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HomeMy WebLinkAbout18 - CJE & AWG Funding Requests-Proposed Grant AgreementMarch 27, 2001 Agenda Item No. 18 CITY OF NEWPORT BEACH Office of the City Attorney TO: Mayor & Members of the City Council FROM: Robert Burnham RE: CJEIAWG Funding Requests Proposed Grant Agreements DATE: March 27, 2001 The Airport Working Group (AWG) and Citizens for Jobs and the Economy (CJE) have asked the City Council to grant approximately $3.6 Million to fund a public outreach program related to the proposed commercial aviation reuse of El Toro. On March 13, 2001, the City Council "set aside" $3.69 million and directed staff to prepare appropriate agreements that would establish the terms and conditions for any grant. Staff has met with representatives of CJE/AWG and discussed certain legal issues with special counsel. The purpose of this memo is to summarize proposed terms and conditions of proposed grant agreements that would ensure that funds are used in a manner consistent with statutory and decisional law with appropriate audit and accounting safeguards. The proposed terms and conditions are summarized in Exhibit A and the specific work to be performed by CJE and AWG is described in Exhibits B and C. The proposed grant agreements will be transmitted to the City Council on Friday, March 23, 2001 accompanied by a response to questions posed during the testimony at the March 13, 2001 meeting. The Airport Issues Committee will make recommendations on the proposed grant agreements at the March 27, 2001 meeting of the City Council. 0 A. I-1 C. EXHIBIT A 0 SUMMARY OF GRANT TERMS AND CONDITIONS Specific WE Provisions (1) An immediate grant of $150,000 to WE to fund the activities described in Exhibit A. (2) Existing grant funds required to be used to complete polling, develop messages/strategy, to obtain legal analysis of activities to ensure compliance with agreement, and state and federal lobbying. Specific AWG Provisions (1) An immediate grant of $120,000 to fund the activities described in Exhibit B. (2) Use existing grant funds for litigation /legal research. (3) AWG will support our efforts to extend the settlement agreement. General Conditions applicable to all Grants (1) Remainder of funds (approximately $3.3 million) will be available to reimburse permitted and authorized activities — such as mail or media program so long as the council has funds budgeted in that fiscal year. However, remainder of funds will be available only after existing funds have been spent on permitted activities and in compliance with grant agreement. (2) In the case of any mail or media (assuming a ballot measure has received a title and summary) the content must be reviewed and approved by the City's special legal counsel to ensure any expenditure of grant funds is consistent with statutory and decisional law related to the use of public funds. Review and approval prior to any expenditure for production or distribution is a condition to reimbursement. (3) All activity will be consistent with grant agreement and city policy and resolutions. (4) No administrative fee or commission other than expressly permitted by the grant agreement. (5) City will reimburse only upon submission of original invoice with other accounting and audit controls. 0 EXHIBIT B 1. Monitor and remain current regarding: a. County and regional transportation issues including the high speed rail (such as the "Mag Lev ") transportation system in Southern California being proposed by SCAG; b. Aviation activities associated with SCAG; C. Activities of the Southern California Regional Airport Authority, and proposed expansion of LAX; d. Conformity issues and policy decisions associated with air quality and transportation findings by SCAQMD and SCAG related to El Toro; e. OCRAA public information program; f. The LRA public outreach and public education project; g. The LRA work plan; h. Legislative and executive activities in Sacramento; i. The Federal legislative and executive work product; j. Activities associated with groups opposed to commercial aviation reuse at MCASET. 2. Work jointly with the AGW designated consultant (Dave Ellis) in conceptualizing, drafting, and producing a public information program associated with the commercial aviation reuse at MCASET. This work product will include but not limited to direct mail, cable T.V. and the necessary research to validate production material. L� EXHIBIT C Review, on a daily basis, all major publications and distribute relevant press to lawyers, consultants, and opinion leaders via fax or e-mail Review on a daily basis, and summarize and distribute as appropriate, all document, reports, and correspondence from the LRA and all interest groups and Interact with print media reporters, OCRAA staff, WE staff, County staff, Newport Beach staff and opinion leaders regarding aviation and regional transportation issues. Communicate with elected and appointed officials in the Southern Region on issues related to aviation demand, aviation service and regional transportation issues Work jointly with CAE for the purpose of developing strategy and messages for the purpose of executing a public information campaign consistent with the City policy and resolution. This work product will include the development and production of direct mail and cable television. 0 0 0 March 27, 2001 Agenda Item No. 18 CITY OF NEWPORT BEACH Office of the City Attorney TO: Mayor & Members of the City Council FROM: Robert Burnham RE: CJE/AWG Funding Requests Proposed Grant Agreements DATE: March 27, 2001 The Airport Working Group (AWG) and Citizens for Jobs and the Economy (CJE) have asked the City Council to grant approximately $3.6 Million to fund a public outreach program related to the proposed commercial aviation reuse of El Toro. On March 13, 2001, the City Council "set aside" $3.69 million and directed staff to prepare appropriate agreements that would establish the terms and conditions for any grant. Staff has met with representatives of CJEIAWG, discussed certain legal issues with special counsel, and prepared proposed grant agreements. The agreements are essentially identical with the exception of the amount of the "Special Grant" ($150,000 for CJE and $120,000 for AWG) and the work and services to be performed pursuant to the Special Grant. The proposed grant agreements identify the Public Outreach Program — which was transmitted on March 13, 2001 — as Exhibit C. The Airport Issues Committee will make recommendations on the proposed grant agreements at the March 27, 2001 meeting of the City Council. Robert H. Burnham GRANT AGREEMENT AIRPORT WORKING GROUP OF ORANGE COUNTY This Agreement, entered into this _day of March, 2001 by and between the City of Newport Beach, a charter city (City) and the Airport Working Group of Orange County, a non - profit corporation, (AWG) is made with reference to the following: WHEREAS, the City is a municipal corporation and charter city committed to preserving the health, welfare and safety of its citizens; and WHEREAS, AWG is a California non - profit public corporation exempt from federal taxation pursuant to Section 501(c)(3) of the Internal Revenue Code; and WHEREAS, AWG has requested a Grant from the City to conduct a public information and outreach program, and perform other work, related to the proposed commercial aviation reuse of El Toro; and WHEREAS, AWG has previously received grant funds from the City and the Parties intend to modify the permitted uses of those funds through this Agreement; WHEREAS, the City has adopted a formal policy regarding the need for a second commercial airport to serve Orange County residents/businesses and a formal policy opposing any expansion of John Wayne Airport (JWA); and WHEREAS, the funds granted to AWG shall be used only for purposes consistent with this Agreement and the formal aviation policies and resolutions of the City; and WHEREAS, the grant to AWG is contingent on compliance with provisions of this Agreement that City funds will not be spent to support or oppose the qualification, passage or defeat of any ballot measure or the nomination, election or defeat of any candidate for political office. WHEREAS, the grant to AWG is also contingent on commitments by AWG that Grant Funds not be used for any activity that would be inconsistent with applicable state and federal statutory and decisional law. WHEREAS, the grant to AWG is contingent on AWG's commitment to fully support the efforts of the City to prevent any expansion of JWA. NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: GRANTS This Agreement relates to the award or confirmation of the following three grants. (a) Special Grant City agrees to Grant to AWG the sum of one hundred and fifty thousand dollars ($150,000) subject to the terms, restrictions, covenants and conditions of this Agreement (Special Grant). The Special Grant shall be paid in fifteen (15) equal monthly installments, with the first installment due on April 1, 2001. The Special Grant shall be used exclusively for the purposes described in Exhibit A and in strict compliance with the terms and conditions of this Agreement. (b) Existing Grant AWG is in possession of funds from previous grants approved by the City (Existing Grant). The Existing Grant shall be used exclusively for the purposes described in Exhibit B. The Existing Grant shall be subject to, and used in strict compliance with, the terms, restrictions and conditions of this Agreement. The Parties agree that, as to the Existing Grant, this Agreement supersedes any prior agreement between the Parties. (c) POP Grant AWG shall have the right to submit, for payment by the City, invoices for work or services to be performed in implementing the Public Outreach Program (POP) that is attached as Exhibit C (POP Grant). AWG agrees the City's obligation to pay invoices submitted for payment through the POP Grant is subject to strict compliance with the terms, conditions and restrictions in this Agreement. AWG also agrees that the City's obligation to pay invoices from the POP Grant is subject to the City Council's appropriation of funds for this express purpose, in the fiscal year in which the request for payment is submitted to the City, to the account or accounts from which POP Grant funds are to be paid. AWG acknowledges and agrees that the City is prohibited from incurring indebtedness in other than the then current fiscal year except under certain circumstances that are not present in the case of the Grant Funds. In the event the account or accounts designated by the City as the source of payment of POP Grant funds does not have sufficient funds to fully reimburse AWG, the City's obligation to reimburse AWG shall be limited to the funds available in the account at the time the request is made. (d) The Special Grant, Existing Grant and POP Grant are sometimes collectively referred to as Grant Funds. 