HomeMy WebLinkAboutC-8281-27 - Community Programs Grant FY 25-26GRANT AGREEMENT
BETWEEN THE CITY OF NEWPORT BEACH AND
SHERMAN FOUNDATION, DBA SHERMAN LIBRARY & GARDENS
This Grant Agreement ("Agreement") is entered into this 10th day of July, 2025 ("Effective
Date"), by and between the City of Newport Beach, a California municipal corporation and
Charter City ("City"), and Sherman Foundation, a California nonprofit corporation, doing
business as ("DBA") Sherman Library & Gardens, located at 4000 MacArthur Boulevard,
Suite 105, Newport Beach, CA 92660 ("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 its mural art projects to enhance
community identity, celebrate local artists, attract visitors, and stimulate economic
growth ("Grant Proposal").
C. The City Council determines 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 ("Grant Funds") the 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 Ten Thousand Dollars
and 00/100 ($10,000.00) 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 as follows at the time of
execution of this Agreement.
2. TERM
The term of this Agreement shall commence on the Effective Date and shall
continue in full force and effect until June 30, 2026, unless terminated earlier as provided
herein.
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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
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.
3.3. Grantee shall conduct background checks for all of its volunteers and
employees who work with minor children in relation the any project described in Grantee's
Grant Proposal the extend applicable, Grantee shall provide the City certification that is
has complied with this requirement prior to the receipt of Grant Funds.
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. Grantee shall make available to City such Books and Records
upon City's request.
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
SHERMAN FOUNDATION, a California non-profit corporation, DBA SHERMAN
LIBRARY & GARDENS Page 2
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
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 agrees to exercise prudent financial management processes including
proper oversight of all assets, budget preparation, and timely reporting including budget -
to -actual -comparisons.
4.6. 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.
4.7. If Grantee has supported Political Action Committees(s) (PACs) during the past
three (3) years, the Grantee shall hire an independent auditor to perform limited, agreed -
upon testwork procedures to provide City assurance that City sponsored event profits did
not subsidize the funding of Political Action Committees (PACs) and event proceeds were
adequately segregated from funds used to support PACs. Agreed upon procedures may
include a review of a detail list of the past three (3) years of PAC contributions and
expenditures, including:
a. An identifying donor number, date and amount of each reported
contribution; and
b. A detail of expenditures sufficient enough to determine that the
expenditures were solely for PAC -related expenses; and
c. Any retained earnings or fund balance at the end of each fiscal year.
Substantive documentation for the contribution and expenditure should be available upon
request. City shall approve the agreed -upon testwork procedures prior to the
commencement of fieldwork.
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 June 30, 2026, Grantee shall notify the City in writing,
and shall be obligated to return the Grant Funds to City within thirty (30) days.
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5.2. The City's grant contribution shall only be used for non-sectarian 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
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.
SHERMAN FOUNDATION, a California non-profit corporation, DBA SHERMAN
LIBRARY & GARDENS Page 4
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: City Manager
City of Newport Beach
100 Civic Center Drive
Newport Beach, CA 92660
9.3. All notices, demands, requests or approvals from City to Grantee shall be
addressed to Grantee at:
Attn: C/O Kirstie Acevedo, M.H. Sherman Company
Sherman Foundation, DBA, Sherman Library & Gardens
4000 MacArthur Boulevard,
Newport Beach, CA 92660
krstie@mhsherman.com
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.
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.
SHERMAN FOUNDATION, a California non-profit corporation, DBA SHERMAN
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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.
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.
SHERMAN FOUNDATION, a California non-profit corporation, DBA SHERMAN
LIBRARY & GARDENS Page 6
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]
SHERMAN FOUNDATION, a California non-profit corporation, DBA SHERMAN
LIBRARY & GARDENS 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: 7 r ►'t l-,
A rdn C. Harp
City Attorney
ATTEST:7- �-?�ZS�.
Date:
PV
CITY OF NEWPORT BEACH,
A California municipal corporation
Date: 711 a / 1-,2�6
By: 4--2,- 1-��
Gra . Leung
Ci Manager
GRANTEE: SHERMAN FOUNDATION, a
California non-profit corporation, DBA
SHERMAN LIBRARY & GARDENS
Date: Z' 6A%2_
By: Picle-
Gary Pi tt
Presided
Date
B
Scott LaFluer
Executive Director
Date: / H �
[END OF SIGNATURES]
Attachment: Exhibit A - Grant Proposal
SHERMAN FOUNDATION, a California non-profit corporation, DBA SHERMAN
LIBRARY & GARDENS Page 8
Exhibit A
SHERMAN FOUNDATION, a California non-profit corporation, DBA SHERMAN
LIBRARY & GARDENS Page A-1
Reference #
Status
Login Username
Login Email
By entering my name below, I
acknowledge I have read and
understand the overview, criteria
and requirements regarding this
grant (listed above). I hereby
accept the terms and conditions
in regards to the City of Newport
Beach Community Programs
Grant.
