HomeMy WebLinkAboutC-4000 - Grant Agreement - Council Grant FY 07-08 / 08-09 / 09-10 / 11-12GRANT AGREEMENT
BETWEEN THE CITY OF NEWPORT BEACH AND
NEWPORT BEACH SISTER CITY ASSOCIATION
This Agreement, entered into this /1 "t day of / = -' , 2011 by and
between the City of Newport Beach, a California municipal corporation and Charter
City ( "City "), and the Newport Beach Sister City Association, a non - profit corporation
( "Grantee "), is made with reference to the following:
RECITALS
WHEREAS, it is the policy of the City Council that the City's budget specifically
allow the City Council to, at any time during the year, direct revenue towards non - profit
agencies, community groups, community events, or enhancement projects with worthy
projects or programs which the Council deems beneficial to Newport Beach's quality of
life.
WHEREAS, Grantee is a California non - profit public corporation exempt from
federal taxation pursuant to section 501(c)(3) of the Internal Revenue Code.
WHEREAS, Grantee has requested a Grant from the City to engage in activities
related to creating international understanding and cooperation with cities in other
countries that have been carefully selected for mutual benefit.
WHEREAS, Grantee has requested a Grant of Ten Thousand Dollars and No
Cents ($10,000.00) for Fiscal Year 2010/11 and a Grant of Five Thousand Dollars and
No Cents ($5,000.00) for Fiscal Year 2011/12 (hereinafter the "Grants' or the "Grant
Funds ") from the City.
WHEREAS, the Newport Beach City Council has determined that the Grants are
in the public interest and for the benefit of the citizens of Newport Beach.
WHEREAS, the City has approved the Grants under conditions of expenditure
and reporting and accounting requirements.
WHEREAS, City has approved of the Grants to Grantee with the understanding
and Grantee's agreement that the Grant Funds will: (a) be expended solely for the
purpose of activities related to the development of Youth Exchange, Cultural Exchange,
Technical Knowledge Exchange and Economic Exchange as described in the City of
Newport Beach Sister City Association Council Policy 1 -12 ( "Policy'); (b) not be used for
any activity that would violate state or federal statutory or decisional law such as
regulations affecting non - profit or tax exempt organizations exempt from taxation
pursuant to Section 501(c)(3) of the Internal Revenue Code; and (c) than Ten Thousand
Dollars and No Cents ($10,000.00) shall be appropriated during the fiscal year July 1,
2010 through June 30, 2011 and Five Thousand Dollars and No Cents ($5,000.00) be
expended during the fiscal year July 1, 2011 through June 30, 2012 ( "Spending
Periods "). (These Grantee expenditure conditions in (a) through (c) are collectively
defined as the "Approved Uses ").
NOW, THEREFORE, the Parties agree as follows:
1. GRANT
City agrees to pay to Grantee as follows: Ten Thousand Dollars and No Cents
($10,000.00) shall be paid within 30 days of the Grantee's execution of this Agreement
and City's receipt of the Grantee's operating budget for the 2010 -11 Fiscal Year. Five
Thousand Dollars and No Cents ($5,000.00) shall be paid within 30 days of City's
receipt of the Grantee's operating budget for the 2011 -12 Fiscal Year.
2. TERM
The term of this Agreement shall commence on the date first written above (the
"Effective Date ") and shall continue in full force and effect until terminated by the City or
until June 30, 2012, whichever occurs first.
3. RESTRICTIONS ON USE OF FUNDS
The Grant Funds are subject to the following Approved Uses. The Grant Funds shall:
(a) Be expended solely for the purpose of activities related to the
development of Youth Exchange, Cultural Exchange, Technical
Knowledge Exchange and Economic Exchange as described in the City of
Newport Beach Sister City Association Council Policy 1 -12 ( "Policy ");
(b) Not be used for any activity that would violate state or federal statutory or
decisional law such as regulations affecting non - profit or tax exempt
organizations exempt from taxation pursuant to Section 501(c)(3) of the
Internal Revenue Code;
(c) Ten Thousand Dollars and No Cents ($10,000.00) shall be appropriated
during the fiscal year July 1, 2010 through June 30, 2011; Five Thousand
Dollars and No Cents ($5,000.00) be expended during the fiscal year July
1, 2011 through June 30, 2012 ( "Spending Period ").
Grantee further warrants to City that the Grant Funds will be spent solely for the
Approved Uses and the Grants shall be used by Grantee for the Approved Uses during
the Spending Period or the money shall be returned to City, as described in Section 5
below.
4. REPORTING AND ACCOUNTING REQUIRMENTS
(a) Grantee shall maintain a separate bank/checking account for the Grant
funds. Only Grant funds shall be deposited in this account. Only Grant
eligible expenditures shall be paid from this account.
Grant Agreement Page 2
(b) At all times during the term if this Agreement, Grantee shall maintain true,
proper, and complete books, records, and accounts (collectively called
"Books and Records ") in which shall be entered fully and accurately all
transactions taken with respect to the operation of Grantee and the
expenditure of the Grant Funds. Grantee shall maintain the books and
records in accordance with Generally Accepted Accounting Principles, and
allow the City to conduct an audit of the financial records upon reasonable
notice at any times within four (4) years after expiration or termination of
this Agreement.
(b) Grantee shall, on a quarterly basis during the term of this Agreement,
furnish the City with a Statement of Activities describing the receipt and
disbursement activities of Grantee. With this report, Grantee shall include
quarterly check registers and descriptions of each disbursement, as well
as budget -to- actual - results. Grantee shall also provide, on a quarterly
basis, a Statement of Position describing the assets and liabilities of
Grantee. All quarterly reports shall be due to the City no later than forty -
five (45) days following the end of the reporting quarter. In the event that
an independent audit is conducted, Grantee shall forward a copy of the
audited report to the City for review, including any Management Letter,
Report on Internal Controls, or Reportable Conditions letter generated
during the course of the audit.
A. (c) At the end of each fiscal year (defined as July 1 through June 30, to
coincide with the City's fiscal year), the Grantee shall provide a financial
statement detailing the use of the Grant funds in sufficient detail to
determine that Grantee has accounted for the Grant funds and
expenditures for the preceding year were accounted for consistent with
this Grant Agreement, the Newport Beach Municipal Code and other City
all rules and regulations, including a determination whether expenditures
of Grant funds were allowable under this Grant Agreement and said rules
and ordinances.
(c) Grantee agrees to exercise prudent financial management processes
including proper oversight of all assets, budget preparation, and timely
reporting including budget -to- actual- comparisons.
(d) All Activities shall be performed by Grantee or under Grantee's
supervision. Grantee represents that it possesses the professional and
technical skills required to perform the services required by this
Agreement, and that it will perform all services with a standard of care and
in a manner commensurate with the community professional standards.
5. USE OF THE MONEY
The Grant Funds shall be used solely by Grantee for the Approved Uses and for no
other use and only pursuant to the terms set forth in this Grant Agreement. In the event
that the Grant Funds are not used for the Approved Uses by or before the Spending
Grant Agreement Page 3
Period. Grantee shall notify the City in writing, and shall be obligated to return the funds
within sixty (60) days.
