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HomeMy WebLinkAboutContract 47104 E RE IA FW a September 1,2015 Ms. Susan Alanis Assistant City Manager City of Fort Worth 1000 Throckmorton Street Fort Worth, TX 76102 Dear Ms. Alanis: This letter serves as the grant agreement(the"Grant Agreement") between America's Promise Alliance and City of Fort Worth(the"Grantee"). As such, it outlines the terms and conditions that apply to the $15,000 grant awarded for the purposes of hosting a summit that will allow community leaders to convene key stakeholders to accelerate progress for improving the high school graduation rate and making all young people college and career ready(the"Grant"). America's Promise Alliance will work with grantee to meet the intended summit goals. The Grantee responsibilities include: • Obtaining at least$10,000 in matching funding solely through in-kind services provided by Grantee's employees, based on a schedule mutually agreed to by the parties, services for the purpose of hosting the summit; • Under this Agreement, grantees are not permitted to charge fees of any kind, including but not limited to registration fees, payments for food or beverages, wi-fi, etc. The GradNation Community Summit is a free convening for all who attend; identifying the most critical problems and the groups most affected; • Highlighting promising solutions (local solutions and others) that can be integrated into the community; • Involving key sectors of the community - businesses, civic organizations, non-profits, local government, educators,higher education,philanthropy, the faith community, as well as parents, and young people - that can respond; • Framing solutions through the lens of the Five Promises to ensure that each summit improves outcomes for young people holistically; • Securing local media involvement,through coverage and/or partnering to raise awareness of the issue for an extended period; • Integrating youth voice and leadership in the planning and implementation of the summit; • Using America's Promise and Grad Nation as the overarching brand for the umrmty „n E i°r R 97%RIr .m� .,., • Committing to the development or refinement of a Post-Summit Action Plan, based upon a common template, within 60 days after completion of the Summit; i i • Recognizing the national Presenting Sponsor and other local sponsors secured by America's 1 Promise (Attachment A). • Sharing information about the summit, ongoing actions and progress through the Grad Nation Communities Network, GradNation.org and other means; • Supporting the community collaboration assessment conducted by the Center for Promise; • Supporting the overall evaluation efforts of the Grad Nation Community Summits Initiative via Duke University(Attachment B). Terms and Conditions 1. Use of Grant Funds—All grant funds must be used only for charitable or educational purposes within the meaning of Internal Revenue Code Section 170(c)(2)and,more specifically, for the purposes stipulated above(the"Permitted Uses")and substantially in accordance with the attached approved budget. The grant funds may not be expended for any other purpose without America's Promise Alliance's prior written approval. Any funds not expended for the purposes of the grant during the grant term must be immediately returned to America's Promise Alliance. Grantee must contact America's Promise Alliance if it wishes to propose an alternate use of Grant funds from the Permitted Uses. Alternate use of Grant funds is permissible only if the Grantee has first contacted America's Promise Alliance to propose such changes, and subsequently has received America's Promise Alliance written approval to proceed with those changes. 2. Changes to the project plan—The Grantee is required to alert America's Promise Alliance to any significant changes to its organization or the project that could potentially impede its ability to implement plans and programs outlined in its proposal. Such changes would include but are not limited to significant alterations to its project activities/work plan, budget,staffing, funding from other sources or relationships with other organizations in effect at the time of this Grant Agreement. If there is any doubt about whether these changes are sufficiently significant to require reporting, America's Promise Alliance staff must be consulted. 3. Prohibited activities—The Grantee agrees that no portion of the Grant shall be used for activities that are prohibited to organizations exempt from federal income tax, including, without limitation,the participation or intervention in (including the publishing or distribution of statements)any political campaign on behalf of any candidate for public office, nor should the Grant be used for attempting to influence legislation or lobbying. 