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HomeMy WebLinkAboutC-8281-3A - Community Programs Grant Agreement FY 17-18GRANT AGREEMENT 01i BETWEEN THE CITY OF NEWPORT BEACH AND SHARE OUR SELVES CORPORATION (SOS) ki This Grant Agreement ("Agreement") is entered into this 2nd day of January, 2018 ("Effective Date"), by and between the City of Newport Beach, a California municipal corporation and Charter City ("City"), and SHARE OUR SELVES CORPORATION, a California nonprofit corporation located at 1550 Superior Avenue, Costa Mesa, California 92627 ("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 to purchase food for the SOS Food Pantry — meats, eggs, milk, yogurt, cheese, and fresh fruits and vegetables ("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 Five Thousand Dollars and 00/100 ($5,000.00) ("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 Five Thousand Dollars and 00/100 ($5,000.00) 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 (select one): ® At the time of execution of this Agreement. Share Our Selves Corporation (SOS) Page 1 2. TERM The term of this Agreement shall commence on the Effective Date and shall continue in full force and effect until June 30, 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 Share Our Selves Corporation (SOS) 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. Share Our Selves Corporation (SOS) 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 June 30, 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 Share Our Selves Corporation (SOS) 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: City Manager City of Newport Beach 100 Civic Center Drive 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: Kathleen Bruski Share Our Selves Corporation (SOS) 1550 Superior Avenue Costa Mesa, CA 92627 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. Share Our Selves Corporation (SOS) 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. Severabilitv. 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. Share Our Selves Corporation (SOS) 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] Share Our Selves Corporation (SOS) 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:t2�Z� l� By: O�( Aar C. H rp City Attorney ATTEST: Date: �'I C/ ( 4I D By: Leilani I. Brown City Clerk Attachment: Exhibit A: Grant Proposal CITY OF NEWPORT BEACH, A California municipal corporation Date: By: �C�\ Dave Ziff City Manager GRANTEE: SHARE OUR SELVES CORPORATION, a California nonprofit corporation / Date: McGlinn Chief Executive Officer [END OF SIGNATURES] Share Our Selves Corporation (SOS) Page 8 Exhibit A Grant Funds shall be expended solely to purchase food for the SOS Food Pantry — meats, eggs, milk, yogurt, cheese, and fresh fruit and vegetables. No Grant Funds may be used to fund any political activities. Share Our Selves Corporation (SOS) Page A-1 icant Information of Applicant Organization: Share Our Selves Corporation (SOS)ant F Representative Contact Information: First Name: Kathleen Last Name: Bruski (Tl Title / Affiliation: Grants & Programs Manager a Full Address of Organization: 1550 Superior Avenue, Costa Mesa, CA 92627 Phone: (949) 270-2132 Email: kbruski@shareourselves.org Type of Entity (indicate one): Nonprofit (List type): Community / Neighborhood School 501 C3, Community Health Center & Social Support Services Provider Other? Entity Address (if different from applicant): N/A Name of Program or Service: SOS Food Pantry Type of Program or Service offered to Newport Beach residents: Food / Grocery Items Have you previously received City support for this or a similar program or activity? YES NO If yes, please list the Programs(s), year(s) and amount(s): (1) SOS Food Pantry — 2016/2017 - $5,000.00 F r of Newport Beach residents participating or receiving services within past year. (Specify rs by type of service.) st 12 calendar months, 11/1/16 to 10/31/17, the SOS Food Pantry fed 194,128 Orange County residents ted), distributing 53,543 food bags. Specific to the City of Newport Beach, a total of 4,439 food bags tributed feeding 12,276 (duplicated) city residents. Of the 12,276 residents (duplicated), 5,254 ed) identified as homeless (in Newport), 247 identified as a Veteran, and 30% of those fed were children under the age of 18. The City of Newport Beach statistics are nearly identical to the prior twelve month period evidencing sustained reliance on the food pantry. Aside from the SOS Food Pantry, during the same 12-month period as above, the SOS network of community health centers provided health care services to 744 unduplicated Newport Beach residents. Of the 744 patients, 85 identified as uninsured and received charity care while the remaining 659 patient were insured by federal insurance; Medi-Cal or Medicare. This is a 46% increase in patients over the prior twelve month period. Percent of this program devoted or utilized by Newport Beach residents: City of Newport Beach residents are the 4s' largest grouping of individuals accessing the SOS Food Pantry, preceded by, the homeless (generalized), City of Costa Mesa and City of Santa Ana (respectively). Newport Beach accounts for approximately 8% of the total food bags distributed by SOS in last 12 calendar months. The annual Food Pantry budget is $350,000 which includes (but is not limited to) the direct purchase of food, packing supplies, staff, and pantry maintenance. Thus, the 8% usage by the City of Newport accounts for $16,000 of the pantry budget. Total Annual Fundraising/Donations/Sponsorships Received by your organization: The current organization-wide annual budget for SOS is $22,319,460. Please note the SOS Food Pantry is a program allocated to the SOS Social Services Department which accounts for $2,001,200 of the organization- wide budget. Funding for the Social Services Department is funded in large part by donations with grant funding and event revenue rounding out departmental revenue. program or activity for which you are seeking a grant: The SOS Food Pantry (Pantry) is a founding program of SOS now in its 47th year! Steps from the City of Newport Beach, the Pantry is located on SOS's main campus in Costa Mesa located at 1550 Superior Avenue. The goal of the Pantry is to provide access to nutritious food to individuals and/or families residing in Newport Beach and Orange County (OC) who face hunger or food insecurity. SOS relies on its historical engagement of volunteers to operate the Panty with a staffing ratio of 200:3 volunteers to staff. Many of the volunteers have been with SOS for over 20 years; providing intake, packaging, Fresh Rescue pickups, and distribution of the grocery bags. Food distribution is available five (5) days per week from 8am — to Spm; Monday through Friday. The SOS Fresh Rescue Program secures food from local restaurants, bakeries, caterers and markets that would otherwise be thrown away. To meet the continued and sustained demand for food, SOS purchases over 7,000 pounds of food from Second Harvest Food Bank with three deliveries each week, making SOS one of their largest clients. Fresh produce is purchased and delivered three days a week through an arrangement with a local produce distributor who delivers 1,200 pounds of seasonal produce weekly at cost. Additional food resources include the Orange Coast College Food Riders (on bikes!) delivering prepared food two times a week, Backyard Farmers donate their fresh produce, and St. Killian's prepares and delivers 1,200 peanut butter and jelly sandwiches every Monday. Explain How Your Program or Activity Serves, Involves or Engages Newport Beach residents (150 - word maximum): City of Newport Beach residents have access to the SOS Food Pantry (Pantry), Monday to Friday, 8am-5pm. The only requirement to access is to provide a photo ID identifying as an OC resident. Note, if an individual presents without an ID, the food -request is filled and will include a brief assessment to determine if a DMV voucher is needed to secure a California ID. If needed, SOS will provide the necessary voucher. The individual/family requesting a food bag need only to fill out a simple food slip stating how many people live in the house, whether or not cooking facilities are available, homeless, and basic demographic information. Each bag is packed according to this information. Additional requests for baby items, hygiene products, and assistance making their child's birthday special (includes a cake, birthday party box, and age/gender appropriate gift); are noted on the food slip and are all requests SOS has the capacity to fulfill. The request for City support must include a list of other City entities or Yes groups (e.g., CDBG, Discretionary Funds, Special Events etc.) from which the applicant is seeking financial support. Are you seeking support from other City entities? If you answered yes above, please list the entities or groups and the amount of financial support requested from each: N/A. Amount of financial assistance received last year (FY 16-17) from the City of Newport Beach (if any): $5,000.00; benefiting the SOS Food Pantry. Amount of financial assistance requested FY 17-18: SOS generously requests grant funding in the amount of $8,000 to benefit the SOS Food Pantry. A detailed description of how the grant money would be spent: Grant funding received from the City of Newport Beach will solely benefit Newport Beach residents accessing the SOS Food Pantry. Specifically, grant funding will be utilized to purchase food to include meats, eggs, milk, yogurt, cheese, and fresh fruits & vegetables. The cost of a food bag to SOS is approximately. $5.00 as such the City of Newport Beach grant funding in the amount of $8,000 will provide for 1,600 food bags to its residents or approximately 40% of anticipated Newport Beach resident utilization. Of note the food bag is valued at a minimum of $25 each. As your organization's representative, please check the box below and type your name in the line below. 1 acknowledge that submission of this application does not guarantee that my organization will �1 receive City support. 17117, -3 f 1--e"c oL_ /k � Attach event budget and submit the completed application no later than Monday, November 13, 201 at 12 p.m.