6. INDEMNIFICATION
To the fullest extent permitted by law, Grantee shall indemnify, defend and hold
harmless City, its City Council, boards and commissions, officers, agents, volunteers,
and employees (collectively, the "Indemnified Parties ") from and against any and all
claims (including, without limitation, claims for bodily injury, death or damage to
property), demands, obligations, damages, actions, causes of action, suits, losses,
judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
attorney's fees, disbursements and court costs) of every kind and nature whatsoever
(individually, a Claim; collectively, "Claims "), which may arise from or in any manner
relate (directly or indirectly) to any breach of the terms and conditions of this
Agreement, any work performed or activities conducted for the Newport Beach Sister
City Association (including the negligent and /or willful acts, errors and /or omissions of
Grantee, its principals, officers, agents, employees, vendors, suppliers, consultants,
subcontractors, anyone employed directly or indirectly by any of them or for whose acts
they may be liable or any or all of them).
Notwithstanding the foregoing, nothing herein shall be construed to require Grantee to
indemnify the Indemnified Parties from any Claim arising from the sole negligence or
willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be
construed as authorizing any award of attorney's fees in any action on or to enforce the
terms of this Agreement. This indemnity shall apply to all claims and liability regardless
of whether any insurance policies are applicable. The policy limits do not act as a
limitation upon the amount of indemnification to be provided by the Grantee.
7. GRANTEE INDEPENDENCE
In the performance of this Agreement, the Grantee, and the agents and employees of
Grantee, shall act in an independent capacity and are not officers, employees or agents
of the City.
8. PROHIBITION AGAINST TRANSFERS
Grantee shall not assign, sublease, hypothecate or transfer this Agreement or any of
the services to be performed under this Agreement, directly or indirectly, by operation of
law or otherwise without prior written consent of City. Any attempt to do so without
consent of City shall be null and void.
9. NOTICES
All notices, demands, requests or approvals to be given under this Agreement shall be
given in writing and conclusively shall be deemed served when delivered personally or
on the third business day after the deposit thereof in the United States mail, postage
prepaid, first class mail, addressed as hereinafter provided.
Grant Agreement Page 4
All notices, demands, requests or approvals from Grantee to City shall be addressed to
the City at:
With a copy to:
City Manager
City of Newport Beach
3300 Newport Boulevard
P.O. Box 1768
Newport Beach, CA 92658 -8915
(949) 644 -3000; Fax (949) 644 -3020
Library Services Director
City of Newport Beach
1000 Avocado Avenue
Newport Beach, CA 92660
(949) 717 -3800; Fax (949) 640 -5648
All notices, demands, requests or approvals from City to Grantee shall be addressed to
Grantee at:
President Liddy Palsen
City of Newport Beach Sister City Association
P.O. Box 3134
Newport Beach, CA 92659
10. TERMINATION
(a) In the event that either party fails or refuses to perform any of the
provisions of this Agreement at the time and in the manner required, that
party shall be deemed in default in the performance of this Agreement. If
such default is not cured within a period of two (2) calendar days, or if
more than two (2) calendar days are reasonably required to cure the
default and the defaulting party fails to give adequate assurance of due
performance within two (2) calendar days after receipt of written notice of
default, specifying the nature of such default and the steps necessary to
cure such default, and thereafter diligently take steps to cure the default,
the non - defaulting party may terminate the Agreement forthwith by giving
to the defaulting party written notice thereof.
Notwithstanding the above provisions, City shall have the right, at its sole
discretion and without cause, of terminating this Agreement at any time by
giving seven (7) calendar days prior written notice to Grantee. In the event
of termination under this Section, City shall be entitled to return of any
Grant Funds paid to Grantee up to the effective date of termination.. On
the effective date of termination, Grantee shall deliver to City all reports,
Documents and other information developed or accumulated in the
performance of this Agreement, whether in draft or final form.
Grant Agreement Page 5
(b) Specific Performance. Grantee agrees that the City has the legal right,
and all necessary conditions have been satisfied, to specifically enforce
Grantee's obligations pursuant to this Agreement.
11. WAIVER
A waiver by either party of any breach, of any term, covenant or condition contained
herein shall not be deemed to be a waiver of any subsequent breach of the same or any
other term, covenant or condition contained herein, whether of the same or a different
character.
12. INTEGRATED CONTRACT
This Agreement represents the full and complete understanding of every kind or nature
whatsoever between the parties hereto, and all preliminary negotiations and
agreements of whatsoever kind or nature are merged herein. No verbal agreement or
implied covenant shall be held to vary the provisions herein.
13. INTERPRETATION
The terms of this Agreement shall be construed in accordance with the meaning of the
language used and shall not be construed for or against either party by reason of the
authorship of the Agreement or any other rule of construction which might otherwise
apply.
14. AMENDMENTS
This Agreement may be modified or amended only by a written document executed by
both Grantee and the City and approved as to form by the City Attorney.
15. SEVERABILITY
If any term or portion of this Agreement is held to be invalid, illegal, or otherwise
unenforceable by a court of competent jurisdiction, the remaining provisions of this
Agreement shall continue in full force and effect.
16. CONTROLLING LAW AND VENUE
The laws of the State of California shall govern this Agreement and all matters relating
to it and any action brought relating to this Agreement shall be adjudicated in a court of
competent jurisdiction in the County of Orange.
17. EQUAL OPPORTUNITY EMPLOYMENT
Grantee represents that it is an equal opportunity employer and it shall not discriminate
against any subcontractor, employee or applicant for employment because of race,
religion, color, national origin, handicap, ancestry, sex or age.
Grant Agreement Page 6
18. COMPLIANCE WITH ALL LAWS
Grantee shall at its own cost and expense comply with all statutes, ordinances,
regulations and requirements of all governmental entities, including federal, state,
county or municipal, whether now in force or hereinafter enacted.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the day and year first above written.
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
B L�
eome Mulvihill, I
Assistant City Attorney
ATTEST:
By: ahl 9 �i�
Leilani brown,
City Clerk
CITY OF NEWPORT BEACH,
a Municipal Corporation
By: Nca C
D vi A. Kiff,
City Manager
GRANTEE: Newport Beach Sister City
Association
By: G
orporate Officer)
Print Name:
?flr -,J
By:
Financial Officer)
Title: "T.iF Scc CE c
Print Name: vG4�✓✓1� �ELE�€f(c
Grant Agreement Page 7
NEWPORT BEACH SISTER CITY
HAND -DELIVERED: May 17, 2010
May 14, 2010
Ms. Leilani I. Brown, City Clerk
City of Newport Beach
3300 Newport Boulevard
Newport Beach, CA 92663
Subject: 3rd Quarter Report —Jan. thru Mar. 2010
Dear Ms. Brown,
RECEIVED
7010 MAY 17 PM 1: 04
0ICS OF
Tic Ci i (CLERK
CITY 0.7_ T RE,4(H
t fl
'T
to the `Grant Agreement Between the City of Newport Beach and Newport Beach
Sister City Association,' enclosed please receive the following documents per the reporting
requirements, page 3, paragraph 4.(b):
a) Quarterly Statements for the period January 1, 2010 thru March 31, 2010, consists of
monthly statements;
b) Statement of Budget to Actual Results, titled "Operating Budget — 1St thru 3rd Quarters;
and
c) Statement of Position of Assets and Liabilities. The Monthly Statement ending March
31, 2009 shows the Assets (Investment Account Balance - $11,986.47; and Check book
balance - $25,827.77). There are no known Liabilities (expenses are paid as they are
incurred).
If you should have any questions, please do not hesitate to contact me.
Thank you for your time and assistance in managing this Grant for our organization.
