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DOWNTOWN DEVELOPMENT BOARD GRANT FUNDING AGREEMENT - HELLO CLEVELAND SERIES OCTOBER 2026 - MAY 2027DOWNTOWN DEVELOPMENT BOARD GRANT FUNDING AGREEMENT Downtown Pizza Sports Bar and Grill Hello Cleveland Series October 2026 -May 2027 TThis Downtown Development Board Grant Funding Agreement ("Agreement") is effective September 21, 2026, between the DOWNTOWN DEVELOPMENT BOARD, an independent special district organized and operating pursuant to the ordinances and laws of the City of Clearwater ("DDB"), and Downtown Pizza Sports Bar and Grill WHEREAS, some of the purposes of DDB's current Work Plan is to increase awareness of DDB District as a fun destination for Clearwater's residents, employees, and visitors, and to increase awareness of the DDB District as a tourist destination, and WHEREAS, Grantee has requested an event funding grant to partially fund the Hello Cleveland Street Live Music Series ("Program") The proposed event will have music, performers, and vendors described in the event application attached as EXHIBIT "A" and the Budget attached as EXHIBIT "B" ("Proposed Program"), and WHEREAS, the DDB determined to provide a grant for Hello Cleveland Street Live Music Series from October 2026 -May 2027, in an amount not to exceed one hundred twenty thousand dollars and 00/100 cents ($120,000 00) all in accordance with the terms of this Agreement, is prudent use of DDB funds NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows ARTICLE I RECITALS AND TERM 1) Recitals The recitals set forth above are true and correct and are incorporated herein and made a part of this Agreement 2) Term The term of this Agreement shall be for a period of from September 21, 2026, until September 21, 2027, unless earlier terminated under the terms of this Agreement ARTICLE II RESPONSIBILITIES OF GRANTEE 1) Services to be Provided by Grantee a Grantee shall hire, schedule, and manage all operational and marketing services needed to successfully execute and produce the Approved Program in accordance with the requirements of this Agreement, the Funding Application attached as Exhibit "A", and the Budget attached as Exhibit "B" b Grantee shall promote the Approved Program and shall identify DDB as a sponsor on all marketing materials, including but not limited to print advertisement, social media, TV, any pres&releases, and the Grantee websites for the listed event c Grantee shall recognize DDB's funding during the Approved Program with an announcement of DDB funding and showcase DDB's sponsorship with DDB's logo at the Approved Program, on marketing materials, and on print advertisement 1 d Grantee will notify DDB of cancellation of the Approved Program due to weather, acts of God, or other situations beyond Grantee's control Rescheduling of the Approved Program must occur within the current DDB fiscal year and will require DDB approval , The applicant is responsible for any additional expenditures in excess of $15,000 00 per month and a total not to exceed $120,000 00 e Grantee shall coordinate with city department(s) for special event permit approval and other city resources that meet city safety guidelines and protocols, if required 2) Grantee must submit a complete reconciliation of all previously disbursed funds not already reconciled The reconciliation must include an itemized accounting of expenditures, invoices, receipts, proof of payment, and any other supporting documentation reasonably required by DDB staff a) A financial report and accounting for the Approved Program which shall include the total costs, a detailed account of expenses and proof of payment b) Proof of completion of the Approved Program c) An IRS form W-9 d) Invoice directed to DDB for actual costs incurred and itemized list of expenses containing the type of expense, date of expense, and name of vendor with dated proof of payment from the services provider e) A report summarizing the impact of the Approved Program, a summary of marketing efforts, the number of attendees or participants, and audience feedback along with any additional information that demonstrates the positive impact of the Approved Program on the DDB District Electronic copies of all photos or video footage captured at the Approved Program for DDB to use in its marketing materials in the future 3) Use and Disposition of Funds Received Funds received by Grantee from the DDB shall only be used for actual costs incurred in compliance with the terms of this Agreement for the Approved Program 4) Non-discrimination Notwithstanding any other provision