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HomeMy WebLinkAboutC-5215 - Grant Agreement for Special Event Support Program FY 12-13 - Annual Balboa Island ParadeGRANT AGREEMENT BETWEEN THE CITY OF NEWPORT BEACH AND BALBOA ISLAND IMPROVEMENT ASSOCIATION This Grant Agreement ( "Agreement ") is entered into this &A day of Ua 5T , 2012, by and between the City of Newport Beach, a California municipal corporation and Charter City ( "City "), and BALBOA ISLAND IMPROVEMENT ASSOCIATION, a California non - profit corporation located at 204 Coral Avenue, Newport Beach, CA 92662 ( "Grantee "). City and Grantee are at times individually referred to as "Party" and collectively as "Parties" herein. RECITALS A. It is the policy of the City Council that the City's budget specifically allows the City Council to direct revenue towards non - profit agencies, community groups, community events, or enhancement projects with worthy projects or programs which the City Council deems beneficial to resident's quality of life. B. Grantee requested a grant from the City for the Annual Balboa Island Parade ( "Grant Proposal "). C. The City Council determined the Grant Proposal is for a worthy project that will benefit the City's residents quality of life. D. The City Council approved a grant in the amount of One Thousand Two Hundred Dollars and 00/100 ($1,200.00) ( "Grant Funds ") to Grantee pursuant to certain conditions regarding expenditure, reporting, and accounting requirements. NOW, THEREFORE, the Parties agree as follows: 1. GRANT 1.1. City awards to Grantee Grant Funds in the amount of One Thousand Two Hundred Dollars and 00/100 ($1,200.00) as requested by Grantee in the Grant Proposal attached hereto as Exhibit A and incorporated herein by reference, or such other amount as authorized by the City Council. 1.2. Grant Funds shall be disbursed by City to Grantee as follows (select one): ❑ At the time of execution of this Agreement. On or before March 1, 2013. ❑ In four (4) equal installments on the following dates: (a) Click here to enter a date.(b) Click here to enter a date.(c)Click here to enter a date.; and (d)Click here to enter a date.. 2. TERM The term of this Agreement shall commence on the date first written above (`Effective Date ") and shall continue in full force and effect until June 30, 2013, unless terminated earlier as provided herein. 3. RESTRICTIONS ON USE OF FUNDS 3.1. The Grant Funds are subject to the following expenditure conditions (`Approved Uses "): 3.1.1. The Grant Funds shall be expended solely for the purposes provided in Exhibit A; 3.1.2. The Grant Funds shall not be used for any activity that would violate City, 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 3.2. Grantee further warrants to City that the Grant Funds will be spent solely for the Approved Uses and the Grant Funds shall be used by Grantee during this Agreement's term otherwise the Grant Funds shall be returned to City, as provided in Section 5 below. 4. REPORTING AND ACCOUNTING REQUIREMENTS 4.1. At all times during the term of this Agreement, Grantee shall maintain true, proper, and complete books, records, and accounts (collectively, "Books and Records ") in which shall be entered fully and accurately all transactions taken with respect to the operations of Grantee under the Grant Proposal and the expenditure of the Grant Funds. Grantee shall maintain the Books and Records in accordance with Generally Accepted Accounting Principles. 4.2. If the Grantee has been audited by an independent auditor or has been the subject of a compliance audit /examination by a grantee or regulatory agency during the past three years, audit reports and management letters indicating compliance violations, fraud, illegal acts, material weaknesses in internal control structure or reportable conditions, in connection with such audits shall be delivered to the City thirty (30) days prior to the effective date of this agreement. If no audits or events as described above have occurred during this period, the Grantee shall provide City a written assertion that no audits or similar examinations have occurred during the three (3) year period and an assertion that the Grantee is not aware of any events or conditions, described above, or other information that might reasonable impact City's decision to fund the grant as requested. 4.3. City reserves the right to designate its own employee representative(s) or its contracted representative(s) with a Certified Public Accounting firm who shall have the right to audit Grantee's accounting procedures and internal controls of Grantee's financial systems as they relate to the Grant Proposal and to examine any cost, revenue, payment, claim, other records or supporting documentation resulting from any Balboa Island Improvement Association Page 2 items set forth in this Agreement. Any such audit(s) shall be undertaken by City or its representative(s) at mutually agreed upon reasonable times and in conformance with generally accepted auditing standards. Grantee agrees to fully cooperate with any such audit(s). 