Sinrely,
Ruthi Klein
NBS A Treasurer
Cell: 949 / 677-0883
Office: 949 / 723-7800
Home: 949/ 646-1096
Enclosures
Vwport Beach Si x I -A Auoci&n Fos> OFxe Bok 334 Vewpo& Beach Ch g2654
Ni -AMORT BEACH SISTER CITY A— OCIATION
Operating Budget
NEWPORT BEACH SISTER CITY 3nd QUARTER Cumulative July '09 thru Mar. 2010
Okazaki (Budget $7,900)
Students Exchange Program
Administration
25th Anniversary Sister City Relationship
Total OKAZAKI
2009-2010 Budget REMAINING
Income
Budaetai
$0.00
Expense
Budgetary
$5,000
$900.00
$2,000.00
$7,900.00
Actual
$120.30
$2,335.77
$2,456.07
$5,443.93
0 Antibes (Budget $6,590)
Students Exchange Program $6,100
Administration $490.00
Total ANTIBES $0.00 $6,590.00 $3,049.61
2009-2010 Budget REMAINING $3,540.39
Ensenada (Budget $2525)
Mayors' Luncheon $2,300.00
Administration & Miscellaneous $0.00
Expenses $225.00
Total ENSENADA $0.00 $2,525.00 $0.00
2009-2010 Budget REMAINING $2,525.00
Annual Events
EXPENSES
Other Association Dues
Stationary & Tri -fold Advertisement
Conferences & Networking
Insurance
Other Administration
T -Shirts
Holiday Breakfast in December 2009
Annual Dinner in January 2010
French Dinner in June
Youth Conference, Ireland in July
Estimated Budget
July 2010 Youth Conference - deposit
International Festival at Mariners in Oct.
Estimated Budget
Total ANNUAL EVENTS
2009-2010 Budget REMAINING
TOTAL - Estimate to Actual
2009-2010 Budget REMAINING
INCOME
Donations
Membership Dues
Fund Raising Events
Book Sales & T -Shirts
Subtotal
$21,000
$900
$1,200.00
$220.00
$23,320.00
$500.00
$2,000.00
$350.00
$2,500.00
$500.00
$1,248.00
$700.00
$1,200.00
$800.00
$1,000
$5,000
$15,798.00
$32,813.00
$150.00
$130.00
$1,248.00
-$28.43
$3,210.87
$5,038
$475
$5,349
$15,572.45
$225.55
$21,078.13
$11,7:34.31
$21,000.00
$2,645.00
$878.86
$40.00
$24,563,86
Prepared by: Ruthie Klein May 14, 2010 Page 1 of 1
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NEWPORT BEACH SISTER CITY
HAND -DELIVERED: February 16, 2010
February 14, 2010
Ms. Leilani I. Brown, City Clerk
City of Newport Beach
3300 Newport Boulevard
Newport Beach, CA 92663
RECEIVED
2TO FED 16 PH 4- 2,5
OFFICE OF
THE VITT CLEIRK
n�,,
I Y
Subject: 1St & 2"d Quarterly Reports — September & December 2009
Dear Ms. Brown,
Pursuant to the `Grant Agreement Between the City of Newport Beach and Newport Beach
Sister City Association,' enclosed please receive the following documents per the reporting
requirements, page 3, paragraph 4.(b):
a) Quarterly Statements for the first two quarters, ending September 30, 2009 and
December 31, 2009, respectively. This consists of Monthly Financial Statements for
July through December showing each disbursement and deposit, and reflects the
NBSCA check register.
b) Statement of Budget to Actual Results, titled "Operating Budget — 1st & 2nd Quarters,
July thru December 2009; and
c) Statement of Position of Assets and Liabilities. The Monthly Statement ending
December 31, 2009 shows the Assets (Investment Account Balance - $11,986.47; and
Check book balance - $5,636.33). There are no known Liabilities (expenses are paid as
they are incurred).
If you should have any questions, please do not hesitate to contact me.
Thank you for your time and assistance in managing this Grant for our organization.
Sincerel ,
Ruthie Klein
NBSCA Treasurer
Cell: 949 / 677-0883
Office: 949 / 723-7800
Home: 949/ 646-1096
Enclosures
keopo& Beach ;aerC>' kyocta� n �o_d 01 ce Box 304 kecapo& Beach C4 4265q
/V VPORT BEACH SISTER CITY SSOCIATION
Operating Budget
NEWPORT BEACH SISTER CITY 1ST & 2nd QUARTERS - July thru Dec. 09
IkW Okazaki (Budget $7,900)
Students Exchange Program
Administration
25th Anniversary Sister City Relationship
Total OKAZAKI
2009 Budget REMAINING
Antibes (Budget $6,590)
Income
Budgetai
$0.00
Expense
Budgetarl
$5,000
$900.00
$2,000.00
$7,900.00
$2,335.77
$2,335.77
Students Exchange Program $6,100
Administration $490.00
Total ANTIBES $0.00 $6,590.00 $0.00
21)09 Budget kEMAINING
Ensenada (Budget $2525)
Mayors' Luncheon $2,300.00
Administration & Miscellaneous $0.00
Expenses $225.00
Total ENSENADA $0.00 $2,525.00 $0.00
2009 Budget REMAINING $2,525.00
Annual Events
Donations
Membership Dues
Fund Raising Events
EXPENSES
Other Association Dues
Stationary & Tri -fold Advertisement
Conferences & Networking
Insurance
Other Administration
T -Shirts
Book Sales & T -Shirts
Subtotal
Holiday Breakfast in December 2009
Annual Dinner in January 2010
French Dinner in June
Subtotal
Youth Conference, Ireland in July
Estimated Budget
;a,l?*ntal
International Festival at Mariners in Oct.
Estimated Budget
B+tlz4s�ial
Total ANNUAL EVENTS
'009 Budget REMAINING
2009 REMAINING ITEMS
$21,000
$900
$1,200.00
$220.00
$23,320.00
0
i1
$23,320.00
TOTALS $23,320.00
Jan. 31, 2010 Checkbook balance $28,725.80
Prepared by: Ruthie Klein February 14, 2010
$500.00
$2,000.00
$350.00
$2,500.00
$500.00
$1,248.00
$7,o98,n()
$700.00
$1,200.00
$800.00
$1,000
$5,000
$15,798.00
$32,813.00
$21,000.00
$175.00
$878.86
$1,248.00
-$28.43
$5,038
$5,349
$11,606.58
$4,191.42
$22,529.2-1
Page 1 of 1
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N
GRANT AGREEMENT
T BETWEEN THE CITY OF NEWPORT BEACH AND
NEWPORT BEACH SISTER CITY ASSOCIATION
This Agreement, entered into this 31_ day of , 2009 by and
between the CITY OF NEWPORT BEACH, a California municipal corporation and
Charter City ( "City "), and the Newport Beach Sister City Association, a non -profit
corporation ( "GRANTEE "), is made with reference to the following:
RECITALS
WHEREAS, it is the policy of the City Council that the City's budget specifically
allow the City Council to, at any time during the year, direct revenue towards non - profit
agencies, community groups, community events, or enhancement projects with worthy
projects or programs which the Council deems beneficial to Newport Beach's quality of
fife.
WHEREAS, Grantee is a California non -profit public corporation exempt from
federal taxation pursuant to section 501(c)(3) of the Internal Revenue Code.
WHEREAS, GRANTEE has requested a Grant from the CITY to engage in activities
related to creating international understanding and cooperation with cities in other countries that
have been carefully selected for mutual benefit.
