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Home My WebLink AboutORANGE COUNTY EDUCATIONAL ARTS ACADEMY (2)INSURANCE NOT REQUIRED WORK MAY PROCEED CITY CLERK DATE; MAR 2 7 2024 CITY OF SANTA ANA DONATION AGREEMENT 1. PARTIES AND DATE N-2024-116 This Donation Agreement ("Agreement") is made and entered into this 18th day of March, 2024, 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 Orange County Educational Arts Academy, a California nonprofit corporation ("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 "Latino Voices and Identity" ("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 Purpose. The City believes there is a public purpose in offering the Santa Ana community a free master class with renowned filmmaker Moises Zamora, writer and producer of the award -winning film, Selena, aimed at inspiring young artists and fostering a deeper appreciation for cultural identity in the arts and entertainment industry. The event will expose youths to diverse role models in the arts and empower them to envision successful paths in the entertainment industry and foster aspirations in breaking socio-economic barriers. 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 THREE THOUSAND, FIVE HUNDRED DOLLARS ($3,500) 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 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 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°/u) 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 4 3.3 Waivers, 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, 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 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 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. 3.7 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 N-2024-116 CITY Or SANTA ANA DONATION AGREENIENT Page 3 of 4 individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement bind each respective Party. IN WITNESS WI-iEREOF, the parties hereto have executed this Agreement on the day and year first above written. APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney 117 By !. 1 Andrea Garcia -Miner Assistant City Attorney RECOMMENDED FOR APPROVAL: CITY OF SANTA ANA HT Av'�1'0 MHATCH Interim City Manager RECIPIENT: Orange County Educational Arts Academy 825 N. Broadway Street Santa Ana, CA 92701 MICHAEL L. G RCIA Executive Director, Community Development Agency CITY Of SANTA ANA DONATION AGREEMENT Page 4 of 4 EXHIBIT A Request for Sponsorship Funds City of Santa Ana Title 0066 by Pedro Llorente in Arts & Culture - Special Event Sponsorship Request Form (SESRF) - 2023 pllorerite@oceaa.org Original Submission Score n/a Name of Primary Pedro Contact Llorente Contact Title .... -......... _" ......... ... School Director Name of Entity Orange County Educational Arts Academy (organization, business, neighborhood association) Check the box that Nonprofit 501(c)(3) applies to your entity: Additional Applicant Names (if applicable) Physical Address 825 Broadway Santa Ana CA 92651 us Mailing Address . . ......._................................... _. 825 N Broadway Santa Ana CA 92701 us .._............. .........., _.. Phone _._.. _.... .............. +17733223352 Email pliorente@oceaa.org Webslte Oceaa,org Event Name/Title Latino Voices and Idenity Event Date(s) May 2024 Powered by Submiltable U 12/19/2023 id. 44995952 12/19/2023 Is this event FREE Yes and OPEN to the public? Event Location(s) OCEAA What city ward(s) will Ward 5 the event be located (click on link below to find wards)? Number of expected 700 attendance for your event Brief Description of An engaging project centered around a guest speaker session with Mols6s Project Zamora, the writer and producer of "Selena," aimed at inspiring young artists and fostering a deeper appreciation for cultural identity in the arts and entertainment industry. This project includes exploring his personal journey, the significance of cultural representation in storytelling, and the intersection of heritage and creativity. Through this initiative, we seek to empower young creatives to embrace their cultural roots, infusing authenticity into their work. The event, targeting students, aspiring artists, and community members, aims to inspire creativity but also build a sense of community and pride. Describe the This project offers invaluable benefits to our elementary and middle school Community benefits students facing the challenges of living in low-income communities. By of this event providing a unique opportunity to interact with this notable guest they can become inspired to uplift their voices and experiences through a creative approach. Through his inspiring narrative, students will gain cultural pride in LatinX heritage and learn how embracing their heritage can amplify their creativity. Exposure to diverse role models in the arts will empower them to envision successful paths in the entertainment industry, fostering aspirations and breaking socio-economic barriers. Additionally, the event's inclusive atmosphere and engaging discussions will instill a sense of community, encouraging young minds to explore their artistic potential while celebrating their cultural identities. Amount Requested 16000.0 Proposed Use of Event Space Rental: $5,000 - Allocating funds for a suitable venue for the Funds guest speaker session, ensuring a comfortable and accessible space for attendees. Honorarium for Guest Speaker (Moises Zamora): $4,000 - Providing fair compensation for the guest speaker's valuable time and expertise. Program Manager and Event Staff: $2,000 - Acquiring quality audio equipment to enhance the overall experience of the event. Catered Food: $2,000 - Offering light refreshments and snacks for attendees, creating a welcoming and enjoyable environment. Logistics and Equipment: $1,000 - Covering essential logistical arrangements and equipment needs to ensure a smooth event. Marketing and Photography: $1,000 - Allowing for flexibility to address any unforeseen costs or additional needs that may arise during the planning and execution of the project, Total Budget: $15,000 By submitting this I agree application, I have read and agree to be bound by the terms and conditions of the Sponsorship Policy found on the website: littps://www.santa- ana.org/ed/arts- culture-office/special- event-sponsorship- policy