HomeMy WebLinkAboutC-5893(O) - Grant Agreement for Special Event Support Program FY 14-15 - Relay for LifeK\
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GRANT AGREEMENT
BETWEEN THE CITY OF NEWPORT BEACH AND
AMERICAN CANCER SOCIETY, INC.
This Grant Agreement ( "Agreement ") is entered into this 2q day of December,
20=F4- ( "Effective Date "), by and between the City of Newport Beach, a California
municipal corporation and Charter City ( "City"), and AMERICAN CANCER SOCIETY,
INC., a New York non - profit corporation located at 1940 E. Deere Avenue, Suite 100,
Santa Ana, CA 92705 ( "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 allow 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 resident's quality of life.
B. Grantee, operating as the American Cancer Society, Inc. — California Division,
Orange County region, has requested a grant from the City for the Relay for Life
( "Grant Proposal ").
C. The City Council determined the Grant Proposal is for a worthy project that will
benefit the City's resident's quality of life.
D. The City Council approved a grant in the amount of One Thousand Dollars and
00/100 ($1,000.00) ( "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 One Thousand Dollars
and 00/100 ($1,000.00) 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.
The term of this Agreement shall commence on the Effective Date and shall
continue in full force and effect until June 30, 2015, unless terminated earlier as
provided herein.
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.
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.
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 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).
AMERICAN CANCER SOCIETY, INC. Page 2
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: (1) 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.
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.
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
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
AMERICAN CANCER SOCIETY, INC. Page 3
not expended by or before June 30, 2015, Grantee shall notify the City in writing, and
shall be obligated to return the Grant Funds to City within thirty (30) days.
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.
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.
AMERICAN CANCER SOCIETY, INC. Page 4
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: City Manager
City of Newport Beach
100 Civic Center Drive
P.O. Box 1768
Newport Beach, CA 92663 -3816
9.3. All notices, demands, requests or approvals from City to Grantee shall be
addressed to Grantee at:
Attn: Shana Pawlowicz
AMERICAN CANCER SOCIETY, INC.
1940 East Deere Avenue
Suite 100
Santa Ana, CA 92705
�'DIt1:4Nih[Iilfttli 0
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 anytime
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.
AMERICAN CANCER SOCIETY, INC. Page 5
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.
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.
AMERICAN CANCER SOCIETY, INC. Page 6
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: ) Z ► 1 `{
ZBy: C
Aaron . rp
City Attorney��
ATTEST: 11
Date:
By: a� X�.
Leilani I. Brown
City Clerk
Attachment: Exhibit A: Grant Proposal
CITY OF NEWPORT BEACH,
A Californi mFicipal corporation
Date: / %__//�,C
By: <
Da e Kiff
Cit wr,. er
GRANTEE: AMERICAN CANCER
SOCIETY, INC., a New York non-profit
corporation
Date:
By:_z7,t," zX -In==4
Rob I<ing
Vice President
Date:
By:
Catherine M' le
Chief Financial Officer
[END OF SIGNATURES]
AMERICAN CANCER SOCIETY, INC. Page 7
Loce ,, Mary
From: form engine @fs23.formsite.com
Sent: Thursday, March 20, 2014 8:30 PM
To: Locey, Mary
Subject: Special Event — American Cancer Society #7929742
Special Event — Application for Financial Support
Reference #{: 7929742
Status: Complete
Date: 2014 -03 -20 20:30:29
User: 99.103.152.94 (IE 8 - Windows)
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New Users / Returning Users CLICK HERE to setup or return to your account for this form. Creatilig an
account enables you to return to this form and your submitted results. An account will also enable yOu to
partially complete this form and return later to finish the form. The account you establish is only for this form.
Directions for Completing the Application Form
• Each question should be answered clearly and briefly.
• If a question is not applicable, enter N /A.
• Attach a copy of the event budget (2 -page maximum)
• Incomplete or application received after the submission deadline will notbe accepted.
