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Home My WebLink AboutSANTA ANA HISTORICAL PRESERVATION SOCIETYl.S O: CMO (,/) CITY OF SANTA ANA DONATION AGREEMENT WITH SANTA ANA HISTORICAL PRESERVATION SOCIETY 1. PARTIES AND DATE N-2018-172-07 This Donation Agreement ("Agreement") is entered into on AUGUST 21, 2018, by and between the City of Santa Ana, a municipal corporation ("City") and SANTA ANA HISTORICAL PRESERVATION SOCIETY 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 to PROVIDE SUPPORT TO THE SANTA ANA FIRE MUSEUM IN ORDER TO PROVIDE A FIRST HAND EDUCATIONAL EXPIERENCE REGARDING THE DEVELOPMENT OF EQUIPMENT OVER THE YEARS AS MODERN FIRE EQUIPMENT IS PLACED SIDE BY SIDE TO VINTAGE PIECES. ("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 VILLEGAS, bclieves there is a public purpose in supporting the Community Benefit because it supports the SANTA ANA FIRE MUSEUM WHICH IS OPEN TO THE COMMUNITY AND SERVES AS AN EDUCATION SITE FOR SANTA ANA STUDENTS, PROVIDES HISTORICAL PRESERVATION FOR THE CITY, AND SHOWCASES COMMUNITY PRIDE AS THE ONLY WORKING FIRE STATION THAT ALSO SERVES AS A MUSEUM TO THE PUBLIC IN THE AREA. 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 FIVE HUNDRED DOLLARS ($500), 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 fiends pursuant to Section 3.2 below. 3.2 Term; Termination of AgreemenC. 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%) Exhibit 7 per annum. Notwithstanding the foregoing, the indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. 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 Exhibit 7 N-2018-172-07 individuals who havio signed thim Agox-mcnt have flit legal lmmer„ right and aetthority to trawke fts Agrecoirnt iairtti coeb re tpccfive.. P=uty, CTI'V OF SANTA ANA B1" Ra 01ditze PI City Mauagar By, (st XMaria A, Muizar -�/.� Clcrk of flan Council ,4p7p aved as toForm, Sarnia It. ctuvalhu C"rty Attorney By: A, . Vaum A. R(r.+.cini Senior A53istauf City Alturney SANTA ANA HISTORICAL PRESFRtiATION SOC1VrV, of SDI(c)3 NON-PROFIT ORGANIZATION Signature Signature :�it�falltilTC Exhibit 7 City Manager's Office – M-31 City of Santa Ana 20 Civic Center Plaza N-2018-172-07 Donation ReqP.O. Box 1988uest Santa Ana, CA 92702 (714) 647-5200 I arne, lAtan Lawson Assocs1571redox FAddresw. 120 W. Civic Center ity, State, zip: [Santa Ana, &X _927_01 Phone: 714-3349354 l: rEmal—[Mta r1274@att.net Nome: [i�anta Ana Historical Preservation Soclety Tax -Exempt Status! Is your organization a nonprofit or public tax-exempt organization as elect no. dollned under Section 60i(cX3) of the Internet Revenue Code? yes N –0 - o ff No, you MY only queft for a credit for ally-nnated costs for your request its. permit lo", Yes, stefftime, rental Mies for facilities or equipment, etc) Costs for Oily somices vary and If [23-7407248 approved, credit may or may not cover M/ cost of requested City services �rsx ID M City i;;I,,r Graid t J�alv Needed; PeyorlCouncilmember; \Alleges Amount Requested: 1Ri8r:a11"ym8""` I,s f —5o — — ussted! 0.00 Event e-v–en, —toats: a t—,. F �v 9 n _tT 1 in ' IEvent Location: 120 W. Walnut Addrew, C Santa Ana, CA Santa Ana Fire Museum open to the community, a educational fieldtrip for many Description of Event I Purpose: students in Santa Ana, historical preservation for the City, and showcase of communit,, pride. This Is the only working fire station that has a museum I A unique setting with Community Benefit: active modern equipment and vintage pieces side by side. Applicant Signature; Lify 17, 2018 City Manager's Oflice – M-31 ail; donationrequest@sarre-anaorg 20 Civic Center Plaza Fax: (714) 647-6954 P.O. Box 1111118 Santa Ana, CA 92702 Donation Request 9: ADR> - 9 oo oil rotated DPVs 1 Council MMing Data: August 21, 2018 1 Eligibility Mat: YES010 YES Approved Amount: $500 City Manager Signature:este: RovisedOU0512017 Exhibit 7