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HomeMy WebLinkAboutContract 62708MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding (MOU), entered into as of the date of the last signature affixed hereto (Effective Date), is made between National Recreation and Park Association, Incorporated, a New York not-for-profit corporation and Section 501(c)(3) organization located at 22377 Belmont Ridge Road, Ashburn, Virginia, 20148 (NRPA ) and the City of Fort Worth, a provider of park, recreation, or community services located at 100 Fort Worth Trail, Fort Worth, TX 76102 (Grantee ). 1. Purpose The purpose of this MOU is to confirm approval of the terms governing the acceptance of in-kind training from Positive Coaching Alliance, plus the use of four thousand dollars ($4,000) (Grant Funds ) made available to the Grantee to support training implementation . Made possible, in part, through the support of the Susan Crown Exchange, NRPA is managing the administration of the grant program (Program ). Grants made through this Program are intended to ensure park and recreation staff and volunteers working with young people have the skills, knowledge, and confidence to support positive youth development. Having been selected as a recipient of Grant Funds through this Program, Grantee is required to accept the terms contained within this MOU in order to receive the Grant Funds and participate in this Project. 2. Project Funding Grantee shall be paid a total of $4,000 over the full grant period. Within thirty (30) days upon execution of this MOU and delivery of the executed MOU to NRPA, NRPA will send Grantee a check or wire transfer in the amount of four thousand dollars ($4,000). Grants funds will be distributed by NRPA, no matching funds are required, and it is expressly understood that the NRPA has no obligation to provide additional support or funds to the Grantee for this Project or any other project of purposes. 3. Grantee Project Requirements Grantee will implement the Project in alignment with the guidelines below: A. Based on the number proposed in original application, the Grantee will strive to train 250 staff, coaches, and volunteers working with youth in partnership with Positive Coaching Alliance. Grantee will receive in-person workshops from Positive Coaching Alliance. Grantee will receive up to 2 in-person workshops. Grantee will receive 20 complimentary seats per workshop -paced modules. NRPA will collaborate with the Grantee to encourage participation in training. The Grantee will commit to providing regular updates on progress toward the target reach number. B. Grantee will partner with NRPA and Positive Coaching Alliance to coordinate training sessions. Grantee and Positive Coaching Alliance will agree on the number of training sessions. To secure the workshop date, the workshop(s) must be scheduled 14 days in advance. A workshop rescheduling fee of $200 dollars per workshop may be incurred for workshops postponed or rescheduled after being scheduled when the notification to PCA of the postponement is less than 10 days from the scheduled date. Workshop(s) that are postponed on the day of the workshop may incur a fee of $300 dollars per workshop. CSC No. 62708 Unused workshops and unused online seats expire at the end of the contract period. No video and/or audio recording of PCA workshops may be made, unless you have express written consent from PCA. C. Grantee will These efforts may include but are not limited to supporting the collection of complete and accurate information from training participants, assisting with the organization/completion of interviews/focus groups, responding to surveys gauging training impact on participants, and submitting final reports. D. Grantee will participate in an NRPA-led virtual learning community. E. Grantee will complete training by February 28, 2025. 4. Promotion NRPA and the Susan Crown Exchange may use Grantee park names, photos, and/or information in connection with the Project for promotional or other purposes associated with the Project, in any and all media, without further payment, except where prohibited by law. If the G release form does not cover promotional and other uses, NRPA can provide one upon request. NRPA also grants Grantee a limited, non-exclusive, and royalty- other identifying marks ("Licensed Marks") for promotional or other purposes associated with the Project, unless prohibited by law. NRPA shall have the right to review and approve the use of the Licensed Marks, as well as any and all quality assurance standards. NRPA will provide Grantee with a marketing toolkit with pre-approved messaging, press release template, and logos. Any statement, message, announcement or use of logo related to this grant or Project used by the Grantee that is not included in the marketing toolkit must be provided to NRPA and approved by NRPA in advance of its release to the public. All Parties shall retain all title, ownership, rights, and intellectual property rights in their own respective marks, logos, content, materials, tools and intellectual property. Under no circumstance will any Party to this MOU use another Part false, misleading, or disparaging manner. Upon completion of the Project, Parties shall, at their own expense, return all copies Licensed Marks to their respective owners beyond what is necessary for record- keeping purposes. 