• Do not sumit collateral materials (i.e. marketing materials and programs). They will not be considered.
• Submissions received via mail or online will be considered equally.
• Completed application must be received no later than 4 p.m. on Friday, March 21, 2014.
Special Event Support Evaluation Criteria
The City of Newport Beach will consider the following criteria in evaluating requests for financial support:
1. The event should advance the City of Newport Beach as an exciting place to live, work, play, learn, and visit.
2. The event should give Newport Beach residents and businesses a sense of civic pride and ownership.
3. The event enhances, serves, involves, benefits, and or promotes a sense of community for the residents of Newport Beach.
4. The event does not have to be free of charge, but should be accessible to the community /public.
5. The application must include a copy of the Event Budget (2 -page maximum).
& The amount of financial support requested from the City should represent no more than 25% of the total event budget (Volunteer hours
may not be counted toward the total event budget, but the value of in -kind goods and services may be counted.)
7. The applicant should demonstrate strong financial management and effective management controls over the event, including cost
effectiveness. Successful applicants must agree to provide the event's financial statements and allow the City to conduct its own review of
them, if desired.
8. If the event is charitable in nature, it should benefit a local. Newport Beach or Orange County -based charitable organization.
9. The event must be held between July 1, 2014 and June 30, 2015.
* Name of Applicant Organization:
American Cancer Society, Inc. - California Division, Orange County Region
Applicant Representative Contact Information
* First Name
Shana
* Last Name
Pawlowicz
* Full Address
1940 E Deere Ave Ste 100, Santa Ana, CA 92705
* Phone Number
949.567.0634
* Email Address
shana.nawlowi cz(n�cancer.ore
* Type of Entity
FICorporation
Q LLC
n LLP
F] Sole Proprietor
❑X
Other (501 (c)(3))
Authorized Agents for Entity (signing authority for entering into contracts):
* First Name
Mary
* Last Name
Somers
* Title
Director, Community Operations
* First Name
Shana
* Last Name
Pawlowicz
* Title
Senior Manager, Relay For Life
* Entity Address (if different from applicant):
Same as Applicant Address
* Name of Event:
American Cancer Society's Relay For Life of Newport Beach 2014
* Event Date(s):
May 31 -Tune 1, 2014
* Is this an annual event?
2
Yes
Ono
* Event location/venue:
Newport Harbor High School, 600 Irvine Ave, Newport Beach
* Type of event:
r] Art/Culture
11 Sports
FICommercial
F1 Social
QCommunity
QSpecial Interest
❑X Other (Cancer Awareness, Survivor Celebration, Fundraiser)
* Have you previously received City support for this or any other event sponsored by your organization?
❑X Yes
No
i
* If yes, please list the event(s), year(s) and amount(s):
f The City of Newport Beach and numerous councilmembers have been partners in the fight against cancer via support of yearly Relay For Life of
Newport Beach events since the event began in 2002.
Recent support: a total of $2,000 in 2013; over $3,000 in 2012, and $2,000 in 2010. We would be pleased to provide a detailed report of every gift
dating back to 2002.
In addition to generious financial support, City support has included city councilmember involvement on volunteer event committee, sponsorship by
councilmembers, city officials speaking at the opening ceremonies, and involvement of a former mayor. The Newport Beach Fire Department is also
a major presence at the event, with their own team fundraising and participating for the full 24- hours.
* Is there a fee to enter the event? If yes, what is the amount of the fee?
The event is FREE and open to the public. We welcome and encourage partipation from local individuals, organizations, and businesses.
* Describe what, if any, portion of the event is FREE to the public.
The event is FREE. Team participants are encouraged to fundraise and committee members seek sponsorships, but there is no requirement to donate
in order to participate.
i
* Brief Description of Event (150 -word maximum):
Relay For Life gives community members— especially those affected by cancer— the opportunity to help save lives. Because cancer never sleeps,
each team is asked to have a representative on the track at all times during the overnight event.
