HomeMy WebLinkAboutC-8082-2C - Grant Agreement for Special Event Support Program FY 19-20 - Race for the Curel�
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GRANT AGREEMENT
V BETWEEN THE CITY OF NEWPORT BEACH AND
ORANGE COUNTY AFFILIATE OF SUSAN G. KOMEN
BREAST CANCER FOUNDATION, INC.
This Grant Agreement ("Agreement") is entered into this 9th day of August, 2019
("Effective Date"), by and between the City of Newport Beach, a California municipal
corporation and Charter City ("City"), and Orange County Affiliate of the Susan G. Komen
Breast Cancer Foundation, Inc., a California nonprofit corporation located at 2817 McGaw
Avenue, Irvine, CA 92614 ("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 Komen Orange County MORE THAN
PINK Walk ("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 Ten Thousand Dollars and
00/100 ($10,000.00) ("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 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, 2020, unless terminated earlier as provided
herein.
Orange County Affiliate of Susan G. Komen Breast Cancer Foundation, Inc. Page 1
3. RESTRICTIONS ON USE OF FUNDS AND OTHER REQUIREMENTS RELATED
TO THE RECEIPT OF GRANT 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.
3.3. 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.
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
Orange County Affiliate of Susan G. Komen Breast Cancer Foundation, Inc. Page 2
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
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
Orange County Affiliate of Susan G. Komen Breast Cancer Foundation, Inc. Page 3
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, 2020, 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
Orange County Affiliate of Susan G. Komen Breast Cancer Foundation, Inc. Page 4
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.
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: Recreation and Senior Services Director
Recreation and Senior Services Director
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: Stacey Davis
Orange County Affiliate of Susan G. Komen Breast Cancer
Foundation, Inc.
2817 McGaw Avenue
Irvine, CA 92614
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
Orange County Affiliate of Susan G. Komen Breast Cancer Foundation, Inc. Page 5
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.
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.
Orange County Affiliate of Susan G. Komen Breast Cancer Foundation, Inc Page 6
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.
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]
Orange County Affiliate of Susan G. Komen Breast Cancer Foundation, Inc. Page 7
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATT 7114EY'S OFFICE
Date: Mac)(%_
r,,(: Aaron C. Harp
City Attorney
CITY OF NEWPORT BEACH,
a California m nicipal corporation
9
Date: 5
By: �►, r ;�
LauDetw iter
Recreatio land Senior Services �Director
;�
ATTEST:G}+' oe GRANTEE: ORANGE COUNTY
Date: __bb AFFILIATE OF SUSAN G. KOMEN
BREAST CANCER FOUNDATION, INC.,
a California nonprofit corporation
Date:
By.�� i� /
BrownLeilani 1.
City Clerk
H
Attachment: Exhibit A: Grant Proposal
[END OF SIGNATURES]
Orange County Affiliate of Susan G. Komen Breast Cancer Foundation, Inc. Page 8
�'� ne-Sr�ianso
Chief Exec tive fficer
Date:'��
By.sz1.J
DeVera Heard
Secretary
[END OF SIGNATURES]
Orange County Affiliate of Susan G. Komen Breast Cancer Foundation, Inc. Page 8
Exhibit A
Grant Proposal
Orange County Affiliate of Susan G. Komen Breast Cancer Foundation, Inc. Page A-1
Harmon, Jonathon
From: form_engine@fs23.formsite.com on behalf of Formsite
<form_engine@fs23.formsite.com>
Sent: Tuesday, April 23, 2019 4:56 PM
To: Harmon, Jonathon
Subject: Special Event — Application for Financial Support Result #9376261
Attachments: f-9-45-9376261_uswo9PrA_2019_Komen_OC_More_Than_Pink_WaIk_FY20_Budget_
4kbY.pdf, f-9-85-9376261_HyhGugxi_4_23_ 19
_Measurable_Objectives_and_Performance_Measures.doc
Special Event Support Application - Signature Events
Reference #: 9376261
Status: Complete
Last Update: 2019-04-23 16:56:13
Start Time: 2019-04-23 16:39:38
Finish Time: 2019-04-23 16:56:13
User: 65.98.128.22 (Chrome - Windows)
i Referrer: https://fs23.formsite.com/res/formLoginRetum
Form Login Account (optional)
New Users / Keturning Users ULIU& 1-1r;Kh to setup or return to your account for this form. Creating an
account enables you to return to this form and your submitted results. An account will also enable you to
partially complete this form and return later to finish the form. The account you establish is onlv for this form.
