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HomeMy WebLinkAboutCHARITABLE VENTURES OF ORANGEC OUNTY as fiscal sponsor for PICO-LOWELL NEIGHBORHOOD ASSOCIATIONMAD 0 5 2029 N-2020-054 0%/lS/zoZV CITY OF SANTA ANA O.c a"ot, IcfGuy pere-L IJ DONATION AGREEMENT WITH CHARITABLE VENTURES OF ORANGE COUNTY PARTIES AND DATE This Donation Agreement ("Agreement") is entered into on FEBRUARY 25, 2020, by and between the City of Santa Ana, a municipal corporation ("City") and CHARITABLE VENTURES OF ORANGE COUNTY as fiscal sponsor for PICO-LOWELL NEIGHBORHOOD ASSOCIATION a California 501(e)(3) NON-PROFIT ORGANIZATION ("Recipient"). City and Recipient are sometimes individually referred to as "Party" and collectively as "Parties" in this Agreement. 2. RECITALS 2.1 Community Benefit. The City wishes to provide Recipient with funding to assist Recipient in PROMOTING THE 2020 CENSUS AND ENCOURAGING THE COMMUNITY TO RESPOND AND BE COUNTED ("Community Benefit"). The Parties wish to enter into this Agreement to establish the terms and conditions under which the City will provide funding. 2.2 Public Purpose. The City believes there is a public purpose in supporting the Community Benefit because it will PROVIDE A COMMUNITY EVENT IN THE PICO- LOWELL NEIGHBORHOOD TO PROMOTE NEIGHBORHOOD PRIDE AND PARTICIPATION IN THE 2020 CENSUS. The foregoing is a general description of the public purpose, and is not necessarily the only public purpose to be gained from the Community Benefit. 3. TERMS AND CONDITIONS 3.1 Use of Funds. The City has chosen to provide Recipient with a one-time payment of SEVEN THOUSAND FIVE HUNDRED DOLLARS ($7,500) for an event that will be held on Saturday, May 9, 2020, because the City has determined that there is a public purpose to be served in supporting the Community Benefit. In executing this Agreement and receiving the funds, Recipient agrees to use the funds only for the purpose described and subject to the terms and conditions provided for in this Agreement. Should Recipient fail to use the funds for such purpose or otherwise comply fully with the terms of this Agreement, City shall have the right to terminate this Agreement and demand the return of the funds pursuant to Section 3.2 below. 3.2 Term; Termination of Agreement. This Agreement shall take effect on the date first above written and remain in effect through Recipient's full expenditure of the funds. The City has the right to terminate this Agreement upon one day's notice, with or without cause. Should the City terminate this Agreement, it shall also have the right to demand the immediate return of all funds provided to Recipient pursuant to this Agreement, as well as interest at the rate of ten percent (10%) per annum. Notwithstanding the foregoing, the indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. CiTY OF SANTA ANA DONATION AGREMENT Page 2 of 3.3 Waiyers. Insurance or Other Obligations. For purposes of the City's protection, if the City determines that the funds will be used for a purpose which may cause a significant risk of injury, the City may, in its sole discretion, require Recipient to provide certain insurance and participant waiver/release protections. This right shall be on -going and may be implemented by the City at any time, and all insurance and waiver/release forms shall be provided on forms, in amounts and with provisions acceptable to City. 3.4 No Oversight by City. Nothing in this Agreement shall be implied or interpreted as City establishing or providing oversight, control or approval of the Community Benefit or any activities conducted by the Recipient. 