4. Termination of Grant and Reversion of Grant funds—America's Promise Alliance reserves the right to terminate this Grant Agreement, if, in its discretion, it determines that the Grantee has made any misrepresentations, has in any way misappropriated Grant funds or has violated the purpose or terms of this Grant Agreement. The declaration of bankruptcy by your organization or loss of your organization's exemption from Federal income taxation as provided under Section 501(c)(3) of the Internal Revenue Code will automatically terminate the Grant. In the event that America's Promise Alliance terminates this Grant Agreement pursuant to this Section,then the Grantee will return Grant funds unexpended as of the date of such termination, declaration of bankruptcy or loss of exemption to America's Promise Alliance within ten working days of such date. America's Promise Alliance also reserves the right to terminate this Grant Agreement if a force majeure event(defined as an event beyond the control of America's Promise Alliance or the Grantee and not involving America's Promise Alliance or the Grantee's fault or negligence and not foreseeable, including, but not restricted to, acts of God; acts of the Government; and unusually severe weather)substantially delays or prevents performance by the Grantee for more than thirty (30)days. 5. Grant period—The period for the project being supported by this Grant will begin on September 1,2015 and will end on December 15,2016. 6. Grant disbursement—Grant funds will be disbursed from America's Promise to the Grantee in two payments following the receipt of a signed copy of this Grant Agreement. Payment 1: $10,000 dispersed upon receipt of signed Grant Agreement Payment 2: $5,000 dispersed upon receipt of Post-Summit Action Plan 7. Grantee monitoring and reporting—America's Promise Alliance and its representatives will monitor program operations under this Grant. Such monitoring may include visits by America's Promise Alliance staff or contractors to observe Grant administration and discuss project with Grantee personnel. America's Promise Alliance may contact summit attendees and planners via email for evaluation purposes. Grantee is also required to: • Submit a proposed budget and tentative date(s) for the summit within forty-five(45) days of signed Grant Agreement • Participate in monthly technical assistance calls • Submit a post-summit partner and attendee list ten(10)days post summit(using template provided by America's Promise) • Submit an action plan sixty(60)days post summit(using template provided by America's Promise) • Provide a financial report including a cash basis financial statement that includes a listing of matching cash or in-kind funding equal to or in access of$10,000 and attested to by the responsible financial officer of the Grantee or a certified public accountant within sixty(60) days after completion of the Summit. Press releases, photos and other materials demonstrating the successes of the project are encouraged as attachments to the reports. America's Promise Alliance may also request photos and supporting materials related to the Grant at any time during the Grant period. 8. Project budgets—It is understood that no substantial variances (10 percent or more)to the project budget submitted to and approved by America's Promise Alliance will be made without prior written approval. 9. Financial Records—Grant funds are to be used for the purposes stated in this Grant Agreement. The Grantee must be able and willing to prove to America's Promise Alliance's satisfaction that no portion of the Grant funds have been used for purposes other than those stipulated above. To this end, vouchers consisting of bills, invoices, canceled checks, receipts and other documents which provide evidence of the disbursement of funds for the total budget under this Grant, as well as copies of reports submitted to America's Promise Alliance, shall be retained by the Grantee for at least three years following completion of the Grant period. The Grantees' books and records relating to the Grant shall be made available for America's Promise Alliance or its representatives' inspection upon reasonable notice during regular business hours for the purpose of making such financial audits,verifications or program evaluations as America's Promise Alliance deems necessary concerning the Grant. Copies of such documents shall be furnished to America's Promise Alliance or its representatives upon request. 10. Public announcements—The Grantee agrees to inform America's Promise Alliance of any public announcement made with respect to this Grant, at least three weeks prior to issuing one to allow for America's Promise Alliance internal review as well as that of our funders. 11. Use of trademarks—If Grantee desires to use America's Promise Alliance trademarked logos and marks,the Grantee agrees to adhere to the terms and conditions of the Use of Mark agreement attached hereto(Attachment C)and made a part hereof. 