2. TERM The term of this Agreement shall commence on March 28, 2001 (the Effective Date) and shall continue in full force and effect until terminated by the City or until December 31, 2002, whichever occurs first. Except for the use of Existing Funds, City shall not pay for any cost or expense incurred prior to the Effective Date of this Agreement. 3. RESTRICTIONS ON USE OF GRANT FUNDS AWG acknowledges that public agencies are prohibited, by statutory and decisional law, from spending, directly or indirectly, public funds to support or oppose candidates for public office. AWG also acknowledges that there is statutory and decisional law that prohibits the expenditure of public funds to, directly or indirectly, support or oppose the qualification, passage or defeat of a ballot measure absent express legislative authority. Accordingly, AWG warrants that the Grant Funds will not be spent, directly or indirectly, to support or oppose a candidate or candidates for public office or to support or oppose the qualification or passage of any ballot measure. AWG also warrants that the Grant Funds will not be spent in a manner that would be inconsistent with relevant state and federal statutory and decisional law. Finally, AWG warrants that the Grant will not be spent to prepare or distribute material, or to disseminate information, if it is clear from the surrounding circumstances that the material or information supports or opposes the election of any candidate or the qualification, defeat or passage of any ballot measure. 4. SPECIAL GRANT AND EXISTING GRANT (a) AWG shall, on a monthly basis during the term of this Agreement, furnish the City with a statement of the activities describing the work and services that were funded through the Special Grant and the Existing Grant. AWG shall submit, with the statement of activities, original invoices and contracts for any work or services performed by any third party and a copy of any agreement ned between AWG and the third party. Invoices from consultants or vendors retai by AWG shall describe the work or services performed in sufficient detail to determine if the work or services were consistent with the terms and conditions of this Agreement and represented fair value for the sums paid. Any agreement between AWG and any consultant or vendor for the performance of services funded through the Special Grant shall contain a provision authorizing the City to review, during normal business hours, the records and accounts of the consultant or vendor that are related to the use of the Special Grant. (b) The City shall review the statement of activities and related material provided by AWG pursuant to subsection (a) and may request additional documents or information to support or explain any activity, invoice or contract submitted by AWG. AWG shall provide the additional documents or information within ten (10) days after receipt of the request from the City. (c) AWG agrees to fully reimburse the City in the event, and to the full extent, that the Special Grant or the Existing Grant was used to fund any activity inconsistent with the terms of this Agreement and specifically the warranties given by AWG pursuant to Section 3. 5. POP GRANT (a) AWG shall, prior to any expenditure that may qualify for payment from the POP Grant, and as a condition precedent to any City obligation to payment from the POP Grant, comply with the following: (i) Prior to publishing, printing, distribution or dissemination, submit the material or information to be distributed or disseminated pursuant to the POP to special legal counsel retained by the City; and (ii) Obtain a determination from special legal counsel that the expenditure of public funds on the material or information to be distributed or disseminated pursuant to the POP is fully consistent with, and permitted by, federal and state statutory and decisional law. (iii) Disseminate or distribute material or information that is in strict conformance to the material or information submitted to, and certified by, special legal counsel and determined to be in compliance by the City Attorney. (b) City shall not pay any invoice pursuant to the POP Grant unless and until AWG submits original invoices confirming the identity of the vendor, the precise nature of the services or work to be performed, the timeframe within which the work is to be performed, and a specification of all charges for the work or services to be performed. All invoices shall reflect any fees or commissions paid to AWG or any related party with respect to the work or services performed by any vendor, consultant or subcontractor. (c) City shall not reimburse AWG for any fee or commission paid by a vendor or subcontractor to AWG or a related party unless: (i) the Project Administrator has approved the payment of the fee or commission prior to the performance of the work or services; (ii) the fee or commission is consistent with standard industry practice in terms of both entitlement and amount; and (iii) the fee or commission does not exceed eighteen p%rfent (18 %)of the actual contract price exclusive of postage or similar co (d) City shall retain all POP Grant funds in City funds or accounts and shall disburse funds only upon submittal of invoices and strict compliance with this Agreement. 6. INDEMNIFICATION AWG shall hold harmless, defend and indemnify the City, and its officers and employees, 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 City or its officers or employees. However, AWG's obligations pursuant to this Section are limited to the amount of the Grant or that portion of the Grant spent, or alleged to have been spent, in violation of the terms and conditions of this Agreement. 7. INDEPENDENT CONTRACTOR City retains AWG on an independent contractor basis and AWG is not an employee of City. The manner and means of conducting the work are under the control of AWG, except to the extent restricted by statute, rule or regulation and the express terms of this Agreement. This Agreement does not establish an employment relationship between the City and AWG or any of officer, employee or agent of AWG. AWG shall have the responsibility for, and control over, the details and means of performing the work provided that AWG is compliance with the terms of this Agreement. The provisions of this Agreement that require special counsel review of material and information do not, and are not intended to, give the City the right to direct AWG as to the details of the performance of the services or to exercise a measure of control over AWG. The review by special counsel is solely intended to ensure that the City and its officers and employees are protected from any loss or liability related to any expenditure of City funds that would be contrary to the statutory and decisional law. 8. REPORTS AND ACCOUNTING (a) AWG shall maintain accounting records of its billings which includes the name of the employee, type of work performed, times and dates of all work which is billed on an hourly basis and all incidental expenses including reproductions, computer printing, postage and mileage. AWG shall maintain complete and accurate records with respect to the costs incurred under this Agreement. All such records shall be clearIX identifiable. AWG shall allow a representative of City to examine, audi and make transcripts or copies of such records during normal business hours. AWG shall allow inspection of all work, data, documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. (b) AWG shall deposit the Special Grant funds (when received) and the Existing Grant funds in a separate account or accounts with financial institutions such that all Grant Funds are fully insured by FDIC and are not commingled with other AWG assets. All interest earned on Existing Grant funds, and the fair value of any consideration received by AWG or its subcontractors related to the use of Grant Funds, shall be retained in the account or accounts in which Grant Funds are deposited and all earned interest shall be considered Grant Funds. AWG shall provide the City with copies of all statements related to the account or accounts in which Grant Funds have been deposited and AWG shall reconcile statements with checks and expenditures. AWG shall also provide the City with copies of all cancelled checks or warrants that represent, in whole or in part, the payment of Grant Funds. (c) All Grant Funds remaining at the expiration of the term of this Agreement shall be returned to the City within ten (10) days after expiration. (d) Any funds granted by the City subsequent to the effective date of this Agreement that are not specifically identified as a Special Grant, Existing Grant or POP Grant shall be considered Grant Funds and subject to the terms and conditions of this Agreement. (e) AWG shall notify City, in writing, of all proposed related party transactions at least ten (10) days prior to any work or service performed by the related party. AWG shall not use Grant Funds to pay or reimburse any related party transaction unless the Project Administrator has approved the related party transaction prior to the performance of any work by, or the execution of any agreement with the related party. For purposes of this Agreement, the term related party includes any member of the Board of Directors of AWG. (f) AWG shall not use Grant Funds, or seek reimbursement for, any administrative fee, charge or expense related to the reporting, accounting or other obligations imposed by this Agreement. 9. STANDARD OF CARE All of the services shall be performed by AWG or under AWG's supervision. AWG represents that it possesses, or has the capacity to retain, the professional and technical skills required to perform the services required by this Agreement, and that it will perform all services in a manner commensurate with the community professional standards. AWG represents and warrants to City that it, and its consultants and subcontractors have or shall obtain all licenses, permits, qualifications and approvals required of its profession. AWG further represents and warrants that it shall keep in effect all such licenses, permits and other approvals during the term of this Agreement. 10. CITY POLICY AWG will discuss with the Project Administrator all matters relating to the performance of the work and services to be funded by Grant Funds that bear on City policies and goals to ensure consistency. AWG will contact the Project Administrator in advance of all key decision points in order to ensure that work and services are performed in a manner consistent with City goals and policies. AWG is responsible to keep the Project Administrator and /or his /her duly authorized designee informed on a regular basis regarding the status and progress of the work, activities performed and planned, and any meetings that have been scheduled or are desired. 