3.5 Indemnification. Recipient understands, acknowledges and agrees that Recipient shall assume all risks associated with the Community Benefit, including, but not limited to, the possibility of death or serious trauma or injury. To this end, therefore, Recipient shall defend, indemnify and hold City and its officials, officers, employees, agents and volunteers free and harmless from and against any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any and all acts, omissions, willful misconduct or other activities of the Recipient or its officials, officers, etnployecs, agents, guests, participants attendees, and contractors, including the performance of the Community Benefit or this Agreement, including without limitation the payment of all consequential damages and attorneys fees and other related costs and expenses. The only exception to the Recipient's obligations hereunder shall be for claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries caused by the sole negligence, sole willful misconduct or sole active negligence of the City. Recipient shall defend, at Recipient's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the City, its officials, officers, employees, agents, or volunteers. Recipient shall pay and satisfy any judgment, award or decree that may be rendered against the City or its officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Recipient shall reimburse City and its officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Recipient's obligation to indemnify shall not be restricted or limited by insurance proceeds, if any, received by the City, its officials, officers, employers, agents or volunteers. The indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. 3.6 Entire Contr W/Modificalion. This Agreement contains the entire agreement of the Patties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. The terms and conditions of this Agreement may be altered, modified or amended only by written agreement signed by both Parties. 3.7 Authority to Enter Aere. nlnent. The person executing below on behalf of Recipient represents and warrants that the Recipient has all requisite power and authority to conduct its business and to execute, deliver and perform this Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right and authority to make this Agreement bind cacti respective Party, CITY OF SANTA ANA DONATION AGREEMENT Page 3 of 3 CITY OF SANTA ANA By: Kristine Ridge City Manager APPROVED AS TO FORM Sonia R. Carvalho City Attorney By:1 , 1 JoW M. Funk Assistant City Attorney ATTEST: aisy Gomez lerk of the Council CHARITABLE VENTURES OF ORANGE COUNTY a 501(c)(3) NON-PROFIT ORGANIZATION By: l�tliic / Title:SidCt�y ^K" CERTIFICATE OF LIABILITY INSURANCE OATe1'"M0o"YY" 071051-2 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INBURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: II the cortlflcato holder Is en ADDITIONAL INSURED, the Policy(los) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the Policy, certain Pollclos may require an endorsom nit. A statement on this certificate does not confer rights to the certificate holder In Hall of such endorsomentfal. 1OOATACI 1*__E Rodrigo OanuMgs__. Dickerson Insurance Services, License #OM29112 PHONE - 1AIc NP VXN (32;1) Aa0207A I�G,1Tnl' 1918 Riverside Drive Gh1All AOogrss RBdrIgCfL�dlckarsan,group Coll] LosAngelusCA fl0039 IRBuHERIs1APF0N0IUa COVERAGE uAlDa INSURED 062-72a0 Ji 1 k L !v ... . .. _ . .. _...