12. Income tax exemptions—It is understood that by countersigning this agreement,the Grantee confirms,represents and warrants that it is an organization exempt from federal income taxation. The Grantee should provide America's Promise Alliance with immediate notification of any changes in its tax-exempt status as soon as it occurs. 13. Good standing with state government—The Grantee confirms that it is in good standing with appropriate state governmental agencies. If requested by America's Promise Alliance,the Grantee shall provide written evidence of its good standing. The Grantee agrees that it shall immediately notify America's Promise Alliance of any change in the Grantee's good standing, including the initiation of any proceeding, investigation, audit, or inquiry of which the Grantee is a party. 14. Changes in law—The foregoing conditions comply with obligations imposed upon America's Promise Alliance by federal law to make reasonable efforts and establish adequate procedures to see that Grant funds are solely used for the purposes for which they were granted, and to obtain full and complete reports on how grant funds have been expended. Changes in federal law, or in regulations interpreting it, may require America's Promise Alliance to ask that more detailed reports be submitted or that other steps prospectively be taken. In this event,the parties agree to execute an amendment to this Agreement outlining such changes. 15. Applicable Statutes and Rules—Grantee agrees to be bound by all the terms and conditions of this Grant Agreement and all applicable state and federal statutes and regulations. 16. Violations—Any violations of the foregoing conditions will require refunding to America's Promise Alliance of any amounts subject to the violation. 17. Governmental Powers—By execution of this Agreement, Grantee does not waive or surrender any of its governmental powers or immunities. 18. No Third Party Rights—The provisions and conditions of this Agreement are solely for the benefit of the Grantee and America's Promise Alliance, and are not intended to create any rights, contractual or otherwise, for any other person or entity. IE S W HEREOF,the parties hereto have executed this agreement in multiples this ��day �2015 CITY OF FORT WORTH AMERICA'S PROMISE ALLIANCE By: �w� By: �� _. . ",- san Alanis John S. Gomperts Assistant City Manager President and CEO APPRO ED AS TO FORM AND LEGALITY: Assistant City ey FO /&4 Sei�ietary NO M&C REQUIRE ssis i ! �;yJA89G�'&S�pCA :,_ ,, ,...,' & sky� ✓/ -S7r (7 Organization: City of Fort Worth Tax Id: CWF VAL R CORK)l' rid j�o Ym yy I ATTACHMENT A Sponsorship Recognition The Grad Nation Community Summit program is funded by America's Promise Alliance by way of our generous sponsors. We ask that all communities join us in recognizing our national Presenting Sponsor and other local sponsors secured by America's Promise. Communities are encouraged to solicit additional funding and should recognize these local sponsors as they wish. AT&T: Presenting Sponsor AT&T will be recognized through remarks, signage (logo), in media materials, and on printed program Communities will agree to reserve a speaking opportunity for an AT&T representative. AT&T representative will provide welcoming remarks and set the context for the programming to follow. Local sponsor(s): In certain communities,there will be additional summit sponsors requiring recognition. Local sponsors will be recognized in remarks, in media materials, and on printed program. Communities will agree to reserve a speaking opportunity for local sponsors, either as part of a plenary or relevant breakout session if required. ATTACHMENT B Community Summit Evaluation Efforts Supporting the Work of Duke University As a grant requirement summit communities are expected to support the overall evaluation efforts of the Grad Nation Community Summits Initiative by the Center for Child and Family Policy, Duke University. About Center for Child and Family Policy,Duke University The Center for Child and Family Policy's mission is to contribute to solutions to important problems affecting today's children and families,through an integrated system of teaching, research, service, and policy engagement. The Center emphasizes the bridge from basic research to policy and practice. Timeline Post-summit • Brief convener online survey (no later than 10 days after the summit) • Participant list (no later than 10 days after the summit) • Partner list(no later than 10 days after the summit) • Action Plan(no later than 60 days after the summit) • Brief convener survey (4 and 8 months after the summit) • Follow-up survey (one year after the summit) Attachment C—Use of Trademarks Whereas America's Promise Alliance is the Owner of America's Promise Alliance