17063442
Complete
kirstie@mhsherman.com
kirstie@mhsherman.com
Kirstie Acevedo
Name of Applicant Organization: Sherman Foundation, DBA Sherman Library & Gardens
First Name
Last Name
Kirstie
Acevedo
Title / Affiliation: President, MH Sherman Company
Full Mailing Address of Sherman Foundation, 4000 MacArthur Blvd, Suite 105,
Organization: Newport Beach, CA 92660
Phone Number 949-664-2378
Email Address
Type of Entity (indicate one):
If a Nonprofit Entity, please list
type:
Entity Address (if different from
applicant):
kirstie@mhsherman.com
Nonprofit
501 (C)(3)
Scott LaFleur, Executive Director, Sherman Library & Gardens,
2647 East Coast Highway, Corona del Mar, CA
Name of Program or Service: Corona del Mar Mural Program
Type of Program or Service Public art in Corona del Mar
offered to Newport Beach
residents:
Have you previously received City No
support for this or a similar
program or activity?
Number of Newport Beach 0 related to this program
residents participating or
receiving services within the past
year. (Please specify numbers by
type of service).
Percentage of this program 100%
devoted or utilized by Newport
Beach residents:
Total annual This is a new program being developed. Currently there is no
fundraising/donations/sponsorsh fundraising, donations or sponsorships being provided to the
ips received by your organization: Corona del Mar Mural Program. This program will be
dependent solely on donations for implementation and
success.
Sherman Library & Gardens is a local non-profit 501 (C)(3)
endeavors to be the premier resource for ecotonal
horticulture and historical collections of the Pacific
Southwest, and strives to enrich people's lives through
educational and artistic experiences. This program will
further increase art exposure and engagement in Corona del
Mar to the benefits of residents and participants.
Brief description of the program Mural art has the potential to enrich the charm and
or activity that serves, involves or community spirit of Corona del Mar Village in transformative
engages Newport Beach ways. By transforming blank walls into captivating, lasting
residents (150 word maximum): works of art, murals not only enhance the aesthetic appeal of
the area but also create a sense of place that residents and
visitors can connect with. These murals can help highlight
Corona del Mar's unique identity, celebrate local artists, and
draw more foot traffic, supporting the local economy.
Furthermore, mural art can foster a deeper sense of pride
and belonging among community members, while also
sparking meaningful conversations about the village's future
and heritage.
The request for City of Newport Yes
Beach support must include a list
of other City entities, groups or
programs (e.g., CDBG,
Discretionary Funds, Special
Event Grants, etc.) from which the
applicant is seeking financial
support. Are you seeking support
from other City entities?
If you answered yes above, Sherman Library & Gardens is a participate in the 3rd
please list the entities or groups Thursday Special Event grant application, but is not the
and the amount of financial applicant.
support requested from each:
Amount of financial assistance $1,866.21
received last cycle (FY 2024-25)
from the City of Newport Beach
(if any):
Amount of financial assistance $10,000.00
requested FY 2025-26:
A detailed description of how the Working in collaboration with building owners, we will
request FY 2025-26 grant money identify 1-3 highly visible, public -facing walls along the CdM
would be spent: commercial corridor. We will secure permission from
owners, request mural concepts from local artists, engage
community groups and residents to provide feedback,
oversee execution, and participate in unveiling event(s).
Timeline: 4-5 months
1. Planning & Outreach: Weeks 1-2
Define goals, select wall(s), secure partners, announce
program
2. Artist Call & Selection: Weeks 3-5
Call for Artists, application period, review & selection
3. Community Engagement: Weeks 6-8
Host community workshops and input sessions
4. Design Finalization: Weeks 9-10
Artist finalized
5. Wall Prep: Weeks 11-12
Wall cleaned, and primed
6. Mural Painting: Weeks 13-17
Artist(s) executes mural(s)
7. Celebration & Documentation: Week 18
Mural unveiling, photograph/video project
Please note- program suggested does not involve minors.
Does your organization work with No
minor children?
Attach your Declaration of
Declaration_signed.png (800 KB)
Grantee pertaining to background
checks. A blank form provided
below. Please select the form
applicable to your organization
(page 1 or page 2), fill out, save
it
and then upload here.
Attach a copy of the most recent 250402_SLG-Annual—Report_2024.pdf (8.33 MB)
annual financial report (2024
reports preferred).
Attach a copy of the proposed Corona—del—Mar_Mural_Program-_budget.pdf (34 KB)
budget (FY 2025-26).
Attach a current Statement of Form_1725918490255-_CA.pdf (131 KB)
Information filed with the
Secretary of State (see sample
below):
Attach a current W-9 (Blank W-9 Sherman_Foundation_W9.pdf (131 KB)
provided below. Please fill out,
save and then upload here):
As your organization's I acknowledge that, if awarded funding, my organization
representative, please verify the will have to enter into a grant agreement with the City.
below by checking the
• I have read the City of Newport Beach Community
corresponding boxes and then
Programs Grant Overview, including the eligibility,
enter your name in the field
qualification and evaluation criteria.
below.
• I acknowledge that submission of this application does
not guarantee my organization will receive City support.
• I have attached a copy of the most recent annual financial
report and proposed budget (attached above). Note: Your
application will be deemed incomplete if a report and
budget is not included with your application.
• 1 have attached a current Statement of Information filed
with the Secretary of State (attached above). Note: Your
application will be deemed incomplete if this is not
attached with your application.
• I have attached a current W-9 (attached above). Note: Your
application will be deemed incomplete if this is not
attached with your application.
• Grantee shall conduct background checks for all of its
volunteers and employees who work with minor children in
relation to any project described in Grantee's Grant
Proposal. To the extent applicable, Grantee shall provide
the City certification that it has complied with this
requirement prior to the receipt of Grant Funds.
Name: Kirstie Acevedo
Signature (Use your mouse to
sign)
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