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HomeMy WebLinkAboutReso 67-19 Community Grant PolicyRESOLUTION N0.67-19 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MORRO BAY, CALIFORNIA, ESTABLISHING THE CITY OF MORRO BAY'S COMMUNITY GRANT POLICY THE CITY COUNCIL City of Morro Bay, California WHEREAS, the City of Morro Bay wishes to establish Accounting and Financial Reporting policies to direct staff and provide transparency to the Council and Community; and WHEREAS, those Accounting and Financial policies include a policy regarding the City of Morro Bay's Community Grant Policy; and WHEREAS, The City of Morro Bay's Community Grant Policy includes an application form, an annual performance report and a Community Grant agreement; and WHEREAS, The City of Morro Bay's Community Grant Policy will aid in the accountability of use of City funds which demonstrates the City's commitment to fiscal responsibility and prudent management and is consistent with Government Accounting Standards. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Morro Bay, California, the "Community Grants Policy," as set forth in Exhibit A, attached hereto and incorporated herein, is hereby approved. PASSED AND ADOPTED by the City Council of the City of Morro Bay at a regular meeting thereof held on the 9th day of July 2019, by the following vote: AYES: NOES: ABSENT HeaAA; ng, Addis, Davis, Heller, McPherson None None SWANSON, City Clerk r Resolution No. 67A9 Exhibit A COUNCIL POLICY COMMUNITY GRANTS POLICY Policy Statement The City of Morro Bay (City) is afull-service City, providing police, fire protection, public works, harbor, recreation and development services. As such, it is the City's responsibility to establish policies for prudent financial oversight and accountability. The City Council sets legislative financial management policies, as recommended by staff and advisory committees. Historically, the City Council has annually awarded community grants to contribute towards the funding of programs conducted by non-profit organizations that actively enhance the qualify of life for Morro Bay residents. Purpose The purpose of this policy is to provide guidance on award of City discretionary money, allocated to be awarded by the City Council. Annually, the City budget includes a set aside amount of discretionary funds available for the City Council to make monetary grants to community non- profits for community benefits or to organizations and agencies that provide services to Morro Bay residents as outlined under eligibility requirements below which includes Community and Social services, Cultural Arts, Projects. Policy 1. Non-profit organizations must file a City application for the community grants funding program in accordance with the City's timeline for grant applications, which may vary from year to year. Notification of open grant period will be provided on the City's website. Applications are submitted to the Finance Department and forms are available on the City's website or at City Hall. Application format and requested information is provided as Attachment 1. 2. Public funds shall be made available only when the funds are to be expended for a community program or service that will benefit the community and residents of Morro Bay. 3. An organization shall not be eligible for funding if they have failed to meet any of the post funding application requirements from the prior fiscal year. 4. Funds will not be allocated to the following organizations and activities (so as to maintain local government impartiality towards political campaigns, religious activities and fundraising endeavors): a. Political action committees, political candidates, political campaigns, or partisan political activity; b. Any organization conducting, promoting or denigrating religious activity; c. To support an organization's fundraising event or activity; Page 1 Community Grant Policy Resolution No, 67-19 Exhibit A 5. Funds requested from membership based adult organizations will not be considered if the funds requested are to be used to directly benefit its members and not the community at large. 6. Requests for funding will be considered by the City Council only during the periods determined in this Council Policy and if submitted on the appropriate City application form. 7. Funding of a program will not constitute a precedent for contributions in subsequent years. Eligibility To be eligible for award of a community grant, agencies must: 1. Submit a separate, completed application form for each project (see Attachment 1). 2. Be incorporated as atax-exempt nonprofit corporation (IRS 501-C) and/or exist as another government entity. 