Loading...
HomeMy WebLinkAboutS Grant - NC Arts Council Grant Award Letter in amount of $29,891 for Fiscal Year 2012C ~ Z Sa CG~,~C. www.ncarts.org GRANTS OFFICE Ir~~ ~ ? ~~,a MAILING ADDRESS STREET A00 North Carolina Arts Cauneil 109 Eas# hones Street <Department of'Cultural Resources Raleigh, NC 27601 Raleigh; NC 2T699-4632 t sis say s5~14 f 918 807 6532 Martha Shannon, Director Orange County Arts Commission 501 West Franklin Street Chapel Hill, NC 27516-2339 July 26, 2011 GRANT AWARD LETTER FISCAL YEAR 2012 Please read the enclosed Instruction page. -Grant Category Grassroots Arts Program Awarded $29,891 Start Date July 1, 2011 End Date June 30, 2012 NCAC Report Due ARTS Grants Online July 15, 2012 Project Title Various arts programs, administrative support and subgrants Stipulations You must comply with the conditions set forth in the enclosed Grant Agreement Addendum for Designated County Partners. Revised Budget Needed? No Grant Number FY12-68328 SERID 12698 Fiscal Agent Federal Tax ID 566000327 Fiscal Year End 630 Source of Funds State Funds CFDA# Staff Contact Janie Wilson, Arts in Communities Director 919/807-6508 Payment Questions Reed Underhill, Grants Administrator 919/807-6514 ~~, CARQ Q {~ ~ y GRANTS OFFICE MAILItdG ADDRESS STREET ADDRESS North Caroiina Arts Council 109 East Jones Street Department of Cultural Resources Raleigh, NC .27601 Raleigh, NC 27699-4632... -T~y~'-+ t 919 807 6514 www.ncarts.org f.919 807%6532 Contract This Contract is hereby entered into by and between the North Carolina Department of Cultural Resources, North Carolina Arts Council (Council) and the following Grantee (referred to collectively as the 'Parties'). The Grantee's federal tax identification number is found in Attachment A. Orange County Arts Commission Contract Documents: This Contract consists of the following documents: (a) Grant Award letter(s) (Attachment A) FY12-68328 Arts in Communities --Grassroots Arts Program $29.891 (b) The General Terms and Conditions (Attachment B) (c) The NC Arts Council Grant Application Form Containing the Scope of Services, Line-Item Budget, and Project Narrative (Attachment C) (d) Grantee Requirements 2011-12 Containing the Notice of Certain Reporting and Auditing Requirements (Attachment D) These documents constitute the entire agreement between the Parties and supersede all prior oral or written statements or agreements. The awarding of this grant is subject to allocation and appropriation of funds to the Council for the purposes set forth in the Contract (Grant Award letter(s) and the Grant Application Form Containing the Scope of Services, Line-Item Budget, and Project Narrative). (Continued on the next page) General Terms and Conditions DEFINITIONS Unless indicated otherwise from the context, the following terms shall have the following meanings in this Contract. All definitions are from 9 NCAC 3M.0102 unless otherwise noted. If the rule or statute that is the source of the definition is changed by the adopting authority, the change shall be incorporated herein: "Agency" (as used in the context of the definitions below) shall mean and include every public office, public officer or official (State or local, elected or appointed), institution, board, commission, bureau, council, department, authority or other unit of government of the State or of any county, unit, special district or other political subagency of government. For other purposes in this Contract, "Agency" shall mean the entity identified as one of the parties hereto. "Audit" means an examination of records or financial accounts to verify their accuracy. "Certification of Compliance" means a report provided by the Agency to the Office of the State Auditor that states that the Grantee has met the reporting requirements established by this Subchapter and included a statement of certification by the Agency and copies of the submitted grantee reporting package. "Compliance Supplement" refers to the North Carolina State Compliance Supplement, maintained by the State and Local Government Finance Agency within the North Carolina Department of State Treasurer that has been developed in cooperation with agencies to assist the local auditor in identifying program compliance requirements and audit procedures for testing those requirements. "Contract" means a legal instrument that is used to reflect a relationship between the agency, grantee, and subgrantee. "Fiscal Year" means the annual operating year of the non-State entity. "Financial Assistance" means assistance that non-State entities receive or administer in the form of grants, loans, loan guarantees, property (including donated surplus property), cooperative agreements, interest subsidies, insurance, food commodities, direct appropriations, and other assistance. Financial