WHEREAS, the Grantee has requested a grant in the amount of $20,000.00
(hereinafter the "GRANT" or the "GRANT FUNDS) from the City.
WHEREAS, the Newport Beach City Council has determined that the Grant is in
the public interest and for the benefit of the citizens of Newport Beach.
WHEREAS, the City has approved a grant in the amount of Twenty Thousand
Dollars and No Cents ($20,000.00) ( "GRANT FUNDS ") to GRANTEE under conditions
of expenditure and reporting and accounting requirements.
WHEREAS, the CITY has approved this Grant to GRANTEE with the understanding and
GRANTEE'S agreement that the Grant funds will: (a) be expended solely for the purpose of
activities related to the development of Youth Exchange, Cultural Exchange, Technical
Knowledge Exchange and Economic Exchange as described in the City of Newport Beach
Sister City Association Council Policy 1 -12 (POLICY); (b) not be used for any activity that would
violate state or federal statutory or decisional law such as regulations affecting non -profit or tax
exempt organizations exempt from taxation pursuant to Section 501(c)(3) of the Internal
Revenue Code; and (c) be expended during the fiscal year July 1, 2009 through June 30, 2010
(SPENDING PERIOD). (These GRANTEE expenditure conditions in (a) through (c) are
collectively defined as the "Approved Use ").
NOW, THEREFORE, the Parties agree as follows:
GRANT
CITY agrees to pay to GRANTEE the GRANT amount of Twenty Thousand Dollars and
No Cents ($20,000.00).
GRANT FUNDS shall be paid as follows: Twenty Thousand Dollars and No Cents
($20,000.00) shall be paid within 30 days of the Grantee's execution of this Agreement
and receipt of the Grantee's operating budget for the 2009 -10 Fiscal Year.
2. TERM
The term of this Agreement shall commence on the date first written above (the
"Effective Date ") and shall continue in full force and effect until terminated by the City or
until June 30, 2010, whichever occurs first.
RESTRICTIONS ON USE OF FUNDS
The GRANT FUNDS are subject to the following expenditure conditions, hereinafter the
"APPROVED USE." The GRANT FUNDS shall:
(a) Be expended solely for the purpose of activities related to creating
international understanding and cooperation with cities in other countries that
have been carefully selected for mutual benefit;
(b) Not be used for any activity that would violate state or federal statutory or
decisional law such as regulations affecting non - profit or tax exempt
organizations exempt from taxation pursuant to Section 501(c)(3) of the
Internal Revenue Code;
(c) Be expended during the fiscal year July 1, 2009 through June 30, 2010
( "Spending Period ").
GRANTEE further warrants to City that the GRANT FUNDS will be spent solely for the
approved use and the GRANT shall be used by GRANTEE for the approved use during
the spending period or the money shall be returned to City, as described in Section 5
below.
4. REPORTING AND ACCOUNTING REQUIRMENTS
(a) At all times during the term if this Agreement, Grantee shall maintain true,
proper, and complete books, records, and accounts (collectively called
"Books and Records ") in which shall be entered fully and accurately all
transactions taken with respect to the operation of Grantee and the
expenditure of the Grant Funds. Grantee shall maintain the books and
records in accordance with Generally Accepted Accounting Principles, and
allow the City to conduct an audit of the financial records upon reasonable
notice at any times within four (4) years after expiration or termination of
this Agreement.
Grant Agreement Page 2
(b) Grantee shall, on a quarterly basis during the term of this Agreement,
furnish the City with a Statement of Activities describing the receipt and
disbursement activities of Grantee. With this report, Grantee shall include
quarterly check registers and descriptions of each disbursement, as well
as budget - to-actual- results. Grantee shall also provide, on a quarterly
basis, a Statement of Position describing the assets and liabilities of
Grantee. All quarterly reports shall be due to the City no later than forty -
five (45) days following the end of the reporting quarter. In the event that
an independent audit is conducted, Grantee shall forward a copy of the
audited report to the City for review, including any Management Letter,
Report on Internal Controls, or Reportable Conditions letter generated
during the course of the audit.
(c) Grantee agrees to exercise prudent financial management processes
including proper oversight of all assets, budget preparation, and timely
reporting including budget -to- actual- comparisons.
(d) All Activities shall be performed by Grantee or under Grantee's
supervision. Grantee represents that it possesses the professional and
technical skills required to perform the services required by this
Agreement, and that it will perform all services with a standard of care and
in a manner commensurate with the community professional standards.
5. USE OF THE MONEY
The Grant Funds shall be used solely by Grantee for the approved use and for no other
use. In the event that the Grant Funds are not used for the approved use by or before
June 30, 2010, Grantee shall notify the City in writing, and shall be obligated to return
the funds within sixty (60) days.
6. INDEMNIFICATION
To the fullest extent permitted by law, Grantee shall indemnify, defend and hold
harmless City, its City Council, boards and commissions, officers, agents, volunteers,
and employees (collectively, the "Indemnified Parties ") from and against any and all
claims (including, without limitation, claims for bodily injury, death or damage to
property), demands, obligations, damages, actions, causes of action, suits, losses,
judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
attorney's fees, disbursements and court costs) of every kind and nature whatsoever
(individually, a Claim; collectively, "Claims "), which may arise from or in any manner
relate (directly or indirectly) to any breach of the terms and conditions of this
Agreement, any work performed or activities conducted for the Newport Beach Sister
City Association (including the negligent and /or willful acts, errors and /or omissions of
Grantee, its principals, officers, agents, employees, vendors, suppliers, consultants,
subcontractors, anyone employed directly or indirectly by any of them or for whose acts
they may be liable or any or all of them).
Grant Agreement Page 3
Notwithstanding the foregoing, nothing herein shall be construed to require Grantee to
indemnify the Indemnified Parties from any Claim arising from the sole negligence or
willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be
construed as authorizing any award of attorney's fees in any action on or to enforce the
terms of this Agreement. This indemnity shall apply to all claims and liability regardless
of whether any insurance policies are applicable. The policy limits do not act as a
limitation upon the amount of indemnification to be provided by the Grantee.
7. GRANTEEINDEPENDENCE
In the performance of this Agreement, the GRANTEE, and the agents and employees of
GRANTEE, shall act in an independent capacity and are not officers, employees or
agents of the City.
S. PROHIBITION AGAINST TRANSFERS
GRANTEE shall not assign, sublease, hypothecate or transfer this Agreement or any of
the services to be performed under this Agreement, directly or indirectly, by operation of
law or otherwise without prior written consent of City. Any attempt to do so without
consent of City shall be null and void.
9. NOTICES
All notices, demands, requests or approvals to be given under this Agreement shall be
given in writing and conclusively shall be deemed served when delivered personally or
on the third business day after the deposit thereof in the United States mail, postage
prepaid, first class mail, addressed as hereinafter provided.
All notices, demands, requests or approvals from GRANTEE to City shall be addressed
to the City at:
City Manager
City of Newport Beach
3300 Newport Boulevard
P.O. Box 1768
Newport Beach, CA 92658 -8915
(949) 6443000; Fax (949) 644 -3020
All notices, demands, requests or approvals from City to Grantee shall be addressed to
Grantee at:
President Chem Myers
City of Newport Beach Sister City Association
P.O. Box 3134
Newport Beach, CA 92659
10. TERMINATION
Grant Agreement Page 4
(a) Termination for Cause. GRANTEE shall be in default if GRANTEE fails or
refuses to perform any duty required by the Agreement or performs in a
manner inconsistent with the terms, conditions and restrictions in this
Agreement. In such event, City shall give GRANTEE, thirty (30) days
written notice to cure, if the default can be cured and City shall be entitled
to terminate this Agreement if GRANTEE has not cured the default within
the thirty (30) day cure period. City shall be entitled to immediately
terminate this Agreement if the default cannot be cured through corrective
action. This Agreement is made on an annual basis, and as such is
subject to non - renewal at its termination.