3. Demonstrate the managerial and financial capability to receive and expend grant funds. 4. Assure compliance with all applicable local, state, and federal laws including but not limited to non-discrimination requirements. Programs for which funding is requested must qualify under one of the categories below: 1. Community and Social Services: Funding for programs and services that address identified community needs or problems (as stated in the City's General Plan, action plan, Council Goals, or other policies). These may include, but are not limited to, the following: a. Crisis Intervention and/or Centers b. Youth Services and Athletics c. Active Adult service agencies d. Health and Safety e. Youth -Serving Agencies f. Social service agencies and programs. g. Bilingual service agencies h. Low-income service agencies i. Homelessness j. Economic Development 2. Cultural Arts, including but not limited to: a. Museum, including artistic, historical or scientific display or education b. Performing Arts, including music and theater arts c. Fine and Visual Arts 3. Project: Funding for one-time projects designed to address a significant community need or problem. City funding shall be limited to a specific time -frame, usually not more than one year. Page 2 Community Grant Policy Resolution No. 67-19 Exhibit A Funding Request All applications must submit a completed City application (Attachment 1) and the following attachments unless already on file with the City: 1. Names/addresses of current Board of Directors 2. Board approved current operating budget All applications will be submitted to the Department of Finance, C/O of the Director of Finance, for Council consideration. The Department of Finance will forward all qualifying applications to the City Council for review and consideration. In the Council's sole discretion, an otherwise qualified applicant (who is unable, pursuant to an articulated justification consistent with promotion of City's needs, to reasonably meet application requirements) may be granted an exception by the City Council from one or more application requirements. In its evaluation, the City Council shall consider and evaluate the following criteria: 1. The non-profit status of the organization. 2. The number of citizens within the community that will benefit directly by the expenditure as well as the ratio of Morro Bay residents served to the total number of individuals served. 3. Adherence to stated policies of the City of Marro. Bay. 4. Whether or not a public need will go unmet without the contribution. 5. The degree to which the cause has been recognized as a contribution to the community. 6. Whether or not the contribution could expose the City to liability. 7. The amount of the request. 8. The degree to which the members of the organization have engaged in fundraising actives. 9. Whether or not the organization has applied for funding from other San Luis Obispo County cities. After review, the City Council shall make award to approve, deny or modify the funding request and direct staff to include the awarded amounts in the upcoming proposed operating budget for adoption. Applications will be reviewed by the City Council during the April Council meetings for inclusion in the draft proposed budget. At the time of consideration and evaluation, staff will advise Council of available funding amount to be awarded. Following award of community grant funds, the recipients will be asked to sign a City Grant Agreement (Attachment 2) stipulating the following conditions: 1. Carry adequate liability insurance naming the City of Morro Bay as additional insured as may be required by the City. 2. Not discriminate in employment or in clients served because of race, religion, national origin, sexual orientation or sex. Page 3 Community Grant Policy Resolution No. 67-19 Exhibit A 3. Be accountable for revenue and expenditures through standard bookkeeping procedures. An annual audit or review at the applicant's expense may be required, with the results available to the City of Morro Bay upon request. 