11. PROHIBITION AGAINST TRANSFERS AWG shall not assign, sublease, hypothecate or transfer this Agreement or any for 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 the express written consent of the Project Administrator shall be null and void. 12. ADMINISTRATION This Agreement will be administered by the City Manager of the City of Newport Beach. The City Manager shall be considered the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or his/her authorized representative shall represent City in all matters pertaining to the services to be rendered pursuant to this Agreement. 13. 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 AWG to City shall be addressed to City at: City Manager each City of Newport B 3300 Newport Boulevard P. O. Box 1768 Newport Beach, CA, 92658 -8915 (949) 644 -3000; Fax 644 -3020 All notices, demands, requests or approvals from City to AWG shall be addressed to AWG at: Attention: (U F 14. TERMINATION (a) Termination for Cause. AWG shall be in default if AWG 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 AWG, five (5) days written notice to cure, if the default can be cured. City shall be entitled to terminate this Agreement if AWG has not cured the default within five (5) day cure period. City shall be entitled to immediately terminate this Agreement if the default can not be cured through corrective action (b) Termination Without Cause. City shall have the option, in the sole discretion of the Project Administrator and without cause, of terminating this Agreement by giving seven (7) days' prior written notice to AWG as provided herein. Upon termination of this Agreement, City shall pay invoices submitted by AWG prior to the date of termination to the extent required by this Agreement. 15. COMPLIANCE AWG shall comply with all laws, state or federal and all ordinances, rules and regulations enacted or issued by City. 16. WAIVER A waiver by either Party of any breach, of any term, covenant or condition of this Agreement shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition. 17. INTEGRATED CONTRACT This Agreement represents the full and complete understanding of the Parties, and any prior discussion, negotiation and/or agreement between the Parties are merged in, and superseded by, this Agreement. Any modification of this Agreement will be effective only by written execution signed by both City and AWG. Agreed: CITY OF NEWPORT BEACH AWG By: By: Date: EXHIBIT A Review, on a daily basis, all major publications and distribute relevant press to lawyers, consultants, and opinion leaders via fax or e-mail Review on a daily basis, and summarize and distribute as appropriate, all document, reports, and correspondence from the LRA and all interest groups and Interact with print media reporters, OCRAA staff, WE staff, County staff, Newport Beach staff and opinion leaders regarding aviation and regional transportation issues. Communicate with elected and appointed officials in the Southern Region on issues related to aviation demand, aviation service and regional transportation issues Work jointly with CUE for the purpose of developing strategy and messages for the purpose of executing a public information campaign consistent with the City policy and resolution. This work product will include the development and production of direct mail and cable television. EXHIBIT B Prosecute or defend litigation that is related to any proposed reuse of El Toro MCAS. Conduct legal research related to the proposed commercial aviation reuse of El Toro and the base closure process. Prepare or retain consultants to prepare studies, reports or related material the is relevant to any proposed reuse of El Toro or the impacts of any proposed reuse of El Toro. Sample and evaluate public opinion regarding any proposed reuse of El Toro or other regional transportation issue and develop informational and educational material that will help the public understand any issue related to the reuse of El Toro or regional transportation problems. GRANT AGREEMENT CITIZENS FOR JOBS AND THE ECONOMY This Agreement, entered into this _ day of March, 2001 by and between the City of Newport Beach, a charter city (City) and Citizens for Jobs and the Economy, a non - profit corporation, (CJE) is made with reference to the following: WHEREAS, the City is a municipal corporation and charter city committed to preserving the health, welfare and safety of its citizens; and WHEREAS, CJE is a California non - profit public corporation exempt from federal taxation pursuant to Section 501(c)(3) of the Internal Revenue Code; and WHEREAS, CJE has requested a Grant from the City to conduct a public information and outreach program, and perform other work, related to the proposed commercial aviation reuse of El Toro; and WHEREAS, CJE has previously received grant funds from the City and the Parties intend to modify the permitted uses of those funds through this Agreement; WHEREAS, the City has adopted a formal policy regarding the need for a second commercial airport to serve Orange County residents/businesses and a formal policy opposing any expansion of John Wayne Airport (JWA); and WHEREAS, the funds granted to CJE shall be used only for purposes consistent with this Agreement and the formal aviation policies and resolutions of the City; and WHEREAS, the grant to CJE is contingent on compliance with provisions of this Agreement that City funds will not be spent to support or oppose the qualification, passage or defeat of any ballot measure or the nomination, election or defeat of any candidate for political office. WHEREAS, the grant to CJE is also contingent on commitments by CJE that Grant Funds not be used for any activity that would be inconsistent with applicable state and federal statutory and decisional law. NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: 1. GRANTS This Agreement relates to the award or confirmation of the following three grants. (a) Special Grant City agrees to Grant to CJE the sum of one hundred and fifty thousand dollars ($150,000) subject to the terms, restrictions, covenants and conditions of this Agreement (Special Grant). The Special Grant shall be paid in fifteen (15) equal monthly installments, with the first installment due on April 1, 2001. The Special Grant shall be used exclusively for the purposes described in Exhibit A and in strict compliance with the terms and conditions of this Agreement. (b) Existing Grant CJE is in possession of funds from previous grants approved by the City (Existing Grant). The Existing Grant shall be used exclusively for the purposes described in Exhibit B. The Existing Grant shall be subject to, and used in strict compliance with, the terms, restrictions and conditions of this Agreement. The Parties agree that, as to the Existing Grant, this Agreement supersedes any prior agreement between the Parties. (c) POP Grant WE shall have the right to submit, for payment by the City, invoices for work or services to be performed in implementing the Public Outreach Program (POP) that is attached as Exhibit C (POP Grant). WE agrees the City's obligation to pay invoices submitted for payment through the POP Grant is subject to strict compliance with the terms, conditions and restrictions in this Agreement. WE also agrees that the City's obligation to pay invoices from the POP Grant is subject to the City Council's appropriation of funds for this express purpose, in the fiscal year in which the request for payment is submitted to the City, to the account or accounts from which POP Grant funds are to be paid. WE acknowledges and agrees that the City is prohibited from incurring indebtedness in other than the then current fiscal year except under certain circumstances that are not present in the case of the Grant Funds. In the event the account or accounts designated by the City as the source of payment of POP Grant funds does not have sufficient funds to fully reimburse CJE, the City's obligation to reimburse WE shall be limited to the funds available in the account at the time the request is made. (d) The Special Grant, Existing Grant and POP Grant are sometimes collectively referred to as Grant Funds. 2. TERM The term of this Agreement shall commence on March 28, 2001 (the Effective Date) and shall continue in full force and effect until terminated by the City or until December 31, 2002, whichever occurs first. Except for the use of Existing Funds, City shgqg&flWW.y for any cost or expense incurred prior to the Effective Date of this Ag 3. RESTRICTIONS ON USE OF GRANT FUNDS WE acknowledges that public agencies are prohibited, by statutory and decisional law, from spending, directly or indirectly, public funds to support or oppose candidates for public office. WE also acknowledges that there is statutory and decisional law that prohibits the expenditure of public funds to, directly or indirectly, support or oppose the qualification, passage or defeat of a ballot measure absent express legislative authority. Accordingly, WE warrants that the Grant Funds will not be spent, directly or indirectly, to support or oppose a candidate or candidates for public office or to support or oppose the qualification or passage of any ballot measure. WE also warrants that the Grant Funds will not be spent in a manner that would be inconsistent with relevant state and federal statutory and decisional law. Finally, WE warrants that the Grant will not be spent to prepare or distribute material, or to disseminate information, if it is clear from the surrounding circumstances that the material or information supports or opposes the election of any candidate or the qualification, defeat or passage of any ballot measure. 4. SPECIAL GRANT AND EXISTING GRANT (a) WE shall, on a monthly basis during the term of this Agreement, furnish the City with a statement of the activities describing the work and services that were funded through the Special Grant and the Existing Grant. WE shall submit, with the statement of activities, original invoices and contracts for any work or services performed by any third party and a copy of any agreement between WE and the third party. Invoices from consultants or vendors retained by WE shall describe the work or services performed in sufficient detail to determine if the work or services were consistent with the terms and conditions of this Agreement and represented fair value for the sums paid. Any agreement between COVeand any consultant or vendor for the performance of services funded through Special Grant shall contain a provision authorizing the City to review, during normal business hours, the records and accounts of the consultant or vendor that are related to the use of the Special Grant. (b) The City shall review the statement of activities and related material provided by WE pursuant to subsection (a) and may request additional documents or information to support or explain any activity, invoice or contract submitted by CJE. WE shall provide the additional documents or information within ten (10) days after receipt of the request from the City. (c) WE agrees to fully reimburse the City in the event, and to the full extent, that the Special Grant or the Existing Grant was used to fund any activity inconsistent with the terms of this Agreement and specifically the warranties given by WE pursuant to Section 3. 