(b) Speck Performance. Grantee agrees that the City has the legal right,
and all necessary conditions have been satisfied, to specifically enforce
Grantee's obligations pursuant to this Agreement.
11. WAIVER
A waiver by either party of any breach, of any term, covenant or condition contained
herein shall not be deemed to be a waiver of any subsequent breach of the same or any
other term, covenant or condition contained herein, whether of the same or a different
character.
12. INTEGRATED CONTRACT
This Agreement represents the full and complete understanding of every kind or nature
whatsoever between the parties hereto, and all preliminary negotiations and
agreements of whatsoever kind or nature are merged herein. No verbal agreement or
implied covenant shall be held to vary the provisions herein.
13. INTERPRETATION
The terms of this Agreement shall be construed in accordance with the meaning of the
language used and shall not be construed for or against either party by reason of the
authorship of the Agreement or any other rule of construction which might otherwise
apply.
14. AMENDMENTS
This Agreement may be modified or amended only by a written document executed by
both Grantee and the City and approved as to form by the City Attorney.
15. SEVERABILITY
If any term or portion of this Agreement is held to be invalid, illegal, or otherwise
unenforceable by a court of competent jurisdiction, the remaining provisions of this
Agreement shall continue in full force and effect.
16. CONTROLLING LAW AND VENUE
Grant Agreement Page 5
The laws of the State of California shall govern this Agreement and all matters relating
to it and any action brought relating to this Agreement shall be adjudicated in a court of
competent jurisdiction in the County of Orange.
17. EQUAL OPPORTUNITY EMPLOYMENT
Grantee represents that it is an equal opportunity employer and it shall not discriminate
against any subcontractor, employee or applicant for employment because of race,
religion, color, national origin, handicap, ancestry, sex or age.
18. COMPLIANCE WITH ALL LAWS
Grantee shall at its own cost and expense comply with all statutes, ordinances,
regulations and requirements of all governmental entities, including federal, state,
county or municipal, whether now in force or hereinafter enacted.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the day and year first above written.
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
eonie H. Mulvihill,
Assistant City Attorney
ATTEST:
By: aa-� '�' �'n'
Leilani Brown,
City Clerk
)n
z
.r
LIL1 FOE'
CITY OF NEWPORT BEACH,
a Municipal Corporation
By:-_��-✓��,
D d d A. Kiff,
City Manager
GRANTEE: Newport Beach Sister City
Association
y
By:
(_Corporate Officenr/
Title: `I�i Srd��/u CI+
Print Name: eE ,
( ncial Officer) ' 1
Title: if -C M QjM4 t�
Print Name: :FAAf-k- f "PA
Exhibits: Financial Statement for year ending May 31, 2009, and Operating Budget for
the year ending May 31, 2010
Grant Agreement Page 6
FINANCIAL STATEMENT
May 2009
`tom.. Reported- JAN APR 1LY OCT
CHECKING ACCOUNT INVESTMENT ACCOUNT
Beginning Balance 05/01/09 $20,539.44 as of 12131/09 $9,403.66
Credits $225.75 Credits $0.00
Debits $1,854.29 Debits $9 / / ; +t
Ending Balance 05/31/09 $18.910.90 as of 03/31/09 $8,426.66
'?•Eck• 11:111dlq .. , .
DEPOSITS (Credits)
®
w
A-11
w
Administration
Description
Date
Membership
Okazaki
Antibes
Mexico
& Other
CaM Beau Solell Dinner
26 -May
$225.00
Interest Earned
29 -May
$0.75
7N /S APONTH INCOME (Credits)
$225.75
YEAR-To -DATE INCOMt
. }:, ; ::• A
•. ..
5 • :!' '; :v
01 -+ :. ri'nR5 '
EXPENSE (Debits)
Description
Date
Check #
Purpose
Additional luggage charges for gills
Cherd Myers (reimbursement)
26 -May
3357
$150.00
taken to Japan for 25th Anniversary
Transportation to LAX on Apr 1st. 5
Connie Skibba (reimbursement)
5 -May
3358
$561.75
persona, private van at $112.35 ea.
2 Chaperone's/Students' Expenses in
France. $1.090.59, less $800.00
Justin Myers (reimbursement)
15-May
3359
$288.59
Advance distributed before trip
May 17th Dinner to hear tales from
CaM Beau Soleil
20 -May
3360
$753.95
Students returning from France
Pays Charge for Hal Gray's Gift
Wells Fargo NBSCA Visa Paymnt
26 -May
VISA
$100.00
Certificate to Gunivers Restaurant
SUE, - rr. r.:
SUAU
1151:
51 60•x'9
'0 u-;
±1Ur on
TMS MONTFf EXPENSE (Det l
$1,854.29
YEAR -To -DATE EXPENSES
',.)tat Der,iPi :;.: !:.. '•
RECAP
$10,354.84
Prepared
By. Ruthie
Year -to -Date Spent
NEWPORT BEACH SISTER CITY
ASSOCIATION
June 14. 2009
Page 1 of t
NEWPORT BEACH SISTER CITY
Membership
OPERATING BUDGET
June 1, 2009 - May 31, 2010
Donations (City NPB; Pacific Life)
Anticipated Membership Dues
Fund Raising Events
Member Events: Holiday Breakfast & Annual Dinner
International Festival
Youth Conference
SUBTOTAL
SALES
T- shirts
Book Sales
SUBTOTAL
Administration
Sister City International & Other Assoc. Dues
Conferences & Networking
Insurance - General Liability
Miscellaneous (Postage, Website, Gifts...)
Stationary & Tri -fold Advertisements
SUBTOTAL
sib Okazaki, Japan
Travel- Student & Chaperones
Gifts, Administration & Trip Insurance
SUBTOTAL
* Antibes, France
Travel - Student & Chaperones
Gifts, Administration & Trip Insurance
20th Anniversary
SUBTOTAL
Ensenada, Mexico
Mayors' Ensenada Race Luncheon
Administration & Miscellaneous
SUBTOTAL
SUBTOTAL $
Credit from 2009 lapanese Student Exchange
Cancellation
(Funds used for expenses noted above on items not
purchased each year, I.e. stationary, t- shirts, out -of-
country Youth Conference,....
TOTAL BUDGET $
INCOME
$21,000.00
2,500.00
1,000.00
$24,500.00
$300.00
80.00
$380.00
EXPENSE NET
$1,000.00
$5,550.00
$5,000.00
$11,550.00 $12,950.00
$1,248.00
0.00
$1,248.00 ($868.00)
$500.00
350.00
2,500.00
500.00
2,000.00
$5,850.00 ($5,850.00)
$5,000.00
800.00
$5,800.00 ($5,800.00)
$5,000.00
800.00
1500.00
$7,300.00 ($7,300.00)
200.00
$0.00 $200.00 ($200.00)
24,500.00 $ 30,700.00 $ (6,200.00)
$6,500.00 $0.00 $6,500.00
31,000.00 $ 30,700.00 $ 300.00
Prepared by: R. Klein Nov. 29, 2009
NEWPORT BEACH SISTER CITY
Hand -Delivered
January 11, 2010
Ms. Leilani I. Brown, City Clerk
City of Newport Beach
3300 Newport Boulevard
Newport Beach, CA 92663
Subject: Executed Contract No. 4000
Dear Ms. Brown,
Enclosed, per your December 23, 2009 letter request to NBSCA President Chem Myers,
please receive the 3 executed copies of Contract No. 4000 and a self- addressed
envelope.