5. Limits of Liability To the fullest extent permitted by applicable law, Grantee hereby release the Susan Crown Exchange and NRPA, and each of their directors, officers, managers, members, employees, agents, attorneys, advisors, consultants, volunteers and other like parties (collectively the Support Parties ), from any liability whatsoever relating to or arising out of the Project or the use of the Grant Funds. Grantee further waives any right to sue or bring any action of any kind against the Support Parties relating to or arising out of the Project or the use of the Grant Funds. This limitation of liability shall conduct, including, but not limited to, negligence (of any kind), strict liability, statutory liability, or any other causes of action. Grantee, shall be limited to the payment amounts paid pursuant to this MOU. NRPA shall not be liable for any damages caused by or arising out of the acts or omissions of a third party. 6. Indemnification In no event shall NRPA, Susan Crown Exchange, or Positive Coaching Alliance be liable for any punitive, exemplary, special, incidental, indirect or consequential damages of any kind (including, but not limited to loss of profits, loss of reputation and/or loss of current or prospective business advantage, even where such losses are characterized as direct damages) arising out of or in any way related to the relationship and/or dealings between the parties, regardless of whether the claim under which damages are sought is based upon contract, tort, negligence (of any kind), strict liability or otherwise, and regardless of whether the parties have been advised of the possibility of such damages at the time of contracting or otherwise. requirements of federal, state, or local laws, Subgrantee shall be responsible for the ordinary negligent acts and 7. Confidentiality During the term of this MOU, the Parties may learn certain Confidential Information of each other. The receiving party Confidential Information with at least the same degree of care as the receiving party would protect its own Confidential Information and as allowable by law, but fidential information, or permit it to be accessed or used, for any purpose other than to exercise its rights or perform its obligations under this MOU. 8. Term This MOU shall be effective as of the Effective Date hereof and shall continue until February 28, 2025 accordance with Section 11. 9. Use of Grant Funds The Grantee shall use the full amount of the Grant Funds exclusively for the purposes set forth in Section 1. Unless otherwise agreed in writingby the Grantor, the Grantee shall return any portionof the Grant Funds and the income earnedthereon that is not expended for such purposes in accordance with Section 11. The Grantees agree not to use any portion of the grant or any income derived from the grant for the following: A. To carry on propaganda or otherwise attempt to influence legislation within the meaning of Section 4945(d)(1) of the Internal Revenue Code of 1986, as amended (the Code). B. To influence the outcome of any specific public election or to carry on, directly or indirectly, any voter registration drive within the meaning of Section4945(d)(2) of the Code. C. To provide a grant to an individual for travel, study, or similar purpose within the meaning of Section 4945(g) of the Code, without prior written approval of Grantor. D. Payments of salaries, other compensation, or expense reimbursement to employees of the Grantees within the scope of their employment do not constitute for these purposes and are not subject to these restrictions. E. Except as expressly may be authorized in the approved Project, to provide a grant to any other organization without prior written approval of the Grantor. F. To promote or engage in the following, but not limited to, acts that would create civil liability, criminal acts, criminal acts of violence, terrorism, hate crimes, the destruction of any state, or discrimination on the basis of race, national origin, religion, military and veteran status, disability, sex, age, or sexual orientation, or support of any entity that engages in these activities. G. To travel to Annual Conference or any other conference travel without written approval from Grantor. 10. Audit Grantee is expected to keep and maintain detailed books and records relating to the Grant, and the Grant Funds the Term NRPA and its assigns have the right to audit the Grantees Grantees hours. If as a result of an audit, NRPA determines that Grant Funds were not spent in accordance with the purposes of this Grant, the Grantees shall: (1) be required to return any Grant Funds not substantiated, and (2) reimburse NRPA for all costs and expenses incurred in connection with such audit. If NRPA determines that Grant Funds were used for fraudulent purposes, the Grantees shall be barred from participation in any further programs. 