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Home My WebLink AboutRAINMAKER EFFECT, INC.0: O: CMO (oc) Julie Castro -Cardenas 1. PARTIES AND DATE CITY OF SANTA ANA DONATION AGREEMENT WITH RAINMAKER EFFECT, INC. N-2018-138-12 This Donation Agreement ("Agreement") is entered into on JUNE 190 2018, by and between the City of Santa Ana, a municipal corporation ("City") and RAINMAKER EFFECT, INC.;a California 501(c)(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 for ON- GOING PROGRAM SERVICES WITH THE RAINMAKER EFFECT LEADERSHIP PROGRAM OFFERED AT SADDLEBACK HIGH SCHOOL THAT INCREASES LEADERSHIP SKILLS, BUILDS CHARACTER, AND PROVIDES MENTORING FOR YOUTH . ("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, by recommendation of COUNCILMEMBER TINAJERP,-believes there is a public purpose in supporting the Community Benefit because it WILL SUPPORT ON-GOING PROGRAM SERVICES THROUGH JUNE 30, 2018 FOR HIGH SCHOOL STUDENTS TO IMPROVE LEADERSHIP STILLS AND CONTRIBUTE POSITIVELY TO 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 Fluids. The City has chosen to provide Recipient with a one-time payment of ONE THOUSAND DOLLARS,(51060), 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 fluids for such purpose or otherwise comply fully with the tenns 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 Toren; 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 tan percent (10%) per annum, Notwithstanding the foregoing, the indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. EXHIBIT 13 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 sb,all 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 Ageemeut. 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 each respective Party. EXHIBIT 13 N-2018.138-12 CITU OF SANTA ANA By. tRa110dinezI l City Manager Attest, , LBy: g Maria D. Huizar Clerk of the Council Approved as to Form: Sonia R. Carvalho City Attorney By: Laura A, Rossini Senior Assistant City Attorney RAINMAI{ER EFFECT, INC., a 501(e)(3) NQN-PROFIT QRGANIZATION By: Signature Name: John Herpy Title: President EXHIBIT 13 City of Sanaa Ana Donation Request (Name: !John Herpy (Address. �24 Via Bella, Suite 43 City, State, zip: Rancho Mirage, CA 92270 Email: 'john.herpy@RainmakerEffect.Org _ _. 1Name: !Rainmaker Effect, Inc City Manager's Office — M-31 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702 (714) 847.5200 Title: President Phone: 1562.221 Fax: 7145 i Tax -Exempt Status: Is your organization a non-profit or public tax-exempt organization as 'P��,-�°;1� 'Palmed under Section 501(c)(3) of the Internal Revenue Code? I Select Ono: 4'L--1 Yes ❑ No ' If No, you will only qualify for a credit for City -related costs for your request flat permit fees, f -- " ;staff time, rental rates for facilities or equipment, etc.). Costs for City services vary and it ilf Yes' yj _ /t4 ! approved, credit may or may not cover full cost of requested City services. (Tax ID #: 4 I. City Services Credit S Date Needed: June 30, 2018 Neyonctunoilmember: 1Tinajero Amount Requested: _...__.._ _....__.--- ---- .___._.. Direct Payment Amount Event Time: warlOUS Requested. $ 1000.00 (Event Date: On -Going iEvent Location: Saddleback High School, 2802 South Flower St, Santa Ana, CA 92707 (Address, City, State, Zip 10eacdpdon of , Rainmaker Effect Leadership program (Reaching Outwards for Outrageous Event I Purpose: Team Results - ROOTS) ' I Providing program support for fourth consecutive year of high school student (8th through 12th grade) leadership and character building at Community Benefit: Saddleback High School. Program continues to foster and grow mentors both inside the school and outside Including on campus staff, outside adult volunteers, and graduated SHS seniors that have participated in the program and have returned to support the ROOTS program - ,Applicant ._......_ _ _ a Applicant Signature:'Date: 106/07/2018 Mail: City Manager's Office—M-31 Email: donationregaest@santa-ana.org 20 Civic Center Plaza = Fax: (714) 647-6964 i P.O. Box 1988 j Santa Ana, CA 92702 i Donation Request #: DR- �t Council Meeting Date: JUNE 19, 2018 Eligibility Met: YES I NO Approved Amount: > $1,000 City Manager Signature: _ r✓- Date: _ Revised 01/05/2017 EXHIBIT 13