4.4. This right to audit shall extend during the length of this Agreement and for a period of three (3) years or longer, if required by law, following the date of any Grant Funds tendered under this Agreement. Grantee agrees to retain all necessary records /documentation for the entire length of this audit period. 4.5. Grantee shall, upon conclusion of the event, furnish the City with a Balance Sheet and Income Statement describing the receipt and disbursement activities of Grantee with respect to the Grant Funds. In its sole and absolute discretion the City may also require Grantee to submit: (1) quarterly check registers and descriptions of each disbursement; (ii) budget -to- actual - results; and (iii) a statement of position describing the assets and liabilities associated with the Grant event. All reports, including a post -event evaluation, shall be due to the City no later than forty -five (45) days following the conclusion of the event. In the event that an independent audit is conducted; Grantee shall forward a copy of the audited report tot eh City for review, including any Management Letter, Report on Internal Controls, or Reportable Conditions letter generated during the course of the audit. 4.6. Grantee agrees to exercise prudent financial management processes including proper oversight of all assets, budget preparation, and timely reporting including budget -to- actual- comparisons. 4.7. All Approved Uses 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. 4.8. If Grantee has supported Political Action Committees(s) (PACs) during the past three (3) years, the Grantee shall hire an independent auditor to perform limited, agreed -upon testwork procedures to provide City assurance that City sponsored event profits did not subsidize the funding of Political Action Committees (PACs) and event proceeds were adequately segregated from funds used to support PACs. Agreed upon procedures may include a review of a detail list of the past three (3) years of PAC contributions and expenditures, including: a. An identifying donor number, date and amount of each reported contribution; and b. A detail of expenditures sufficient enough to determine that the expenditures were solely for PAC - related expenses; and c. Any retained earnings or fund balance at the end of each fiscal year. Substantive documentation for the contribution and expenditure should be available upon request. City shall approve the agreed -upon testwork procedures prior to the commencement of fieldwork. Balboa Island Improvement Association Page 3 5. USE OF GRANT FUNDS The Grant Funds shall be used solely by Grantee for the Approved Uses and for no other use, including but not limited to political activity in support of a PAC. In the event that the Grant Funds are not used for the Approved Uses, Grantee shall notify the City in writing, and shall be obligated to return the Grant Funds in full to the City within ten (10) days. If the Grant funds are not expended by or before June 30, 2013, Grantee shall notify the City in writing and shall be obligated to return the unexpended Grant funds to the City within thirty (30) days. 6. INDEMNIFICATION 6.1. 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 this Agreement (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 for any or all of them). 6.2. 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 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. The manner and means of performing the Approved Uses are under the control of Grantee, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. Nothing in this Agreement shall be deemed to constitute approval for Grantee or any of Grantee's employees or agents, to be the agents or employees of City. Grantee shall have the responsibility for and control over the means of performing the Approved Uses, provided that Grantee is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Grantee as to the details of the performance or to exercise a measure of control over Grantee shall mean only that Grantee shall follow the desires of City with respect to the results of the Approved Uses. Balboa Island Improvement Association Page 4 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 written consent of City shall be null and void. 9. NOTICES 9.1. 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. 9.2. All notices, demands, requests or approvals from Grantee to City shall be addressed to the City at: City Manager Special Event Grant Funding City of Newport Beach 3300 Newport Boulevard P.O. Box 1768 Newport Beach, CA 92658 -8915 Phone: (949) 644 -3000; Fax: (949) 644 -3020 9.3. All notices, demands, requests or approvals from City to Grantee shall be addressed to Grantee at: Jeff Herdman Balboa Island Improvement Association 204 Coral Avenue Newport Beach, CA 92662 Phone: 949 - 675 -3288 Email: jherdman1 @roadrunner.com %TERMINATION 10.1. 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. If terminated for cause, Grant Funds shall be returned to the City pursuant to Section 5. This Agreement is made on an annual basis, and as such is subject to non - renewal at its termination. 