarded by the Department of State to the Grantee may be subject to audits and/or monitoring by the Department of
State as described in this Addendum to the Grant Award Agreement.
Monitoring
In addition to reviews of audits conducted in accordance with 2 CFR 200.501 Section 215.97,Florida Statutes,monitoring procedures may include,but
not be limited to,on-site visits by Department of State staff,limited scope audits as defined by 2 CFR 2§200.425,and/or other procedures. By
entering into this agreement,the recipient agrees to comply and cooperate with any monitoring procedures/processes deemed appropriate by the
Department of State. In the event the Department of State determines that a limited scope audit of the recipient is appropriate,the recipient agrees to
comply with any additional instructions provided by the Department of State staff to the recipient regarding such audit. The recipient further agrees
to comply and cooperate with any inspections,reviews,investigations or audits deemed necessary by the Chief Financial Officer or Auditor General.
AUDITS
PART I:FEDERALLY FUNDED
This part is applicable if the recipient is a State or local government or a non-profit organization as defined in 2 CFR 200.90,200.64&200.70 as
revised.
1. In the event that the recipient expends$750,000 for fiscal years ending after December 31,2014 or more during the non-Federal entity's fiscal
year in Federal awards in its fiscal year,the recipient must have a single or program-specific audit conducted in accordance with the provisions
of 2CFR 200.501.Exhibit 1 to this agreement indicates Federal resources awarded through the Department of State.The determination of
amounts of Federal awards expended should be in accordance with the guidelines established by 2 CFR 200.502. An audit of the recipient
conducted by the Auditor General in accordance with the provisions of 2 CFR 200.514,as revised,will meet the requirement of this part.
2. In connection with the audit requirements addressed in Part I,paragraph 1,the recipient shall fulfill the requirements relative to auditee
responsibilities as provided in 2 CFR 200.508.
3. If the recipient expends less than$750,000 for fiscal years ending after December 31,2014 in Federal awards in its fiscal year,an audit
conducted in accordance with the provisions of 2 CFR 200.501 is not required.In the event that the recipient expends less than$750,000 for fiscal
years ending after December 31,2014 in Federal awards in its fiscal year and elects to have an audit conducted in accordance with the
provisions of 2 CFR 200.501,the cost of the audit must be paid from non-Federal resources(i.e.,the cost of such an audit must be paid from
recipient resources obtained from other than Federal entities). (d)Exemption when Federal awards expended are less than$750,000.A non-Federal
entity that expends less than$750,000 during the non-Federal entity's fiscal year in Federal awards is exempt from Federal audit requirements
for that year,except as noted in 2 CFR§200.503 Relation to other audit requirements but records must be available for review or audit by
appropriate officials of the Federal agency,pass-through entity,and Government Accountability Office(GAO).
The Internet web addresses listed below will assist recipients in locating documents referenced in the text of this agreement and the interpretation of
compliance issues.
U.S.Government Printing Office www.ecfr.gov
PART II:STATE FUNDED
This part is applicable if the recipient is a nonstate entity as defined by Section 215.97(2)(I),Florida Statutes
1. In the event that the recipient expends a total amount of state financial assistance equal to or in excess of$750,000 in any fiscal year of such
recipient(for fiscal years ending after June 30,2016),the recipient must have a State single or project-specific audit for such fiscal year in
accordance with Section 215.97,Florida Statutes;applicable rules of the Executive Office of the Governor and the Chief Financial Officer,and
Chapters 10.550(local governmental entities)or 10.650(nonprofit and for-profit organizations),Rules of the Auditor General.EXHIBIT 1 to this
agreement indicates state financial assistance awarded through the Department of State by this agreement. In determining the state financial
assistance expended in its fiscal year,the recipient shall consider all sources of state financial assistance,induding state financial assistance
received from the Department of State,other state agencies,and other nonstate entities. State financial assistance does not include Federal direct
or pass-through awards and resources received by a nonstate entity for Federal program matching requirements.
2. In connection with the audit requirements addressed in Part II,paragraph 1,the recipient shall ensure that the audit complies with the
requirements of Section 215.97(7),Florida Statutes.This includes submission of a financial reporting package as defined by Section 215.97(2)
(d),Florida Statutes,and Chapters 10.550(local governmental entities)or 10.650(nonprofit and for-profit organizations),Rules of the Auditor
General.
3. If the recipient expends less than$750,000 in state financial assistance in its fiscal year(for fiscal years ending after June 30,2016),an audit
conducted in accordance with the provisions of Section 215.97,Florida Statutes,is not required.In the event that the recipient expends less than
$750,000 in state financial assistance in its fiscal year ending after June 30,2016 and elects to have an audit conducted in accordance with the
provisions of Section 215.97,Florida Statutes,the cost of the audit must be paid from the nonstate entity's resources(i.e.,the cost of such an
audit must be paid from the recipient's resources obtained from other than State entities).