In reference to the quarterly reports due, since the signing of this contract is at the end of
the 2ntl quarter, we will remit our first report to your offices no later than February 15, 2010,
and it will reflect the first two quarters, July 1, 2009 through December 31, 2009. 1 trust
this will suffice since it is in keeping with the intent of disclosures. If this will not meet the
requirement, please do not hesitate to contact me and I will accommodate your request.
Thank you for assisting our organization, Newport Beach Sister City Association, obtain
the Grant funds awarded by the Newport Beach City Council. If you should have any
questions, please do not hesitate to contact me or President Cherri Myers.
Sincerely,
Ruth P Klei l
NBSCA Treasurer
Call: 949.677-0883
Enclosures: (3) Executed Contract No. 4000; Self- Addressed Envelope.
c. Cherri Myers, NBSCA President (with End.)
N 8 5 C A Post Office Box 3134 Newport Beach, CA 92659
i ,, i
GRANT AGREEMENT BETWEEN
C
THE CITY OF NEWPORT BEACH AND
NEWPORT BEACH SISTER CITY ASSOCIATION
This Agreement, entered into this day of 0 t fir , 2008 by and between
the CITY OF NEWPORT BEACH, a California municipal corporation ( "City "), and the NEWPORT
BEACH SISTER CITY ASSOCIATION, INC., a California non - profit public benefit corporation
( "GRANTEE "), is made with reference to the following:
RECITALS
WHEREAS, the City is a municipal corporation and charter city committed to preserving the
health, welfare and safety of its citizens.
WHEREAS, GRANTEE is a California non - profit public benefit corporation exempt from
federal taxation pursuant to section 501(c)(3) of the Internal Revenue Code.
WHEREAS, GRANTEE has requested a Grant from the CITY to engage in activities related
to creating international understanding and cooperation with cities in other countries that have
been carefully selected for mutual benefit; and
WHEREAS, the CITY has approved this Grant to GRANTEE with the understanding and
GRANTEE'S agreement that the Grant funds will: (a) be expended solely for the purpose of
activities related to the development of Youth Exchange, Cultural Exchange, Technical Knowledge
Exchange and Economic Exchange as described in the City of Newport Beach Sister City
Association Council Policy 1 -12 ( "POLICY "), attached hereto as Exhibit "A" and incorporated by
reference; (b) not be used for any activity that would violate state or federal statutory or decisional
law such as regulations affecting non - profit or tax exempt organizations exempt from taxation
0
pursuant to Section 501(c)(3) of the Internal Revenue Code; and (c) be expended during the fiscal
year July 1, 2008 through June 30, 2009 ( "SPENDING PERIOD "). (These GRANTEE expenditure
conditions in (a) through (c) are collectively defined as the "Approved Use')
NOW, THEREFORE, the Parties agree as follows:
1. GRANT
CITY agrees to pay to GRANTEE the GRANT amount of Twenty Thousand Dollars and No
Cents ($20,000.00) in one installment payment within thirty (30) days of the execution of
this Agreement. The GRANT shall be used solely by GRANTEE for the APPROVED USE
and for no other use and shall be fully expended for the APPROVED USE with the
SPENDING PERIOD. The balance of unused GRANT FUNDS shall be returned to the City
within sixty (60) days after expiration of this Agreement. The City may approve an extension
to the SPENDING PERIOD if GRANTEE requests in writing and provides program budget
detail, which may include establishment of a reasonable reserve.
2. TERM
The term of this Agreement shall commence on the date first written above (the
"EFFECTIVE DATE ") and shall continue in full force and effect until terminated by the City
or until June 30, 2009, whichever occurs first.
3. RESTRICTIONS ON USE OF FUNDS
(a) GRANTEE warrants to City that the GRANT FUNDS will be spent solely for the
APPROVED USE; and
(b) The GRANT shall be used by GRANTEE for the APPROVED USE during the
SPENDING PERIOD or the money shall be returned to City, as described in Section
5 below.
4. REPORTING AND ACCOUNTING REQUIRMENTS
(a) At all times during the term if this Agreement, GRANTEE shall maintain true, proper,
and complete books, records, and accounts (collectively called "Books and
Records ") in which shall be entered fully and accurately all transactions taken with
respect to the operation of GRANTEE and the expenditure of the GRANT FUNDS.
E
GRANTEE shall maintain the books and records in accordance with Generally
Accepted Accounting Principles, and allow the City to conduct an audit of the
financial records upon reasonable notice at any times within four (4) years after
expiration or termination of this Agreement.
(b) GRANTEE shall, on a quarterly basis during the term of this Agreement, furnish the
City with a Statement of Activities describing the receipt and disbursement activities
of GRANTEE. With this report, GRANTEE shall include quarterly check registers
and descriptions of each disbursement, as well as budget -to- actual - results.
GRANTEE shall also provide, on a quarterly basis, a Statement of Position
describing the assets and liabilities of GRANTEE. All quarterly reports shall be due
to the City no later than forty -five (45) days following the end of the reporting
quarter. In the event that an independent audit is conducted, GRANTEE shall
forward a copy of the audited report to the City for review, including any
Management Letter, Report on Internal Controls, or Reportable Conditions letter
generated during the course of the audit.
(c) GRANTEE agrees to exercise prudent financial management processes including
proper oversight of all assets, budget preparation, and timely reporting including
budget -to- actual- comparisons.
(d) All Activities shall be performed by GRANTEE or under GRANTEE'S supervision.
GRANTEE represents that it possesses the professional and technical skills
required to perform the services required by this Agreement, and that it will perform
all services with a standard of care and in a manner commensurate with the
community professional standards.
5. USE OF THE MONEY
The GRANT FUNDS shall be used solely by GRANTEE for the APPROVED USE and for
no other use. In the event that the GRANT FUNDS are not used for the APPROVED USE
by or before June 30, 2009, GRANTEE shall notify the City in writing, and shall be obligated
to return the funds within sixty (60) days.
9
6. INDEMNIFICATION
To the fullest extent permitted by law, GRANTEE shall indemnify, defend and hold
harmless City, its City Council, boards and commissions, officers, agents, volunteers, and
employees (collectively, the "Indemnified Parties ") from and against any and all claims
(including, without limitation, claims for bodily injury, death or damage to property),
demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines,
penalties, liabilities, costs and expenses (including, without limitation, attorney's fees,
disbursements and court costs) of every kind and nature whatsoever (individually, a Claim;
collectively, "Claims "), which may arise from or in any manner relate (directly or indirectly)
to any breach of the terms and conditions of this Agreement, any work performed or
services provided under this Agreement including, without limitation, GRANTEE's presence
or activities conducted on the Approved Use (including the negligent and /or willful acts,
errors and/or omissions of GRANTEE, its principals, officers, agents, employees, vendors,
suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of
them or for whose acts they may be liable or any or all of them).