assistance does not include amounts received as reimbursement for services rendered to individuals for Medicare and Medicaid patient services. "Financial Statement" means a report providing financial statistics relative to a given part of an organization's operations or status. "Grant" means financial assistance provided by a State agency to an eligible grantee to carry out activities identified in the contract agreement. "Grantee" means an entity that receives State funds as a grant from a State agency. "Grantor" means an entity that provides resources, generally financial, to another entity in order to achieve a specified goal or objective. "Non-State Entity" has the meaning in G.S. 143-C-1-1(d)(18). "Public Authority' has the meaning in G.S. 159-7(10). Gvmt Rev. 7/11 Page 2 of 9 "Single Audit" means an audit that includes an examination of an organization's financial statements, internal controls, and compliance with the requirements of Federal or State awards. "Special Appropriation" means a legislative act authorizing the expenditure of a designated amount of public funds for a specific purpose. "State Funds" means any funds appropriated by the North Carolina General Assembly or collected by the State of North Carolina. State funds include federal financial assistance received by the State and transferred or disbursed to non-State entities. Both Federal and State funds maintain their identity as they are subgranted to other organizations. "Subgrantee" has the meaning in G.S. 143C-6-23(a)(3). "Unit of Local Government has the meaning in G.S. 159-7(15). TERMS AND CONDITIONS Choice of Law: The validity of this Contract and any of its terms or provisions, as well as the rights and duties of the parties to this Contract, are governed by the laws of North Carolina. The Grantee, by signing this Contract, agrees and submits, solely for matters concerning this Contract, to the exclusive jurisdiction of the courts of North Carolina and agrees, solely for such purpose, that the exclusive venue for any legal proceedings shall be Wake County, North Carolina. The place of this Contract and all transactions and agreements relating to it, and their situs and forum, shall be Wake County, North Carolina, where all matters, whether sounding in contract or tort, relating to the validity, construction, interpretation, and enforcement shall be determined. Independent Contractor: The Grantee is and shall be deemed to bean independent contractor in the performance of this Contract and as such shall be wholly responsible for the work to be performed and for the supervision of its employees. The Grantee represents that it has, or shall secure at its own expense, all personnel required in performing the services under this agreement. Such employees shall not be employees of, or have any individual contractual relationship with, the Agency. 3. Key Personnel: The Grantee shall not substitute key personnel assigned to the performance of this contract without prior written approval by the Agency's Contract Administrator. The individuals designated as key personnel for purposes of this contract are those specified in the Grantee's proposal. 4. Assignment: No assignment of the Grantee's obligations or the Grantee's right to receive payment hereunder shall be permitted. However, upon written request approved by the issuing purchasing authority, the State may: (a) Forward the Grantee's payment check(s) directly to any person or entity designated by the Grantee, or (b) Include any person or entity designated by Grantee as a joint payee on the Grantee's payment check(s). In no event shall such approval and action obligate the State to anyone other than the Grantee and the Grantee shall remain responsible for fulfillment of all contract obligations. 5. Beneficiaries: Except as herein specifically provided otherwise, this Contract shall inure to the benefit of and be binding upon the parties hereto and their respective successors. It is expressly understood and agreed that the enforcement of the terms and conditions of this Contract, and all rights of action relating to such enforcement, shall be strictly reserved to the Agency and the named Grantee. Nothing contained in this document shall give or allow any claim or right of action whatsoever by any other third person. It is the express intention of the Agency and Grantee that any such person or entity, other than the Agency or the Grantee, receiving services or benefits under this Contract shall be deemed an incidental beneficiary only. Gvmt Rev. 7/11 Page 3 of 9 6. Indemnification: The Grantee shall hold and save the State, its officers, agents, and employees, harmless from liability of any kind, including all claims and losses accruing or resulting to any other person, firm, or corporation