HomeMy WebLinkAboutExhibithistoric Preservation Grant Award Agreement
Special Category Grants
Grant No. SC733
This AGREEMENT is between the State of Florida, Department of State, Division of Historical Resources,
hereinafter referred to as the Department, and the City of Miami, a municipal corporation existing under the laws of
the State of Florida, hereinafter referred to as the Grantee, relative to the Miami City Hall/Pan American Seaplane
Terminal, hereinafter referred to as the Project, and is effective on the date hereinafter signed by the Division
Director.
The Department is responsible for the administration of grant-in-aid assistance for historic preservation purposes
under the provisions of Section 267.0617, Florida Statutes. The Grantee has applied for grant-in-aid assistance for
the Project. The application, incorporated by reference, has been reviewed and approved in accordance with Chapter
IA-35, Florida Administrative Code, which regulates Historic Preservation Grants -in -Aid. Subject to the limitations
set forth in this Agreement. and pursuant to Line Item Number 3186A contained in the 2006-2007 General
Appropriations Act, Ch. 2006-25, Laws of Florida, grant-in-aid funds in the amount of $350,000.00 (three hundred
fifty thousand dollars) have been reserved for the Project by the Department. The Department and the Grantee
agree as follows:
Scope of Work
The Project shall include the following authorized project work:
Restoration/rehabilitation of the building for continued use as City Hall to include:
a. Site work;
b. Selective demolition;
c. Structural repairs at lower level;
d. installation of stormproofing seals at the basement;
e. Improvements for ADA compliance;
f. Fabrication and installation of new windows and doors at the main entry;
g. Restoration of finishes; and
h. Related architectural and engineering services.
2. Grant Period
The grant period is effective on the date of the final signing of the Grant Award Agreement by all parties
and ends on June 30, 2008. All grant funds must be encumbered under the terms of a binding contractual
agreement within 18 months of the effective date of the Grant Award Agreement. All grant funds shall be
expended and all Local Cost Share contributions shall be completed by the Agreement ending date.
3. Project Schedule
Within 30 days of the effective date of the Grant Award Agreement, the Grantee shall submit a Project
Schedule to the Department. The Project Schedule shall include at a minimum (as applicable) the following
estimated milestone dates for the project: date of architect selection, date of execution for architectural and
engineering services agreement, date of completion of construction documents, bid date, contractor
selection date, date of notice to proceed for construction, and date of substantial completion. It shall be the
responsibility of the Grantee to provide Department grants staff with timely update of the Project Schedule
if adjustment becomes necessary.
4. Disbursement of Funds
a. Typically, grant funds are paid in four installments of 30%, 30%, 30% and 10%, respectively. Grantees
shall submit the four signed Payment Forms (No. HR2E560347, effective 3/97, herein incorporated by
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reference) with this signed Grant Award Agreement to initiate the grant. Request for Payment forms will be
retained by the Department for future payment processing. Submission of these forms does not constitute a
request for payment by the Grantee. Formal requests for payment must be made in writing by the
Grantee consistent with the schedule outlined below and trust specify the amount of funding being
requested. The first payment may be requested by the Grantee upon full execution of the Grant Award
Agreement and, for those projects requiring Restrictive Covenants, submission of a complete copy of the
Restrictive Covenants showing that it has been recorded by the appropriate Clerk of the Circuit Court. The
second payment may be requested after the beginning of the second state fiscal quarter. This request must
include documentation demonstrating project progress. Project progress may be demonstrated by
submission of draft contracts for architectural and engineering services, or construction or by submission of
evidence of other funding obligations to the Project, and submission of documentation demonstrating
conformance with the Project Schedule required in 3. above. The Department reserves the right to
withhold payment requests if the Grantee faits to provide the above documentation or is otherwise
found to he in violation of any term(s) of this Agreement. The third payment may be requested after the
beginning of the third state fiscal quarter and receipt of the Project Progress and Expenditure Report (No.
HR3E0340103, effective 1/03, herein incorporated by reference) for the Project's first reporting period.