of this Agreement, Grantee, for itself, its agents, contractors, and representatives, agree that a) No Exclusion from Use No person shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination in the operation of this program on the grounds of race, color, religion, age, disability, gender, pregnancy, gender identity, sexual orientation, marital status, national origin, or genetic information b) No Exclusion from Hire In the management, operation, or provision of the program activities authorized and enabled by this Agreement, no person shall be excluded from participation in, denied the benefits of, or otherwise subject to discrimination on the grounds of race, color, religion, age, disability, gender, pregnancy, gender identity, sexual orientation, marital status, national origin, or genetic information„ /except that age may be taken into consideration to the extent that the age of an employee is a bona fide occupational qualification, as permitted by law c) Breach of Non -Discrimination Covenants If Grantee violates any of the above non- discrimination covenants, the DDB shall have the nght to terminate this Agreement immediately, without regard to any grace period or opportunity to cure 2 5) Liability and Indemnification Grantee shall act as an independent contractor and agrees to assume all risks of providing the program activities and services herein agreed and all liability, therefore, and shall defend, indemnify, and hold harmless the DDB, its officers, agents, and employees from and against any and all claims of loss, liability, and damages of whatever nature, to persons and property, including, without limiting the generality of the foregoing, death of any person and Toss of the use of any property, except claims arising from the negligence of the DDB or DDB's agents or employees This includes, but is not limited to, matters arising out of or claimed to have been caused by or in any manner related to Grantee activities or those of any approved or unapproved invitee, contractor, subcontractor, or other person approved, authorized, or permitted by Grantee whether or not based on negligence Nothing herein shall be construed as consent by the DDB to be sued by third parties or as a waiver or modification of the provisions or limits of Section 768 28, Florida Statutes, or the Doctrine of Sovereign Immunity 6) Compliance with Laws Grantee shall comply with all applicable federal, state, county, and local laws, rules, and regulations If it is ever determined that this Agreement violates any federal, state, county, or local laws, rules, or regulations, Grantee shall cure the non- compliance promptly, or DDB may terminate this Agreement without regard to any additional grace period or opportunity to cure ARTICLE 111 RESPONSIBILITIES OF THE DDB Grant Payments will be made to Grantee for approved expenses stated in the DDB Funding Policy and Procedures incurred, as authorized by this Agreement The DDB will reimburse Grantee based on invoices and paid receipts submitted for grant expenditures for Hello Cleveland Music Series, in an amount not to exceed one hundred twenty thousand dollars and 00/100 cents ($120,000 00) Grant Award and Initial Advance DDB has approved funding for the Approved Program in an amount not to exceed One Hundred Twenty Thousand Dollars ($120,000 00) (the "Grant Award") Upon execution of this Agreement, DDB shall provide Grantee with an initial advance of Thirty Thousand Dollars ($30,000 00) Reconciliation and Draw Request Within every sixty (60) days through the length of this grant the grantee will supply the DDB with itemized accounting of expenditures, invoices, receipts, proof of payment, and any other supporting documentation reasonably required by DDB DDB staff must review and approve the reconciliation and funding request in writing No earlier than sixty (60) calendar days after DDB issues the initial advance, and no earlier than sixty (60) calendar days after each subsequent advance, Grantee may request a draw request from the remaining undisbursed balance of the Grant Award Any unspent funds shall carry forward and reduce the next replenishment advance dollar for dollar Grantee shall not have more than $30,000 00 in unspent advance funds at any time The passage of sixty (60) calendar days does not, by itself, entitle Grantee to an additional advance DDB shall issue an approved replenishment advance within thirty (30) calendar days after DDB staff provides written approval Any unsupported or ineligible expenditure must be returned to DDB or deducted from a subsequent payment, as directed