HomeMy WebLinkAboutC-4438 - Grant Agreement FY 2010-2011 - Corona del Mar Christmas WalkGRANT AGREEMENT
BETWEEN THE CITY OF NEWPORT BEACH AND
THE CORONA DEL MAR CHAMBER OF COMMERCE
(�o This Grant Agreement ( "Agreement "), entered into this Je, 2 i day of
2010 by and between the City of Newport Beach, a California municipalcorporation
and Charter City ( "City "), and the Corona del Mar Chamber of Commerce, a non -profit
mutual benefit corporation located at 2855 E. Coast Highway, Suite 100, Corona del
Mar, CA 92625 ( "Grantee "), is made with reference to the following:
RECITALS
WHEREAS, it is the policy of the City Council that the City's budget specifically
allow the City Council to, at any time during the year, direct revenue towards non -profit
agencies, community groups, community events, or enhancement projects with worthy
projects or programs which the Council deems beneficial to Newport Beach's quality of
life.
WHEREAS, Grantee is a California non -profit mutual benefit corporation exempt
from federal taxation pursuant to section 501(c)(6) of the Internal Revenue Code.
WHEREAS, Grantee has requested a grant from the City to help pay for costs
associated with the marketing and promotional activities for the 2010 Christmas Walk.
WHEREAS, NBMC §3.24.010 which limited Chamber of Commerce contributions
to $2,400.00 was repealed by the voters with the passage of Measure V on November
2, 2010;
WHEREAS, the Newport Beach City Council has determined that the grant is in
the public interest and for the benefit of the citizens of Newport Beach.
WHEREAS, the City has approved a grant in the amount of Fifteen Thousand
Dollars and No Cents ($15,000.00) (hereinafter the "Grant" or the "Grant Funds ") to
Grantee under conditions of expenditure and reporting and accounting requirements.
NOW, THEREFORE, the Parties agree as follows:
1. GRANT
City agrees to pay to Grantee the Grant amount of Fifteen Thousand Dollars and No
Cents ($15,000.00).
Grant Funds shall be paid as follows: Fifteen Thousand Dollars and No Cents
($15,000.00) shall be paid within 30 days of the Grantee's execution of this Agreement
and receipt of the Grantee's operating budget for the 2010 -11 Fiscal Year.
2. TERM
The term of this Agreement shall commence on the date first written above (the
"Effective Date ") and shall continue in full force and effect until terminated by the City or
until June 30, 2011, whichever occurs first.
3. RESTRICTIONS ON USE OF FUNDS
The Grant funds are subject to the following expenditure conditions, hereinafter the
"Approved Use." The Grant funds shall:
(a) Be expended solely for the purpose of marketing and promotional
activities related to 2010 Corona del Mar Christmas Walk;
(b) 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)(6)
of the Internal Revenue Code;
(c) Be expended during the fiscal year July 1, 2010 through June 30, 2011
( "Spending Period ");
(d) Not be used for any political activities.
Grantee further warrants to City that the Grant funds will be spent solely for the
approved use and the Grant shall be used by Grantee for the approved use during the
spending period or the money shall be returned to City, as described in Section 5 below.
4. REPORTING AND ACCOUNTING REQUIREMENTS
(a) At all times during the term if this Agreement, Grantee shall maintain true,
proper, and complete books, records, and accounts (collectively called
"Books and Records ") in which shall be entered fully and accurately all
transactions taken with respect to the operation of Grantee and the
expenditure of the Grant funds. Grantee shall maintain the books and
records in accordance with Generally Accepted Accounting Principles, and
allow the City to conduct an audit of the financial records upon reasonable
notice at any times within four (4) years after expiration or termination of
this Agreement.
(b) Grantee shall, on a quarterly basis during the term of this Agreement,
furnish the City with a Statement of Activities describing the receipt and
disbursement activities of Grantee. With this report, Grantee shall include
quarterly check registers and descriptions of each disbursement, as well
as budget -to- actual - results. Grantee shall also provide, on a quarterly
basis, a Statement of Position describing the assets and liabilities of
Grant Agreement Page 2
Grantee. All quarterly reports shall be due to the City no later than forty -
five (45) days following the end of the reporting quarter. 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.
(c) Grantee agrees to exercise prudent financial management processes
including proper oversight of all assets, budget preparation, and timely
reporting including budget -to- actual- comparisons.
5. USE OF THE MONEY
The Grant funds shall be used solely by Grantee for the Approved Use and for no other
use. In the event that the Grant Funds are not used for the Approved Use by or before
June 30, 2011, Grantee shall notify the City in writing, and shall be obligated to return
the Grant Funds not used for the Approved Use or unused funds within sixty (60) days.
6. INDEMNIFICATION
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 any breach of the terms and conditions of this
Agreement, any work performed or activities conducted for or at the Grantee (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).
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 the Grantee.
7. GRANTEEINDEPENDENCE
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.
Grant Agreement Page 3
S. 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
consent of City shall be null and void.
