HomeMy WebLinkAboutC-8082-8A - Grant Agreement for Special Event Support Program FY 22-23 - Newport-Mesa Spirit RunN GRANT AGREEMENT
00 BETWEEN THE CITY OF NEWPORT BEACH AND
O
CIO NEWPORT-MESA SPIRIT RUN, INC.
v
This Grant Agreement ("Agreement") is entered into this 1st day of July, 2022
("Effective Date"), by and between the City of Newport Beach, a California municipal
corporation and Charter City ("City"), and Newport -Mesa Spirit Run, Inc., a California
nonprofit corporation located at 806 Bison Avenue, Newport Beach, California 92660
("Grantee"). City and Grantee are at times individually referred to as "Party" and
collectively as "Parties" herein.
RECITALS
A. It is the policy of the City Council that the City's budget specifically allows the City
Council to direct revenue towards non-profit agencies, community groups,
community events, or enhancement projects with worthy projects or programs
which the City Council deems beneficial to the residents' quality of life.
B. Grantee requested a grant from the City for the Newport -Mesa Spirit Run ("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 Twenty One Thousand Dollars
and 00/100 ($21,000.00) ("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 Twenty One Thousand
Dollars and 00/100 ($21,000.00) 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 on or before June 30, 2023.
2. TERM
The term of this Agreement shall commence on the Effective Date and shall
continue in full force and effect until June 30, 2023, unless terminated earlier as provided
herein.
Newport -Mesa Spirit Run, 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
Newport -Mesa Spirit Run, 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 agrees to exercise prudent financial management processes including
proper oversight of all assets, budget preparation, and timely reporting including budget -
to -actual -comparisons.
4.6. All Approved Uses shall be performed by Grantee or under Grantee's
supervision. Grantee represents that it possesses the professional and technical skills
required to perform the services required by this Agreement, and that it will perform all
services with a standard of care and in a manner commensurate with the community
professional standards and with the ordinary degree of skill and care that would be used
by other reasonably competent practitioners of the same discipline under similar
circumstances.
4.7. If Grantee has supported Political Action Committees(s) (PACs) during the past
three (3) years, the Grantee shall hire an independent auditor to perform limited, agreed -
upon testwork procedures to provide City assurance that City sponsored event profits did
not subsidize the funding of Political Action Committees (PACs) and event proceeds were
adequately segregated from funds used to support PACs. Agreed upon procedures may
include a review of a detail list of the past three (3) years of PAC contributions and
expenditures, including:
a. An identifying donor number, date and amount of each reported
contribution; and
b. A detail of expenditures sufficient enough to determine that the
expenditures were solely for PAC -related expenses; and
c. Any retained earnings or fund balance at the end of each fiscal year.
Substantive documentation for the contribution and expenditure should be available upon
request. City shall approve the agreed -upon testwork procedures prior to the
commencement of fieldwork.
5. USE OF GRANT FUNDS
5.1. The Grant Funds shall be used solely by Grantee for the Approved Uses and
for no other use. In the event that the Grant Funds are not used for the Approved Uses
Newport -Mesa Spirit Run, Inc. Page 3
or are not expended by or before June 30, 2023, 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
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.
Newport -Mesa Spirit Run, Inc. Page 4
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 Department
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: Diana Daruty
Newport -Mesa Spirit Run, Inc.
806 Bison Avenue
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.
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.
Newport -Mesa Spirit Run, Inc. Page 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
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.