Approval of the Grantee's request for release of additional grant funding shall be contingent upon
demonstration of substantial encumbrance or expenditure of funding previously released (minimum of
25%), substantial encumbrance or expenditure of Local Cost Share resources (minimum of 25%), and
conformance with the Project Schedule required in 3. above. The final payment of grant funds shall be held
as retainage until the Project has been completed and a Final Project and Expenditure Report has been
received, reviewed and approved. The Final Project Progress and Expenditure Report shall include
confirmation of expenditure of all grant funds and verification that the Local Cost Share requirement has
been satisfied. This payment schedule shall be subject to the timely filing of required reports and to any
special conditions required by the Office of the Comptroller of the State of Florida.
b. The Grantee shall temporarily invest surplus grant funds in an interest bearing account, and interest earned
on such investments shall be returned to the Department quarterly.
c. As an alternative to the disbursement schedule described in a. and b. above, the Grantee may request
reimbursement of expenditures as documented in the required semi-annual Project Progress and
Expenditure Reports. All such requests shall document expenditure of Local Cost Share resources in
substantially equal proportion to grant funds expended for the reporting period.
5. Accounting Requirements
The Grantee shall maintain an accounting system which provides for a complete record of the use of all grant
funds. This accounting system shall provide for:
a. ..Accurate, current, and complete disclosure of the status of all grant funds.
b. Records that identify adequately the application of funds for all activities related to the grant. In the
absence of a proper accounting system with amounts detailing the application of funds, a separate checking
account, containing only grant funds or specifically designated for grant funds, may be used.
c. Effective control over and accountability for all funds, property, and other assets.
d. Accounting records that are supported by source documentation (i.e., invoices, bills, cancelled checks) and
are sufficiently detailed to allow for a proper preaudit and postaudit.
6. Retention of Accounting Records
a. 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 five years after the end of the grant
period. If any litigation or audit is initiated, or claim made, before the expiration of the five year period, the
records shall be retained until the litigation, audit, or claim has been resolved,
b. The Grantee shall make all grant records of expenditures, copies of reports, books, and related
documentation including electronic storage media available to the Department or a duly authorized
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representative of the State of Florida for inspection at a reasonable time for the purpose of conducting
audits, examinations, excerpts and transcripts.
7. Expend itures
a. Ali expenditures must be directly related to the purpose of this grant and must be easily identified as such.
b. Project costs may not include any expenditure or cost not directly related to the purpose of this grant as set
forth in the scope of work.
c. No expenditures shall be made from these grant funds for any costs incurred prior to the date of this
Agreement unless authorized by the Department in vwriting prior to the expenditure.
d, These grant funds will not be used for lobbying the Legislature, the judicial branch or any state agency.
e. The Department shall not be liable to pay attorney fees, interest, late charges and service fees, or cost of
collection related to the Grant.
f. The Grantee shall not charge the Department for any travel expense without the Department's prior written
approval. Upon obtaining written approval, the Grantee shall be authorized to incur travel expenses to be
reimbursed in accordance with the provisions of Section 112.061, Florida Statutes.
8. Restrictive Covenants
With the exception of those properties owned by the State of Florida or the United States Federal Government,
as a condition for receiving grant funds, the Grantee shall have fully executed and duly recorded in the county in
which the property is located, the enclosed Restrictive Covenants agreeing to the continued maintenance, repair
and administration of the property receiving grant assistance in a manner satisfactory to the Department for a
period of ten years from the date of recordation by the appropriate Clerk of the Circuit Court.
9. Standards
The Grantee shall carry out all project work in compliance with the Secretary of the Interior's Standards for
Rehabilitation or the Secretary of the Interior's Standards for Archaeological Documentation, which are
incorporated by reference.
10. Review
Pursuant to Section 267.031(5)(i), Florida Statutes, the Grantee shall provide the Department an opportunity to
review and approve architectural documents for the project at the following points in their development:
a. upon completion of schematic design;
b. upon completion of design development and outline specifications; and
c. upon completion of working drawings and specifications, prior to execution of the construction contract.
11. Procurement Documentation
The Grantee shall submit the architectural services contract to the Department for review and approval prior to
final execution by the Grantee. In addition to the review submissions indicated in 10. above, the Grantee shall
submit complete bid documents and a copy of the final contract for construction work to the Department for
review and approval prior to final execution of the construction contract by the Grantee.
12. Progress and Expenditure Reports
The Grantee shall submit to the Department a completed Project Progress and Expenditure Report form for
every reporting period of the grant period. The reporting periods shall end on June 30th and December 31' for
every year of the Grant Period. Project Progress and Expenditure Reports shall be received by the Department
within 30 days of the ending of a reporting period. The Grantee shall continue to submit semi-annual Project
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Progress & Expenditure reports until all grant funds have been fully expended and the Local Cost Share
requirement has been satisfied.
Within 30 days of completion of project work, the Grantee shall submit the completed Final Project Progress
and Expenditure Report form to the Department.
