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HomeMy WebLinkAboutSANTA ANA BUSINESS COUNCILCity of Santa Ana �r Clerk of the Council AGREEMENT TERMINATION FORM Please complete this form in its entirety when the attached agreement and all amendments (if any) are no longer in effect. Note: If your agreement is grant related, please ensure that all grant retention requirements have been satisfied prior to signing the termination form. Is the agreement(s) a permanent record? Yes No r Return form to the Clerk of the Council Office (M-30) . Call 647-I 520 if you have any questions. The agreement with YWA, 0 0A Nsir e COTC Office Use Only CLC)�"L- OtV of Santa Ana "'�1tyClerk's Office No. N-2022-039 was completed on and final payment has been made. (List all amendments. Use space below if needed.) Department: Phone/Ext.: Signature: Date: , hagreementsVormsVorm - agreement termination form_goldenrod.doc INSURANCE NOT ON FILE WORK MAY NOT PROCEED CLERK 0f 11'OUNCIL DATE: FEB 17 2022 0A ( -NO" 1 o) T.T. 1. PARTIES AND DATE CITY OF SANTA ANA DONATION AGREEMENT N-2022-039 This Donation Agreement ("Agreement") is made and entered into this 8" 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 (Santa Ana Business Council), a California nonprofit public benefit 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 Boca de Oro, the 6`h Annual Festival of Literary, Visual, Performing Arts & Culture ("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 raising the level of literacy through the arts by offering over 125 free immersive activities between established poets, authors, dancers, musicians, and youths from all over Orange County and beyond. The project will also build a pipeline for students to have a career in the arts as they meet professional artists and professors from local colleges. 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 FOUR THOUSAND, ONE HUNDRED DOLLARS ($4,100) 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%) 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 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 CITY OF SANTA ANA DONATION AGRFEMCNT 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-2022-039 Crry or SANTA ANA DONATION AancrN]KNT Page 4 of 5 IN WITNESS WHEREOF, the Parties herein have executed this Agreement on the day and year first above written. ATTEST: CITY OF SANTA ANA Gomez Kristine Ridge of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Rya*Odg,. Assttomey RECOMMENDED FOR APPROVAL: ARTIST: Sig Print Name: 4 ,4 19-6 w Y'/�I1HwN-t A Address: y0r7_ leT/76/,5j, Steven A. Mendoza Assistant City Manager Executive Director, Community Development Agency CITY OF SANTA ANA DONATION AGREEMENT Page 5 of 5 EXHIBIT A Request for Sponsorship Funds City of Santa Ana Title 0043 by Madeleine Spencer in Arts & Culture - Special Event Sponsorship Request Form (SESRF) - 2021 333 East 9th Street #303 Santa Ana, CA 92701, California 92701 Orange County United States 714-815-2653 s pe ncl 10@mail.chapman.ed u Original Submission Name of Primary Madeleine Contact Spencer Contact Title Organizer Boca de Oro Festival Name of Entity Santa Ana Business Festival (organization, business, neighborhood association) Check the box that Nonprofit 501(c)(6) applies to your entity: Additional Applicant Names (if applicable) Physical Address 400 East 4th Street Santa Ana CA 92701 us Mailing Address 400 East 4th Street Santa Ana CA 92701 us Phone +17148152653 Email m.spencer@sabc.inc Website http://www.callecuatromarketplace.com Powered by Submittable V 01 /13/2022 id. 22254168 01 /13/2022 Event Name/Title Event Date(s) Is this event open to the public? Boca de Oro Festival of Literary, Visual, Performing Arts & Culture March 5, 2022 Yes Event Location(s) Downtown Wide including 20 indoor venues ( OCCCA, Wayward Theater, The Muse, Pizza Press, The Peer Center, Avantgarden Gallery, Alta Baja Market, M.Lovewell, The Frida Cinema, Festival Hall, The Santora Arts Building, The Den Cafe, The Chapter One Red Room, California Center for Media Arts, The LGBTQ Center, The Senior Center, Grand Central Arts Center, M. Lovewell, 4th Street Market Patio, and 7 Public Spaces Plaza Calle Cuatro, Callejon del Beso, Yost Parking Lot, Blue Lot, Artist Village Promenade, Birch Park, Latino Health Access Parking Lot What city ward(s) will Ward 5 the event be located Ward 6 (click on link below to find wards)? Number of expected 40,000 attendance for your event Brief Description of During Youth Arts Month at the beginning of the Spring on March 5th Project this will be our 6th Annual Festival of Literary, Visual, Performing Arts and Culture in Santa Ana. Boca de Oro Festival celebrates all literary forms, performing and cultural art forms.The Festival serves over 5,000 youth performances from K-12 & 100 authors. Festival participants invited are professional and established poets, authors, dancers, and musicians from all over Orange County and beyondt The festival is fully immersive experience with festival sessions curated in and around the many historic buildings that are unique to the area. Describe the Raising the level of literacy in the arts is an act of social justice. Boca community benefits de Oro Festival is a project building a pipeline to a more literate of this event culture within the city of Santa Ana. Organizers recognized a void and envisioned a space where youth, students, local artists, residents, local colleges, grassroots art collectives as well as local art institutions could come together to learn about one another, to promote, and share opportunities to perform their stories through all available artistic mediums, thus Boca de Oro was born. The project is a pipeline project to build a literary culture and the belief is that all art creates literacy and allows us to better understand and navigate the world. Boca de Oro welcomes over 5,000 students from local schools, colleges and more and has hosted over 100 BIPOC Authors a year since it began. Seeing is believing and the creation of a community commons where students can meet their future professors from local colleges and professional artists in every field builds relationships that create a pipeline for the youth in our community to aspire to. The event makes visible the amazing talent right here in Santa Ana as we'll as within the Orange County Region. This event engages people at every age, every race creed and color. Amount Requested 7000.0 Proposed Use of These funds will pay over 32 artists honorarium. The curatorial Funds function of these artists, authors is to bring together a themed event for the day of Boca de Oro. They bring together artist, poets, writers and other specialist areas. Curators develop ways in which presentations, performances and artworks can be interpreted, through the event exhibitions and or presentations. Their work involves organizing exhibitions and presentation, arranging artist line ups, identifying themes. All of these tasks require curators to work with fellow artists and colleagues through conversation, education, pulling together collateral for promotion including bios, headshots, and assisting with design and marketing of the event as well as attending meetings with organizers, communicating with artists and preparing them for the day of the event. One example is the Global Voices which has participated each year with writing workshops and last year brought over 50 artists from around the world to share their amazing poetry the event curators included Kit Bacon Gressit and Sara Marchant from Writers Resist Collective. 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: https://www.santa- ana.org/cd/arts- culture-offi ce/s pecia I - event -sponsorship - policy