Directions for Completing the Application Form
• Each question should be answered clearly and briefly.
• If a question is not applicable, enter N/A and provide a reason why you feel it does not apply to your event.
• Please adhere to the word limits as outlined.
• For returning events, please submit last years finalized event budget including revenues and expenditures.
• For new events, please submit the proposed budget to include revenues and expenditures.
• Attach a copy of the event's proposed measurable objectives and performance measures from the prior year.
• Incomplete or applications received after the submission deadline will not be accepted.
• Do not submit collateral materials (i.e. marketing materials and programs). They will not be considered.
• Applications must be submitted online.
• The completed application must be received no later than 5 p.m. on Thursday, April 25, 2019.
1
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Applicant Information - Signature Events
* Name of Applicant Organization:
Susan G. Komen Orange County
Applicant Representative Contact Information
i
* First Name
Stacy
* Last Name
Davis
* Title / Affiliation:
Director of Development
* Full Mailing Address of Organization:
2817 McGaw Avenue
* Phone Number
7149579157
* Email Address
sdavis a,komenoc.ore
* Type of Nonprofit Entity:
5010
State of California Entity Number (if applicable):
CA
Signature Events require entering into a grant agreement with the City. Agreements require signatures from two officers with authority to bind a
contract. Signatures will be needed from one officer listed in Part A and one officer from Part B as shown below. Please mark the appropriate title
and provide the officers full name.
* Part A - Officer Title
F]President
RAny Vice President
0 Chair of the Board
* Part A - Officer Name
Carrie Swanson
* Part B - Officer Title
RSecretary
RX Chief Financial Officer
RAny Assistant Secretary
F]Any Assistant Treasurer
* Part B - Officer Name
Jane Hill
2
* Entity Address (if different from applicant):
jhill@komenoc.org
Event Information - Signature Events
* Name of Event:
Komen Orange County MORE THAN PINK Walk (formerly known as Komen OC Race for the Cure)
* Event Date(s):
9/22/2019
* Is this an annual event?
FX yes
❑ no
* Event location(s)/venue(s) in Newport Beach:
Pacific Life Insurance Co. & Fashion Island, Newport Beach
* Is at least 51 percent of this event - in its entirety - within Newport Beach?
❑X Yes
F1No
* Type of event (Check one):
Art/Culture
FICommunity
�X Recreational
❑ Special Interest
Educational
FISocial
FlOther
* Have you previously received City support for this or any other event sponsored by your organization?
❑X Yes
❑ No
* If yes, please list the event(s), year(s) and amount(s):
2018: $10,000 cash
2017: $10,000 cash
2016:$10,000 cash
2015 - 2014: $3,500 credit per year
2013, 2012, 2011: $10,000 cash per year
2009-2006: $7,500 cash + in-kind valued at $7,500 in city services for a total of $15,000 per year.
* Is there a fee to enter the event? If yes, what is the amount of the fee?
Adult: $25
Survivor or Living with Metastatic Breast Cancer: $25
Youth (all ages 5-17): $25
Virtual: $25
Day of Event (all categories): $35
* Describe what, if any, portion of the event is FREE to the public.
The event is not free to the public as it is a breast cancer awareness 5K fundraising walk event; however, it is open to the community at large.