by DDB Under no circumstances shall total payments under this Agreement exceed $120,000 00 ARTICLE IV DISCLAIMER OF WARRANTIES 3 This Agreement is the entire Agreement regarding the Approved Program It may not be modified or discharged except by written amendment executed by both parties No representations or warranties by either party shall be binding unless expressed herein or in a duly executed amendment hereof ARTICLE V TERMINATION 1) For Cause Failure to adhere to any of the provisions of this Agreement in a material respect shall constitute cause for termination Either party may terminate this Agreement for cause by giving the other party 30 days' notice of termination If the default is not cured within the 30 - day period following receipt of the notice, this Agreement shall terminate on the 31st day 2) Disposition of Fund Monies In the event of termination for any reason, monies provided to Grantee by DDB but not expended in accordance with this Agreement shall be returned to the DDB within 30 days of demand, and no other installments shall be paid 3) Termination for Non -Appropriation and Modification for Budgetary Constraints The DDB is an independent special district which relies upon the appropriation of public funds to satisfy its obligations This Agreement shall automatically terminate at the end of the then current Fiscal Year if a final budget is not approved in accordance with Florida law that appropriates sufficient funds for the succeeding Fiscal Year The DDB agrees to notify the Grantee in writing of any such non -appropriation of funds at the earliest possible date ARTICLE VI NOTICE Any notice required or permitted to be given by the provisions of this Agreement shall be conclusively deemed to have been received by a party hereto on the date it is hand -delivered to such party at the address indicated below (or at such other address as such party shall specify to the other party in writing), or if sent by registered or certified mail (postage prepaid), on the 5th business day after the day on which such notice is mailed and properly addressed 1) Grantee 2) If to DDB, addressed to Downtown Pizza Sports Bar and Grill 428 Cleveland Street Clearwater, FL 33755 Chairman, DDB P 0 Box 4748 Clearwater, FL 33758-4748 ARTICLE VII MISCELLANEOUS 1) Assignability, Complete Agreement This Agreement is non -assignable by either party and constitutes the entire Agreement between the Applicant and the Agency and all prior or contemporaneous oral and written agreements or representations of any nature with reference to the subject of the agreement are canceled and superseded by the provisions of this agreement 2) Applicable Law and Construction The laws of the State of Florida shall govem the validity, performance, and enforcement of this Agreement This Agreement has been negotiated by the Agency and the Applicant, and the Agreement, including, without limitation, the exhibits, shall not be deemed to have been prepared by the Agency or the Applicant, but by all equally 4 3) Severability Should any section or part of any section of this Agreement be rendered void, invalid, or unenforceable by any court of law, for any reason, such a determination shall not render void, invalid, or unenforceable any other section or any part of any section in this Agreement 4) Jurisdiction and Venue For purposes of any suit, action or other proceeding arising out of or relating to this Agreement, the parties hereto do acknowledge, consent, and agree that venue thereof is Pinellas County, Florida Each party to this Agreement hereby submits to the jurisdiction of the State of Florida, Pinellas County and the courts thereof and to the junsdiction of the United States District Court for the Middle District of Florida, for the purposes of any suit, action or other proceeding arising out of or relating to this Agreement and hereby agrees not to assert by way of a motion as a defense or otherwise that such action is brought in an inconvenient forum or that the venue of such action is improper or that the subject matter thereof may not be enforced in or by such courts If, at any time during the term of this Agreement, the Grantee is not a resident of the State of Florida or has no office, employee, agency, registered agent or general partner thereof available for service of process as a resident of the State of Florida, or if any permitted assignee thereof shall be a foreign corporation, partnership or other entity or shall have no officer, employee, agent, or general partner available for service of process in the State of Florida, the Applicant