11. Termination and Repayment Any Party written notice. Further, either party may terminate this MOU at any time effective upon receipt of written notice by the other party of failure to perform. In the event that this MOU is terminated for any reason, Grantee shall promptly repay to NRPA any portion of the Grant Funds not already spent (subject to and in accordance with all of the terms and conditions hereof) as of the effective date of such termination. None of the Parties shall be liable to the other by reason of termination of this MOU for compensation, reimbursement or damages for any loss of prospective profits on anticipated sales or for expenditures, investments, leases or other commitments relating to the business or goodwill of any of the parties, notwithstanding any law to the contrary. No termination of this MOU shall release the obligation to pay any sums due to the terminating party which accrued prior to such termination. 12. Compliance with Laws. Grantee will comply in full with all applicable federal, state, and local laws and regulations and rules of governmental agencies and bodies relating to Grantee's acceptance and use of the Grant Funds, including those that govern gifts, donations, contributions, expenditures, and anything else of value that benefit, directly or indirectly, public officials. Grantee agrees to notify Grantor immediately: (a) of any conduct on Grantee part that may be in violation of any applicable federal, state and local laws and (b) if Grantee receives notice of, or otherwise becomes aware of, any actual or threatened investigation, action, litigation, or disciplinary or other proceeding of which Grantee is or may be a subject in connection with the Grant Funds and to the extent permitted by applicable law, shall provide Grantor with all written notices and communications received by Grantee relating to or any such investigation, action, litigation, or disciplinary proceeding. 14. No Agency; Relationship of the Parties Each party and their respective officers, employees, agents, contractors and/or consultants are independent contractors and are not, nor shall they hold themselves out to as or claim to be, employees or agents of the other party or any department, agency or unit thereof; accordingly, neither party shall have any authority to enter into any agreement on behalf of the other party or otherwise cause the other party to incur any obligations whatsoever other than as set forth herein. 15. Notices All notices, requests, demands and other communications required or permitted under this MOU must be in writing and will be deemed to have been duly given, made and received only (a) when personally delivered, or (b) on the date specified for delivery when deposited with an overnight courier service such as Federal Express for delivery to the intended addressee, or (c) when sent via facsimile, only so long as followed by a hard copy sent in a manner set forth in (a) or (b) above, or (d) when delivered via email, only so long as followed by a hard copy sent in a manner set forth in (a) or (b) above, each of the foregoing addressed as set forth below: If to Grantee, to: City of Fort Worth Park and Recreation Department 100 Fort Worth Trail Fort Worth, TX 76102 Attn: Sharetta Goodwin Email: Sharetta.Goodwin@fortworthtexas.gov If to NRPA, to: National Recreation and Park Association 22377 Belmont Ridge Road Ashburn, VA 20148 Attn: Teresa Morrissey Email: tmorrissey@nrpa.org 16.Entire Agreement. This MOU supersedes any and all agreements, either oral or written, between the parties hereto with respect to the subject matter covered herein and contains all of the covenants and agreements between the parties with respect to the Grant purpose and Project in any manner whatsoever. Each party to this MOU acknowledges that no representations, inducements, promises, or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein, and that no other agreement, statement, or promise not contained in this MOU shall be valid or binding. Any modification of this MOU will be effective only if it is in writing signed by the parties hereto. Any changes, additions or deletions to this MOU, including the Project, must be approved in writing by all the parties. This MOU and all amendments may be signed in counterparts, each of which will constitute one and the same document. Any signature delivered via facsimile or other electronic means shall be deemed an original signature to this MOU. The section headings contained in this MOU are for reference purposes only and shall not affect in any way the meaning or interpretation of this MOU. 17. Severability. If any term, covenant, or condition of this MOU or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this MOU, or the application of such term, covenant, or condition to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each and every remaining term, covenant, or condition of this MOU shall be valid and enforced to the fullest extent permitted by law. These parties have caused this MOU to be signed by their duly authorized representatives as of the last date set forth below. 