5. POP GRANT (a) WE shall, prior to any expenditure that may qualify for payment from the POP Grant, and as a condition precedent to any City obligation to payment from the POP Grant, comply with the following: (i) Prior to publishing, printing, distribution or dissemination, submit the material or information to be distributed or disseminated pursuant to the POP to special legal counsel retained by the City; and (ii) Obtain a determination from special legal counsel that the expenditure of public funds on the material or information to be distributed or disseminated pursuant to the POP is fully consistent with, and permitted by, federal and state statutory and decisional law. (iii) Disseminate or distribute material or information that is in strict conformance to the material or information submitted to, and certified by, special legal counsel and determined to be in compliance by the City Attorney. (b) City shall not pay any invoice pursuant to the POP Grant unless and until WE submits original invoices confirming the identity of the vendor, the precise nature of the services or work to be performed, the timeframe within which the work is to be performed, and a specification of all charges for the work or services to be performed. All invoices shall reflect any fees or commissions paid to WE or any related party with respect to the work or services performed by any vendor, consultant or subcontractor. (c) City shall not reimburse WE for any fee or commission paid by a vendor or subcontractor to WE or a related party unless: (i) the Project Administrator has approved the payment of the fee or commission prior to the performance of the work or services; (ii) the fee or commission is consistent with standard industry practice in terms of both entitlement and amount; and (iii) the fee or commission does not exceed eighteen pent (18 %)of the actual contract price exclusive of postage or similar co (d) City shall retain all POP Grant funds in City funds or accounts and shall disburse funds only upon submittal of invoices and strict compliance with this Agreement. 6. INDEMNIFICATION CJE shall hold harmless, defend and indemnify the City, and its officers and employees, 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 City or its officers or employees. However, CJE's obligations pursuant to this Section are limited to the amount of the Grant or that portion of the Grant spent, or alleged to have been spent, in violation of the terms and conditions of this Agreement. 7. INDEPENDENT CONTRACTOR City retains WE on an independent contractor basis and WE is not an employee of City. The manner and means of conducting the work are under the control of CJE, except to the extent restricted by statute, rule or regulation and the express terms of this Agreement. This Agreement does not establish an employment relationship between the City and WE or any of officer, employee or agent of CJE. WE shall have the responsibility for, and control over, the details and means of performing the work provided that WE is compliance with the terms of this Agreement. The provisions of this Agreement that require special counsel review of material and information do not, and are not intended to, give the City the right to direct WE as to the details of the performance of the services or to exercise a measure of control over CJE. The review by special counsel is solely intended to ensure that the City and its officers and employees are protected from any loss or liability related to any expenditure of City funds that would be contrary to the statutory and decisional law. 8. REPORTS AND ACCOUNTING (a) WE shall maintain accounting records of its billings which includes the name of the employee, type of work performed, times and dates of all work which is billed on an hourly basis and all incidental expenses including reproductions, computer printing, postage and mileage. WE shall maintain complete and accurate records with respect to the costs incurred under this Agreement. All such records shall be clearly identifiable. WE shall allow a representative of City to examine, audit and make transcripts or copies of such records during normal business hours. WE shall allow inspection of all work, data, documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. (b) WE shall deposit the Special Grant funds (when received) and the Existing Grant funds in a separate account or accounts with financial institutions such that all Grant Funds are fully insured by FDIC and are not commingled with other WE assets. All interest earned on Existing Grant funds, and the fair value of any consideration received by WE or its subcontractors related to the use of Grant Funds, shall be retained in the account or accounts in which Grant Funds are deposited and all earned interest shall be considered Grant Funds. WE shall provide the City with copies of all statements related to the account or accounts in which Grant Funds have been deposited and WE shall reconcile statements with checks and expenditures. WE shall also provide the City with copies of all cancelled checks or warrants that represent, in whole or in part, the payment of Grant Funds. (c) All Grant Funds remaining at the expiration of the term of this Agreement shall be returned to the City within ten (10) days after expiration. (d) Any funds granted by the City subsequent to the effective date of this Agreement that are not specifically identified as a Special Grant, Existing Grant or POP Grant shall be considered Grant Funds and subject to the terms and conditions of this Agreement. (e) WE shall notify City, in writing, of all proposed related party transactions at least ten (10) days prior to any work or service performed by the related party. WE shall not use Grant Funds to pay or reimburse any related party transaction unless the Project Administrator has approved the related party transaction prior to the performance of any work by, or the execution of any agreement with the related party. For purposes of this Agreement, the term related party includes any member of the Board of Directors of CJE. (f) WE shall not use Grant Funds, or seek reimbursement for, any administrative fee, charge or expense related to the reporting, accounting or other obligations imposed by this Agreement. 9. STANDARD OF CARE All of the services shall be performed by WE or under CJE's supervision. WE represents that it possesses, or has the capacity to retain, the professional and technical skills required to perform the services required by this Agreement, and that it will perform all services in a manner commensurate with the community professional standards. WE represents and warrants to City that it, and its consultants and subcontractors have or shall obtain all licenses, permits, qualifications and approvals required of its profession. WE further represents and warrants that it shall keep in effect all such licenses, permits and other approvals during the term of this Agreement. 10. CITY POLICY WE will discuss with the Project Administrator all matters relating to the performance of the work and services to be funded by Grant Funds that bear on City policies and goals to ensure consistency. WE will contact the Project Administrator in advance of all key decision points in order to ensure that work and services are performed in a manner consistent with City goals and policies. WE is responsible to keep the Project Administrator and /or his/her duly authorized designee informed on a regular basis regarding the status and progress of the work, activities performed and planned, and any meetings that have been scheduled or are desired. 11. PROHIBITION AGAINST TRANSFERS WE shall not assign, sublease, hypothecate or transfer this Agreement or any for 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 the express written consent of the Project Administrator shall be null and void. 12. ADMINISTRATION This Agreement will be administered by the City Manager of the City of Newport Beach. The City Manager shall be considered the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or his /her authorized representative shall represent City in all matters pertaining to the services to be rendered pursuant to this Agreement. 13. 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 WE to City shall be addressed to City at: City Manager City of Newport Beach 3300 Newport Boulevard P. O. Box 1768 Newport Beach, CA, 92658 -8915 (949) 644 -3000; Fax 644 -3020 All notices, demands, requests or approvals from City to WE shall be addressed to WE at: Attention: U Fax 14. TERMINATION (a) Termination for Cause. WE shall be in default if WE 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 CJE, five (5) days written notice to cure, if the default can be cured. City shall be entitled to terminate this Agreement if WE has not cured the default within five (5) day cure period. City shall be entitled to immediately terminate this Agreement if the default can not be cured through corrective action (b) Termination Without Cause. City shall have the option, in the sole discretion of the Project Administrator and without cause, of terminating this Agreement by giving seven (7) days' prior written notice to WE as provided herein. Upon termination of this Agreement, City shall pay invoices submitted by WE prior to the date of termination to the extent required by this Agreement. 15. COMPLIANCE WE shall comply with all laws, state or federal and all ordinances, rules and regulations enacted or issued by City. 16. WAIVER A waiver by either Party of any breach, of any term, covenant or condition of this Agreement shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition. 