10.2. Termination without Cause. City may terminate this Agreement at anytime with or without cause upon seven (7) days written notice to Grantee, any remaining Balboa Island Improvement Association Page 5 Grant Funds in Grantee's possession at the time of termination shall be returned to City pursuant to Section 5. 10.3. 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. STANDARD PROVISIONS 11.1. 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. 11.2. 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. 11.3. 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. 11.4. Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Grant Proposal or any other attachments attached hereto, the terms of this Agreement shall govern. 11.5. 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. 11.6. Amendments. This Agreement may be modified or amended only by a written document executed by both Grantee and City and approved as to form by the City Attorney. 11.7. 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. 11.8. 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. 11.9. Equal Opportunity Employment. Grantee represents that it is an equal opportunity employer and it shall not discriminate against any contractor, employee or Balboa Island Improvement Association Page 6 applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. 11.10. No Attorney's Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorney's fees. 11.11. Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. [SIGNATURES ON FOLLOWING PAGE] Balboa Island Improvement Association Page 7 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORN Y'S OFFICE Date: ` 1-01lL aron C. Harp City Attorney ATTEST: Date: e 0%--- Leilani I. Brown City Clerk� ., 7E'i7; k. r7f Attachment: Exhibit A: Grant Proposal CITY OF NEWPORT BEACH, A California municipal corporation Date:qj'lN�� By: Dave ff City Manager GRANTEE: Balboa Island Improvement Association, a California non-profit corporation. Date: 5� 17 46 4/Al Title: Date: 'y / i li- By: Name: Title: ViCe - [END OF SIGNATURES] !'�SiCI� iZ7 Balboa Island Improvement Association Page 8 Exhibit A FormSite.com - Single Result Table Page 1 of 4 Question Value Reference # 6261617 Status Complete Name of Applicant Organization: Balboa Island Improvement Association First Name Jeff Last Name Herdman Street Address 204 Coral Ave. Address Line 2 City Newport Beach State California Zip Code 92662 Phone Number (949) 675 -3288 Email Address jherdmanl @roadrunner.com Type of Entity Other non - profit Name of Event: Annual Balboa Island Parade Event Date(s): June 2, 2013 Is this an annual event? yes Type of event: Community Event location/venue: Marine Ave., Balboa Island Are you anticipating Along the parade staging area, as well as the parade route, lined trash any road closures? If so containers are strategically placed. Portable toilets are also rented and placed at describe waste Balboa Ave. and the Grand Canal. No vendor sales are allowed during the minimization and clean- parade, and parade participants are not allowed to throw candy to spectators. up plan for public Each year following the parade the city has provided street sweeping spaces /roads. on Marine Ave. (parade route). Is there a fee to enter the event for the general public? Describe what, if any, portion of the No event is FREE to the public. The Annual Balboa Island Parade is a community -based home town parade with the objective of creating a non - commercial opportunity for Balboa Island residents to participate. Groups, neighborhoods, organizations and individuals are all encouraged to participate. The parade also includes local and national Description of Event: political personalities with no campaigning allowed. Classic automogiles are entered and often transport dignitaries down the Local parade route. school bands, musical group, and golf cart floats are highlights of the parade each year. There have been 18 prior parades, the first of which celebrated the opening of the Balboa Island Fire Station at Marine and Park Avenues. The parade promotes and celebrates living, working, and vacationing on Balboa Island, and is considered the opening event for the summer season. https: / /fs23.formsite.com/ bid/ FormSite? EParam= KmSgHSeyWBCbdYg2 %2FhQkfDAUSgQ... 02/16/2012 FormSite.com - Single Result Table Page 2 of 4 This will be the eighteenth Annual Balboa Island Parade organized by the Balboa Island Improvement Association. The parade chairman for the 2013 Summarize applicant's parade has been on the planning committee for all of the 18 years. Excellent prior event experience records are maintained, and all committee members keep a "To Do" list from (1/2 page maximum): the previous year's parade. Monthly planning committee meetings are held starting in February up until the day of the parade. A de- briefing meeting is held by the committee in order to fine tune planning for the following year. If the Applicant conducts similar events elsewhere, please provide details including: where, when, The BIIA sponsors a variety of activities throughout the year, however the safety issues, and if parade is a unique experience for the Association, but one that