01/31/2025 Addendum to Memorandum of Understanding with The National Recreation and Park Association Page 1 of 4 ADDENDUM TO MOU BETWEEN THE CITY OF FORT WORTH AND THE NATIONAL RECREATION AND PARK ASSOCIATION This Addendum to the MOU is entered into by and between the CITY OF FORT WORTH , a home-rule municipal corporation of the State of Texas, acting by and through its duly authorized representative, and THE NATIONAL RECREATION AND PARK ASSOCIATION, a New York not-for-profit . The City and the (P ). The shall include the following: 1. The attached MOU; and 2. This Addendum. Notwithstanding any language to the contrary in the attached MOU, the Parties hereby stipulate by evidence of execution of this Addendum that the Parties hereby agree that the provisions in this Addendum shall be applicable to the Agreement as follows: 1.Term. The Agreement shall become effective upon the last signature affixed here and extend until February 28, 2025, unless terminated earlier in accordance with the provisions of the Agreement. 2.Termination. a.Convenience. Either the City or NRPA may terminate the Agreement at any time and for any reason by providing the other party with at least 30 days written notice of termination. b.Breach. If either party commits a material breach of the Agreement, the non- breaching Party must give written notice to the breaching party that describes the breach in reasonable detail. The breaching party must cure the breach ten (10) calendar days after receipt of notice from the non-breaching party, or other time frame as agreed to by the Parties. If the breaching party fails to cure the breach within the stated period of time, the non-breaching party may, in its sole discretion, and without prejudice to any other right under the Agreement, at law, or equity, immediately terminate this Agreement by giving written notice to the breaching party. c.Fiscal Funding Out. In the event no funds or insufficient funds are appropriated by the Fort Worth City Council in any fiscal period for any payments due hereunder, the City will notify NRPA of such occurrence and the Agreement shall terminate on the last day of the fiscal period for which appropriations were received without penalty or expense to the City of any kind whatsoever, except as to the portions of the payments herein agreed upon for which funds have been appropriated. Addendum to Memorandum of Understanding with The National Recreation and Park Association Page 2 of 4 3. . To the extent the attached MOU requires the City liquidated damages in any amount, the City objects to these terms and any such terms are hereby deleted from the Agreement and shall have no force or effect. 4. Law and Venue. Before commencing any litigation arising out of or relating to the relationship of the parties, this MOU, or the breach hereof, the parties agree to negotiate in good faith to resolve such dispute within fifteen (15) business days of notice by the other party of such dispute. 5. Sovereign Immunity. Nothing herein constitutes a waiver of the City eign immunity. To the extent the MOU requires the City to waive its rights or immunities as a government entity, such provisions are hereby deleted and shall have no force or effect. 6. Indemnity. To the extent the MOU requires the City to indemnify or hold NRPA or any third party harmless from damages of any kind or character, the City agrees only to indemnify NRPA to the extent allowed by law. 7. No Debt. In compliance with Article 11 § 5 of the Texas Constitution, it is understood and agreed that all obligations of the City hereunder are subject to the availability of funds. If such funds are not appropriated or become unavailable, the City shall have the right to terminate the Agreement except for those portions of funds which have been appropriated prior to termination. 8. Confidential Information. The City is a government entity under the laws of the State of Texas and all documents held or maintained by the City may be subject to disclosure under the Texas Public Information Act. To the extent the MOU requires that the City maintain records in violation of the Act, the City hereby objects to such provisions and such provisions are hereby deleted from the Agreement and shall have no force or effect. In the event there is a request for information marked by NRPA as Confidential or Proprietary, the City shall promptly notify NRPA. It will be the responsibility of NRPA to submit reasons objecting to disclosure. A determination on whether such reasons are sufficient will not be decided by the City, but by the Office of the Attorney General of the State of Texas or by a court of competent jurisdiction. 9. Addendum Controlling. If any provisions of the attached MOU conflict with the terms herein, are prohibited by applicable law, or conflict with any applicable rule, regulation, or ordinance of the City, the terms in this Addendum shall control. 10. Immigration and Nationality Act. NRPA shall verify the identity and employment eligibility of its employees who perform work under this Agreement, including completing the Employment Eligibility Verification Form (I-9). Upon request by the City, NRPA shall provide the City with copies of all I-9 forms and supporting eligibility documentation for each employee who performs work under this Agreement. NRPA shall adhere to all Federal and State laws as well as establish appropriate procedures and controls so that no services will be performed by any Addendum to Memorandum of Understanding with The National Recreation and Park Association Page 3 of 4 NRPA employee who is not legally eligible to perform such services. NRPA SHALL INDEMNIFY THE CITY AND HOLD THE CITY HARMLESS FROM ANY PENALTIES, LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY NRPA, EMPLOYEES, SUBCONTRACTORS, AGENTS, OR LICENSEES. The City, upon written notice to NRPA, shall have the right to immediately terminate this Agreement for violations of this provision by NRPA. 11.Electronic Signatures. This Agreement may be executed by electronic signature, which will be considered as an original signature for all purposes and have the same force and scanned and transmitted versions (e.g. via pdf file or facsimile transmission) of an original signature, or signatures electronically inserted via software such as Adobe Sign. 12.The City is a governmental entity under the laws of the state of Texas and pursuant - is self-insured and therefore is not required to purchase insurance. To the extent the MOU requires the City to purchase insurance, the City objects to any such provision, the Parties agree that any such requirement shall be null and void and is hereby deleted from the Agreement and shall have no force or effect. The City will provide a letter of self-insured status if requested by NRPA. (signature page follows) Addendum to Memorandum of Understanding with The National Recreation and Park Association Page 4 of 4 IN WITNESS WHEREOF, the Parties have executed this Agreement in multiples. FOR CITY OF FORT WORTH INTERNAL PROCESSES: Official site of the City of Fort Worth, Texas CITY COUNCIL AGENDA Create New From This M&C DATE:1/14/2025 REFERENCE NO.:**M&C 25-0009 LOG NAME:80MILLION COACHES GRANT CODE:G TYPE:CONSENT PUBLIC HEARING:NO SUBJECT: (ALL) Authorize Application for and Acceptance of, if Awarded, the National Recreation and Park Association Million Coaches Challenge Grant to Occur in Fiscal Year 2025, in an Amount Up to $4,000.00, Authorize Execution of Related Grant Agreement, and Adopt Appropriation Ordinance RECOMMENDATION: It is recommended that the City Council: 1. Authorize the application for and acceptance of, if awarded, the Million Coaches Challenge Grant from the National Recreation and Park Association in an amount up to $4,000.00; 2. Authorize execution of a grant agreement with National Recreation and Park Association for the Fiscal Year 2025 Million Coaches Challenge Grant; and 3. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations in the Grants Operating Other Fund, in the amount of $4,000.00, subject to receipt of the grant, for the purpose of funding the training efforts related to training volunteer coaches for the Youth Sports program. DISCUSSION: The National Recreation and Park Association (NRPA) Million Coaches Challenge Grant is designed to complement and enhance existing training and ensure all people interacting with youth have essential skills to promote relationship building, leadership and teamwork, cultural humility, conflict resolution, unconscious bias, building understanding, and more. The goal is ensuring park and recreation agencies have access to high-quality training programs that reduce burden on leadership to curate staff and volunteer trainings as well as building the knowledge of park and recreation professionals, seasonal staff, coaches and volunteers trained in youth development core competencies. As part of the grant award, all City of Fort Worth Volunteer Youth Coaches will gain access to selected training offerings including sessions provided by the Aspen Institute's Project Play, Nike, the US Olympic & Paralympic Committee as well as the Positive Coaching Alliance. Award of this grant and receipt of funds will occur in Fiscal Year 2025. No matching funds are required and no indirect cost will be incurred by the City of Fort Worth via the acceptance of this grant. No employee salaries will be paid utilizing the grant funds. The total grant amount is $4,000.00. These funds will be used to further training opportunities for staff and volunteer coaches. The grant application repository number is GRNT-APPL-0000000101. FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that upon approval of the above recommendations and adoption of the attached appropriation ordinance, funds will be available in the current operating budget, as appropriated, in the Grants Operating Other Fund. The Park & Recreation Department (and Financial Management Services) will be responsible for the collection and deposit of funds due to the City. Prior Page 1 of 2M&C Review 1/16/2025http://apps.cfwnet.org/council_packet/mc_review.asp?ID=32874&councildate=1/14/2025 Fund Department ID Account Project ID Program Activity Budget Year Reference # (Chartfield 2) Amount Fund Department ID Account Project ID Program Activity Budget Year Reference # (Chartfield 2) Amount to an expenditure being incurred, the Park & Recreation Department has the responsibility to validate the availability of funds. This is an advance grant. TO FROM Submitted for City Manager's Office by:Jesica L. McEachern (5804) Originating Department Head:Richard Zavala (5704) Additional Information Contact:Kyle McClure (5856) ATTACHMENTS FID TABLE for Athletics Grant 10.10.24 Fund Update.XLSX (CFW Internal) Form 1295 Certificate 101243526 (1).pdf (CFW Internal) ORD.APP_80MILLION COACHES GRANT_21003_AO25(R3)-Grant.docx (Public) PCA MOU_Funding_Fort Worth.pdf (CFW Internal) Page 2 of 2M&C Review 1/16/2025http://apps.cfwnet.org/council_packet/mc_review.asp?ID=32874&councildate=1/14/2025