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HomeMy WebLinkAboutC-8577-13 - Cultural Arts Grants - FY 20-21 - Virtual Programt r r GRANT AGREEMENT BETWEEN THE CITY OF NEWPORT BEACH AND ARTS & LEARNING CORPORATION LIN This Grant Agreement ("Agreement") is entered into this 1St day of April, 2021 ("Effective Date"), by and between the City of Newport Beach, a California municipal corporation and Charter City ("City"), and ARTS & LEARNING CORPORATION, a California corporation located at 151 Kalmus Drive, Suite G3, Costa Mesa, California 92626 ("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 Ensign Middle School's musical theater virtual program ("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 Two Thousand Five Hundred Dollars and 00/100 ($2,500.00) ("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 Two Thousand Five Hundred Dollars and 00/100 ($2,500.00) 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 February 11, 2022, unless terminated earlier as provided herein. ARTS & LEARNING CORPORATION 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 right to audit Grantee's accounting procedures and internal controls of Grantee's financial ARTS & LEARNING CORPORATION 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 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 ARTS & LEARNING CORPORATION 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 February 1, 2022, 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 ARTS & LEARNING CORPORATION Page 4 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: Library Services Director Library Services Department City of Newport Beach 1000 Avocado Ave. 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: Debora Wondercheck ARTS & LEARNING CORPORATION 151 Kalmus Drive, Suite G3 Costa Mesa, California 92626 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 ARTS & LEARNING CORPORATION Page 5 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. 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 ARTS & LEARNING CORPORATION Page 6 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] ARTS & LEARNING CORPORATION Page 7 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY OF NEWPORT BEACH, CITY ATTO NEY'S OFFICE A California municipal corporation Date: 3 23 �-4 — Date: APR 0 2 7071 By��/ Y, -, _�'ar C. H ?t�� // City Attorney ATTEST: Date: 61-12-70-71 By: ��.. 40C—L-Qani I. Brown City Clerk Gr. Leung Ci anager GRANTEE: ARTS & LEARNING CORPOVTIOI�, a California corporation Date:�� 07� A vJxtue�t�l�� Debora Vbndercheck Chief Executive Officer Date: 0 C. 'el By4 A Chris Baiocchi Secretary [END OF SIGNATURES] Attachment: Exhibit A: Grant Proposal ARTS & LEARNING CORPORATION Page 8 Exhibit A ARTS & LEARNING CORPORATION Page A-1 NEWPORT BEACH CITY ARTS COMMISSION 2020-2021 CULTURAL ARTS GRANT APPLICATION Arts & Learning Conservatory Popular Name of Organization Arts & Learning Corporation Legal Name (if different) Federal Tax ID No. 151 Kalmus Drive Suite G-3 Mailing Address Costa Mesa CA 92626 City Zip Debora Wondercheck CEO (714) 623-7150 Contact Name Position Telephone www.artsandlearning.org Fax Number E -Mail Web Site Newport Beach/Costa Mesa Geographical Area Served Have you received a City of Newport Beach Cultural Arts Grant before? No If so, when? Year organization was founded 2,004 Number of paid staff 24 # of active volunteers 423 Total amount requested: (from request line of project budget) $ 2,500.00 Estimated number of people in Newport Beach that the proposed project(s) will serve: 55 1 CULTURAL ARTS GRANT APPLICATION 1. Briefly describe below your organization's purpose, mission, and goals. The Arts & Learning Conservatory mission is to make arts education equitable and accessible to disadvantaged children and equip them to be successful in life. Our goal is to promote a hands-on experience in the arts to all children regardless of race, age, income, or experience. The COVID-19 pandemic has highlighted the healing and unifying power of the arts; we have seen and heard it through works of sidewalk art, shared musical moments from porches, and in plays and dance performances. Protecting access to the arts is critical, particularly for students facing significant challenges such as poverty, system-engaged/affected, ethnically/racially/culturally isolated to name a few. Through the arts, we have the opportunity replace student acceptance of the cycle -of -poverty. Marginalized students benefit from arts education, developing skills for long-term academic and artistic success. They build innovation, collaboration, problem solving, verbal and non-verbal communication, confidence, and social emotional development skills. As students create new patterns of success, they will envision an upward life path that can lead to accomplishments greater than they ever thought possible. 