3
* Brief Description of Event (150 -word maximum, include any anticipated impacts such as road closures, traffic control, amplified sound
and if any portion of the event will be on public property such as parks, streets, sidewalks):
In 2019, Susan G. Komen Orange County will be evolving our signature fundraising event to a new experience — Susan G. Komen OC MORE
THAN PINK WalkTm!
Along with a new name, the event (formerly known as Susan G. Komen OC Race for the Cure®) will include a fresh new experience that
demonstrates how the fundraising efforts of every participant fuels lifesaving research, critical patient care, needed community programs and public
policy advocacy in a personal and powerful way.
The 2019 Komen Orange County MORE THAN PINK WalkTM ensures that participants have a clear understanding of how their fundraising makes
an impact in the fight against breast cancer. The event will continue to take place in Newport Beach on Sunday, September 22nd and will utilize the
Pacific Life Insurance Company for day -of -event registration, expo and survivor ceremony. The 5K route on Newport Center Drive and adjacent
streets surround Fashion Island.
* In 250 words or less, explain how your event will meet or exceed any or all of the seven Signature Event Evaluation Criteria (see Special
Event Support Program Overview):
Komen OC carefully chooses to partner with, and fund, local effective organizations and clinics to bring breast health services into all the
communities that make up our diverse county. Breast health information is provided in all the major gateway languages. Important collaborative
services include breast exams, mobile mammography, financial assistance, transportation, culturally sensitive in -language education, patient
navigation, case management, referrals, assistance with insurance premiums and medication costs, health insurance application assistance, and
support groups.
Much of what people have come to love about the Race for the Cure will continue with our new More Than Pink Walk. The event showcases
Newport Center Dr. and Fashion Island as one of Newport Beach's premiere commercial, retail and residential living areas. The influx of 15,000
participants on a Sunday morning in September is good for the spirit of our community. Rather than including a timed run element, this inspiring
family -friendly event joins participants of all ages and abilities, coming together as one, and supporting those affected by breast cancer today, while
helping to search for tomorrow's cures. The City of Newport Beach can be proud of supporting its residents being a part of the fight to save lives.
Businesses with a location in Newport Beach, indeed the entire county, also benefit from the goodwill generated by the media exposure gained
throughout the many months of the campaign as they come to know that Newport Beach is the home of the inaugural MORE THAN PINK Walk
(formerly Race for the Cure).
* Anticipated Event Attendance (Indicate participants vs. spectators, if applicable):
15,000: 10,000 Registrations; 5,000 vendors, volunteers and spectators.
* If the Applicant conducts similar events elsewhere, please provide details including: where, when, safety issues, and if applicable, why the
event left its previous location (100 -word maximum):
N/A
* The request for City support must include a list of other City entities or groups (e.g., City Arts Commission, a Business Improvement
District, Library support group, etc.) from which the applicant is seeking financial support. Are you seeking financial support from other
City entities?
❑ Yes
❑X No
If you answered yes above, please list the entities or groups and the amount of financial support requested from each:
N/A
* As your organization's representative, please verify the below by checking the corresponding boxes and then type your name in the field
below.
❑X I acknowledge that, if awarded funding, my organization will have to enter into a grant agreement with the City.
X I have read the updated City of Newport Beach Special Event Support Program Overview, including the eligibility, qualification and evaluation
criteria.
❑X I acknowledge that submission of this application does not guarantee the event will receive City support.
PI have attached a complete event budget showing anticipated revenue and expenses (attach using link below). Note: Your application will be
deemed incomplete if a budget is not included with your application.
X I have attached the proposed event's measurable objectives and performance measurements for the event. Note: You application will be deemed
incomplete if these 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:
Stacy Davis
Attach a copy of the complete event budget.
uswo9PrA 2019 Komen OC More Than Pink Walk FY20 Budget 4kbY ndf
Attach the proposed measurable objectives and performance measures for the event.
HyhGugxi 4 23 19 Measurable Objectives and Performance Measures.doc
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