HomeMy WebLinkAboutC-8082-6B - Grant Agreement for Special Event Support Program FY 20-21 - Newport to Ensendada RaceZ
00 GRANT AGREEMENT
ap BETWEEN THE CITY OF NEWPORT BEACH AND
' NOSA, Inc.
This Grant Agreement ("Agreement") is entered into this 1St day of February, 2021
("Effective Date"), by and between the City of Newport Beach, a California municipal
corporation and Charter City ("City"), and NOSA, Inc., a California nonprofit corporation
located at P.O. Box 7485 ("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 Newport to Ensenada Yacht Race
Special Event 2021 ("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 (select one):
® 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, 2021, unless terminated earlier as provided
herein.
NOSA, Inc. Page 1
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.
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
right to audit Grantee's accounting procedures and internal controls of Grantee's financial
NOSA, Inc. 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.
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.
NOSA, Inc. 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, 2021, 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-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
NOSA, Inc. Page 4
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
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: David Shockley
NOSA, Inc.
P.O. Box 7485
Newport Beach, CA 92658
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.
NOSA, Inc. 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. Controllinq 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.
NOSA, Inc. 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]
NOSA, 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 ATTORNEY'S OFFICE
Date: v Z
By:_
Aaron . Harp
City Attorney
ATTEST:
Date:
c `
By:
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
A California municipal corporation
Date: �• 2021
Lra Detweil'krl
reation an enior Services Director
GRANTEE: NOSA, Inc., a California
nonprofit corporation
Date:
Signed in Counterpart
By:
Bill Gibbs
Chief Executive Officer
Date:
Signed in Counterpart
By:
Edwin Jackson
Chief Financial Officer
[END OF SIGNATURES]
Attachment: Exhibit A - Grant Proposal
NOSA, Inc. Page 8
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: 0 2
By:__�
Aaron Harp
City Attorney
ATTEST:
Date:
By:
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
A California municipal corporation
Date:
By:
Laura Detweiler
Recreation and Senior Services Director
GRANTEE: NOSH, Inc., a California
nonprofit c rpor tion
Date:��y 72,1
By: �'-A
Bill Gibbs
Chief Executive Officer
Date: 2/4/ r 21
By:
Edwin Jackson
Chief Financial Officer
[END OF SIGNATURES]
Attachment: Exhibit A - Grant Proposal
NOSA, Inc. Page 8
Exhibit A
NOSA, Inc. Page A-1
Special Event Support Application - Signature Events
Reference #
Status
Login Username
Login Email
Name of Applicant Organization:
First Name
Last Name
Title / Affiliation:
Full Mailing Address of Organization:
Phone Number
Email Address
Type of Nonprofit Entity:
Part A - Officer Title
Part A - Officer Name
Part B - Officer Title
Part B - Officer Name
Entity Address (if different from applicant):
Name of Event:
Event Date(s):
Is this an annual event?
Event location(s)/venue(s) in Newport Beach:
Is at least 51 percent of this event - in its
entirety - within Newport Beach?
Media Impressions:
Type of event (Check one):
9943916
Complete
robertmocers
robert@rkmmarketing.com
Newport Ocean Sailing Association
David
Shockley
Past Commodore
P.O. Box 7485, Newport Beach, CA 92658
949-266-8540
info@nosa.org
501 (c) (3)
Chair of the Board
William Gibbs
Chief Financial Officer
Toby Jackson
P.O. Box 7485, Newport Beach, CA 92658
Newport to Ensenada Yacht Race
April 23, 2021 to April 25, 2021
yes
Bahia Corinthian Yacht Club, Marriott Newport
Beach, Hornblower Yachts, Newport Harbor
Yacht Club, Balboa Yacht Club, Newport Pier.
Yes
1.5 million
Community
Total Participants
Have you previously received City support for
this or any other event sponsored by your
organization?
If yes, please list the event(s), year(s) and
amount(s):
Approximate impact on Newport Beach
businesses:
Is there a fee to enter the event? If yes, what
is the amount of the fee?
