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CLEARWATER ARTS ALLIANCE PARTNERSHIP AND SUPPORT GRANT AGREEMENT (2)CLEARWATER ARTS ALLIANCE PARTNERSHIP AND SUPPORT GRANT AGREEMENT This Partnership and Support Grant Agreement is made and entered into between the City of Clearwater, whose address is: 600 Cleveland Street, 6th Floor, Attn: City Manager's Office, Clearwater, FL 33755, ("City"), and Clearwater Arts Alliance, whose address is: Post Office Box 955, Clearwater, FL 33757 ("Alliance"). WHEREAS, it has been determined to be highly desirable and socially responsible to provide assistance for the facilitation and support of arts and cultural programming; and WHEREAS, the mission of the Alliance is to advocate, collaborate, and bring visibility to the arts to create a better community for Clearwater; and WHEREAS, the Alliance has proposed to provide arts and cultural programming to supplement and support initiatives and programs of the City; and WHEREAS, the City desires to partner with, and provide support to, the Alliance in fulfilling its mission; NOW, THEREFORE, the parties agree as follows: 1 TERM 1.1 The term of this agreement shall commence on the October 1, 2023 and continue through September 30, 2026 ("termination date") unless earlier terminated under the terms of this agreement. 2 RESPONSIBILITIES OF THE ALLIANCE 2.1 The Alliance will provide arts, cultural, educational, and social events, and projects to its members and the public. 2.2 Services rendered through this agreement shall be related to arts, culture, and education and are provided primarily for the education and enjoyment of residents and visitors of Clearwater. 2.3 The Alliance will create and maintain financial and accounting records, books, documents, policies, practices, procedures, and any information necessary to reflect fully the financial activities of the Alliance. The Alliance will produce such records that may be used by the City to document the proper and prudent stewardship and use of public funds. 2.4 Within thirty (30) days of the close of its fiscal year, the Alliance agrees to submit to the City a management letter detailing the officers of the Alliance, by-laws, and/or rules of the Alliance. 2.5 Within thirty (30) days of the close of its fiscal year, the Alliance agrees to submit to the City an annual report of activities conducted under the provisions of this agreement. The report is to identify the number of clients served, the type of programs and activities offered. 1 2.6 The Alliance agrees that no person will, on the grounds of race, gender, orientation, handicap, national origin, religion, marital status, or political belief, be excluded from participation in, denied the benefits, of, or be otherwise discriminated against as an employee, volunteer, user, or client of the Alliance. 2.6.1 The Alliance agrees to include the requirements to adhere to Title VI and Title VII of the Civil Rights Act of 1964 in all approved sub -contracts. 2.6.2 In the event of a breach of any of the above non-discrimination covenants, the City shall have the right to terminate this agreement immediately. 2.7 The Alliance agrees to utilize reasonable opportunities to publicize the support received from the City. The Alliance further agrees to supply the City with copies of any publication developed in connection with the implementation of programs supported by this agreement. Such publications will state that the program is supported by the City. 3 RESPONSIBILITIES OF THE CITY 3.1 The City agrees to provide the Alliance with a grant of $10,000 (ten thousand dollars) annually at the start of each City fiscal year (October 1) for three (3) years, not to exceed $30,000 (thirty thousand dollars). 3.1.1 The funds granted by the City are to be used for the general operating support of the Alliance in fulfillment of the organization's mission. 3.1.2 Any expenditures made using City grant funds must be expended during the City Fiscal Year (October 1— September 30) in which they were received. 3.1.3 A report of qualifying expenditures must be provided within thirty (30) days of the end of each City fiscal year, or by October 30, whichever comes first. 3.2 The City Manager's office will serve as the City liaison for the Alliance. 3.3 The City agrees to promote the Alliance and its events performed under this agreement through normal City communications, such as www.myclearwater.com, the City Facebook page and social media; internal staff communications; flyers; and messages to partner organizations. 