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HomeMy WebLinkAboutC-7355-1 - Grant Agreement - Council Grant FY 17-18V) 0 GRANT AGREEMENT fn BETWEEN THE CITY OF NEWPORT BEACH AND BALBOA ISLAND IMPROVEMENT ASSOCIATION V This Grant Agreement ("Agreement") is entered into this 22nd day of February, 2018 ("Effective Date"), by and between the City of Newport Beach, a California municipal corporation and Charter City ("City"), and BALBOA ISLAND IMPROVEMENT ASSOCIATION, a California nonprofit corporation located at P.O. Box 64, 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 the residents' quality of life. B. Grantee requested a grant from the City for classical musical performances ("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 Dollars and 00/100 ($1,000.00) ("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 Dollars and 00/100 ($1,000.00) 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 at the time of execution of this Agreement. BALBOA ISLAND IMPROVEMENT ASSOCIATION Page 1 2. TERM The term of this Agreement shall commence on the Effective Date and shall continue in full force and effect until October 1, 2018, 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 items set forth in this BALBOA ISLAND IMPROVEMENT ASSOCIATION Page 2 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: (i) 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 to the 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 and with the ordinary degree of skill and care that would be used by other reasonably competent practitioners of the same discipline under similar circumstances. 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. BALBOA ISLAND IMPROVEMENT ASSOCIATION Page 3 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. 5. USE OF GRANT FUNDS 5.1. The Grant Funds shall be used solely by Grantee for the Approved Uses and for no other use. In the event that the Grant Funds are not used for the Approved Uses or are not expended by or before September 28, 2018, Grantee shall notify the City in writing, and shall be obligated to return the Grant Funds to City within thirty (30) days. 5.2. The City's grant contribution shall only be used for non -secular purposes. Grantees shall not use the City's grant contribution, or any portion thereof, for any purpose that violates local, state, or federal law, including, but not limited to, the Establishment Clause. 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 or 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 BALBOA ISLAND IMPROVEMENT ASSOCIATION Page 4 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. 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: Attn: Library Services Director Library Services City of Newport Beach 1000 Avocado Avenue P.O. Box 1768 Newport Beach, CA 92658-8915 9.3. All notices, demands, requests or approvals from City to Grantee shall be addressed to Grantee at: Attn: Penny Rodheim BALBOA ISLAND IMPROVEMENT ASSOCIATION PO Box 64 Newport Beach, CA 92662 10. 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. BALBOA ISLAND IMPROVEMENT ASSOCIATION Page 5 10.2. Termination without Cause. City may terminate this Agreement at any time with or without cause upon seven (7) days written notice to Grantee, any remaining 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. Recitals. City and Grantee acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 11.2. 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. 11.3. 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. 11.4. 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. 11.5. 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. 11.6. 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. 11.7. 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. 11.8. 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. 11.9. 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, State of California. BALBOA ISLAND IMPROVEMENT ASSOCIATION Page 6 11.10. Equal Opportunity Employment. Grantee represents that it is an equal opportunity employer and it shall not discriminate against any contractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age or any other impermissible basis under law. 11.11. 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. 11.12. 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 NEXT 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 ATTORNEY'S OFFICE Date: t/2.1 t6 By: (2=;�E Aaron C. Harp ow City Attorney ATTEST: 3 1'6Date: By: INAIVI-- Leilani I. Brown City Clerk Attachment: Exhibit A: Grant Proposal CITY OF NEWPORT BEACH, A California municipal corporation Date: By: Dave—Kill City Manager GRANTEE: BALBOA ISLAND IMPROVEMENT ASSOCIATION, a California nonprofit corporation Date: By: J Callahan ghief Executive Officer [END OF SIGNATURES] BALBOA ISLAND IMPROVEMENT ASSOCIATION Page 8 Exhibit A Grant Funds shall be expended solely for classical musical performances. No Grant Funds may be used to fund any political activities BALBOA ISLAND IMPROVEMENT ASSOCIATION Page A -1A CULTURAL ARTS GRANT APPLICATION 1. Briefly describe below your organization's purpose, mission, and goals. Our goal is to provide for the residents of Newport Beach community a Classical Concert Series to be held throughout 2017-2018 at St. John Vianney Chapel on Balboa Island. What had started as an experiment in 2015 is now celebrating its third year due to the popularity and quality of the musical programs that are offered. In the summer months, a more relaxed venue will be offered. Concerts in the Park will be free, featuring country, folk and blues on Friday evenings, in late July and August. Families with children, pets and Newport Beach visitors will be able to enjoy music and sing -a -long in this park -side setting located at Balboa Island Park on Agate adjacent to the Beek Community Center. 