17. INTEGRATED CONTRACT This Agreement represents the full and complete understanding of the Parties, and any prior discussion, negotiation and /or agreement between the Parties are merged in, and superseded by, this Agreement. Any modification of this Agreement will be effective only by written execution signed by both City and CJE. Agreed: CITY OF NEWPORT BEACH CJE 0 Date: EXHIBIT A 1. Monitor and remain current regarding: a. County and regional transportation issues including the high speed rail (such as the "Mag Lev ") transportation system in Southern California being proposed by SCAG; b. Aviation activities associated with SCAG; C. Activities of the Southern California Regional Airport Authority, and proposed expansion of LAX; d. Conformity issues and policy decisions associated with air quality and transportation findings by SCAQMD and SCAG related to El Toro; e. OCRAA public information program; f. The LRA public outreach and public education project; g. The LRA work plan; h. Legislative and executive activities in Sacramento; i. The Federal legislative and executive work product; j. Activities associated with groups opposed to commercial aviation reuse at MCASET. 2. Work jointly with the AGW designated consultant (Dave Ellis) in conceptualizing, drafting, and producing a public information program associated with the commercial aviation reuse at MCASET. This work product will include but not limited to direct mail, cable T.V. and the necessary research to validate production material. EXHIBIT B Prosecute or defend litigation that is related to any proposed reuse of El Toro MCAS. Conduct legal research related to the proposed commercial aviation reuse of El Toro and the base closure process. Prepare or retain consultants to prepare studies, reports or related material the is relevant to any proposed reuse of El Toro or the impacts of any proposed reuse of El Toro. Sample and evaluate public opinion regarding any proposed reuse of El Toro or other regional transportation issue and develop informational and educational material that will help the public understand any issue related to the reuse of El Toro or regional transportation problems. 3'aAoi - 4 18 GRANT AGREEMENT AIRPORT WORKING GROUP OF ORANGE COUNTY This Agreement, entered into this _ day of March, 2001 by and between the City of Newport Beach, a charter city (City) and the Airport Working Group of Orange County, a non - profit corporation, (AWG) is made with reference to the following: WHEREAS, the City is a municipal corporation and charter city committed to preserving the health, welfare and safety of its citizens; and WHEREAS, AWG is a California non - profit public corporation exempt from federal taxation pursuant to Section 501(c)(3) of the Internal Revenue Code; and WHEREAS, AWG and Citizens for Jobs and the Economy (CJE) have jointly s requested a Grant from the City to conduct a public information and outreach program, and perform other work, related to the proposed commercial aviation reuse of El Toro; and WHEREAS, AWG has previously received grant funds from the City and the Parties intend to modify the permitted uses of those funds through this Agreement; WHEREAS, the City has adopted a formal policy regarding the need for a second commercial airport to serve Orange County residents/businesses and a formal policy opposing any expansion of John Wayne Airport (JWA); and poses WHEREAS, the funds granted to AWG shall be used only for pur consistent with this Agreement and the formal aviation policies and resolutions of the City; and WHEREAS, the grant to AWG is contingent on compliance with provisions of this Agreement that City funds will not be spent to support or oppose the qualification, passage or defeat of any ballot measure or the nomination, election or defeat of any candidate for political office. WHEREAS, the grant to AWG is also contingent on commitments by AWG that Grant Funds not be used for any activity that would be inconsistent with applicable state and federal statutory and decisional law. WHEREAS, the grant to AWG is contingent on AWG's commitment to fully support the efforts of the City to prevent any expansion of JWA. NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: 1. GRANTS This Agreement relates to the award or confirmation of the following three grants. (a) Special Grant City agrees to Grant to AWG the sum of one hundred and fifty thousand dollars ($150,000) subject to the terms, restrictions, covenants and conditions of this Agreement (Special Grant). The Special Grant shall be paid in fifteen (15) equal monthly installments, with the first installment due on April 1, 2001. The Special Grant shall be used exclusively for the purposes described in Exhibit A and in strict compliance with the terms and conditions of this Agreement. (b) Existing Grant AWG is in possession of funds from previous grants approved by the City (Existing Grant). The Existing Grant shall be used exclusively for the purposes described in Exhibit B. The prior approval of the Pr aect Administrator or his/her designee shall be required prior to the performance of any work to be funded with or by Existinq Grant funds The Existing Grant shall be subject to, and used in strict compliance with, the terms, restrictions and conditions of this Agreement. The Parties agree that, as to the Existing Grant, this Agreement supersedes any prior agreement between the Parties. (c) POP Grant AWG shall have the right to submit, for payment by the City, invoices for work or services to be performed in implementing the Public Outreach Program (POP) that is attached as Exhibit C (POP Grant). AWG agrees the City's obligation to pay invoices submitted for payment through the POP Grant is subject to strict compliance with the terms, conditions and restrictions in this Agreement. AWG also agrees that the City's obligation to pay invoices from the POP Grant is; 40 subject to the City Council's appropriation of funds for this express purpose, in the fiscal year in which the request for payment is submitted to the City, to the account or accounts from which POP Grant funds are to be paid. and (ii) limited to an amount not to exceed $3.54 Million inclusive of invoices submitted by WE and other permitted expenditures from the account or accounts established to receive the funds appropriated by the City Council for the express purpose of funding the POP Grant. AWG acknowledges and agrees that the City is prohibited from incurring indebtedness in other than the then current fiscal year except under certain circumstances that are not present in the case of the Grant Funds. In the event the account or accounts designated by the City as the source of payment of POP Grant funds does not have sufficient funds to fully reimburse AWG, the City's obligation to reimburse AWG shall be limited to the funds available in the account at the time the request is made. (dM Grant Funds. The Special Grant, Existing Grant and POP Grant are sometimes collectively referred to as Grant Funds. 2. TERM The term of this Agreement shall commence on March 28, 2001 (the Effective Date) and shall continue in full force and effect until terminated by the City or until December 31, 2002, whichever occurs first. Except for the use of Existing Funds, City shall not pay for any cost or expense incurred prior to the Effective Date of this Agreement. 3. RESTRICTIONS ON USE OF GRANT FUNDS AWG acknowledges that public agencies are prohibited, by statutory and decisional law, from spending, directly or indirectly, public funds to support or oppose candidates for public office. AWG also acknowledges that there is statutory and decisional law that prohibits the expenditure of public funds to, directly or indirectly, support or oppose the qualification, passage or defeat of a ballot measure absent express legislative authority. Accordingly, AWG warrants that the Grant Funds will not be spent, directly or indirectly, to support or oppose a candidate or candidates for public office or to support or oppose that the qualification or passage of any ballot measure. AWG also warrants Grant Funds will not be spent in a manner that would be inconsistent with relevant state and federal statutory and decisional law. Finally, AWG warrants that the Grant will not be spent to prepare or distribute material, or to disseminate information, if it is clear from the surrounding circumstances that the material or information supports or opposes the election of any candidate or the qualification, defeat or passage of any ballot measure. 4. SPECIAL GRANT AND EXISTING GRANT (a) AWG shall, on a monthly basis during the term of this Agreement, furnish the City with a statement of the activities describing the work and services that were funded through the Special Grant and the Existing Grant. AWG shall submit, with the statement of activities, original invoices and contracts for any work or services performed by any third party and a copy of any agreement between AWG and the third party. Invoices from consultants or vendors retained by AWG shall describe the work or services performed in sufficient detail to determine if the work or services were consistent with the terms and conditions of this Agreement and represented fair value for the sums paid. Any agreement between AWG and any consultant or vendor for the performance of services funded through the Special Grant shall contain a provision authorizing the City to review, during normal business hours, the records and accounts of the consultant or vendor that are related to the use of the Special Grant. (b) The City shall review the statement of activities and related material provided by AWG pursuant to subsection (a) and may request additional documents or information to support or explain any activity, invoice or contract submitted by AWG. AWG shall provide the additional documents or information within ten (10) days after receipt of the request from the City. (c) AWG agrees to fully reimburse the City in the event, and to the -full extent, that the Special Grant or the Existing Grant was used to fund any activity inconsistent with the terms of this Agreement and specifically the warranties given by AWG pursuant to Section 3. 