2. Identify and describe why there is a need in the Newport Beach Community for your proposed project/program. Include a quantitative description of the need and on what you based your findings (i.e. "Based on a study done by the PTA, there are one hundred children in the 4th -6th grades at Newport Elementary who have had no training with musical instruments." ) Describe how you have determined that your organization is the best organization for the proposed project/program. The Arts & Learning Conservatory, for the past 5 years, has collaborated with Ensign middle school's administration and music department, to produce a large scale musical production, complete with directors, a costumer, scripts, sets, props and more. The theatre program is a staple and builder of the school community/morale. The program serves 55 students of all cultural backgrounds and social econmic status. This year, with the impact of COVID on the social emotional learning of teens, the principal of Ensign specifically requested that the school play continue digitally. What is Social and Emotional Learning? Social and emotional learning is the process through which children and adults aquire the knowledge, attitudes, and skills to: - Recognize and manage their emotions- Set and achieve positive goals - Demonstrate caring and concern for others - Establish and maintain positive relationships - Make responsible decisions - Handle interpersonal situations effectively These critical social -emotional competencies involve skills that enable children to calm themselves when angry, initiate friendships and resolve confl icts respectfully, make ethical and safe choices, and contribute constructively to their community. Involvement in the theatre program has been shown to address "social emotional learning" improving students self-esteem as well as their confidence in their academic abilities. In addition, students who participate in drama often experience improved reading comprehension, maintain better attendance records, and stay generally more engaged in school than their non -arts counterparts. Schools with arts -integrated programs, even in low-income areas, report high academic achievement. We feel our program is the best for Ensign middle school in that we are Nationally and locally awarded and recognized as an effective, professional educators organization that is trusted by local districts and the Orange County Department of Education. 2 3. Describe the specific project/program that will be funded by a cultural grant. Include how the proposed project/program will be implemented and outline a schedule or project timeline, with planned dates and locations. Identify individuals and groups involved, particularly artists and performers, and describe their roles and responsibilities. Describe the background and qualifications of your organization and key personnel to be involved in the program. Remember: The City funds only projects and programs- not operating expenses. These projects and programs must promote community involvement and awareness of the arts in Newport Beach. Is this a new or existing project/program. ? Existing Project Activities: Each session begins with group work theater acting lessons, live virtually, to create a sense of unity. Next, students participate in a series of vocal warm-ups. They review skills previously learned then separate into small break out groups for specific theatrical skill development and instruction. The groups then come together for rehearsal to explore theater dynamics and performance techniques. The session ends with a demonstration of skills learned, and the incorporation of lyrics and arrangements. The students are taught how to stand, project, and move while on the camera. The first 3 weeks of the rehearsal focus is on music and foundational vocal instruction. In the following 3 weeks, students increase acting and dance proficiency. The final 4 weeks are rigorous rehearsals in which the students prepare for recording of scenes and multiple editing in of performances. The musical theater students will perform 3- forty -five-minute performances, as there will be multiple casts, allowing more students to shine. We anticipate the performances will be seen by a total of 400-700 people. Parents and PTA of Ensign fundraise to offset costs for scripts, royalties, video recording/editing and mics. This digital theater project will cost $4500 to produce and includes scripts/royalties/professional instruction for 55, along with professional videography and editing. Ensign will raise $1000 in support of the project. Pacific Life Foundation will support $1000. Project Schedule (Readiness and Time of Completion): September 6-14 recruit students September 20th parent meeting (Zoom) September 27th audition (Virtually) September 29th cast announced