we have 18 applicable, why the years of experience with - it is a "wee- oiled" machine in terms of production. event left its previous location (1 page maximum): Amount of cash requested: $3,200.00 How will the requested The funds requsted represent 25% of the total production cost of the parade funds be used? and will be used for the rental of equipment, portable toilets, NBPD stipends, city permit, signs, poster and postal expenses. Does the applicant hold IP rights? No Is there a contract with an Event Organizer? No Contact information for Event Organizer: The City's support should represent no more than 25% of the total event budget. Volunteer hours may not be counted toward the total event budget, Yes but the value of in -kind goods and services may be counted. Does your request meet this criterion? The City's support must be used for the implementation of an actual special event. (i.e. event execution, Yes not planning the event). Does your request meet this criterion? littps: / /fs23. formsite. com/ bld/ FormSite? EParam= Km8gHSeyW8CbdYg2 ° / "2FhQkfDAUSgQ... 02/16/2012 FormSite.com - Single Result Table Page 3 of 4 The request for City support must include a list of other City entities or groups and private sponsors from whom the applicant is seeking financial support. (If yes, attach list) If applicable, upload document (acceptable file formats: word & The Annual Balboa Island Parade draws between 'three five thousand spectators to the commercial blocks of Marine Ave. on Balboa Island. Parade spectators, both before and after the parade, take great advantage of the shopping and dining opportunities that the variety of shops and restaurants lever er on Marine Ave. The parade is designed to welcome in the summer son, and the "Newport Beach Experience." All parade planning and Commuduction is executed by volunteers. No city personnel are involved in parade 5 pagenning. There is no cost to the public to view the parade, nor will a charge er be made. Safety issues are always of high concern during the planning ges, and during the actual parade. To that end, the experience of the nning committee is clearly evident and can be verified by the NBPD's olvement in the parade. The parade is provided for the enjoyment of the munity, and is not a charitable or fund - raising event for the Balboa Island provement Association. Jpload a maximum (acceptable file formats: word & The Balboa Island Improvement Association (BIIA, founded in 1918, exists to work toward the continual improvement projects on both Balboa Islands, and offers events and activities for its membership on an annual basis. Business Plan The primary goal of the parade is to provide entertainment for the community, to create a sense of community spirit and cohesiveness, and to promote island commerce. All planning for this event is conducted by volunteers. Each planning committee member assumes a particular Economic Impact and responsibility that comes together to present a coordinated and efficiently run Sponsorship Proposal - event,. At the monthly planning committee meetings members report their 10 pages maximum progress toward meeting the objectives of their assignment. In May the planning committee will meet twice to insure that all preparations are finalized. Marketing There is no need to "market" the parade for the purpose of off - setting costs. However, there is a definite plan for publicity that is executed each year by the publicity chair and includes advertising of the parade via local media and on the BIIA Website. Posters advertising the parade are printed and distributed a month in advance to key locations on the island and throughout the city. There are no confirmed sponsors for the 2013 parade, however it will be the intent of the parade planning committee to seek sponsorships from https:// fs23. formsite. com /bId /FormSite ?EParam= Km8gHSey W 8CbdYg2 %2FhQkfDAUSgQ... 02/16/2012 FormSite.com - Single Result Table Page 4 of 4 https: / /fs23. forms ite.com /bid /FormSite ?EParam= Km8gHSey W 8CbdYg2 %2FhQktDAUSgQ... 02/16/2012 island merchants to help offset the cost of the parade to the Association. Accommodations We anticipate an average of 300 parade participants, 3,500 spectators, and approximately 60 volunteers. It is not possible for us to say whether hotel accommodations will be needed for any of the participants or spectators. Budget (2011): Income City of Newport Beach 1,200 Expenses Awards and Prizes 525 Decorations 442 Delivery 1,854 Entertainment 1,250 Flags and Banners 1,292 Food and Refreshm. 551 Permits 890 Police 688 Portable Toilets 1,053 Postage/PO Box 20 Printing 161 Equip. Rental 2,488 Signs and Posters 108 T- Shirts and Badges 800 Supplies 616 Total 12,738 Upload a document -10 pages maximum (acceptable file formats: word & pdf): Date 2012 -01 -31 18 :05:57 Start Time N/A with Form Login Finish Time N/A with Form Login Duration N/A with Form Login User 76.168.221.171 Browser IE 8 OS Windows Referrer https:Hfs23 formsite com /cityofnb /forml /form login html https: / /fs23. forms ite.com /bid /FormSite ?EParam= Km8gHSey W 8CbdYg2 %2FhQktDAUSgQ... 02/16/2012