5. POP GRANT (a) AWG shall, prior to any expenditure that may qualify for payment from the POP Grant, and as a condition precedent to any City obligation to payment from the POP Grant, comply with the following: (i) Prior to publishing, printing, distribution or dissemination, submit the material or information to be distributed or disseminated pursuant to the POP to special legal counsel retained by the City; and (ii) Obtain a determination from special legal counsel that the expenditure of public funds on the material or information to be distributed or disseminated pursuant to the POP is fully consistent with, and permitted by, federal and state statutory and decisional law. (iii) Disseminate or distribute material or information that is in strict conformance to the material or information submitted to, and certified by, special legal counsel and determined to be in compliance by the City Attorney. (b) City shall not pay any invoice pursuant to the POP Grant unless and until AWG submits original invoices confirming the identity of the vendor, the precise nature of the services or work to be performed, the timeframe within which the work is to be performed, and a specification of all charges for the work or services to be performed. All invoices shall reflect any fees or commissions paid to AWG or any related party with respect to the work or services performed by any vendor, consultant or subcontractor. or (c) City shall not reimburse AWG for any fee or commission paid by a vend or subcontractor to AWG or a related party unless: (i) the Project Administrator has approved the payment of the fee or commission prior to the performance of the work or services; (ii) the fee or commission is consistent with standard industry practice in terms of both entitlement and amount; and (iii) the fee or commission does not exceed eighteen pgrfent (18 %)of the actual contract price exclusive of postage or similar co (d) City shall retain all POP Grant funds in City funds or accounts and shall disburse funds only upon submittal of invoices and strict compliance with this Agreement. 6. INDEMNIFICATION AWG shall hold harmless, defend and indemnify the City, and its officers and employees, 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 City or its officers or employees. However, AWG's obligations pursuant to this Section are limited to the amount of the Grant or that portion of the Grant spent, or alleged to have been spent, in violation of the terms and conditions of this Agreement. 7. INDEPENDENT CONTRACTOR City retains AWG on an independent contractor basis and AWG is not an employee of City. The manner and means of conducting the work are under the control of AWG, except to the extent restricted by statute, rule or regulation and the express terms of this Agreement. This Agreement does not establish an employment relationship between the City and AWG or any of officer, employee or agent of AWG. AWG shall have the responsibility for, and control over, the details and means of performing the work provided that AWG is compliance with the terms of this Agreement. The provisions of this Agreement that require special counsel review of material and information do not, and are not intended to, give the City the right to direct AWG as to the details of the performance of the services or to exercise a measure of control over AWG. The review by special counsel is solely intended to ensure that the City and its officers and employees are protected from any loss or liability related to any expenditure of City funds that would be contrary to the statutory and decisional law. 8. REPORTS AND ACCOUNTING (a) AWG shall maintain accounting records of its billings which includes the name of the employee, type of work performed, times and dates of all work which is billed on an hourly basis and all incidental expenses including reproductions, computer printing, postage and mileage. AWG shall maintain complete and accurate records with respect to the costs incurred under this Agreement. All such records shall be clearly identifiable. AWG shall allow a representative of City to examine, audit and make transcripts or copies of such records during normal business hours. AWG shall allow inspection of all work, data, documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. (b) AWG shall deposit the Special Grant funds (when received) and the Existing Grant funds in a separate account or accounts with financial institutions such that all Grant Funds are fully insured by FDIC and are not commingled with other AWG assets. All interest earned on Existing Grant funds, and the fair value of any consideration received by AWG or its subcontractors related to the use of Grant Funds, shall be retained in the account or accounts in which Grant Funds are deposited and all earned interest shall be considered Grant Funds. AWG shall provide the City with copies of all statements related to the account or accounts in which GratA Funds have been deposited and AWG shall reconcile statements wi checks and expenditures. AWG shall also provide the City with copies of all cancelled checks or warrants that represent, in whole or in part, the payment of Grant Funds. (c) All Grant Funds remaining at the expiration of the term of this Agreement shall be returned to the City within ten (10) days after expiration. (d) Any funds granted by the City subsequent to the effective date of this Agreement that are not specifically identified as a Special Grant, Existing Grant or POP Grant shall be considered Grant Funds and subject to the terms and conditions of this Agreement. (e) AWG shall notify City, in writing, of all proposed related party transactions at least ten (10) days prior to any work or service performed by the related party. AWG shall not use Grant Funds to pay or reimburse any related party transaction unless the Project Administrator has approved the related party transaction prior to the performance of any work by, or the execution of any agreement with the related party. For purposes of this Agreement, the term related party includes any member of the Board of Directors of AWG. (f) AWG shall not use Grant Funds, or seek reimbursement for, any administrative fee, charge or expense related to the reporting, accounting or other obligations imposed by this Agreement. 9. STANDARD OF CARE All of the services shall be performed by AWG or under AWG's supervision. AWG represents that it possesses, or has the capacity to retain, the professional and technical skills required to perform the services required by t*t(oreement, and that it will perform all services in a manner commensurate wi community professional standards. AWG represents and warrants to City that it, and its consultants and subcontractors have or shall obtain all licenses, permits, qualifications and approvals required of its profession. AWG further represents and warrants that it shall keep in effect all such licenses, permits and other approvals during the term of this Agreement. AWG agrees that any written agreement between AWG and any vendor, subcontractor or consultant shall contain a provision that requires the vendor, subcontractor or consultant to fully comply with this Agreement, including an express requirement to comply with the provisions of Section 3 of this Agreement. AWG also agrees to provide each vendor, subcontractor and consultant with a copy of this agreement. _ 10. CITY POLICY AWG will discuss with the Project Administrator all matters relating to the performance of the work and services to be funded by Grant Funds that bear on City policies and goals to ensure consistency. AWG will contact the Project Administrator in advance of all key decision points in order to ensure that work and services are performed in a manner consistent with City goals and policies. AWG is responsible to keep the Project Administrator and/or his/her duly authorized designee informed on a regular basis regarding the status and progress of the work, activities performed and planned, and any meetings that have been scheduled or are desired. 11. PROHIBITION AGAINST TRANSFERS AWG shall not assign, sublease, hypothecate or transfer this Agreement or any for 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 the express written consent of the Project Administrator shall be null and void. 12. ADMINISTRATION This Agreement will be administered by the City Manager of the City of Newport Beach. The City Manager shall be considered the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or his/her authorized representative shall represent City in all matters pertaining to the services to be rendered pursuant to this Agreement. 13. 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 AWG to City shall be addressed to City at: City Manager City of Newport Beach 3300 Newport Boulevard P. O. Box 1768 Newport Beach, CA, 92658 -8915 (949) 644 -3000; Fax 644 -3020 All notices, demands, requests or approvals from City to AWG shall be addressed to AWG at: Attention U Fax 14. TERMINATION (a) Termination for Cause. AWG shall be in default if AWG 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 AWG, five (5) days written notice to cure, if the default can be cured. City shall be entitled to terminate this Agreement if AWG has not cured the default within five (5) day cure period. City shall be entitled to immediately terminate this Agreement if the default can not be cured through corrective action (b) Termination Without Cause. City shall have the option, in the sole discretion of the Project Administrator and without cause, of terminating this Agreement by giving seven (7) days' prior written notice to AWG as provided herein. Upon termination of this Agreement, City shall pay invoices submitted by AWG prior to the date of termination to the extent required by this Agreement. 15. COMPLIANCE AWG shall comply with all laws, state or federal and all ordinances, rules and regulations enacted or issued by City. 16. WAIVER A waiver by either Party of any breach, of any term, covenant or condition of this Agreement shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition. 