furnishing or supplying work, services, materials, or supplies in connection with the performance of this contract, and from any and all claims and looses accruing or resulting to any person, firm, or corporation that may be injured or damaged by the grantee in the performance of this contract and that are attributable to the negligence or intentionally tortious acts of the grantee provided that the grantee is notified in writing within 30 days that the State has knowledge of such claims. The grantee represents and warrants that it shall make no claim of any kind or nature against the State's agents who are involved in the delivery or processing of grantee goods to the State. The representation and warranty in the preceding sentence shall survive the termination or expiration of this contract. 7. Termination by Mutual Consent: The Parties may terminate this Contract by mutual consent with 60 days notice to the other party, or as otherwise provided by law. In that event, all finished or unfinished deliverable items prepared by the Grantee under this contract shall, at the option of the Agency, become its property. If the contract is terminated by the Agency as provided herein, the Grantee shall be paid for services satisfactorily completed, less payment or compensation previously made. Termination for Cause: If, through any cause, the Grantee shall fail to fulfill its obligations under this Contract in a timely and proper manner, the Agency shall have the right to terminate this Contract by giving written notice to the Grantee and specifying the effective date thereof. In that event, all finished or unfinished deliverable items prepared by the Grantee under this Contract shall, at the option of the Agency, become its property and the Grantee shall be entitled to receive just and equitable compensation for any satisfactory work completed on such materials, minus any payment or compensation previously made. Notwithstanding the foregoing provision, the Grantee shall not be relieved of liability to the Agency for damages sustained by the Agency by virtue of the Grantee's breach of this agreement, and the Agency may withhold any payment due the Grantee for the purpose of setoff until such time as the exact amount of damages due the Agency from such breach can be determined. In case of default by the Grantee, the State may procure the services from other sources and hold the Grantee responsible for any excess cost occasioned thereby. The State reserves the right to require a performance bond or other acceptable alternative performance guarantees from successful offeror without expense to the State. In addition, in the event of default by the Grantee under this contract, the State may immediately cease doing business with the Grantee, immediately terminate for cause all existing contracts the State has with the Grantee, and de-bar the Grantee from doing future business with the State. Upon the Grantee filing a petition for bankruptcy or the entering of a judgment of bankruptcy by or against the Grantee, the State may immediately terminate, for cause, this contract and all other existing contracts the Grantee has with the State, and de-bar the Grantee from doing future business. 9. Waiver of Default: Waiver by the Agency of any default or breach incompliance with the terms of this Contract by the Grantee shall not be deemed a waiver of any subsequent default or breach and shall not be construed to be modification of the terms of this Contract unless stated to be such in writing, signed by an authorized representative of the Agency and the Grantee and attached to the contract. 10. Availability of Funds: The parties to this Contract agree and understand that the payment of the sums specified in this Contract is dependent and contingent upon and subject to the appropriation, allocation, and availability of funds for this purpose to the Agency. Gvmt Rev. 7/11 Page 4 of 9 11. Force Majeure: Neither party shall be deemed to be in default of its obligations hereunder if and so long as it is prevented from performing such obligations by any act of war, hostile foreign action, nuclear explosion, riot, strikes, civil insurrection, earthquake, hurricane, tornado, or other catastrophic natural event or act of God. 12. Survival of Promises: All promises, requirements, terms, conditions, provisions, representations, guarantees, and warranties contained herein shall survive the contract expiration or termination date unless specifically provided otherwise herein, or unless superseded by applicable federal or State statutes of limitation. 13. Copyrights and Ownership of Deliverables: All deliverable items produced pursuant to this Contract are the exclusive property of the Agency. The Grantee shall not assert a claim of copyright or other property interest in such deliverables. 