Newport -Mesa Spirit Run, Inc. Page 6
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]
Newport -Mesa Spirit Run, 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:
By:
A r C. Harp
Ci Attorney
ATTEST: 25
Date: ,
Brown
City Clerk
�'9L1 FOB
-I-19aa
'DR(_
Attachment: Exhibit A: Grant Proposal
CITY OF NEWPORT BEACH,
A California municipal corporation
GRANTEE: Newport -Mesa Spirit Run,
Inc., a California nonprofit corporation
Date:
Signed in Counterpart
By:
Diane Daruty
Chief Executive Officer
Date:
Signed in Counterpart
By:
Raylene Groves
Chief Financial Officer
[END OF SIGNATURES]
Newport -Mesa Spirit Run, 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:
By: aAXAi2')
A r n C. Harp
City Attorney pftcp
ATTEST:
Date:
By:
Leilani I. Brown
City Clerk
Attachment: Exhibit A: Grant Proposal
CITY OF NEWPORT BEACH,
A California municipal corporation
Date:
By:
Kevin Muldoon
Mayor
GRANTEE: Newport -Mesa Spirit Run,
Inc., a California nonprofit corporation
Date:
By: 91�
Diane Daruty
Chief Executive Officer
Date:
By: mk"c LkLk)
_20�
Raylene'Goves
Chief Finah6al Officer
[END OF SIGNATURES]
Newport -Mesa Spirit Run, Inc. Page 8
Exhibit A
Newport -Mesa Spirit Run, Inc. Page A-1
Name of Applicant Organization:
Newport -Mesa Spirit Run, Inc.(NMSRI)
First Name
Diane
Last Name
Daruty
Title / Affiliation:
Chairman NMSRI, President & Race Director Spirit Run
Full Mailing Address of Organization:
806 Bison Avenue, Newport Beach, CA 92660
Phone Number
9493227949
Email Address
dianedaruty@sbcglobal.net
Type of Nonprofit Entity:
501(c)(3) public benefit corporation
State of California Entity Number (if applicable):
Part A - Officer Title
President I Chair of the Board
Part A - Officer Name
Diane Daruty
Part B - Officer Title
Chief Financial Officer
Part B - Officer Name
Raylene Groves
Entity Address (if different from applicant):
PO Box 7241, Newport Beach, CA 92658
Name of Event:
39th Annual Spirit Run
Event Date(s):
3/12/23
Is this an annual event?
yes
Event location(s)/venue(s) in Newport Beach:
Fashion Island, Newport Beach
Is at least 51 percent of this event - in its entirety -
within Newport Beach?
Yes
In 2022, Spirit Run placed online advertisements in StuNewsNewport.com and BringBacktheMile.com. Ads running in Stu News,
historically have reached 25,000 unique readers per month and Spirit Run's ads ran almost 3 months. Spirit Run had page views
on the BringBacktheMile.com website and social media & Mile wire e-newsletter had a combined audience of about 20,000.
NMSRI also has a website newportspiritrun.org with event details. Also, the four months preceding the event, NMSRI sent
weekly email blasts with corresponding social media posts regarding different event features and promotions.
Spirit Run ran numerous stories in Stu News Newport.com. For five months, it also sent weekly email blasts to its 8,000+ database
and made numerous posts on its social media accounts.
Media Impressions:
Type of event (Check one):
Other Community Road Racing & Expo Event
Total Participants
3000
Have you previously received City support for this or
any other event sponsored by your organization?
Yes
2011 $7,500
2012 $14000
2013 $14000
2014 $14000
2015 $15000
2016 $14000
2017 $14000
2018 $14000
2019 $14000
2020 $15,000
2021 $20,000 (approved but not used because of Covid shutdown)
If yes, please list the event(s), year(s) and amount(s):
2022 $21,000
Newport Beach businesses become Spirit Run sponsors and in return enjoy marketing, goodwill, and other benefits. They also
become expo vendors and market directly to registrants and spectators at the event.
Registrants outside Orange County travel to Spirit Run and some stay in Newport Beach hotels, dine in Newport Beach
restaurants, and/or purchase at Newport Beach stores.
Approximate impact on Newport Beach businesses:
There are fees ($30-$115) to enter the races and to purchase some items in the event expo. However, NMSRI provides
Is there a fee to enter the event? If yes, what is the
scholarships for entry fees to qualified Newport Mesa students and to other children on a case by case basis. There is no fee for
amount of the fee?
spectators or to enter the expo.