17. INTEGRATED CONTRACT This Agreement represents the full and complete understanding of the Parties, and any prior discussion, negotiation and/or agreement between the Parties are merged in, and superseded by, this Agreement. Any modification of this Agreement will be effective only by written execution signed by both City and AWG. 18. RELATED AGREEMENT The City's obligations pursuant to this Agreement are subiect to AWG's execution of a written agreement, acceptable to the Project Administrator and the City Attorney, that commits AWG to fully cooperate with, and support to the extent requested, the City's efforts to extend the term of the JWA Settlement Agreement. The Mayor is authorized to execute such an agreement on behalf of the City. Agreed: CITY OF NEWPORT BEACH AWG 0 By: Date: Date: E u March 13, 2001 Agenda Item No. 19 CITY OF NEWPORT BEACH Office of the City Manager TO: Mayor and Members of the City Council FROM: Homer Bludau RE: AWG/CJE Funding Request DATE: March 13, 2001 The City has received a request from AWG and CJE for a grant to fund an El Toro public information and outreach program (Program). A copy of the Program is attached to this memo. The Chair of the Airport Issues Committee will make an oral recommendation regarding this funding request. omer BI au City Manager TABLE OF CONTENTS Introduction Goals Objectives and Strategy NWIT-7, A Messages and Themes Direct Communications Budget Analysis of S. County Expenditures El Toro Public Information and Outreach Prepared by AWG and CJE Page 1 Page 3 Page 5 Page 7 Page 10 Page 11 1] 0 0 n LJ C� INTRODUCTION This outreach proposal regarding commercial aviation reuse at MCAS El Toro has been jointly prepared by David Ellis representing AWG and Bruce Nestande representing CJE. The intent of this request is to "re- start" the public information program following Judge Otero's ruling invalidating Measure F. This project, using public funds, will be exclusively directed at public education and information per the guidelines with which we have previously complied. Through the Public Records Act, we have determined that South County (Irvine + ETRPA) spent $15 million for FY 00/01. Of this, $9.0 million is earmarked for public relations, direct mail, cable television, coalition building and press relations. The balance, $6 million is used for consultants, lawyers and staff. We have less than a year to educate the community on the need for additional aviation capacity in Orange County. The nationwide aviation capacity crisis underscores the need for El Toro Airport. We will capitalize upon this situation -- in addition to correcting the record -- with a community outreach program. El Toro Public Information and Outreach Prepared by AWG and CJE z GOALS Reestablish the need for El Toro Airport and credibility of the planning process in all levels of the community in preparation for the certification of DEIR 573. ➢ Elected officials Outreach. We must start from ground zero with elected officials -- at all levels -- to dispel the myths that South County's onslaught of money have perpetuated. ➢ Opinion Leader Outreach. Through regular mailings, blast e- mails, and briefing meetings we will make opinion leaders aware of the need for additional aviation capacity in Orange County. ➢ Monitor and Assist Legislative Agenda in Sacramento and Washington. The national aviation crisis has created an environment that is potentially conducive to a legislative resolution to the issue. ➢ Business and Labor Community Outreach. All the major business, labor and community organizations in Orange County must be solicited for support. Regular communications are essential to keep these organizations focused on the need for additional airport capacity. ➢ Grass Roots Organization. Using existing organizations as the entry point to each community, a grass roots operation outside Newport-Mesa should be • formalized. ➢ Retail Public Information Campaign. Using multiple media tools, generate a coordinated campaign of cable television, direct mail, web- sites, house -file mailings to recapture public opinion. ➢ Studies and Opinion Research. Determine key issues through polling and conduct an analysis of the fiscal impacts of non - aviation proposals. Assimilating this information will serve as a foundation for our public information program. Is El Toro Public Information and Outreach Prepared by AWG and CJE 0 OBJECTIVES AND STRATEGY The public debate over the future of El Toro Airport is reaching the most critical stage. The next twelve months will determine the future use of El Toro. This issue has achieved a high degree of public awareness. Based on past surveys 94% of the voting public in Orange County has an opinion on El Toro, nearly two- thirds have a strong opinion, and the electorate vacillates on the issue. Press coverage of this issue can be influenced, but not controlled. The same is true of the numerous public and private studies, reports and other information that continue to fuel the public debate. The primary objective of the El Toro Airport Public Education and Information Campaign should be to produce and distribute high quality, informative, persuasive communications to the most politically active citizens in the county. The group selected to receive this information must be large enough to result in a majority favorably viewing commercial aviation as the ultimate reuse of El Toro. With that simple proposition in mind, here are the objectives of our proposal: 1) Mobilize public opinion so that a majority can be counted on to defeat any proposal that would derail the El Toro re -use process. 2) Provide sufficient public and political support to enable the pro- airport majority on the Board of Supervisors to stay the course on El Toro. 3) Educate the public on the need for El Toro Airport and the limitations of John Wayne Airport. 4) Demonstrate the economic and environmental risks to the county that will result from failure to provide a modern, self- contained system of air transportation. 5) Undermine the fear campaign of airport opponents by bringing the facts about noise, traffic, flight patterns, property values and environmental impacts to South County residents. 6) Explain the significance of the 18,000 acre "no home zone" in protecting surrounding communities from adverse impacts. El Toro Public Information and Outreach Prepared by AWG and CJE Il 7) Provide a vision of El Toro as a well planned, community friendly, environmentally sound airport as modeled after John Wayne Airport. It is important that citizens identify with JWA as a template for a future airport at El Toro. 8) Prove that the Millennium Plan and the Great Park are economically unsound and will cost the taxpayers money. 9) Monitor progress toward meeting these objectives with an ongoing program of public opinion research. Strategy We will coordinate the combined resources of the public agencies and private organizations that support a commercial airport at El Toro into a mass communications campaign designed to meet the above objectives. The campaign will primarily use direct mail, but will also utilize press relations, a public information video, brochures and presentations to community organizations. The public information plan being proposed is essentially a communications • strategy that resulted in the pro - airport side to winning two countywide elections on the specific issue of commercial aviation reuse at El Toro. 0 El Toro Public Information and Outreach Prepared by AWG and CJE OVERVIEW Newport Beach is obviously most impacted by JWA and its potential expansion if commercial aviation at El Toro does not occur. Clearly no other city will lead a comprehensive outreach program other than Newport Beach. Our extensive post election (Measure F) analysis indicated that approximately 2/3 of the yes on F vote was for reasons other than opposing El Toro Airport. That analysis allows us to conclude that Measure F was not a direct reflection of the El Toro issue at this time. In addition, our focus group analysis concluded that the basic arguments for commercial aviation reuse at El Toro remain viable as opposed to the Millennium or Great Park proposals. The success of the El Toro reuse plan has been placed in jeopardy by a well- organized and well - financed campaign of misinformation. The South County cities of Irvine, Laguna Hills, Lake Forest, Dana Point and Mission Viejo will spend an estimated fifteen million dollars annually on lobbyists, consultants and public communications designed to undermine the existing county reuse process and prevent the conversion of El Toro to commercial aviation use. In addition to this publicly financed campaign, South County anti - airport activists have mobilized and grown in number and strength. This group has proven its ability to place a repeal measure anti - airport initiative (Measure S) on the county ballot, the Measure F initiative, and is preparing for another initiative challenge in March 2002. Although many countywide business chambers and community organizations have endorsed the El Toro Airport in the past, this issue is not the highest priority for most of these groups and they have not been contacted in months. The same is true of most citizens who live outside of the area immediately surrounding El Toro. A majority of these citizens have voted for a commercial airport in two elections, yet they have very little emotional attachment to the issue and have been constantly inundated with misinformation for the past three years. News coverage of the El Toro issue increasingly reflects the imbalance by favoring the anti - airport position. Coverage in the Times and the Register partially reflects the fact that South County readers want to see a steady stream of anti - airport stories, while North County readers are ambivalent. A continuing, aggressive, and unanswered publicly funded anti - airport campaign will have the following impacts on the reuse process: El Toro Public Information and Outreach Prepared by AWG and CJE f3 An Eroding and demoralizing of the pro- airport majority on the Board of Supervisors in addition to our city, community organizations, and voter support base; with the likely result being the repeal of Measure A. Newport Beach must step up and lead in order to counter the publicly funded misinformation campaign of airport opponents. The activities should include: Public Information and Education. Monthly Information Bulletins should be mailed countywide to give the public accurate information on a variety of issues including the need for El Toro Airport, economic benefits and jobs, tax revenue creation, realistic projections of take off and landing patterns, and economic impacts on property values. These communications should also critique the idea of non - aviation use of El Toro generally, and the Millennium Plan specifically. Public Opinion Research. Regular polling to measure public opinion on the El Toro issue. This information will be used to plan communications strategy and to present accurate information on public opinion to government officials. Community Outreach. Tailor the pro- airport message in an effective way to citizens, businesses, labor and public sector groups desiring additional El Toro information. This relationship will result in strengthening the existing pro- airport coalition. Media Relations. Giving the pro- airport side a loud and unified voice in the airport debate through a regular series of press briefings, news conferences, op- ed pieces and letters to the editor. I] El Toro Public Information and Outreach Prepared by AWG and CJE MESSAGES AND THEMES The El Toro Airport public information campaign should have a unifying theme with a series of messages to reinforce this theme. Most of the messages will be pro- airport. Others will be defensive, refuting misinformation circulated by opponents. Five years of polling and two successful election campaigns on this issue have given us a good idea of what this theme and some of the messages.will be. Obviously, messages will be modified based upon current information and trends. The general theme developed through the Measure A (and Measure S) campaign is: El Toro Airport ... We need it— demand Is there. JWA is Inadequate. 0 El Toro is available -- at no cost to taxpayers. Messages that reinforce this theme are: 1) John Wayne Airport is inadequate to meet future transportation needs of the county. 