Notwithstanding the foregoing, nothing herein shall be construed to require GRANTEE to
indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful
misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as
authorizing any award of attorney's fees in any action on or to enforce the terms of this
Agreement. This indemnity shall apply to all claims and liability regardless of whether any
insurance policies are applicable. The policy limits do not act as a limitation upon the
amount of indemnification to be provided by the GRANTEE.
7. GRANTEE INDEPENDENCE
In the performance of this Agreement, the GRANTEE, and the agents and employees of
GRANTEE, shall act in an independent capacity and not as officers or employees or agents
of the City.
8. PROHIBITION AGAINST TRANSFERS
GRANTEE shall not assign, sublease, hypothecate or transfer this Agreement or any of the
services to be performed under this Agreement, directly or indirectly, by operation of law or
otherwise without prior written consent of City. Any attempt to do so without consent of City
shall be null and void.
Ig
9. NOTICES
All notices, demands, requests or approvals to be given under this Agreement shall be
given in writing and conclusively shall be deemed served when delivered personally or on
the third business day after the deposit thereof in the United States mail, postage prepaid,
first class mail, addressed as hereinafter provided.
All notices, demands, requests or approvals from GRANTEE to City shall be
addressed to the City at:
City Manager
City of Newport Beach
3300 Newport Boulevard
P. O. Box 1768
Newport Beach, CA 92658 -8915
(949) 644 -3000
All notices, demands, requests or approvals from City to GRANTEE shall be
addressed to GRANTEE at:
President Chem Myers
City of Newport Beach Sister City Association
P.O. Box 3134
Newport Beach, CA 92659
10. TERMINATION
(a) Termination for Cause. GRANTEE shall be in default if GRANTEE fails or refuses
to perform any duty required by the Agreement or performs in a manner inconsistent
with the terms, conditions and restrictions in this Agreement. In such event, City
shall give GRANTEE, thirty (30) days written notice to cure, if the default can be
cured and City shall be entitled to terminate this Agreement if GRANTEE has not
cured the default within the thirty (30) day cure period. City shall be entitled to
immediately terminate this Agreement if the default cannot be cured through
corrective action. This Agreement is made on an annual basis, and as such is
subject to non - renewal at its termination.
(b) Specific Performance. GRANTEE agrees that the City has the legal right, and all
necessary conditions have been satisfied, to specifically enforce GRANTEE'S
obligations pursuant to this Agreement.
5
filtttttttl•Yr- #ct
•
A waiver by either party of any breach, of any term, covenant or condition contained herein
shall not be deemed to be a waiver of any subsequent breach of the same or any other
term, covenant or condition contained herein, whether of the same or a different character.
12. INTEGRATED CONTRACT
This Agreement represents the full and complete understanding of every kind or nature
whatsoever between the parties hereto, and all preliminary negotiations and agreements of
whatsoever kind or nature are merged herein. No verbal agreement or implied covenant
shall be held to vary the provisions herein.
13. INTERPRETATION
The terms of this Agreement shall be construed in accordance with the meaning of the
language used and shall not be construed for or against either party by reason of the
authorship of the Agreement or any other rule of construction which might otherwise apply.
14. AMENDMENTS
This Agreement may be modified or amended only by a written document executed by both
GRANTEE and the City and approved as to form by the City Attorney.
15. SEVERABILITY
If any term or portion of this Agreement is held to be invalid, illegal, or otherwise
unenforceable by a court of competent jurisdiction, the remaining provisions of this
Agreement shall continue in full force and effect.
16. CONTROLLING LAW AND VENUE
The laws of the State of California shall govern this Agreement and all matters relating to it
and any action brought relating to this Agreement shall be adjudicated in a court of
competent jurisdiction in the County of Orange.
N
T 7 • � •
17. EQUAL OPPORTUNITY EMPLOYMENT
GRANTEE represents that it is an equal opportunity employer and it shall not discriminate
against any subcontractor, employee or applicant for employment because of race, religion,
color, national origin, handicap, ancestry, sex or age.
18. COMPLIANCE WITH ALL LAWS
GRANTEE shall at its own cost and expense comply with all statutes, ordinances,
regulations and requirements of all governmental entities, including federal, state, county or
municipal, whether now in force or hereinafter enacted.
[SIGNATURES ON FOLLOWING PAGE]
7
IN WITNESS WHEREOF, the City and GRANTEE have executed this Agreement as of the date
first above written.
APPR VED AS TO FORM:
7
Aaron C. Harp,
Assistant City Attorney
for the City of Newport Beach
ATTEST:
B �'U�•
LaVonne Harkless,
City Clerk
Exhibit A: Council Policy 1-12
9
r -
CITY OF EWPORT B ACH:
A Muni al C r ora ion
Edw rd elich, yo
for the City of Newport Beach
NEWPORT BEACH SISTER
CITY ASSOCIATION:
By:jmu'�d&�N
(Corporate Officer)
Title: ��eS Clt'A;t—
r
Print Name: L ReI�K Y S
By'
(Financial Officer)
Title:
Print Name:
.S
GRANT AGREEMENT BETWEEN
THE CITY OF NEWPORT BEACH AND
NEWPORT BEACH SISTER CITY ASSOCIATION
This Agreement, entered into this day of Ven, %eta , 2007 by and between
the CITY OF NEWPORT BEACH, a California municipal corporation ( "City "), and the NEWPORT
BEACH SISTER CITY ASSOCIATION, a non - profit corporation (GRANTEE), is made with
reference to the following:
RECITALS
WHEREAS, the City is a municipal corporation and charter city committed to preserving the
health, welfare and safety of its citizens.
WHEREAS, GRANTEE is a California non - profit public corporation exempt from federal
taxation pursuant to section 501(c)(3) of the Internal Revenue Code.
WHEREAS, GRANTEE has requested a Grant from the CITY to engage in activities related
to creating international understanding and cooperation with cities in other countries that have
been carefully selected for mutual benefit; and
WHEREAS, the CITY has approved this Grant to GRANTEE with the understanding and
GRANTEE'S agreement that the Grant funds will: (a) be expended solely for the purpose of
activities related to the development of Youth Exchange, Cultural Exchange, Technical Knowledge
Exchange and Economic Exchange as described in the City of Newport Beach Sister City
Association Council Policy 1 -12 (POLICY); (b) not be used for any activity that would violate state or
federal statutory or decisional law such as regulations affecting non - profit or tax exempt
organizations exempt from taxation pursuant to Section 501(c)(3) of the Internal Revenue Code;
1
n
.+
and (c) be expended during the fiscal year July 1, 2007 through June 30, 2008 (SPENDING
PERIOD). (These GRANTEE expenditure conditions in (a) through (c) are collectively defined as
the "Approved Use ").
NOW, THEREFORE, the Parties agree as follows:
1. GRANT
CITY agrees to pay to GRANTEE the GRANT amount of Twenty Thousand Dollars and No
Cents ($20,000.00) in one installment payment within thirty (30) days of the execution of
this Agreement. The GRANT shall be used solely by GRANTEE for the APPROVED USE
and for no other use and shall be fully expended for the APPROVED USE with the
SPENDING PERIOD. The balance of unused GRANT FUNDS shall be returned to the City
within sixty (60) days after expiration of this Agreement. The City may approve an extension
to the SPENDING PERIOD if GRANTEE requests in writing and provides program budget
detail, which may include establishment of a reasonable reserve.
2. TERM
The term of this Agreement shall commence on the date first written above (the
EFFECTIVE DATE) and shall continue in full force and effect until terminated by the City or
until June 30, 2008, whichever occurs first.
