HomeMy WebLinkAbout2015-530 Arts - NC Arts Council Grant Award for Grassroots Arts Program ED SEP 0 9 2015
A 0 Street Address Mailing Address
109 East Jones Street North Carolina Arts Council
North Carolina Arts Council Raleigh, NC 27601 MSC #4632
www.nearts.org t: 919.807.6500 Department of Cultural Resources
f:919.807.6532 Raleigh, NC 27699-4632
CV
Martha Shannon, Director
Orange County Arts Commission
501 West Franklin Street
Chapel Hill, NC 27516-2339
August 1, 2015
GRANT AWARD LETTER
FISCAL YEAR 2016
Please read the enclosed Instruction page.
Grant Category Grassroots Arts Program
Awarde $30,878
Start Dat July 1, 2015
End Dat June 30, 2016
NCAC Report Due
ARTS Grants Online July 31, 2016
Project Title Arts programs and administrative support
Stipulation
Revised Budget Needed No
Grant Numbe FY16-86482
SER ID 12698
Fiscal Agent
Federal Tax ID Fiscal Year En 630
Source of Fun State Funds
CFDA#
Staff Contact Leigh Ann Wilder, Arts in Communities Director
919/807-6508
Payment Questio Grants Administrator
919/807-6514
Governmental
SEP 0 9 2015
CAR Ohl< Street Address Mailing Address
� 109 East Jones Street North Carolina Arts Council
North Carolina Arts Council Raleigh, NC 27601 MSC #4632
WWW.nearts.org t: 919.807.6500 Department of Cultural Resources
. f: 919.807.6532 Raleigh, NC 27699-4632
c®
Contract
This Contract is hereby entered into by and between the North Carolina Department of Cultural
Resources, North Carolina Arts Council (Agency) and the following Grantee (referred to
collectively as the 'Parties'). The Grantee's federal tax identification number is found in the Grant
Award Letter(s).
Orange County Arts Commission
Contract Documents: This Contract consists of the following documents:
(a) Grant Award letters) (Attachment A)
FY16-86482 --Grassroots Arts Program $30,878
(b) Grantee Instructions (Attachment B)
(c) The NC Arts Council grant application form containing the scope of services,
budget, and project narrative (Attachment C - available at www.NCArts.org)
(d) Grantee Requirements (Attachment D - available at www.NCArts.org)
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 Agency for the
purposes set forth in the Contract (Grant Award letter(s) and the grant application form containing the
scope of services, budget, and project narrative).
(Continued on the next page)
Governmental
SEP 0 9 2015
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.
"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.
"Fiscal Year"means the annual operating year of the non-State entity.
"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).
"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.
Rev.7/2015 Governmental Page 2 of 9
"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
1. 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.
2. Independent Contractor: The Grantee is and shall be deemed to be an 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.
S. 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.
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
Rev.7/2015 Governmental Page 3 of 9
corporation furnishing or supplying work, services, materials, or supplies in connection with the
performance of this Contract,and from any and all claims and losses 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.
8. 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 in compliance 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.
11. Force Majoure: 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.
Rev.7/2015 Governmental Page 4 of 9
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 of the final Federal Financial Status Report, if
applicable,or three 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. Severobility: 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.
21. Travel Expenses: Travel expenses shall not be reimbursed in the performance of this Contract. If travel is
necessary in the performance of this 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 of this
Rev.7/2015 Governmental Page 5 of 9
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 upon signature by all Parties to this Contract and shall
terminate upon final expenditure of all funds and submission of all reports as required by law.
26. Grantee's Duties: The Grantee shall complete and return any applicable revised budget page(s) and this
Contract. If the grant is being paid with Federal funds, then the Grantee must also complete and return
Cash Request form(s) at the appropriate time.
The Grantee shall carry out the grant project as described in its North Carolina Arts Council grant
application containing the scope of project,budget,and project narrative; its GrantAward Letter(s)with
any applicable stipulation(s); any applicable revised budget page(s); the Grantee Instructions: and in
compliance with all parts of this Contra including the attachments for the grant awards and in
accordance with applicable State and Federal laws and any local requirements. In addition,the Grantee
shall maintain all grant records for a period of five years or until all audit exceptions have been resolved,
whichever is longer.
The Grantee shall provide services resulting from the grant to all members of the community served,in
compliance with all State and Federal statutes relating to non-discrimination on the basis of race,color,
national origin,sex,handicap,or age,which are contained in the Grantee Requirements.