— - _ .. AUSURrnO NaW York Mark7L K Caneml LISu BIRSO laoy 21 Q;kQ wsulvEo INIti7m xn PlTifntl ITII lufLmll IIIBUPNDCOP Charitable Ventures of Orange County -_ ca Comj7ai]y '10608 4041 MacArthur Blvd , Suite 510 --__.V ..K:-- NeWporI,CA02B60 1 tIRRrn 0; Rlsu RRB: _. ..._—. COVERAGES eFDTIGICATG AUIneacn. _......... THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED R¢ylalylY NUIVIDCll: NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH _ ........ .....__.�.�_ "'� POLICIES LIMITS SIAOW61 MAY HAVE BEEN REDUCED BY PAID CLAIMS. INFR TR TYPE OF INSVRRANGElN GENERAL LIABILITY -- 7 l�U0L 5UOR �-P _ _ POLICYNl1M1IBER _ __ IOI ICY FFF MIIIDDIYYYYII"AII POD4N V%Ir OA rVVI ' "" _ — LIMITS EACHOOCURRENCE x OOMMERCIAI S j 000000 DAM GENERAL LIABILITY _ 1 LI�111de x] I� f CE TORENYEI, PHI yII5P S1,Eu su 1 5.7!]g 000 A MADE OCCUR MLD EXP(A y n. o l.1) E 5,000 PI,IPK1900984 07/15/2019 07115/2020 PERSONAL A ADV114JURY S1,000000 GENE HAL AGGREGATE s 2,000.000 GE_NTAGGREG_K_fE LIMITAPPLWSPER: 50 POLICY � PRP LOC rIlOG06Ts Ca1JPlOP A-, 5 — 2,000,O.QQ F ANTDMOBILE LIABILITY ANY AUTO SCHEDULE ALLOVa9RD SCHEDULED I.,-���- , (I TI a1:e 5 jkua 1 an1'_��__._. S 1a000,Qn0._. BODILY INJURY (Per Parsen7 S A nlllOa AUTOS X NONJ NR1Et1 rintltmTuras X PHPK1900904 07f15/2019 0711 G/2020 BODILY INJURY (Per aml4nns S R0P1:IT ATXACK O P AUT. }( 141oHLL1A LIAR X OCCUN ry II I CACH OCCURNEWE S4.000,000 A Excess LIAR CLAIM IInL'E L QED 7 XM P ENSATIO0N� y �Q _ I PHUB678897 07/15/2019 0711 )72020I AGGREGATE _ s 4,000,660 I AND EMPLOYERS' YIN AND EMPLOYERe LIABILITY YIN ANY PROPRIETORIFAR UIERIE%ECUTIVF r1L utl'TAL .. OIIP y TOgH LI1 eIT B OFFICE/MEM n NIA WC261969811228 ra 'cACM ACCIDEIIi ltT 07/15/2019 07/15/2020 ___ S 1,00(100Q_ ]0 NNE%CLBpLn] (AlnntlalRryln NRl II Yea, aoscnan urWor 1-L o14A.5E EA CMPI DYEF S 1,000.000 _ 111'&CHIPr�i1LaE9RC1ir±ILfl05.9"��Y E L 015E 1yC POLICY LIMIT S 1,.000,000 I F 4k _ OefiCRiPTION OK OPEnATIONSILODATONGI VENH,LEB (AAncb ACOgp iel, Atldlllonol rla, mrkn 6cpad,l If nnP^oa la rogl Potll RE: Sun7mer Night Lights Program City DI Santa Ana. officers, agents, employees, and volunteers are named as additionally insured on this policy pursuant to written conlrarl, agreement. or memorandum of Understanding. Such insurance as is afforded by I1115 pollcy shall be primary, and any insurance carried by Ctty shall be excess and nonconldbulory. Cedlfcato of Insurance shall provide thirty (30) day prior written notice of cancellation. REVIEWED & APPROVED By RISI( MANAGEMENT DIVISION r•I: n•w¢Rnnrc LUST ncn - - _ �.v1YNC.LLMII MY r7�AV City of Goals Ana SHOULD ANY OF THE ABOVE DES0 6A N �THE EXPIRATION DATE THIiRBOFFF_''fg1lj1��t+� IRisk Management Division ACCORDANCE WITHTHE POLICY IT11 V1 J., {20 Civic Center Plaza AUTHORED REPRESENTATIVESanla Ana CA 92702 Rodrigo Banuelos ©1980.2010 ACORD GORPORATION. All rlghts reser..d, 1-- —1-1 I TO Awvmu name ana logo are registered marks of ACORD POLICY NUMBER: PHPK1990984 COMMERCIAL GENERAL LIABILITY CG 20 26 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Persons) Or Organization(s): The City of Santa Ana, its officers, agents, representatives, employees and volunteers A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omissions of those acting on your behalf: 1. In the performance of your ongoing operations; or 2. In connection with your premises owned by or rented to you. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. With respect to the insurance afforded to these additional insureds, the following is added to Section III — Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. REVIEWED & APPROVED By Risk MANAGEMENT DIVISION J 11 29 2019 FRANCINE R. VILLAREAL CG 20 26 04 13 C Insurance Services Office, Inc„ 2012 Page 9 of 9