14. Compliance with Laws: The Grantee shall comply with all laws, ordinances, codes, rules, regulations, and licensing requirements that are applicable to the conduct of its business, including those of federal, state, and local agencies having jurisdiction and~or authority. 15. Equal Employment Opportunity: The Grantee shall comply with all federal and State laws relating to equal employment opportunity. The Grantee shall take affirmative action in complying with all Federal and State requirements concerning fair employment and employment of people with disabilities, and concerning the treatment of all employees without regard to discrimination by reason of race, color, religion, sex, national origin, or disability. 16. Access to Persons and Records: The State Auditor shall have access to persons and records as a result of all contracts or grants entered into by State agencies or political subdivisions in accordance with N.C.G.S. 147-64.7. The Grantee shall retain all records for a period of five years following completion of the contract. Additionally, as the State funding authority, the Agency shall have access to persons and records as a result of all contracts or grants entered into by State agencies or political subdivisions. 17. Record Retention: Records shall not be destroyed, purged or disposed of without the express written consent of the Agency. State basic records retention policy requires all grant records to be retained for a minimum of five years or until all audit exceptions have been resolved, whichever is longer. If the contract is subject to federal policy and regulations, record retention may be longer than five years since records must be retained for a period of three years following submission ofthe final Federal Financial Status Report, if applicable, orthree years following the submission of a revised final Federal Financial Status Report. Also, if any litigation, claim, negotiation, audit, disallowance action, or other action involving this Contract has been started before expiration of the five-year retention period described above, the records must be retained until completion of the action and resolution of all issues which arise from it, or until the end of the regular five-year period described above, whichever is later. 18. Amendment: This Contract may not be amended orally or by performance. Any amendment must be made in written form and executed by duly authorized representatives of the Agency and the Grantee. 19. Severability: In the event that a court of competent jurisdiction holds that a provision or requirement of this Contract violates any applicable law, each such provision or requirement shall continue to be enforced to the extent it is not in violation of law or is not otherwise unenforceable and all other provisions and requirements of this Contract shall remain in full force and effect. 20. Headings: The Section and Paragraph headings in these General Terms and Conditions are not material parts of the agreement and should not be used to construe the meaning thereof. Gvmt Rev. 7/11 Page 5 of 9 21. Travel Expenses: Travel expenses shall not be reimbursed in the performance ofthis Contract. If travel is necessary in the performance ofthis Contract, it shall be included in the approved project budget and narrative. 22. Sales/Use Tax Refunds: If eligible, the Grantee and all subgrantees shall: (a) ask the North Carolina Department of Revenue for a refund of all sales and use taxes paid by them in the performance ofthis Contract, pursuant to N.C.G.S. 105-164.14; and (b) exclude all refundable sales and use taxes from all reportable expenditures before the expenses are entered in their reimbursement reports. 23. Entire Agreement: This contract and any documents incorporated specifically by reference represent the entire agreement between the parties and supersede all prior oral or written statements or agreements. This Request for Proposals, any addenda thereto, and the offeror's proposal are incorporated herein by reference as though set forth verbatim. All promises, requirements, terms, conditions, provisions, representations, guarantees, and warranties contained herein shall survive the contract expiration or termination date unless specifically provided otherwise herein, or unless superseded by applicable Federal or State statutes of limitation. 