1800
Yes
Newport to Ensenada Race 2013:
$10,000
Newport to Ensenada Race 2014:
$10,000
Newport to Ensenada Race 2015:
$10,000
Newport to Ensenada Race 2016:
$10,000
Newport to Ensenada Race 2017:
$10,000
Newport to Ensenada Race 2018:
$10,000
Newport to Ensenada Race 2019:
$10,000
People travel to Newport Beach from all over
the World to be a part of the race, either as
crew, boat owner or spectator. Approximately
60% of the race entries come from outside of
Orange County.
The Newport to Ensenada Race currently
draws 200 boats per year, each with an
average crew of eight sailors. This translates
to a minimum of 1,600 people with 960 of
them coming from out of the area. Average
stay for out -of -area crew is two nights at a
daily spend rate (hotel, food, entertainment) of
$178 x 960 = $170,880
Visiting boats stay on average three nights in
Newport Harbor prior to the start of the race.
120 boats x $60 per night x 3 nights =
$21,600. It is estimated an additional 4,000 —
6,000 people visit Newport Beach during race
week and partake in dining
(breakfast/lunch/dinner), and retail shopping.
At an average two meal spend rate of $50 per
person x 4,000 — 6,000 people = $200,000 -
$300,000
Total economic impact to Newport Beach
during race week: $392,480 - $492,480
Yes, $240 per boat.
Portion of money raised or made donated: 10%
Describe what, if any, portion of the event is
FREE to the public.
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):
1. Yachtsman's lunch Event
3. Sail Away Party at Bahia Corinthian Yacht
Club
4. Race Starting Event, Balboa Pier
5. Public Viewing, Peninsula, CDM
The 2021 event will include a week of local
activities at local venues outlined. It may
include amplified sound from noon to 4:00 PM.
The start of the race is on the ocean off the
Balboa Pier with limited amplified sound from
10:30 AM to 1:00 PM. Viewing the start is
best from the pier and the area above Corona
Del Mar beach.
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):
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?
For 72 years Newport Beach has been home
to the Pacific Coast's largest International
Yacht Race with a week of activities
concentrated in Newport Beach. With more
than 200 race entrants, they and their crew
take advantage of the various services in
Newport Beach including hotels, restaurants,
local merchants and marine stores. The
various events during race week typically draw
4,000-6,000 people to Newport Beach.
The event includes local business as part of
our activities. Which has included: Sterling
BMW; Pau Maui, Marriott Newport Beach, Hi -
Time Wine Cellars, Cruises&events, Farmers
& Merchants Bank, Rubys on the Pier,
restaurants in the city, The Sea Base and
Yacht Clubs throughout the Bay.
This event brings Federal, State, and Local
Mexican Officials to Newport Beach for social
events with our city officials and fosters
improved international relationships.
This event helps to support charitable
activities. In Ensenada that includes, a School
for Autistic Children, a Junior Sailing program,
and an Orphanage. Locally we support The
Newport Sea Base.
This event receives the positive newspaper,
radio, TV and social Media coverage that
shows Newport Beach to be an ideal place to
live, work, visit. In addition, we work with the
Los Angeles Times as an active sponsor,
which provide media outreach highlighting
Newport Beach as an "idyllic town with rich
nautical roots" and "a world-class destination
for sightseeing, outdoor activities, fabulous
dining, shopping, and entertainment."
2IT
As your organization's representative, please
verify the below by checking the
corresponding boxes and then type your name
in the field below.
Name:
Attach a copy of the complete event budget.
Last Update
Start Time
Finish Time
Browser
OS
Referrer
• I acknowledge that, if awarded funding, my
organization will have to enter into a grant
agreement with the City.
• I have read the updated City of Newport
Beach Special Event Support Program
Overview, including the eligibility,
qualification and evaluation criteria.
• I acknowledge that submission of this
application does not guarantee the event will
receive City support.
• I 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.
• 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.
David Shockley
200518_Newport_to_Ensenada_Race_2021_B
udget_and_Economic_Impact. pdf (261k)
2020-05-18 16:11:28
2020-05-18 15:25:58
2020-05-18 16:11:28
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