3. RESTRICTIONS ON USE OF FUNDS
(a) GRANTEE warrants to City that the GRANT FUNDS will be spent solely for the
APPROVED USE; and
(b) The GRANT shall be used by GRANTEE for the APPROVED USE during the
SPENDING PERIOD or the money shall be returned to City, as described in Section
5 below.
4. REPORTING AND ACCOUNTING REQUIRMENTS
(a) At all times during the term if this Agreement, GRANTEE shall maintain true, proper,
and complete books, records, and accounts (collectively called 'Books and
Records ") in which shall be entered fully and accurately all transactions taken with
respect to the operation of GRANTEE and the expenditure of the GRANT FUNDS.
GRANTEE shall maintain the books and records in accordance with Generally
2
a
Accepted Accounting Principles, and allow the City to conduct an audit of the
financial records upon reasonable notice at any times within four (4) years after
expiration or termination of this Agreement.
(b) GRANTEE shall, on a quarterly basis during the term of this Agreement, furnish the
City with a Statement of Activities describing the receipt and disbursement activities
of GRANTEE. With this report, GRANTEE shall include quarterly check registers
and descriptions of each disbursement, as well as budget -to- actual - results.
GRANTEE shall also provide, on a quarterly basis, a Statement of Position
describing the assets and liabilities of GRANTEE. All quarterly reports shall be due
to the City no later than forty -five (45) days following the end of the reporting
quarter. In the event that an independent audit is conducted, GRANTEE shall
forward a copy of the audited report to the City for review, including any
Management Letter, Report on Internal Controls, or Reportable Conditions letter
generated during the course of the audit.
(c) GRANTEE agrees to exercise prudent financial management processes including
proper oversight of all assets, budget preparation, and timely reporting including
budget -to- actual- comparisons.
(d) All Activities shall be performed by GRANTEE or under GRANTEE'S supervision.
GRANTEE represents that it possesses the professional and technical skills
required to perform the services required by this Agreement, and that it will perform
all services with a standard of care and in a manner commensurate with the
community professional standards.
5. USE OF THE MONEY
The GRANT FUNDS shall be used solely by GRANTEE for the APPROVED USE and for
no other use. In the event that the GRANT FUNDS are not used for the APPROVED USE
by or before June 30, 2008, GRANTEE shall notify the City in writing, and shall be obligated
to return the funds within sixty (60) days.
6. INDEMNIFICATION
GRANTEE shall hold harmless, defend and indemnify the City, and its elected and
appointed officers, boards, officers, employees, agents, and volunteers (INDEMNIFIED
3
PARTIES) from any claim, loss, litigation, or liability arising out of or in any way related to
this Agreement regardless of the cause, except for any liability arising from the sole
negligence, fraud or willful misconduct of the INDEMNIFIED PARTIES.
7. GRANTEEINDEPENDENCE
In the performance of this Agreement, the GRANTEE, and the agents and employees of
GRANTEE, shall act in an independent capacity and not as officers or employees or agents
of the City.
8. PROHIBITION AGAINST TRANSFERS
GRANTEE shall not assign, sublease, hypothecate or transfer this Agreement or any of the
services to be performed under this Agreement, directly or indirectly, by operation of law or
otherwise without prior written consent of City. Any attempt to do so without consent of City
shall be null and void.
9. NOTICES
All notices, demands, requests or approvals to be given under this Agreement shall be
given in writing and conclusively shall be deemed served when delivered personally or on
the third business day after the deposit thereof in the United States mail, postage prepaid,
first class mail, addressed as hereinafter provided.
All notices, demands, requests or approvals from GRANTEE to City shall be
addressed to the City at:
City Manager
City of Newport Beach
3300 Newport Boulevard
P. O. Box 1768
Newport Beach, CA 92658 -8915
(949) 644 -3000
All notices, demands, requests or approvals from City to GRANTEE shall be
addressed to GRANTEE at:
President Chard Myers
City of Newport Beach Sister City Association
P.O. Box 3134
Newport Beach, CA 92659
r
10. TERMINATION
(a) Termination for Cause. GRANTEE shall be in default if GRANTEE fails or refuses
to perform any duty required by the Agreement or performs in a manner inconsistent with
the terms, conditions and restrictions in this Agreement. In such event, City shall give
GRANTEE, thirty (30) days written notice to cure, if the default can be cured and City shall
be entitled to terminate this Agreement if GRANTEE has not cured the default within the
thirty (30) day cure period. City shall be entitled to immediately terminate this Agreement if
the default cannot be cured through corrective action. This Agreement is made on an
annual basis, and as such is subject to non - renewal at its termination.
(b) Specific Performance. GRANTEE agrees that the City has the legal right, and all
necessary conditions have been satisfied, to specifically enforce GRANTEE'S obligations
pursuant to this Agreement.
11. WAIVER
A waiver by either party of any breach, of any term, covenant or condition contained herein
shall not be deemed to be a waiver of any subsequent breach of the same or any other
term, covenant or condition contained herein, whether of the same or a different character.
12. INTEGRATED CONTRACT
This Agreement represents the full and complete understanding of every kind or nature
whatsoever between the parties hereto, and all preliminary negotiations and agreements of
whatsoever kind or nature are merged herein. No verbal agreement or implied covenant
shall be held to vary the provisions herein.
13. INTERPRETATION
The terms of this Agreement shall be construed in accordance with the meaning of the
language used and shall not be construed for or against either party by reason of the
authorship of the Agreement or any other rule of construction which might otherwise apply.
14. AMENDMENTS
This Agreement may be modified or amended only by a written document executed by both
GRANTEE and the City and approved as to form by the City Attorney.
5
16. SEVERABILITY
If any term or portion of this Agreement is held to be invalid, illegal, or otherwise
unenforceable by a court of competent jurisdiction, the remaining provisions of this
Agreement shall continue in full force and effect.
16. CONTROLLING LAW AND VENUE
The laws of the State of California shall govern this Agreement and all matters relating to it
and any action brought relating to this Agreement shall be adjudicated in a court of
competent jurisdiction in the County of Orange.
17. EQUAL OPPORTUNITY EMPLOYMENT
GRANTEE represents that it is an equal opportunity employer and it shall not discriminate
against any subcontractor, employee or applicant for employment because of race, religion,
color, national origin, handicap, ancestry, sex or age.
18. COMPLIANCE WITH ALL LAWS
GRANTEE shall at its own cost and expense comply with all statutes, ordinances,
regulations and requirements of all governmental entities, including federal, state, county or
municipal, whether now in force or hereinafter enacted.
[SIGNATURES ON FOLLOWING PAGE]
9
IN WITNESS WHEREOF, the City and GRANTEE have executed this Agreement as of the date
first above written.
APPROVED AS TO FORM:
Aaro'n C. Harp,
Assistant City Attorney
for the City of Newport Beach
ATTEST:
By: 671.�m
LaVonne Harkless,
City Clerk
s
CITY OF NEWPORT BEACH:
A ' tcipal ration
u _
Steven Rosar4ky, May
for the City of Newport Bg ch
NEWPORT BEACH SISTER
CITY ASSOCIATION:
By:rIt'vi/1
, Nvi'j
(Corporal fficer)
Title: _�Q { c,i
Print Name:. lm�� �� ��y�� L
a�QAIS S
By:
( mancial O�fic
Title: 1 AQ -a-1 �
Print Name: �\& 61
VA