4 INDEMNIFICATION 4.1 Subject to Florida Statute 768.28, the Alliance and its members agree to indemnify and hold free and harmless, assume legal liability for and defend the City, and its officers, employees, agents, and 2 servants, whether they are current or former, from and against any and all actions, claims, liabilities, assertions of liability, losses, costs and expenses, in law or in equity, including but not limited to attorney's fees at trial and appellate levels, reasonable investigative and discovery costs, court costs, or claims for bodily injury or death of persons and for loss of or damage to property, except as provided for herein, or every kind and nature whatsoever, which in any manner directly or indirectly may arise or be alleged to have arisen or as a result of the duties and obligations as required by this agreement that which has resulted or alleged to have resulted from the negligent acts or omissions or other wrongful conduct of or the infringement of any copyright by the Alliance. Nothing contained herein is intended to serve as a waiver by the City of its sovereign immunity, to extend the liability of the City beyond the limits set forth in Section 768.28, Florida Statutes, or be construed as consent by the City to the sued by third parties. 5 NOTICE 5.1 Any notice required or permitted to be given by the provision of this Agreement shall be conclusively deemed to have been received by a party hereto on the date it is delivered to such party at the address indicated below: City of Clearwater City Manager's Office Attn: Cultural Affairs 600 Cleveland Street, 6th Floor Clearwater, FL 33755 Clearwater Arts Alliance Attn: Roberta Klar and Beth Daniels, Co- Presidents PO Box 955 Clearwater, FL 33757 6 DEFAULT 6.1 Failure or refusal by the Alliance or its members to perform or do any act herein required shall constitute a default. In the event of a default, in addition to any other remedy available to the City, the City, upon thirty (30) days written notice, may terminate this agreement. Such termination does not waive any other legal remedies available to the City. 3 7 TERMINATION Either party may terminate this agreement with thirty (30) days written notice without any further obligation. The City may terminate this agreement immediately for failure to adhere to any of the provisions of this agreement as determined by the City in its sole discretion. 8 DISCLAIMER OF WARRANTIES This agreement constitutes the entire agreement between the parties on the subject hereof and may not be changed, modified, or discharged except by written amendment duly executed by both parties. No representations or warranties by either party shall be binding unless expressed herein or in a duly executed amendment hereof. 4 In witness thereof, the parties hereto have caused this Clearwater Arts Alliance Partnership and Support Grant Agreement to be executed on the date and year first written above. Clearwater Arts Alliance Agaior /_,0e5L4 111c1(7.;5Be aniels, C President Roberta Klar, Co- President CITY OF CLEARVWTER, FLORIDA Daniel Slaugh Assistant City Manager Apprv'gd'as to foram Owen Kohler Assistant City Attorney Attest: Rosemarie Call City Clerk 5 CLEARWATER ARTS LLIANCE Board of Directors Roberta Klar Co -President Elizabeth Daniels Co -President Maranda Douglas Vice President Eleanor Cicerchi Secretary Marly McMillan Treasurer Jennifer Barbaro Jonathan Barnes Amber Brice City Liaison (non-voting) Kay Campbell Maria Cantonis Jai Hinson Inathe Salani Kathleen Slaven Stephanie Smith Lina Teixeira Councilmember (non-voting) PO Box 955 Clearwater, FL 33757 www.ClearwaterArtsAlliance.org INVOICE November 30, 2022 TO: Amber Brice Arts & Cultural Affairs Coordinator Clearwater City Hall 600 Cleveland St., Suite 600 Clearwater, FL 33755 QUANTITY DESCRIPTION UNIT PRICE TOTAL 1 Clearwater Arts Alliance Partnership and Support October 1, 2023 - September 30, 2024 $10,000 $10,000.00 SUBTOTAL $10,000.00 TOTAL DUE $10,000.00 Clearwater Arts Alliance, Inc qualifies under Section 501)c)(3) of the IRS Code. Our Federal Tax Identification Number is 59-3629009. A Copy of Florida Registration (#CH11054) and financial information may be obtained from the Division of Consumer Services by calling toll free (1-800-435-7352) within the state. Registration does not imply endorsement, approval or recommendation by the State. This organization receives 100% of all contributions. Our Pinellas County Solicitation of Contribution Number is 0409076.