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HomeMy WebLinkAboutWILSHIRE SQUARE NEIGHBORHOODCity of Santa Ana coTe Office use Only Clerk of the Council AGREEMENT TERMINATION FORM C 2-0 Z2, 'lease complete this form in its entirety when the attached agreement and all,I, of San ��, amendments (if any) are no longer in effect. Nate: If your agreement is grant related, please ensure that all grant retention requirements JAM 11 2024 have been satisfied prior to signing the termination form. -"ity Uerk'sfr Ps the agreement(s) a permanent record? Yes No Return form to the Clerk of the Council Office (M-30). Call 647-1520 if you have any questions. The agreement with I}I M\AtYP- _8vAjgY C �J f- q O(MODA IV-2022-�J5f No. - was completed on t, and final payment has been made. (List all amendments. Use space below if needed) Department: C D ll Phone/Ext.: F i`] Signature: C' Date: "' tagreementsVormslform - agreement termination form_goldenrod.doc :)JIRED PROCEED t,LLI'K U 00-UNCIL DATE: MAR 10 2023 Lr•- WA T.T. 1. PARTIES AND DATE CITY OF SANTA ANA DONATION AGREEMENT N-2022-056 This Donation Agreement ("Agreement") is made and entered into this 28th day of February 2022, by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and the laws of the California ("City"), and Wilshire Square Neighborhood ("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 with Chalk Walk, a day of decorating the sidewalks of Wilshire Square with art, positivity, and color ("Community Benefit"). The Request for Sponsorship Funds is attached hereto as Exhibit A and incorporated herein by reference. The Parties wish to enter into this Agreement to establish the terms and conditions under which the City will provide funding. 2.2 Public Pumose. The City believes there is a public purpose in providing a safe space outdoors for positive expressions of art where community and families of different generations and socio-economic backgrounds can participate freely. Participants are encouraged to get out of their houses to draw using the chalk provided and/or stroll through the neighborhood admiring the creativity of the community. 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 ONE HUNDRED, SEVENTY-SEVEN DOLLARS ($177) for this event 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 terns 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 unless and until terminated by the City. 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 AGREEMENT Page 2 of 5 3.3 Waivers. Insurance or Other Obligations, For purposes of the City's protection, if the City determines that the fimds 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, employees, 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 shalt be for claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries caused by the sole negligence, solo 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 rondered 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. Recipiert'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 Contract/Modification. This Agreement contains the entire agreement of the Parties 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. 33 Authority to Enter Agreement. 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 CITY OF SANTA ANA DONATION AGREEMENT Page 3 of 5 individuals who have signed this Agreement have the legal power, right and authority to make this Agreement bind each respective Party. N-2022-056 CITY OF SANTA ANA DONATION AGREEVD;NT Page 4 of 5 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: _ Ryan O. od e Assistan City Attorney RECOMMENDED FOR APPROVAL: CITY OF SANTA ANA Kristine Ridge City Manager ARTIST: Q2=� Sign Print Name: Scott Davidson Address: PO Box 2441 Santa Ana CA 92707 Steven A endoza Assistant City Manager Executive Director, Community Development Agency CITY OF SANTA ANA DONATION AGREE, MCNT Page 5 of 5 EXHIBIT A Request for Sponsorship Funds City of Santa Ana Powered b vSubmittable [, Title 0055 02/03/2022 by Scott Davidson In Arts & Culture - Special id. 22483481 Event Sponsorship Request Form (SESRF) - 2021 treasurer@wilshiresquare,org Original Submission 02/03/2022 Name of Primary Scott Contact Davidson Contact Title Teasurer Name of Entity Wilshire Square Neighborhood Association (organization, business, neighborhood association) Check the box that Nonprofit 501(c)(3) applies to your entity: Santa Ana Neighborhood Association (city -recognized) Additional Applicant nl=i Narnes (if applicable) Physical Address PO Box 2441 Santa Ana CA 92707 us Mailing Address PO Box 2441 Santa Ana CA 92707 us Phone +19494196009 Email treasurer@wllshiresquare.org Website Wishiresquare.org Event Name/Title Chalk Walk Event Date(s) 4/9/2022 Is this event open to Yes the public? Event Location(s) Wilshire Square Neighborhood What city ward(s) will Ward 4 the event be located (click on link below to find wards)? Number of expected 100 attendance for your event Brief Description of Our Wilshire Square chalk walk invites community members of all Project ages and abilities to decorate the sidewalks of Wilshire Square with art, positivity, and color. Families and community members can get active and stroll through the neighborhood admiring the creativity of our community. Describe the Allows positive expression of art by community and family members community benefits of different generations and backgrounds. We had very positive of this event feedback from the community after hosting our Inaugural event last year, which invited people outside of the house during difficult times. Amount Requested 360.0 Proposed Use of Entirely for the purchase of washable sidewalk chalk to ensure Funds. community members from all income iev 1 rt By submitting this application, I have read and agree to be bound by the terms and conditions of the Sponsorship Policy found on the website: https://www.santa- ana.orglcdlarts- culture-office/speci.al- event-sponsorship- policy e s can pa icipate freely. 72 packs @ $5 each distributed amongst 6 pickup locations in the neighborhood. I agree