4. Provide access to periodic reviews by City staff and City Council for purposes of monitoring the program should the City wish to do so. 5. The funded applicant shall provide the City with a year-end report, including a full financial accounting and narrative report (Attachment 3). The end -of -the -year report shall be in wrng and submitted within 60 days after the one- year grant period. This report must include a complete financial statement detailing all expenditures of City monies for the program(s) covered under the grant and a narrative report on the project or program and its significance. The financial and narrative report should compare actual expenditures and accomplishments with the budget and objectives cited in the original proposal. Failure to comply with the reporting requirements by the stipulated dates may lead to termination of the grant agreement and funds being returned to the discretion of the City Council. Failure to comply with reporting requirements will also automatically exclude an agency from eligibility to receive community grant funding from the City for the following two fiscal years 6. Funded applicants must return to the City any unexpended funds at the end of the one- year period, or whenever the City reasonably determines that the applicant has not performed in accordance with the approved program proposal. 7. Any funds returned in accordance with this policy shall be returned to the fund from which they were allocated from. 8. City moneys shall be used only for the purpose- and programs) duly authorized and in accordance with the approved budget. Any deviation from the approved program proposal may be made only with the City's prior written approval which requires Council authority. If moneys are used outside the approved program proposal without prior written approval from the City, funds must be returned immediately to the City. Page 4 Community Grant Policy CITY OF MORRO BAY ❖ FY 2019/20 APPLICATION FOR COMMUNITY GRANT FUNDING Project: Project/Program: Program Manager: Agency: Name of Agency: Site Address: Telephone Number: Web Address: Name of Executive Director: *Note: You may attach additional pages if necessary Project Description: Provide brief description of agency, agency goals, and agency services. Describe your program briefly, including who benefits from your program. t CITY OF MORRO BAY ❖ FY 2019/20 APPLICATION FOR COMMUNITY GRANT FUNDING I. AGENCY INFORMATION A. General Information Grant Request Amount: $ General Organization Information Organizations Name: Year Established: Board Roster Number of Paid Full -Time Employees Number of Paid Part -Time Employees Most recent fmancial statements (or copy of your last tax return (IRS 990) Mailing Information Street Address: City: State: Zip: Contact Person Title: Phone Number: E-mail: CITY OF MORRO BAY ❖ FY 2019/20 APPLICATION FOR COMMUNITY GRANT FUNDING Insurance/Tax Information Federal Employer Tax Number State Employer Tax Number Name of Program IRS Determination Letter (approval of 501(C) Status Name of Executive or CEO Name of Board Chairperson or President Please answer the following questions: 1. Does the agency have a not -for -profit incorporation status in the State of California? 2. How long has the agency been in operation? II. COMMUNITY NEED STATEMENT A. Community Need: Describe briefly the demonstrated need in the Morro Bay community for the program. Cite data sources as appropriate. 3 CITY OF MORRO BAY ❖ FY 2019/20 APPLICATION FOR COMMUNITY GRANT FUNDING B. Program Narrative. Please provide your agency's Mission Statement and Goals, brief history, programs and population(s) served, organizational structure and experience with proposed grant activities. If your organization provides programs countywide, indicate the percentage of Morro Bay residents served. C. Local Challenges: What local challenge or need does this grant address? How will Morro Bay residents and residents of adjacent areas and or countywide benefit? How will all eligible participants have the opportunity to participate in the program? CITY OF MORRO BAY ❖ FY 2019/20 APPLICATION FOR COMMUNITY GRANT FUNDING D. Project Description: Please provide project description, including explanation of project approach identified strategies and anticipated outcomes. Please quantify the number of Morro Bay residents to be served. Include a list of planned activities, timeline and staff/volunteers responsible for the proposed program. E. Previous Funding: If your organization has received previous funding from the City of Morro Bay for the proposed project (within the last year), please provide Lite outcomes in measureable terms and a case example of the grant impact. F. Collaborative Requests: If a collaborative request, please provide a description of prior collaborative activies, and proposed responsibilities of collaborative members. s CITY OF NI RR BAY ❖ FY 2019/20 APPLICATION FOR COMMUNITY GRANT FUNDING III. PROGRAM FISCAL INFORMATION A. Program Budget Please complete the following summary tables to reflect the budget for your organization and program. All amounts should be rounded to the nearest dollar. Alternatively, please attach