The Internet web addresses listed below will assist recipients in locating documents referenced in the text of this agreement and the interpretation of
compliance issues.
State of Florida Department Financial Services(Chief Financial Officer)
http://www.fldfs.com/
State of Florida Legislature(Statutes,Legislation relating to the Florida Single Audit Act)http://www.leg.state.fl.usl
PART III: REPORT SUBMISSION
1. Copies of reporting packages for audits conducted in accordance with OMB Circular A-133,as revised,and required by PART I of this
agreement shall be submitted,when required by Section.320(d),OMB Circular A-133,as revised,by or on behalf of the recipient directly to
each of the following:
A The Department of State at each of the following addresses:
Office of Inspector General
Florida Department of State
R A Gray Building,Room 114A
500 South Bronough St.
Tallahassee,FL 32399-0250
B.The Federal Audit Clearinghouse designated in OMB Circular A-133,as revised(the number of copies required by Sections.320(d)(1)and
(2),OMB Circular A-133,as revised,should be submitted to the Federal Audit Clearinghouse),at the following address:
Federal Audit Clearinghouse
Bureau of the Census
1201 East 10th Street
Jeffersonville,IN47132
C.Other Federal agencies and pass-through entities in accordance with Sections.320(e)and(f),OMB Circular A-133,as revised.
2. Copies of financial reporting packages required by PART II of this agreement shall be submitted by or on behalf of the recipient directly to each
of the following:
A The Department of State at each of the following addresses:
Office of Inspector General
Florida Department of State
RA Gray Building,Room 114A
500 South Bronough St.
Tallahassee,FL 32399-0250
B.The Auditor General's Office at the following address:
Auditor General's Office
Room 401,Pepper Building
111 West Madison Street
Tallahassee,Florida 32399-1450
3. Any reports,management letter,or other information required to be submitted to the Department of State pursuant to this agreement shall be
submitted timely in accordance with OMB Circular A-133,Florida Statutes,and Chapters 10.550(local governmental entities)or 10.650
(nonprofit and for-profit organizations),Rules of the Auditor General,as applicable.
4. Recipients,when submitting financial reporting packages to the Department of State for audits done in accordance with OMB Circular A-133 or
Chapters 10.550(local governmental entities)or 10.650(nonprofit and for-profit organizations),Rules of the Auditor General,should indicate the
date that the reporting package was delivered to the recipient in correspondence accompanying the reporting package.
PART IV: RECORD RETENTION
1. The recipient shall retain sufficient records demonstrating its compliance with the terms of this agreement for a period of five years from the date
the audit report is issued,and shall allow the Department of State,or its designee,CFO,or Auditor General access to such records upon request.
The recipient shall ensure that audit working papers are made available to the Department of State,or its designee CFO,or Auditor General
upon request for a period of at least three years from the date the audit report is issued,unless extended in writing by the Department of State.
EXHIBIT-1
FEDERAL RESOURCES AWARDED TO THE RECIPIENT PURSUANT TO THIS AGREEMENT CONSIST OF THE FOLLOWING:
Not applicable.
COMPLIANCE REQUIREMENTS APPLICABLE TO THE FEDERAL RESOURCES AWARDED PURSUANT TO THIS AGREEMENT ARE
AS FOLLOWS:
Not applicable.
( • P E AWARD • • . ( ' ►l ' 1( 40 • HI A ' - +i ni •♦ • • •
MATCHING RESOURCES FOR FEDERAL PROGRAMS;
Not applicable.
1; l • S. • •( P: : _ I '
Florida Department of State Cultural Facilities Grants;CSFA Number 45.014.Award Amount:$500,000
COMPLIANCE REQUIREMENTS APPLICABLE TO STATE RESOURCES AWARDED PURSUANT TO THIS AGREEMENT ARE AS
FOLLOWS:
The compliance requirements of this state project may be found in Part Four(State Project Compliance Requirements)of the State Projects
Compliance Supplement located at https://apps.fldfs.comlfsaa/.
APPENDIX 1
Schedule of Contract Values
(This form must be completed by the Contractor for the Project.)
PROJECT NAME: APPLICATION
NO:
APPLICATION
PROJECT#: DATE:
CONTRACTOR: PERIOD TO:
PERCENT
COMPLETE
TO DATE:
A B C D E F G H I J
ITEM DESCRIPTION SCHEDULED WORK COMPLETED MATERIALS TOTAL % BALANCE RETAINAGE
OF WORK
NO. VALUE FROM THIS PRESENTLY COMPLETED (G-C) TO (W
PREVIOUS PERIOD FINISH VARIABLE
D
APPLICATION STORED STORED (C-G) RATE)
(D+E) (NOT IN TO DATE
D ORE) (D+E+F)
(Fill in&break
down contract
values)
(Add any change
order(s)
descriptions)
GRAND $0 $0 $0 $0 $0 0%
TOTALS
Contract Manager:Minimum performance requirements successfully completed and approved by:
Date: _/_/