October 3 -November 24 rehearsals November 29 -December 3 filming/editing week December 10, 11 shows 4. Define or describe the segment of the population in Newport Beach that you intend to serve by your project/program, Include such things as age, location, numbers served, etc. This program specifically will serve 55 students of Ensgin Middle School in Newport Beach with a musical theatre vitural program. Student ages range from 13-15. Ethnically, the popluation of Ensign is : 54% White 39% Hispanic. Economically 40% of students attending Ensign are low income. The Arts & Learning Conservatory theatre program serves all students including the phyisically challenged. So the program is truly a safe space for all children and is seen as a beacon fo light to the Ensign community as a whole. The Need for Equity in the Arts: " According to a decades -long study, youth who participate in the arts are more likely to be successful in school, college, and career than their peers who did not have arts education. However, the same research notes a racial gap indicating that arts education is an equity issue and an issue of racial justice in America. " (Arts Education is Essential Newsletter) State budget cuts have reduced or eliminated arts education programming at many schools. Specific to California, " the proportion of students without access to any arts courses was greater where the majority of students in the school were either African American or Hispanic when compared to the distribution of the total student enrollment. " (Arts Education Data Project, California Executive Summary Report) Underserved and low-income students need access to high-quality, low- and no -cost arts education to develop skills necessary to achieve long-term succes 5. Complete the project budget form. Address only the budget for the specific project, not your annual operating budget. For multi -project proposals, please duplicate and fill out a budget for each project. Please annotate the budget at the bottom if there are details (such as a breakdown of personnel or a marketing budget) critical to the proposal. PROJECT BUDGET Funding from the Funding from City of Newport Beach Other Sources EXPENSES -Personnel Artistic 1,000.00 Administrative Technical Production 1,500.00 1,000.00 EXPENSES -Operating Facility Expense/Space Rental Marketing Production/Exhibition Expense Touring/Presentation Expense Educational Materials Transportation Equipment 1,000.00 Other (if greater than 10%, annotate below) GRAND TOTAL $ 4,540.00 6. Describe the expected quantifiable outcomes of your project/program and how you will evaluate the results. Be veru specific in addressing the ways that you will determine that your project/program met the needs that you identified and accomplishes the goals you set out to achieve (i.e. you provide 50 hours of musical instruction and instruments to the 100 children at Newport Elementary school as measured by music store rental receipts and logs of instructors.) We are providing a virtual musical theatre play to 45-50 children of Ensign middle school. Rehearsals are 2 days a week- 1.5 hrs each day for 10 weeks with one week of fiimling 3 hours a day= 45hours or instruction and 20-40 hours of editing. We will know that our set goals have been met upon completion of the filiming with the final edited product. 4 7. Attachments Requested Please do not send material in excess of what is requested it will not be seen by the City Arts Commission. • A list of Board Members and their affiliations • A recent list of individuals, corporations and foundations that provide organizational support- not to exceed one page. • If you are a 501(c) (3) organization attach a copy of your IRS determination letter (or your fiscal agent's) indicating tax exempt status. • One brochure and/or one press clipping. Do not send photos, videos, CDs or any other extraneous material. It will not be presented to the City Arts Commission, 8. Please complete this operating budget form for 2019/20 and 2020/21. This is not the project/program budget for which you are applying, but your overall organizational budget. You may annotate at the bottom if there are details critical to the proposal. OPERATING BUDGET 2019/20 Budget 2020/21 Budget Icurrentl Inrnipetadl I. Income (cash only) Contributed d (40 Earned 2 lz -M Total Income ;_� pp General and Administrative Marketing and Development Total Expenses Ili. Operating Surplus/Deficit n /� J 000 (Income minus Expenses) Gj a IV. Fund Balance at Beginning of Year 77 IV5- V. Accumulated Surplus (Deficit) lines III It (Add and IV) / VI. In -Kind Contributions` 1/ IaOS' /� J 000 (Attach schedule if greater than 10% of total income) 9. 1 verify that the information submitted in this application is true and correct to the best of my knowledge. Name �+� �G�jL(_ Title Signa U 5