single page revenue/expense summary sheets for the program for which funds are requested and a separate summary For the organization. Budget Data FY 2019/20 FY 2018/19 Morro Bay grant funding Requested: Received: Total Program budget $ $ Total Organization budget $ $ Funding Summary Revenue Source FY 2019/20 Program Budget Morro Bay grant: $ Other municipal funding (please specify: ) $ County funding (please specify:) $ State funding (please specify:) $ Federal funding (please specify:) $ Fees for services $ Donations $ Reserve contingency fund $ All other sources (please specify:) $ Total $ 3 CITY OF MORRO BAY ❖ FY 2019/20 APPLICATION FORC MMVNITY GRANT FUNDING Organization Contracts --Has your organization ever had funds withdrawn or a contract terminated for cause, unsatisfactory performance, or questionable costs on any financial statements or audit? If so, please describe. B. Travel Expense Disclosure --If Community Grant funds are to be used for staff travel expenses, please describe. CITY OF MORRO BAY ❖ FY 2019/20 APPLICATION FOR COMMUNITY GRANT FUNDING CERTIFICATION The applicant hereby proposes to provide the services as listed in this proposal. If this proposal is approved and funded, it is agreed that relevant federal, state, and local regulations, including nondiscrimination laws and other assurances as required by the City of Morro Bay, will be adhered to. Furthermore,. I certify that the applicant is fully capable of fulfilling its obligation under this proposal as stated herein. Grantee agrees to provide immediate written notice to the City if significant changes or events occur during the term of this award which could potentially impact the progress or outcome of the grant, including without limitation, changes in Grantee management personnel or losses of funding. This grant is requested with the understanding that the City has no obligations to provide any, other or additional support or grants to the Grantee. On behalf of the applicant organization, I understand and agree to the foregoing terms and conditions of the City's grant, and I hereby certify and attest to my authority to execute this agreement on Applicant's behalf. This application and the information contained herein are true and correct and complete, to the best of my knowledge. Date: , 2019 Organization Name Executive Director (Print Name) 0 City of Morro Bay Community Grant Funding Program ANNUAL PERFORMANCE REPORT- FY 2019-20 GENERAL INFORMATION Name of Organization: Mailing Address: Report Preparers Contact Number: Funds Approved: $ Title: Email: Funds expended per report period: $ PERFORMANCE INFORMATION 1. Describe in detail how grant funds have been used: Phone: Fund remaining: $ 2. -List dates, name of activities, and event locations for special events funded with City of Morro Bay Grant funds, as relevant. (Note: attach activity fliers/advertisement/agendas, as relevant to funded activities) 3. Total Number of Individuals Served: Number of Morro Bay Residents Served. 4. List the goals that were achieved by your project during this report period: Community GRANT Report Form 5. Authorizations: I hereby certify and attest that both the information contained in this report is true to the best of my knowledge and belief, as well as I am authorized by the organization discussed herein to present this report as its duly authorized representative. I also hereby certify that our organization is in compliance with all state, federal, and local laws regarding licensing and employment practices. Print Name of Report Preparer: Preparer Signature: Print name of President or Authorized Officer: President Signature: Return this completed report to: City of Morro Bay Finance Department 595 Harbor Street Morro Bay, CA 93442 Attn: Finance Director Office (805) 772-6217 Email: lcaIIaway@morrobayca.gov Title: Date. Title: Date: GRANT AGREEMENT BY AND BETWEEN THE CITY OF MORRO BAY AND [NAME OF GRANTEE] 2019-2020 THIS AGREEMENT is made and entered into this day of , 2019, and is effective as of the xx day of xxx, 20xx by and between the CITY OF MORRO BAY, a municipal corporation of the State of California (hereinafter CITY), and [NAME OF GRANTEE], a nonprofit corporation of the State of (hereinafter CONTRACTOR). WITNESSETH WHEREAS, CITY appropriated funds in its Fiscal Year 2019-2020 Budget for allocation to community service agencies, and; WHEREAS, CITY desires to engage CONTRACTOR to provide services as permitted pursuant to CONTRACTOR'S non-profit purpose for the public purpose of the benefit of the residents of CITY (hereinafter "PROGRAM"), and CITY has appropriated funds for this purpose, to be