13. Notices, Schedules and Sponsorships
All publications, media productions, and exhibit graphics shall include the following statement in the same size,
type style, and location as the organization name:
"Sponsored in part by Me State of Florida, Department of State, Division of Historical Resources, assisted by
the Florida Historical Commission."
All projects shall display a project identification sign in a prominent location at the Project site while work is in
progress. The sign must be a minimum of eight square feet in area, be constructed of plywood or other durable
material, and shall contain the following acknowledgment of grant assistance:
"This project has been financed in part with historic preservation grant assistance provided by the State of
Florida, Florida Department of State, Division of Historical Resources, assisted by the Florida Historical
Commission."
Any variation in the above specifications must receive prior approval by the Department. 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.
14. Liability
a. The Department shall not assume any liability for the acts, omissions to act or negligence of the Grantee, its
agents, servants or employees; nor shall the Grantee exclude liability for its own acts, omissions to act or
negligence to the Department. The Grantee hereby agrees to be responsible for any injury or property
damage resulting from any activities conducted by the Grantee, its agents, servants or employees.
b. The Grantee, other than a grantee which is the State or agency or subdivision of the State, agrees to
indemnify and hold the Department harmless from and against any and all claims or demands for damages
resulting from personal injury, including death or damage to property, arising out of any activities under this
Agreement and shall investigate all claims at its own expense.
c. 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 it is under-
stood 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.
15. Non -Discrimination
The Grantee will not discriminate against any employee employed in the performance of this Agreement, or
against any applicant for employment because of race, religion, color, disability, national origin, age, gender or
marital status. The Grantee shall insert a similar provision in all subcontracts for services by this Agreement.
16. Public Access
The Department shall unilaterally cancel this Agreement in the event that the Grantee refuses to allow public
access to all documents or other materials subject to the provisions of Chapter 119, Florida Statutes, and made
or received by the Grantee in conjunction with the Agreement.
17. Termination of Agreement
The Department shall have the authority to cancel this Agreement because of failure of the Grantee to fulfill its
obligations under this Agreement or any other past or present grant award agreement with the Division of
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Historical Resources or any other Division within the Department of State. Satisfaction of obligations by the
Grantee shall be determined by the Department. The Department shall provide the Grantee a written notice of
default letter, The Grantee shall have 15 calendar days to cure the default, unless it is determined by the
Department that the default is of a nature that cannot be cured. If the default is not cured by the Grantee within
the stated period, the Department shall terminate this Agreement. Notice shall be sufficient if it is delivered to
the party personally or mailed to its specified address. In the event of termination of this Agreement, the
Grantee will be compensated for any work completed in accordance with this Agreement prior to notification of
termination.
if the Grantee violates any of the provisions of this Agreement, the Department shall have the right to demand
the return of moneys delivered and withhold subsequent payments due under this or other grants, If notice of
termination is given, the Department shall not be liable for services rendered, expenses incurred or goods
delivered after receipt of the notification of termination.
18. Availability of Funds
The Department's performance and obligation to pay under this Agreement is contingent upon an annual
appropriation by the Legislature. in the event that the state funds on which this Agreement is dependent are
withdrawn, this Agreement is terminated and the Department has no further liability to the Grantee beyond that
already incurred by the termination date. In the event of a state revenue shortfall, the total grant shall be reduced
in proportion to the revenue shortfall.
19. Audit
a. Each grantee, other than a grantee which is a State agency, shall submit to an audit pursuant to Section
215.97, Florida Statutes.
b. All audits as described above shall be submitted within six months of the close of the Grantee's fiscal year,
or within six months of the ending of the Grant Period. All audits or attestations must cover each of the
Grantee's fiscal years for which grant funds were received or expended under this Agreement.
20. Local Cost Share
The Grantee shall expend S350,000.00 (three hundred fifty thousand dollars) in Local Cost Share funds for
the Project. The Grantee shall substantially justify to the Department all expenditures related to the Local Cost
Share. The Department may reduce total grant funding for the Project in proportion to Local Cost Share
contributions not substantially justified by the end of the Grant Period.
21. Independent Capacity of Grantee
a: The Grantee, ifnot a State agency, agrees that its officers, agents and employees, in performance of this
Agreement shall act in the capacity of an independent contractor and not as an officer, agent or employee of
the State of Florida, The Grantee, if not a State agency, is not entitled to accrue any benefits and any other
rights or privileges connected with employment in the State Career Service. The Grantee agrees to take
such steps as may be necessary to ensure that each subcontractor of the Grantee will be deemed to be an
independent contractor and will not be considered or permitted to be an officer, agent or employee of the
State.
b, Grant funds cannot be used to pay for the services of a State employee for time for which the employee is
being paid by the State.