The Grantee shall keep Agency staff informed about project activities. For the purposes of on-site
monitoring and evaluation by the Agency,tickets and admissions may be made available for attendance
at funded performances,exhibitions,and other ticketed events during the grant year.
Rev.712015 Governmental Page 6 of 9
27. Agency Duties: The Agency shall pay the Grantee in the manner and in the amounts specified in the
Contract documents under the Payment Provisions section. Contracts shall be paid at the direction of the
State Budget Officer. Federally funded grants will be paid one month in advance or on a reimbursement
basis. The Agency shall assist the Grantee as appropriate and necessary with the implementation of this
project. The Agency shall provide monitoring and oversight through a combination of periodic e-mails,
calls,visits,attendance at events,and review of reports.
28. Matching Requirements of the Grantee: The Grantee shall match this grant according to the project budget
shown in its application or any subsequent revision of that budget approved in writing by the Agency.
29. Reversion of Unexpended Funds: Any unexpended grant funds shall revert to the Agency immediately upon
determination and no later than May 31st.
30. Reporting Requirements: The Agency has determined that this Contract is subject to the reporting
requirements described in the attached Grantee Requirements.
The Grantee must ensure that when grant funds are audited that they are audited in compliance with
State and Federal audit requirements for local governments and public authorities,institutions of higher
education,and nonprofit organizations,and,as applicable,according to the standards of the Federal
Single Audit Act Amendments of 1996 and Circular A-133 "Audits of States,Local Governments,and
Nonprofit Organizations"as supplied by the Executive Office of the President,Office of Management and
Budget,Washington, DC.
31. Payment Provisions: The Agency will pay organizations with grants at the direction of the State Budget
Officer. Current Grantees will not be paid until the Agency has received and approved their final reports
for all previous grants. If a prior year report was late,the current fiscal year grant(s)will be paid on a
reimbursement basis. Federally funded grants will also be paid upon request one month in advance or
on a reimbursement basis. All payments are contingent upon fund availability.
32. 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.
33. Outsourcing/Assignnbiiity/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.
34. Contrad Administrators: All notices permitted or required to be given by one Party to the other and all
questions about the contract from one Party to the other shall be addressed and delivered to the other
Party's Contract Administrator. The name,post office address,street address,telephone number,fax
number,and email address of the Parties'respective initial Contract Administrators are set out below.
Either Party may change the name,post office address,street address,telephone number,fax number,or
email address of its Contract Administrator by giving timely written notice to the other Party.
For the Agency:
Rev.7/2015 Governmental Page 7 of 9
IF DELIVERED BY US POSTAL SERVICE IF DELIVERED BY ANY OTHER MEANS
Agency: North Carolina Arts Council Agency: North Carolina Arts Council
Mail Address: 4632 Mail Service Center Street Address: 109 East Jones Street
City,State,Zip:Raleigh,NC 27699-4632 City,State,Zip: Raleigh,NC 27601
Telephone: 919/807-6515
Fax: 919/807-6532
For the Grantee:
IF DELIVERED BY US POSTAL SERVICE IF DELIVERED BY ANY OTHER MEANS
Name/Title: Nlctr�kci 5 Jka,n n o✓- Name/Title: Aar-Na--6 h a n h o n
Company Name:Ov"Ac alv'n44 r4✓!s CgIM1t�K�}��`en Company Name: Oran e �4LavM► Sb+o+ti.
Mail Address: 131 Irk`-Ma CAP-02A- 1-&^Q—r RrK a� Street Address: 131 W
City,State,Zip: � 1166C'V-o Ik/K c x-1219 City,State,Zip: gy15 b0r-0 A/C a 7a y,f
Tele hone: (90)
Fax:glA) l 41q-300-' 30V
Email:rAAannon @sv ecEt,�n�lt,�rc'' g
[THIS SPACE INTENTIONALLY LEFT BLANK]
Rev.7/2015 Governmental 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.
Orw e- Co A✓ 01
Name of OrgJnization
Signature of Authorizing Official 0 Date
2onn;e 3 ccuot Mcoo'j-ec
Printed Name Title
ATTEST:
10.
Signature Date
` )o h n 0-- S- 3(.(cam. ,� ID
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
North Carolina Arts ouncil
Joy e Spivey, Grants and F ance Officer Date
Rev.712015 Governmental Page 9 of 9