utilized during the time period between July 1, 2019, and June 30, 2020, and; WHEREAS, CONTRACTOR represents and warrants the truth of all statements contained in "Assurances" attached as Exhibit A and incorporated herein by reference. NOW, THEREFORE, THE PARTIES AGREE, as follows: I. COMMUNITY GRANT POLICY The CONTRACTOR warrants that it has read and understands the CITY's Community Grant Policy Governing Community Grants attached as Exhibit C to this Agreement, and incorporated herein by reference [hereinafter Community Grant Policy], and agrees that it shall be bound by that Community Grant Policy in its performance under this Agreement, with the sole exception of any express exemptions from that Community Grant Policy as provided herein. In case of any conflict between the terms of this Agreement and the Community Grant Policy, the terms of this Agreement shall take precedence. IL PROGRAM COORDINATION A. CITY: The CITY Manager or his/her designee, shall be the PROGRAM MANAGER and shall render overall supervision of the progress and performance of this Agreement by CITY. All services agreed to be performed by CITY shall be under the overall direction of the PROGRAM MANAGER. B. CONTRACTOR: CONTRACTOR shall assign a single PROGRAM DIRECTOR who shall have overall responsibility for the progress and execution of this Agreement. CONTRACTOR shall timely provide notice to PROGRAM MANAGER of the name of the PROGRAM DIRECTOR. Should circumstances or conditions subsequent to the execution of this Agreement require a substitute PROGRAM DIRECTOR, CONTRACTOR shall notify CITY immediately of such occurrence in writing. PROGRAM DIRECTOR and CONTRACTOR staff will fully cooperate with CITY'S PROGRAM MANAGER relating to the PROGRAM, areas of concern, and the impact of PROGRAM on residents of CITY. C. NOTICES: All notices or other correspondence required or contemplated by this Agreement shall be sent to the parties at the following addresses: CITY Finance Director City of Morro Bay Finance Department 595 Harbor Street Morro Bay, CA 93442 CONTRACTOR [NAME OF CONTACT] [NAME OF GRANTEE] [ADDRESS OF GRANTEE] [ADDRESS OF GRANTEE] III. OBLIGATIONS OF CITY A. Contract Compliance: CITY staff shall provide reasonable assistance to CONTRACTOR in connection with: 1. Obtaining conformity of the PROGRAM with the CITY's policies and procedures and all CITY codes, ordinances, directives and laws. 2. Performance review under the Agreement for compliance purposes and evaluating PROGRAM based on Semi -Annual and/or Annual reports received from CONTRACTOR and on -site monitoring of client -based data. IV. OBLIGATIONS OF CONTRACTOR CONTRACTOR shall file Semi -Annual and/or Annual narrative reports with CITY on the types and numbers of services rendered to beneficiaries through the operation of PROGRAM, which reports shall evaluate the manner in which PROGRAM is achieving its goals according to standards established by CITY. The report shall be due on July 31, or the first working day thereafter and shall cover the entire year immediately preceding the date on which the report is filed, and shall be made on forms approved by CITY. V. PAYMENTS TO CONTRACTOR A. Method of Pam: 1. CITY agrees to provide CONTRACTOR a sum of money not to exceed [AMOUNT OF GRANT IN WORDS]($[AMOUNT OF GRANT IN NUMERALS]), including all allowable costs and expenses, by 2. CITY grant funds are meant to fund CONTRACTOR for all allowable costs and expenses incurred in providing the PROGRAM Payment shall be made solely for services set forth in Exhibit B, and subject to CITY's review of CONTRACTOR performance. 3. CITY may, at any time and in its absolute discretion, elect to suspend or terminate payment to CONTRACTOR, in whole or in part, under this Page 2 of 10 Agreement, or not to make any particular payment under this Agreement, in the event of unsatisfactory performance or noncompliance with this Agreement. VI. DISCLOSURE OF CONFIDENTIAL CLIENT INFORMATION CITY, to the extent allowed by the California Public Records Act, and CONTRACTOR agree to maintain the confidentiality of any information regarding applicants for services offered by the PROGRAM pursuant to this Agreement or their immediate families which may be obtained through application forms, interviews, tests, or reports, from public agencies or counselors, or any other source. Without the written permission of the applicant or court order, or as otherwise required by law, such information shall be divulged only as necessary for purposes related to the performance or evaluation of the services and work to be provided pursuant to this Agreement to designated persons having