The event begins with an Opening Ceremony and Survivors Lap. Throughout the event, musical entertainment and educational messages are
broadcast from the stage to encourage and motivate walkers.
The Luminana Ceremony takes place after dark, remembering people lost to cancer, honor those who have fought cancer, and support those whose
fight continues. At the end of the event, the Fight Back Ceremony inspires participants to continue the fight against cancer.
Organized/managed year -round by a committee of dedicated volunteer leaders, Relay helps spread lifesaving cancer prevention /screening
information, celebrates the lives of survivors, remembers those who lost their lives to cancer, and unites a community in the fight against cancer.
" Anticipated Event Attendance (indicate participants vs. spectators, if applicable):
Over 250 event participants are expected at the event; 25 teams to fundraise; 40 cancer survivors.
Summarize applicant's prior event experience (100 -word maximum):
The American Cancer Society was founded in 1913 and Relay For Life began in 1935. The first Relay For Life of Newport Beach was held in 2002
and has been going strong since.
The staff partner for the event, Senior Manager Shana Pawlowicz, has been involved with the American Cancer Society for over seven years, and
manages Relay in the OC Region. Her staff of Relay Specialists organize and manage twenty -five Relay For Life events allover the county. With
community and business support, these events raise over $1 M each year to fund free patient programs and cancer research.
* If the Applicant conducts similar events elsewhere, please provide details including: ahere, when, safety issues, and if applicable, why the
event left its previous location (I50 -word maximum):
The American Cancer Society conducts Relay For Life events in nearly every city in Orange County and on several university campuses. The events
are held on weekends between March and October.
Financial Support Request
* Amount of cash requested (do not request fee waivers or in -kind donations):
5,000
* Briefly describe how the requested funds be used.
City of Newport Beach financial support of the Relay For Life of Newport Beach (of $5,000, or any amount that matches the City's philanthropic
Priorities) will help the event achieve its $46,000 total fundraising goal. Event expenses are kept to a minimum (currently projected to be $4,000) and
all proceeds support the lifesaving work of the American Cancer Society.
The Society saves lives and diminishes suffering through a comprehensive set of programs that reduce the risk of cancer, promote early detection,
ensure proper treatment, and empower people facing cancer to cope with the disease and maintain the highest quality of life possible.
Although the Society's programs and services are available to anyone suffering a cancer diagnosis, the Society is augmenting its efforts to reach out
to underserved communities.
* The City's support should represent no more than 25% of the total event budget. Volunteer hours may not be counted toward the total
event budget, but the value of in -kind goods and services may be counted. Does your request meet this criterion?
❑
X Yes y
No
* The City's support must be used for the implementation of an actual special event. (i.e. event execution, not planning the event.) Does your
request meet this criterion?
QYes
❑No
k
* The request for City support must include a list of other City entities or groups (e.g., City Arts Commission, Newport Beach Restaurant
Association Business Improvement District) from which the applicant is seeking financial support. Are you seeking financial support from
other City entities?
nX Yes
❑ No
* If you answered yes above, please list the entities or groups and the amount of financial support requested from each:
Individual Councilmembers have used discretionary funds in the past to sponsor the event. We welcome their continued involvement, but understand
a City grant might preclude that.
Attach event budget (2 -page maximum)
iNPOCsEO American Cancer Society RFL Newnort Beach BUDGET.ndf
Relay For Life of Newport Beach
Projected Budget for 2014
Activity
Budgeted Amount
City Permit
$450.00
Facility Rental
$2,000.00
Equipment Rental
$1,000.00
Event T- shirts
$300.00
Sound /Music /DJ
$250.00
Total•
$4,000.00
The event is required to operate at an expense ratio below 10 %.
Revenue
Estimated Amount
Team /Walker Fundraising
$31,500.00
Event Level Registration
$8,000.00
Event Sponsorship
$3,500.00
Luminaria Donations
$2,000.00
General Donation
$1,000.00
Total:
$46,000.00
Projected Net Goal
$42,000.00