9. NOTICES
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.
All notices, demands, requests or approvals from Grantee to City shall be addressed to
the City at:
City Manager
City of Newport Beach
3300 Newport Boulevard
P.O. Box 1768
Newport Beach, CA 92658 -8915
(949) 644 -3000; Fax (949) 644 -3020
All notices, demands, requests or approvals from City to Grantee shall be addressed to
Grantee at:
Linda Leonhard, Director
Corona del Mar Chamber of Commerce
2855 E. Coast Hwy, Suite 100
Corona del Mar, CA 92625
(949) 673 -4050
10. TERMINATION
(a) 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.
This Agreement is made on an annual basis, and as such is subject to
non - renewal at its termination.
Grant Agreement Page 4
(b) 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. 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.
12. 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.
13. INTERPRETATION
The terns 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.
14. AMENDMENTS
This Agreement may be modified or amended only by a written document executed by
both Grantee and the City and approved as to form by the City Attorney.
15. 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.
16. 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.
17. EQUAL OPPORTUNITY EMPLOYMENT
Grantee represents that it is an equal opportunity employer and it shall not discriminate
against any subcontractor, employee or applicant for employment because of race,
religion, color, national origin, handicap, ancestry, sex or age.
18. COMPLIANCE WITH ALL LAWS
Grant Agreement Page 5
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.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the day and year first above written.
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
Leonie Mulvihill,
Assistant City Attorney
ATTEST:
Bye' Cn,
Leil i Brow
City Clerk
o� e�
V Z
�t/FORH�P
CITY OF NEWPORT BEACH,
a Municipal Corporation
By:�
Da'viJ A. Kiff,
City Manager
GRANTEE: Corona del Mar Chamber
of Commerce
By: r ,
(Corporate Officer)
Title:
Print Name: 141111v�o 11 iLllkl-2 x0
By: qzl�
(Financial Officer)
Title:
Print Name: �t^y
Exhibit A: Request for funding letter dated April 27, 2010
Grant Agreement Page 6
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- �HAMBE9 OF C E
April 29, 2010
Dave Kiff
City Manager
CITY OF NEWPORT BEACH
3300 Newport Blvd
Newport Beach, CA 92660
RE: Budget Request - Continued Grant Aareement
Dear Dave,
The Corona del Mar Chamber of Commerce would like to once again thank the city
for last year's grant contribution of $20,000 for marketing & promotion of the Corona
del Mar Christmas Walk and Scenic 5K approved in last year's 2009/2010 budget.
The Christmas Walk has stimulated an increase in sales revenue for Corona del
Mar merchants, along with city sales tax revenue for the past 30 years. On behalf of
the Officers & Board of Directors of the Corona del Mar Chamber of Commerce,
wish to thank you for your assistance in presenting this traditional community event.
The city support of our marketing efforts continues to make a significant difference
in the growth and contributions to the local community.
Please accept our continued reauest for a grant in the sum of $15.000 for
marketina & promotion of the Christmas Walk in the 2010/2011 Citv Budget.
Please find the attached Budget for the Christmas Walk to be held on December 5,
2010. We look forward to working with the city once again this year.
Thank you and please feel free to give a call if there is anything else you require.
Kind regards,
Linda Leonhard
President
CORONA DEL MAR CHAMBER OF COMMERCE
(949) 673 -4050
Cc: Susan Giangrande
Keith Curry
Ed Selich
Encl.
2855 E. Coast Hwy, suite 100 • Corona del Mar, CA 92625 • PH (949) 6734050 - Fax (949) 673.3940• infofcdmchamber.com
wvvw.cdmehamber.com
3:26 PM CORONA DEL MAR CHAMBER OF COMMERCE FINANCIAL REPORT
04/27/10 2010 Christmas Walk Budget
Cash Basis January through December 2010
Ordinary Income/Expense
Income
Events Income
Beverages Rev - Alcoholic
Food Revenue
Grants
Sponsorships
Opportunity Drawings
Vendor Space Reservations
Total Events Income
Total Income
Expense
Advertising -DMP Graphic Design
Advertising -DMP Madhouse
Advertising -DMP Printing
Charitable Donations
Equipment Rental
Event Beverages - Alcoholic
Event Beverages - Non - Alcoholic
Event Decor
Event Food - General
Event Signage
Event Supplies
Facility Fees & Permits
Graphics Design
Hired Entertainment
Marketing
Meeting Expense
Outside Services
Postage and Delivery
Printing and Reproduction
Promotion / PR
Total Expense
Net Ordinary Income
Net Income
Jan - Dec 10
9,000.00
2,500.00
15,000.00
5,000.00
3,000.00
10,000.00
44,500.00
44,500.00
125.00
1,300.00
950.00
110.00
5,700.00
100.00
150.00
150.00
600.00
150.00
50.00
5,300.00
150.00
700.00
5,750.00
100.00
300.00
350.00
1,500.00
100.00
23,635.00
20,865.00
20,665.00
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