responsibilities under the contract, including those furnishing services under the PROGRAM through subcontracts. VII. ASSIGNABILITY AND INDEPENDENT CONTRACTOR REQUIREMENTS A. The relationship of CONTRACTOR to CITY is that of an independent contractor. CONTRACTOR is responsible for the results of its PROGRAM and compliance with the terms of this Agreement. CONTRACTOR has full rights to manage its employees subject to the requirements of the law. All persons employed by CONTRACTOR in connection with this Agreement shall be employees of CONTRACTOR and not employees of CITY in any respect. CONTRACTOR shall be responsible for all employee benefits, including, but not limited to, statutory workers' compensation benefits. B. None of the work or services to be performed hereunder shall be delegated or subcontracted to third parties without prior written CITY approval. C. No subcontractor of CONTRACTOR will be recognized by CITY as such. All subcontractors are deemed to be employees of CONTRACTOR, and CONTRACTOR agrees to be responsible for their performance and any liabilities attached to their actions or omissions. D. This Agreement is based on the unique services of CONTRACTOR. This Agreement shall not be assigned or transferred without the written consent of the CITY. No changes or variations to this Agreement of any kind are authorized without the written consent of the CITY Manager. VIII. COMPLIANCE WITH LAW CONTRACTOR shall become familiar and comply with and cause all its subcontractors and employees, if any, to become familiar and. comply with all applicable federal, state and local laws, ordinances, codes, regulations, and decrees including, but not limited to, the City's Community Grant Policy as provided in Exhibit C, and "Assurances" as provided for in Exhibit C Failure of CONTRACTOR to, in any manner, observe and adhere to law as described herein or as amended shall in no way relieve CONTRACTOR Page 3 of 10 of its responsibility to adhere to same and CONTRACTOR herein acknowledges this responsibility. IX. TERMS AND AMENDMENTS Amendments to the terms and conditions of this Agreement shall be requested in writing by the party desiring such revision, and any such adjustment to this Agreement shall be determined and effective only upon the mutual Agreement in writing of the parties hereto unless the Amendments are made by the CITY as corrective actions under the Community Grant Policy, attached hereto as Exhibit C and incorporated herein by reference, in which case they will be adopted as ordered. X. LEGAL MATTERS A. Inte ratio" This document, including Exhibits A through C. represents the entire and integrated Agreement between the CITY and the CONTRACTOR, and supersedes all prior negotiations, representations, and agreements, either written or oral. B. Binding Effect The terms of this Agreement shall bind, and inure to the benefit of, the parties, their heirs, successors, and assigns. XL HOLD HARMLESS A. CONTRACTOR hereby releases and agrees to protect, defend, hold harmless, and indemnify CITY, its CITY Council, its officers, employees, agents, volunteers and elected officials, boards and commissions, from and against all claims, injury, liability, loss, costs and expense, or damage, however same may be caused, including all cost and reasonable attorney's fees in providing the defense to any claim arising therefrom, for any loss or damage to property (real and/or personal) and for personal injury to or death of any person or persons arising out of, occurring by reason of, or in any way connected with CONTRACTOR's PROGRAM activities or omissions, or in consequence thereof. B. CONTRACTOR shall hold CITY, its CITY Council, officers, employees and boards and commissions harmless from CONTRACTOR's failure(s) to comply with any requirement imposed on PROGRAM by virtue of the utilization of Federal funds. CONTRACTOR shall reimburse CITY, for any disallowed costs and/or penalties imposed on CITY, because of CONTRACTOR's failure to comply with Federal, State or legal regulations or requirements, including any CITY costs, including attorney's fees, reasonably necessary to secure such reimbursement. C. CITY shall indemnify and save CONTRACTOR, its officer, employees, and officials harmless with respect to any judgements arising from CITY's sole negligence or intentional actions or omissions in performance of CITY's obligations under this Agreement. D. CITY and CONTRACTOR agree that CITY's indemnification shall extend solely to the payment of any judgements and is not intended to require that a defense to suit be provided by CITY, or to limit in any manner CONTRACTOR'S duty to defend all suits, actions, claims and causes of action arising out of the services CONTRACTOR provides pursuant to this Agreement. XII. INSURANCE AND INDEMNIFICATION A. Minimum Scope of Services 1. CONTRACTOR agrees to have and maintain, for the duration of the contract, General Liability insurance policies insuring him/her and his/her organization/firm to an amount not less than: one million dollars ($1,000,000) per occurrence, and two million dollars ($2,000,000) in the aggregate, for bodily injury, personal injury and property damage. 