22. Conflict of Interest
The grantee shall comply with the laws of the State of Florida governing conflict of interest and standards of
ethical conduct. In addition, no grantee official, employee, or consultant who is authorized in his or her official
capacity to negotiate, make, accept, approve, or take part in decisions regarding a contract, subcontract, or other
agreement in connection with a grant assisted project shall take part in any decision relating to such contract,
subcontract or other agreement in which he or she has any financial or other interest, or in which his or her
spouse, minor child, or partner, or any organization in which he or she is serving as an officer, director, trustee,
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partner, or employee of which be or she has or is negotiating any arrangement concerning employment has such
interest.
23. Governing Law
a. This Agreement is executed and entered into in the State of Florida, and shall be construed, performed, and
enforced in all respects in accordance with the laws and rules of the State of Florida. Each party shall
perform its obligations hereunder in accordance with the terms and conditions of this Agreement.
b. If any term or provision of this Agreement is found to be illegal and unenforceable, the remainder of this
Agreement shall remain in full force and effect and such term or provision shall be deemed stricken.
24. Preservation of Remedies
No delay or omission to exercise any right, power or remedy accruing to either party upon breach or default 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.
25. Non -Assignment
The Grantee shall not assign, sublicense or otherwise transfer it rights, duties or obligations under this
Agreement without prior written consent of the Department which consent shall not be unreasonably withheld.
The Agreement transferee must also demonstrate compliance with Chapter 1A-35, Florida Administrative Code.
If the Department approves a transfer of the Grantee's obligations, the Grantee remains responsible for all work
performed and all expenses incurred in connection with the Agreement. in the event the Legislature transfers
the rights, duties and obligations of the Department to another government entity pursuant to Section 20.06,
Florida Statutes, or otherwise, the rights, duties and obligations under this Agreement shall also be transferred to
the successor government entity as if it were an original party to the Agreement.
26. 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 Department.
27. Notification
Unless there is a change of address, any notice required by this Agreement shall be delivered to the Bureau of
Historic Preservation, Division of Historical Resources, Florida Department of State, R. A. Gray Building, 500
South Bronough Street, Tallahassee, Florida 32399-0250 for the Department, and to City of Miami, 444
Southwest Avenue, 8th Floor, Miami, FL, 33130, for the Grantee. Unless the Grantee has notified the
Department in writing by return receipt mail of any change of address, all notices shall be deemed delivered if
sent to the above address.
28. Sovereign Immunity
Neither the State nor any agency or subdivision of the State waives any defense of sovereign immunity, or
increases the limits of its liability, upon entering into this contractual relationship.
29. Strict Compliance with Laws
The Grantee agrees that all acts to be performed by it in connection with this Agreement shall be performed in
strict conformity with all applicable laws and regulations of the State of Florida.
30. Copyright and Royalties
When publications, films, or similar materials are developed, directly or indirectly, from a program, project or
activity supported by grant funds, any copyright resulting therefrom shall be held by the Florida Department of
State, Division of Historical Resources. The author may arrange for copyright of such materials only after
approval from the Department. Any copyright arranged for by the author shall include acknowledgment of
grant assistance. As a condition of grant assistance, the grantee agrees to, and awards to the Department and, if
applicable, to the Federal Government, and to its officers, agents, and employees acting within the scope of
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their official duties, a royalty -free, nonexclusive, and irrevocable license throughout the world for official
purposes, to publish, translate, reproduce, and use all subject data or copyrightable material based on such data
covered by the copyright.
31. Entire Agreement
This instrument and the Attachments hereto embody the whole Agreement of the parties. There are no
provisions, terms, conditions, or obligations other than those contained herein; and this Agreement shall
supersede all previous communications, representations or agreements, either verbal or written, between the
parties. No amendment or extension ofthis Agreement shall be effective unless in writing and properly
executed by the parties.
All written approvals referenced in this Agreement must be obtained from the parties' grant administrators or their
designees. The Department and the Grantee have read this Agreement and have affixed their signatures:
DEPARTMENT OF STATE
Witness FREDERICK P. GASKE
Director, Division of Historical Resources
Witness Date
CITY OF MIAMI
Witness Signature of Authorized Official
Witness Typed Name of Authorized Official
Typed Title of Authorized Official
Date