After paying event expenses and maintaining cash for next event, NMSRI donates all net proceeds. NMSRI has donated
Portion of money raised or made donated:
approximately $415,000 in last 11 years
Describe what, if any, portion of the event is FREE to
Most activities, food, and entertainment in the event day expo are free of charge to participants and spectators. Further, the
the public.
general public is invited to watch and cheer on participants in the various road races, free of charge.
Spirit Run is a road race and expo event on Sunday between 6:00 and 11:00 a.m. at Fashion Island. Courses run along Newport
Center Drive, starting and ending near San Miguel and Newport Center, with the expo next to the finish line. Spirit Run offers
multiple youth events for toddlers to high schoolers including the unique Youth 5k; adult mile races; adult 5k; human/dog mile
Brief Description of Event (150-word maximum, include
for age 13 & older; mile and 5k walks for adults and families. Spirit Run is well known in Newport Beach, in particular to
any anticipated impacts such as road closures, traffic
businesses and schools near Fashion Island. Spirit Run has worked closely with the City Recreation, Police, and Public Works
control, amplified sound and if any portion of the event
Departments and the community to mitigate negative impacts. Although it closes arteries into Fashion Island between 6:30 and
will be on public property such as parks, streets,
11:00 am, the event always allows access via San Miguel. Spirit Run complies with noise restrictions, and has not had complaints
sidewalks):
about sound.
Celebrating 39 years, Spirit Run is a tradition that gives Newport Beach residents a sense of civic pride and ownership. Adult
residents who enjoyed Spirit Run during elementary school now share the experience with their kids.
Spirit Run enhances the quality of life within Newport by promoting exercise. The pandemic has made us keenly aware of our
need for exercise to build our immune systems. Spirit Run offers running and walking events for every age, to enjoy individually,
with family, or even a dog. Event net proceeds benefit local schools and other youth causes including NB Junior Guards.
Spirit Run provides the City economic benefits. One, the City's logo appears on Spirit Run's website, shirts, banners, and more,
and the City receives event day exposure including starting races and announcements. Two, Camp Newport hosts its expo at
Spirit Run, saving staff hours and attracting more attendees than when staff hosted it themselves. Three, Spirit Run promotes
Newport Beach Junior Guards.
With courses along the tree lined streets surrounding Fashion Island, Spirit Run highlights Newport as "a highly desirable place tc
live, visit, and recreate." Spirit Run draws competitors from California and beyond, including world -class athletes from as far as
Canada.
As sponsors, Newport businesses enjoy marketing and other benefits. Businesses host expo booths and market to attendees.
NMSRI's Board members are unpaid volunteers and experienced attorneys, actuaries, and CPAs. They have managed Spirit Run
In 250 words or less, explain how your event will meet
since 2010, generating net proceeds each year. In total, NMSRI has donated $415,000 to its beneficiaries.
or exceed any or all of the seven Signature Event
Evaluation Criteria (see Special Event Support Program
Overview):
Anticipated Event Attendance (Indicate participants vs.
spectators, if applicable):
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):
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?
No
If you answered yes above, please list the entities or
groups and the amount of financial support requested
from each:
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 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. I Grantee shall conduct background checks for all of
As your organization's representative, please verify the
its volunteers and employees who work with minor children in relation to any project described in Grantee's Grant Proposal. To
below by checking the corresponding boxes and then
the extent applicable and if requested, Grantee shall provide the City certification that it has complied with this requirement
type your name in the field below.
prior to the receipt of Grant Funds.
Name:
Diane Daruty
https://fs23.formsite.com/cityofnb/files/f-9-45-
Attach a copy of the complete event budget.
11320157 UnYa42Tp 2023 city grant application 2023 budget for revenues expenses final.xlsx
Attach the proposed measurable objectives and
performance measures for the event.