2. CONTRACTOR agrees to have and maintain for the duration of the contract, an Automobile Liability insurance policy ensuring him/her and his/her staff to an amount not less than one million dollars ($1,000,000) per accident for bodily injury and property damage. 3. CONTRACTOR shall provide to the CITY all certificates of insurance, with original endorsements effecting coverage. CONTRACTOR agrees that all certificates and endorsements are to be received and approved by the CITY before work commences. 1. .4. CONTRACTOR agrees to have and maintain, for the duration of the contract, professional liability insurance appropriate to the CONTRACTOR's profession in amounts not less than $1,000,000 which is sufficient to insure CONTRACTOR for professional errors or omissions in the performance of the particular scope of work under this agreement. B. General Liability 1. The CITY, its CITY Council, its officers, officials, employees, agents and volunteers are to be covered and named as additional insured as respects: liability arising out of activities performed by or on behalf of the CONTRACTOR; products and completed operations of CONTRACTOR, premises owned or used by the CONTRACTOR. This requirement does not apply to the professional liability insurance required for professional errors and omissions. 2. The CONTRACTOR's insurance coverage shall be primary insurance as respects the CITY, its CITY Council, its officers, officials, employees, agents and volunteers. Any insurance or self -insurances maintained by the CITY, its CITY Council, its officers, officials, employees, agents or volunteers shall be excess of the CONTRACTOR's insurance and shall not contribute with it. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against the CITY, its officers, employees and agents and their respective insurers. 3. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the CITY, its CITY Council, its officers, officials, employees, agents or volunteers. Page 5 of 10 4. The CONTRAC I R's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer's liability. C. All Coverages Each insurance policy required in this item shall be endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the CITY. Current certification of such insurance shall be kept on file at all times during the term of this agreement with the CITY Clerk. D. Workers' Compensation In addition to these policies, CONTRACTOR shall have and maintain Workers' Compensation insurance as required by California law and shall provide evidence of such policy to the CITY before beginning services under this Agreement. Further, CONTRACTOR shall ensure that all subcontractors employed by CONTRACTOR provide the required Workers' Compensation insurance for their respective employees. E. XIII. WHEN RIGHTS AND REMEDIES WAIVED In no event shall any payment by CITY or any acceptance of payment by CONTRACTOR hereunder constitute or be construed to be a waiver by CITY or CONTRACTOR of any breach of covenants or conditions of this Agreement or any default which may then exist on the part of CITY or CONTRACTOR, and the making of any such payment while any such breach or default shall exist shall in no way impair or prejudice any right or remedy available to CITY or CONTRACTOR with respect to such breach or default. XIV. TERMINATION A. Termination for Cause and Reimbursement 1. Termination for Cause. This Agreement may be suspended or terminated at any time before the date of completion by CITY if: A. CONTRACTOR fails to comply with conditions of the Agreement. B. CONTRACTOR refuses to accept any additional conditions that may be imposed by the Federal or State Government. C. CITY Council determines the CITY can no longer fund the monies for the Agreement. 