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Home My WebLink AboutMAKARA CENTER OF THE ARTS (2) - 2017N -2017-248-D CV 2Ara O: CMO CITY OF SANTA ANA DONATION AGREEMENT WITH Julie Castro -Cardenas MAKARA CENTER FOR THE ARTS 1. PARTIES AND DATE This Donation Agreement ("Agreement") is entered into on NOVEMBER 7, 2017, by and between the City of Santa Ana, a municipal corporation ("City") and MAKARA CENTER FOR THE ARTS, 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 assist Recipient in PROVIDING A TEN MONTH CITYWIDE READING INITIATIVE TO CELEBRATE THE 200TH ANNIVERSARY OF FRANKENSTEIN BEGINNING JANUARY 2018 AND WILL HOST FREE MONTHLY STEAM EVENTS FOR SANTA ANA RESIDENTS ("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 MAYOR PRO TEM MARTINEZ, believes there is a public purpose in supporting the Community Benefit because it WILL PROVIDE FREE COPIES OF THE NOVEL, ENGAGE YOUTH IN LITERACY LV ENGLISH, SPANISH, AND VIETNAMESE, THE OBJECTIVE OF THE INITIATIVE IS TO ENGAGE YOUTH WITH ART, SCIENCE, TECHNOLOGY, AND ETHICS. 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 HUNDRED THIRTY DOLLARS ($430), 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 terns 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 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%) per annum. Notwithstanding the foregoing, the indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. Exhibit 19 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 individuals who have signed this Agreement have the legal power, right and authority to make this Agreement bind each respective Party. Exhibit 19 N -2017-248-D CITY OF SANTA ANA By: V Raul Godinez City Manager Attest: By: p Maria D. Huizar Clerk of the Council Approved as to Form: Sonia R. Carvalho City Attorney u By: c_ ohn M. Funk Assistant City Attorney MAKARA CENTER OF THE ARTS, a 501(c)(3) NON-PROFIT ORGANIZATION By: Sig tur 9�1 A l2apt^� a (ykPi 1'0 Name I� e Na�YL I C-X6C1kVVt- 019n6cW_ Title City Manager's Office — M-31 City of Santa Ana 20 Civic Centerplaza isonation Request P.O. Bax 1988 a Santa Ana, CA 02702 (714) 647.6200 Contact Information Namo: Marytza Rubio ¢le: Exeoutive Director ddrass: 322 Wakeham Ave sty, State, zip: Santa Ana CA 92101 Pnona: 7142004626 _.___.-_--__--__ Enron: marytza@makaracenterarks erg (Fax: Organization Name: Makara Center for the Arts Tax-Exempt Status: Is your organization a nen-Rrofit ar pwblia tax-exempt aryanlzatian as eleef Ono: r��J ' defined under Section 60'1(c)(3) of the Internal Revenue Code? + : Yos ❑ No If No, you will only qualify for a credit for City-related costs for your request (l.o. permit fees, : If Yes, staff time, rentat rates for facilities or equipment, otc.).Costs for City services vary and if 81-13 approved, credit may or may not cover full cost ofrequested City services.-{{Ma`x tto #' 7 69 i Donation Request sty Services Credit. ix Date Needed: Nov. 2018 MayorlCounciimember: Martinez u mount Requested: r Direct Payment Amount „-.�.�.-.._. I Event Date: Jan-Oct 2018 Event Time. Ongoing/Monthly Requested 4-0=---._._,_ Event Location. 811 N Main St Santa Ana CA 92701 Address, City State, Zip ntlfdistrbulo Makers Center for the Arte seeks supportfor a citywide reading Initiative to celebrate the 200th anniversary of 'Frankaoslein."Makara will free copies of the novel and hast free monthly STEAM programa and events for Santa Ana residents."Franhent2eadeari a Ana Reads FFv,ntrpose: Friman stale"wlii run from Jan. 2018-Oct2818. Programs and resourceswill beavallable In English,Spamsh, &Vletnamose.and Makarawik maintain a dedicated"Frankenroad" wobslte with resources for additional organizations,businesses, and individuals to participate In the project. "FrankenRead" will offer Santa Ana rasldants an opportunity to read and engage with a classic novel that explores the relationship between art & Cnmmunity Benefit: science, technology, ethics, and what makes a "monster." This citywide conversation can create new communities, renew imaginations and ignite a lifelong love of reading. Residents will have free access to carnic books, chapter books, foreign language, and classic versions of Frankenstein At least once a month (Jan'l8-Oct 18), Santa Ana communities can attend free programs & events centered on specific themes or the novel ("t^ o y YSL.y 4'o- ipliP�id6ttt�'rtt s Y3 h rer 1 *.� Retum completed Mail: City Manager's Office — M•31 Email: donationrequest@sante,l n l,org 28 Civic Center Plaza Fax: (794) 647.8954 P.O. Box 1988 Santa Ana, CA 92702 MEER Donation Rsquest If: OR - NOVEMBER 7;2017 Council Meeting Date: 9 Reieranca # on elf related ()PVs Eligibility Mot: YES / NO YES Approved Amount: $430 City Manager Signature Date Revised 01/05/2017 EXHIBIT 4