24. By Executive Order 24, issued by Governor Perdue, and N.C.G.S. §133-32, it is unlawful for any vendor or contractor (i.e. architect, bidder, contractor, construction manager, design professional, engineer, landlord, offeror, seller, subcontractor, supplier, or vendor) to make gifts or to give favors to any State employee of the Governor's Cabinet Agencies (i.e. Administration, Commerce, Correction, Crime Control and Public Safety, Cultural Resources, Environment and Natural Resources, Health and Human Services, Juvenile Justice and Delinquency Prevention, Revenue, Transportation, and the Office of the Governor). This prohibition covers those vendors and contractors who: (1) have a contract with a government agency; or (2) have performed under such a contract within the past year; or (3) anticipate bidding on such a contract in the future. For additional information regarding the specific requirements and exemptions, vendors and contractors are encouraged to review Executive Order 24 and G.S. Sec. 133-32. Executive Order 24 also encouraged and invited other State Agencies to implement the requirements and prohibitions of the Executive Order to their agencies. Vendors and contractors should contact other State Agencies to determine if those agencies have adopted Executive Order 24. 25. Effective Period: This Contract shall be effective upf all renorts as requpedlby lawhis Contract and shall terminate upon final expenditure of all funds and submission o p 26. Grantee's Duties: The Grantee shall complete and return an~ m pt alsoe ompledt sand retu neasfederal (Cash Request the Grantee's grant is being paid with federal funds, then Form at the appropriate time. The Grantee shall carry out the grant project as describedro ect Narrat verots Grant Awardllette (s) wplhcany n Containing the Scope of Project, Line-Item Budget, and P ~ a licable stipulation; and any applicable Revised Budget page(s) aan lawardslandc n ac ordance with applioablect pp including the attachments and the Instructions 2011-12 for t e g local re uirements. In addition, the Grantee shall maintain all grant records for a state and federal laws and any q period of five years or until all audit exceptions have been resolved, whichever is longer. rant to all members of the community served, in compliance The Grantee shall provide services resulting from the g ith all state and federal statutes relating to non-discrimination on the basis of race, color, national origin, sex, w Page 6 of 9 Gvmt Rev. 7111 For the Council: IF DELIVERED BY US POSTAL SERVICE IF DELIVERED BY ANY OTHER MEANS Name Title Kathryn L. Caler, Grants Officer Name Title Kathryn L. Caler, Grants Officer Agency North Carolina Arts Council Agency North Carolina Arts Council Mail Address 4632 Mail Service Center Street Address 109 East Jones Street City, NC Raleigh, NC 27699-4632 City, NC Zip Raleigh, NC 27601 Telephone 919/807-6515 Fax 919/807-6532 Email Kathryn.Caler@ncdcr.gov For the Grantee: IF DELIVERED BY US POSTAL SERVICE IF DELIVERED BY ANY OTHER MEANS Name Title /n ~ npyt, Company Name (~rprt~ (,0 ~I-~'f5~orK~+rr`SSIv ` ~~ ~ Name Title :N1piv~-~ v~ •cnnor~. Company Name 0--z~.n e (~u.,~,u/c/ ~r~s ~p~ mr~ s~D~ ~ ~ /c~r h Post Office Address .rd! (q/ . t.5~ t~++n It /rh S . Street Address ~a / City State Zip~l/ ~~(~ ~/C ~y„r`/~ City State Zip ~~aPg/ ~/(~ ,~t/~ ~r.57b Telephone ql9/`~~0~- a2a/~ FaxR! 9~91~~-~0 ~z Emailm,~q,nh~n Co. ~--an e . mac. tl5 33. Disbursements: As a condition of this Contract, Grantee acknowledges and agrees to make disbursements in accordance with the following requirements: (a) Implement adequate internal controls over disbursements; (b) Assure adequate control of signature stamps/plates; (c) Assure adequate control of negotiable instruments; and (d) Implement procedures to ensure that account balance is solvent and reconcile the account monthly. 34. Outsourcing/Assignability/Subcontracting: The Grantee shall not subcontract any of the work contemplated under this contract without prior written approval from the Agency. The Agency shall not be obligated to pay for any work performed by any unapproved subcontractor or Subgrantee. The Grantee or Subgrantee is not relieved of any of the duties and responsibilities of this Contract. Furthermore, any Subgrantee must agree to abide by the standards contained in this Contract and to provide all information to allow the Grantee to comply with these standards. Gvmt Rev. 7111 Page 8 of 9 35. Signature Warranty: The undersigned represent and warrant that they are authorized to bind their principals to the terms of this agreement. In Witness whereof, the Grantee and the Agency have executed this Contract in duplicate originals, with one original being retained by each party. Name of Orga-klzation ( v°"' Z-/ Signature o Authorizing Official Date Printed Name ~/~ ~ ~ /~ , _ Title _ ATTEST: r ~~tl~f Signature Date Printed Name Title [CORPORATE SEAL] - (optional) Name of Fiscal Agent Organization (if using one): Signature of Authorizing Official Date Printed Name Title ATTEST: Signature Date Printed Name Carolina Arts Council Nort h ~ / Kathryn L. Caler, Grants Officer Date Gvmt Rev. 7/11 Page 9 of 9