2. Identify and describe why there is a need in the Newport Beach Community for your proposed project/program. Include a quantitative description of the need and on what you based your findings (i.e. "Based on a study done by the PTA, there are one hundred children in the 4th -6th grades at Newport Elementary who have had no training with musical instruments." ) Describe how you have determined that your organization is the best organization for the proposed project/program. The Balboa Island Improvement Association (BIIA) was formed as a volunteer group to enhance the feeling of community by providing local events, offering safety through its Neigborhood Watch, and CERT programs; providing a unique culture with its "Norman Rockwell' style community parades, home tours, and pancake breakfasts. The Classical Music Series and Summer Concerts in the Park were created to continue this spirit of community by providing high quality musical productions in a localized setting. To date, the community has embraced and supported these projects with over 3500 people attending in the past year. In addition after each classical performance, a reception is given offering a close-up and personal opportunity for the audience to interact with the performers. The feedback from each event has been exceptional offering a unique experience for both the audience and muscians. Summer Concerts in the Park offer another community opportunity for people to come together. Describe the sstecifrc project/program that will be funded by a cultural grant. Include how the proposed project/program will be implemented and outline a schedule or project timeline, with planned dates and locations. Identify individuals and groups involved, particularly artists and performers, and describe their roles and responsibilities. Describe the background and qualifications of your organization and key personnel to be involved in the program. Remember: the Cityfunds only projects and programs- not operating expenses. These projects and programs must promote community involvement and mvareness of the arts in Newport Beach. Is this a new_ or existing XX project/program? The goal of BIIA for season 2017-2018 is to continue providing quality classical musical performances for the enjoyment of all Newport Beach residents. Most performers are symphony musicians as well as musical instructors from a variety of ethnic backgrounds. Many are Julliard trained and enjoy this intimate opportunity to perform. Balboa Island offers both audience and performers a rare collaboration of music appreciation, be it classical or blues. The BIIA is a non-proft organization. To offset the costs of this project, tickets are sold for $10/pp. Here is the proposed schedule for 2017-2018: October 17, 2017 Russian Rhapsodies St. John Vianney Chapel December 5, 2017 Holiday Concert St. John Vianney Chapel 2018 Event dates to be determined. Five (5) Classical Concerts are planned Summer 2018 July & August Six (6) Concerts in the Park are planned 4. Define or describe the segment of the population in Newport Beach that you intend to serve by your project/program. Include such things as age, location, numbers served, etc. The intent is to offer classical music performances for all members of the Newport Beach community, young and young at heart. The venue will continue to be St. John Vianney Chapel on Marine Ave. To date, fifteen (15) separate concerts have been performed with approximately 160 people for each performance. The Summer Concerts in the Park will increase to six (6) with approximately a 120 people for each performance. 5. Complete the project budget form. Address only the budget for the specific project, not your annual operating budget. For multi -project proposals, please duplicate and fill out a budget for each project. Please annotate the budget at the bottom if there are details (such as a breakdown of personnel or a marketing budget) critical to the proposal. PROJECT BUDGET Funding from the Funding from City of Newport Beach Other Sources EXPENSES-Oncrsting Facility Ex ense/S ace Rental 0 Marketing 0 Production/Exhibition Expense $3,000 Touring/Presentation Expense 0 Educational Materials 0 Transportation 0 Equipment 0 Other (if greater than 10%, annotate below) GRAND TOTAL $3,000 6. Describe the expected quantifiable outcomes of your project/program and how you will evaluate the results. Be very specific in addressing the ways that you will determine that your project/program met the needs that you identified and accomplishes the goals you set out to achieve (i.e. you provide 50 hours of musical instruction and instruments to the 100 children at Newport Elementary school as measured by music store rental receipts and logs of instructors.) The Classical Concerts in the Chapel are held on Tuesday evenings to facililate local community attendance and to encourage patronage of local business mid -week. This is exemplified by increased sales at both local restaurants and small businesses on Marine Avenue during Tuesday evening of the Classical Concert series. Additionally, we have recevied feedback that younger patrons attending the Concerts have become more interested in Classical Music appreciation. Furthermore, the Summer Concerts in the Park have encouraged families and friends to mutually gather and have an opportunity to enjoy and participate in these live musical events in our beautiful community. Approximately 400 people have attended in 2017 (-100 per concert).