2) The E Toro 16,000 acre no -home zone protects surrounding communities 3) El Toro Airport is necessary for the future economic development of Orange County, emphasizing international travel and tourism. 4) The airport will preserve future environmental quality of life throughout the county. ➢ Adequate air transportation in necessary to boost our economy based on "clean" industries, i.e. tourism, trade and high tech. ➢ A "self contained" Orange County protects the regional environment, reduces traffic and pollution. ➢ The airport plan is being developed in a community friendly, environmentally responsible way. ➢ The airport plan incorporates parks and open space. El Toro Public Information and Outreach Prepared by AWG and CJE ➢ In the next 20 years commutes to regional airports will be gridlocked. 5) Economic benefits of El Toro: ➢ Jobs ➢ Tax revenues to all cities ➢ Productivity gains, commute time reduction for Orange County workers ➢ Cargo operations resulting in time and cost savings to local businesses 6) A strong economy with a modem system of air transportation will have a positive effect on property valuation throughout Orange County. Messages that refute opposition claims include: 1) Realistic flight plans will not seriously impact surrounding communities, especially Irvine, Orange, Tustin, Villa Park, Anaheim Hills, Yorba Linda, Fullerton, San Clemente and San Juan Capistrano. 2) El Toro will be financed by landing fees, not taxes. 3) Requiring Orange County residents to travel to 'outside" airports, i.e. LAX, San Diego, etc., is economically absurd, environmentally irresponsible, and reasonable travel time will become unbearable. 4) "Alternate uses" proposed by airport opponents lack credibility. ➢ "Unfairness" of turning taxpayer funded airport over to private developers. ➢ Lack of federal government approval. ➢ Financing problems. ➢ Traffic and environmental impact of new housing development. ➢ The residential housing, retail, and commercial business centers can be built in other locations, an airport cannot. ➢ Toxic cleanup problems and costs will limit uses and options. ➢ "Opening up" of the 16,000 acre buffer zone for more residential and industrial development. El Toro Public Information and Outreach Prepared by AWG and CJE . DIRECT COMMUNICATIONS In Orange County, direct communication has been proven to be the only efficient method of building voter support on issues of public concern. The Los Angeles metro broadcast market is simply too large to be used continuously on a cost - effective basis. And even the most aggressive press relations program will not be as effective in shaping public opinion as a well planned and executed direct communications campaign. Direct communications also has the advantage of interactivity. People can respond to appeals in a variety of ways. They can join an organization, they can participate in a poll, or they can send letters and petitions to government officials. Respondents to direct appeals constitute a list of activities that can then receive specialized communications requesting further action. These bulletins will not be campaign mailings and will not advocate a yes or no vote, but will be designed to counter the kind of misinformation on the El Toro issue that is often circulated in the heat of a campaign. . The content of these communications will be driven by the public opinion research and the emergence of issues in the El Toro debate. Communications will be non - partisan and non - political in nature. The communication will be exclusively education and information. • El Toro Public Information and Outreach Prepared by AWG and CIE =1 10 EL TORO AIRPORT PUBLIC INFORMATION AND EDUCATION BUDGET March 1, 2001 through December 31, 2001 Public Opinion Research Benchmark Poll $45,000 Tracking Poll $35,000 Opinion Leader Outreach Regular luncheons featuring political and academic experts on aviation and land use $50,000 issues. Business community outreach. $50,000 5 mailings to CEO's and OC business leaders. Direct Mail /External Communications One mass mailing monthly. (3/01- 12/01) $2,500,000 Q = 500,000 households /mailing 5 million total pieces mailed Specialized newsletters and follow up to mass $150,000 mailing respondents (Appx. 90,000) Cable Television $510,000 Monthly 2 week flights 1,380 spots weekly on 12 cable franchises. $100,000 Production of 10 — 30 second spots. $100,000 Web Site Development and maintenance of web site. OCRAA Activities Fiscal analysis of non - aviation uses (est.) $50,000 Toxic remediation analysis (est.) $50,000 Elected officials outreach. Communicate bi- 50,000 monthly via "FYI" mail alerts. Blast e-mail and fax alerts as necessary. TOTAL: $3,690,000 El Toro Public Information and Outreach Prepared by AWG and CIE 0 0 0 City of Irvine Contracts Regarding the MCAS El Toro FY 99/00 115/01 Saved as: Dave Ellis Public Remrds Act- Irvine Company Contracted Contract Purpose Term Amount 1 Adam D. Probolsky & Assoc. 415199-8/30199 $ 55,000.00 Development and Implementation of a public opinion poll Newport Beach, CA 2 Alvarado Smith & Sanchez 6/30/99-8/30/00 $ 157,200.00 Provide legal counsel to the City of Irvine with regard to its efforts Irvine, CA on the closure and reuse of MCAS, El Toro. 3 Black & Veatch Corp. Expires 6130/00 $ 40.000.00 Air quality and environmental noise Kansas Citv. MO assessment for the Millennium Plan Phase II 4 BV Engineering 6/15199-8/30100 $ 68,800.00 Millennium Plan II annexation Irvine, CA infrastructure. hydrology impact analysis 5 Caldwell Leslie Newcombe & Pettit 10/27/9948/30/00 $ 50.600.00 Legal services regarding actions taken Los Angeles, CA by O.C. Land Use Commission 6 Cotton Beland Assoc. 6/15/99-8/30/00 $ 259,920.00 Millennium Plan II revised and EIR Pasadena, CA regarding annexation 7 David Evans & Assoc. Expires 12/31/99 $ 346,700.00 Preparation of EIR for the City general plan and zoning; Laguna Hills, CA and annexation of MCAS El Tom. 8 Deyoung & Assoc. 514199 - 6/311100 $ 100,000.00 Cable television production Dana Point, CA 9 Hillary Willett 4110/99- 5117199 Nothing Assisting the Legal Affairs Committee Irvine, CA found at the city of Irvine 10 Hogan & Hartson $ 545,000.00 Washington DC advocacy for Legal Affairs Washington DC 11 Analysis Group $ 59,000.00 Professor Dennis Aigner, GSM, UCI Subcontractors of Ho an and Hanson Review of Counties Airport Financing Plan 12 National Aviation Research Institute $ 72,000.00 Review county consultant work regarding El Tom. Subcontractors of Hogan and Hanson flight tracks and traffic flows 13 AEMS. LLC $ 100.000.00 Air quality analysis of El Toro Airport Subcontractors of Hogan and Hartson 14 SSN $ 78,000.00 Review noise element of the Dept. of Navy draft EIS February 2000 Subcontractors of Ho an and Hanson 15 Katz Hollis 811199- 7/31/00 $ 127,000.00 Redevelopment Agency - Activation Los Angeles. CA and plan adoption. 16 Kosmont & Assoc. 8/11998130/00 $ 6,500.00 Millennium Plan II fiscal impact analysis Los Angeles. CA 17 Loeb & Loeb 3123/998/30/99 $ 10,000.00 Legal research regarding the Dept. of Defense selection of the County Los Angeles. CA of Omn a as the Local Redevelopment Authority for MCAS El Tom. 18 Marsha Levine 8124199 - 11/24199 Nothing Assisting the Legal Affairs Committee Irvine, CA found at the city of Irvine 19 Dr. Mary Schiavo 511 /998/1199 $ 7,025.34 Anti4rport speech Ohio State University and media availability 115/01 Saved as: Dave Ellis Public Remrds Act- Irvine City of Irvine Contracts Regarding the MCAS El Toro FY 99/00 20 Company Contracted Contract Purpose Term Amount 21 Michael Brown and Assoc 7/27/99- 6130/00 $ 87.500.00 Environmental analysis d coordination regarding Santa Barbara. CA El Toro toxic cleanu p. 22 Mike Roos & Co. 1 1 /9/9 9 819/0 0 $ 180,000.00 I Provide assistance In the identification & acquisition of funds related Los Angeles. CA to the development of a suburban park at MCAS EI Tom. 23 MNA Consulting 10/26/98- 6/30/00 $ 57.750.00 Development and implementation of annexation strategy. San Diego. CA 24 Nossaman, Guthner, Knox & Elliott 2/111008/30/01 $ 150,000.00 Perform legal work to assist Irvine in its annexation Sacramento, LA, Irvine of former MICAS El Tom. 25 Parsons Bahia & Latimer 6/9/998/30 /00 $ 177,239.81 Legal assistance in developing a legal framework and strategy Salt Lake City. UT in connection with the contamination of MCAS El Tom 26 Peter Zeughauser 4/27/99 - 6/30100 $ 186.000.00 El Tom Conversion Project Newport Beach. CA 27 PES Environmental Inc. 3123/99- 3/30100 $ 222,500.00 Base cleanup issues Santa Ana. CA 28 RKJK & Assoc. 6/15199- 6/30 /00 $ 153.260.00 Millennium Plan II Traffic impact analysis Newport Beach. CA response to comments annexation committee 29 Robert B. Irani 8/24/99 - 11/24/99 Nothing Assisting the Legal Affairs Committee Irvine. CA found at the city of Irvine 30 TAMS Consultants 10/1/98 - 12131/99 $ 25,000.00 Assist in evaluating the impacts of the Chive o. IL civilian Bight testing at MCAS El Tom. 31 Visual Design Solutions 5/11/998!30/00 $ 49,495.00 Computer aided land planning for El Tom Santa Monica. CA 32 Watson 8 Co. 7114/9a8/30/99 $ 5(1000.00 Explore the long term feasibility of a new regional San Die o, CA airport site in the County. 33 Woodward & McDowell 5/11 /998/30 /00 $ 185,000.00 Provide community outreach activities Burlingame. CA Focus group research and polling. 34 Fords 8 Molldch FY 00.01 $ 4,521,000.00 Direct mail, televsion, web sites Newport Beach. CA 35 Coontz & Matthews, LLP 3123/99- 12/30/99 $ 137,500.00 I Planning, managing and cordinating all legal efforts to prevent the San Juan Capistrano, CA conversion of MICAS El Tom into a commercial airoort. 36 Chambers Group 8/11998/30 /00 $ 23,500.00 Provided biological consulting services and prepare responses Irvine. CA to comment on the draft program for the millennium plan It. 3T Kathleen Graves 8124/99- 11/24199 Nothing Assisting the Legal Affairs Committee Irvine. CA found at the city of Irvine Total: $ 8,287,890.15 115101 Saved as: 03" Sits Public Record. Act -Irvine 0 0 0 0 F- m vI Q U m s 64 N w+ V R L i A �Q A/ F- W 0 0 0 } LL n C 8 a a w S o' u Wj m m fA m Q o c m cmi O ° E r W N U 0 n m a y Q F `O — v y o Q m 0 d O' L m o y a E O W 0 m Q v m c ° C N o m c 0 y y m m c O y y N m 5 A v O L m 0 o U E NO N O v a w A E OC o —° m c y m a c J LL 4 m A J C15 CIS o o o O 0 O 0 O A o C 0 O U Q m v m v 0 0 vi vi vi ' vi vi vi vi w vi a c 0 v U r rn 0 V! 'm � 0 V m O rn 0 rn LL m c'o r J J A C O 9 a Q a c U U y Q 0 c 00' u Q U S m L° ° y$ O C y w o, O Q U o m ° y J O a c m mm c m 0 U p c m '� J = � y 0 o c y ro 0 m m 2 v 3 � c6 d, E 4 U C O 4 y 0 o j C` y a a s oc yy m c LL P '° m LL N t7 C N f0 A aJ n C 8 a a w S o' u Wj