hereby designates the Secretary of State, State of Florida, its agent for the service of process in any court action between it and the Agency arising out of or relating to this Agreement and such service shall be made as provided by the laws of the State of Flonda for service upon a nonresident, provided, however, that at the time of service on the Florida Secretary of State, a copy of such service shall be delivered to the Applicant at the address for notices as provided in Article VI 5 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first wntten above Countersigned Downtown Development (DDB Signature Page) Bruce R Approved as to form ati DDB Attorney fbe Rosemaie Call, City C r an Attest Date /G 6 6 6 Date 10 q At, (GRANTEE SIGNATURE PAGE) Downtown Pizza Sports Bar and Grill, BY GRA,- W Print name 7 c M CAN k3 .� Title Co 0 k kknt. r (IAA o. c3 u Date ,-g0-C2 STATE OF FLORIDA COUNTY OF PINELLAS The foregoing instrument was acknowled notarization, this q day o Co-VOWELo has/have pr t due�d ed b fore me bymeans cif physical resence or o online pr , 2026 by bail a h oli as 7� ra—who is/are personally kno n o met o who a driver's license as identification 1 N•tary Public, State Florida (NOTARIALSEAIr) sir Name of Notary Li L u My Commission Expires ams r My Commission No / ,_ r ._ ()AA 4-6.6cord 7 Notary Public State of Florida Linde Sorge Howard ij My Commission HH 652892 QUI Expires 3/17/2029 EXHIBIT "A" FUNDING APPLICATION 8 Downtown Development Board Grant Application Row 7 Applicant / Primary Contact Frank Mahoney Type of Grant Special Event Request Name of Organization Downtown Pizza Sports Bar and Grill - for 400 Block Merchants Street Address 428 Cleveland Street Clearwater Florida City State Zip 33755 CeII Phone +1 (203) 435-4806 Office Phone 14802275664 Email Address frank@downtownpizzasportsbar com Website / Social Media Link(s) Description of Project Total Project Cost ($) Amount of Grant Funds Requested ($) Applicant's Financial Contribution ($) https //downtownpizzasportsbar com Extension of the Hello Cleveland Street live music senes from 1 October 2026 to 31 May 2027 See uploaded Application and Exhibits for details, including Exhibit B Consolidated Budget and Exhibit C Preliminary Schedule of Events We estimate that the eight-month series of HCS events will draw over 10 000 total attendees to Downtown Cleveland throughout the 8 -month period See Exhibit D Expected Attendance Impact $150,000 00 $120,000 00 $30 000 00 Applicant Signature Francis Mahoney Applied for Special Event Permit Current BTR Yes Is 501(c)(3)? No Timeframe of We are requesting Special Event permit approval of 5 00 PM to Event 11 00 PM on each permitted Saturday ewening Free to Public? Yes Agreement Checkboxeg Applied / Awarded Community No Sponsorship Program? EXHIBIT "B" BUDGET 9 Exhibit B — Consolidated Budget Exhibit B Consolidated Budget - October 2026 through May 2027 Consolidated Budget - Total Scheduled Events Totals Percentages Use Bands 105,000 70 0% Stage 15,750 10 5% Sound 10,500 7 0% Event Mkt/Posters 3,500 2 3% Event Production' 134,750 89 8% HGS Marketing and Promotions 7,000 4 7% Miscellaneous 725 0 5% GeneralAdmin/Marketing 7,725 5 2% Bank Fees 280 0 2% City Fees 7,245 4 8% Insurance -Licensing - Porta Potties - Security Pollce - - State Fees - Event Admin 7,525 5 0% Total Costs 150,000 100 0% Amounts Percentages Sponsors Downtown Development Board 120,000 80 0% 400 BtockMerchants 30,000 20 0% Third Parties - 0 0% 150,000 100 0% 8 -We will apply DDB grant monies to the rine items constituting went Production (Bands, Stage Sound and Even arketdng/Posters, which total 5134,750) together with City Fees (of 57,725, see below) as eligible expenditures, subject to the proposed $120,000 DOB grant total amount We will apply merchant sponsor monies to the ineligible line items {namely HOS Marketing and promotion Miscellaneous and Bank Fees) and any eligible expenditure above the DDB grant total of 5120 000 6 Exhibit "C" NO COERCION FOR LABOR OR SERVICES ATTESTATION Pursuant to Section 787 06(13), F S , this form must be completed by an officer or representative of a nongovernmental entity when a contract is executed, renewed, or extended between the nongovernmental entity and a governmental entity Downtown Pizza Sports Bar and GnII does not use coercion for labor or services as defined in Section 787 06, F S Under penalty of perjury, I declare that I have read the foregoing statement and that the facts stated in it are true and correct Signature vet Printed Name cV-1 o Title Co- Oww4t-4 u. c�z� Date j \ -2,0A 7- (.p 10