2. Reimbursement. CONTRACTOR expressly agrees and understands that if in the sole reasonable written determination of the CITY the grant funds provided Page 6 of 10 by CITY to CONTRACTOR are not used exclusively for the agreed upon intended purpose, in whole or in part, CITY may terminate this Agreement for cause, and CONTRACTOR will promptly reimburse CITY in full for the entire amount of the grant funding provided by the CITY, or on a pro rate basis as determined by the CITY. B. Termination for Convenience CITY or CONTRACTOR may terminate this Agreement in whole or in part when both parties agree that the continuation of the PROGRAM would not produce beneficial results commensurate with the further expenditure of funds. The two parties shall agree upon the termination conditions, including the effective date and, in the case of partial termination, the portion to be terminated. C. Upon Suspension or Termination, CONTRACTOR shall: 1. Not incur new obligations, and shall cancel as many outstanding obligations as possible, as such obligations concern the PROGRAM. 2. Be paid only for services actually rendered to CITY to the date of such suspension or termination; provided, however, if this Agreement is suspended or terminated for fault of CONTRACTOR, CITY shall be obligated to compensate CONTRACTOR only for that portion of CONTRACTOR's services which are of benefit to CITY. 3. Turn over to CITY immediately any and all copies of studies, reports and other data, prepared by CONTRACTOR or its subcontractors, whether or not completed, if any, in connection with this Agreement; such materials shall become property of CITY. CONTRACTOR, however, shall not be liable for CITY's use of incomplete materials or for CITY's use of complete documents if used for other than the services contemplated by this Agreement. D. CITY is not liable for any CONTRACTOR expenses incurred after the termination or closing date of the Agreement. XV. MISCELLANEOUS PROVISIONS A. The Caption The captions of the various sections, paragraphs, and subparagraphs of the Agreement are for convenience only and shall not be considered nor referred to for resolving questions of the interpretation. B. No Third Party Beneficiary This Agreement shall not be construed or deemed to be an Agreement for the benefit of any third party or parties, and no third party shall have any claim or right of action hereunder for any cause whatsoever. C. Severability Clause In case any one or more of the provisions contained herein shall, for any reason, be held invalid, illegal, or unenforceable in any respect, it shall not affect the validity of the other provisions which shall remain in full force and effect. D. No Pledging of CITY's Credit Page 7 of 10 Under no circumstances shall CONTRACTOR have the authority or power to pledge the credit of CITY, or incur any obligation in the name of CITY. CONTRACTOR shall save and hold harmless CITY, its CITY Council, its officers, employees and boards and commissions from expenses arising out of this Agreement. E. Disputes In any dispute over any aspect of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, as well as reasonable costs. F. Nondiscrimination 1. Neither the CONTRACTOR nor any of its subcontractors shall .discriminate in the employment of persons because of their race, color, national origin, sex, age, ancestry, sexual orientation, religion, physical or mental disability, or marital status, unless based upon a bona fide qualification under the California Fair Employment and Housing Act. 2. Neither the CONTRACTOR nor any of its subcontractors shall discriminate in the provision of any services or programs because of race, color, national origin, sex, age, ancestry, sexual orientation, religion, physical or mental disability, or marital status, unless based upon a bona fide qualification under the California Fair Employment and Housing Act. 1 Venue This Agreement shall be interpreted, construed and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of San Luis Obispo, State of California, or any other appropriate court in such county, and CONTRACTOR covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of San Luis Obispo, State of California. H. Non4iabilit__ of Officers and Employ No officer or employee of the City shall be personally liable to the CONTRACTOR, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the CONTRACTOR or to its successor, or for breach of any obligation of the terms of this Agreement. L Interpretation The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply. J. Counterparts This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument. Page 8 of 10 [Signatures on the following page.] Page 9 of 10 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first herein above set forth. City of Morro Bay Scott Collins City Manager APPROVED AS TO FORM: Chris Neumeyer, City Attorney .EXHIBITS: A. Assurances Be Scope of Services C. Community Grant Policy [NAME OF GRANTEE] [NAME OF CONTACT] Executive Director Page 10 of 10