trademarked logos and marks. Whereas Grantee is qualified to and desires to use these Marks in connection with promoting its work as one of the America's Promise Alliance Grad Nation Community Summit grantees and wishes to obtain a license for such use of the Mark. Now therefore,in consideration of the premises and of the mutual undertakings and obligations of the parties hereinafter set forth, the parties hereto do hereby agree as follows: A. Grant America's Promise Alliance grants the Grantee a non-exclusive,non-assignable and nontransferable license to use and display the Mark as described under"Use of Mark"below. The Grantee agrees to use the Mark only as set forth in this Agreement.America's Promise Alliance will provide the community with a version of these Marks. Nothing in this Agreement will give the Licensee any right to the Mark beyond the right granted in this Agreement. B. Use of Marks 1. Placement Grantee may display the Marks in transient advertising and solicitations, to include newspaper advertisements,periodicals,billboards,posters, direct mail appeals, flyers and television,in annual reports,or other promotion materials (hereinafter"advertising and solicitations"). Grantee may install the Mark anywhere on their primary World Wide Web site,on web sites and in email(hereinafter"website displays")provided the Mark clicks to a Grad Nation Community Summits section of the AmericasPromise.org website as described below.All uses must be consistent with the intended uses described in this agreement. 2. Marks Usage Specifications Upon Grantee's signing of this Agreement,APA will provide Grantee with a digital version of the Mark as well as specifications for usage for the Licensee to use in non-electronic media.APA will also provide Licensee with access information to digital versions of the Mark for the Licensee to download and install in electronic media.The Licensee may not modify or change the PMS Colors used in the Marks.The Marks should appear in the four PMS (or PROCESS equivalent) colors specified or Black and White (Greyscale). No other color or tint combinations are acceptable. 3. Restrictions The Marks cannot be used in for-profit commercial ventures, such as affinity cards (for example, Visa/MasterCard). Such commercial ventures violate this agreement and can result in the decision to curtail the Grantee's further use of the Marks. The Agreement does not authorize the Licensee to alter the Marks in any way or to use them in a manner which would reflect poorly on America's Promise Alliance or the community. The Marks must be used as designed. America's Promise has the right to void the License Agreement if Licensee is found to have modified or broken-up components within the Marks live area. 4. Inspection Grantee shall supply America's Promise Alliance with a sample of any advertising and solicitations, and samples of any website display in which the marks will appear prior to their use and/or distribution to the public. Grantee further agrees to supply America's Promise Alliance with samples of any changes in the use or appearance of the Marks in connection with the advertisements or solicitations or website displays already approved by America's Promise Alliance prior to their use or distribution to the public. Grantee acknowledges America's Promise Alliance's right to review and disallow any and all advertising and/or promotional materials bearing the Marks before and after publication and distribution. Grantee agrees not to use or distribute to the public any proposed advertising and solicitations or website displays bearing the Marks or any previously approved advertising and solicitations or website displays with changes in the use or appearance of the Marks until America's Promise Alliance approves the advertising and solicitations or website displays. America's Promise Alliance's approval of the advertising and solicitations or website displays shall be in its reasonable discretion and shall not be unreasonably withheld. C. Ownership of Marks Grantee acknowledges and agrees that the Marks and the goodwill associated therewith are the sole and exclusive property of America's Promise Alliance and that all use of the Marks by Grantee shall inure to the benefit of and be on behalf of America's Promise Alliance. Grantee further acknowledges and agrees that nothing in this Agreement shall give the Grantee any rights, title,or interest in and to the Marks other than the right use the Marks in accordance with this Agreement. Grantee will not at any time do,or knowingly permit to be done,any acts or things which would or could affect the validity of the Marks. D. Grantee Responsibilities Upon request,Grantee agrees to provide America's Promise Alliance with information on where the Marks will appear including the uniform resource locators (URL)where Grantee will display the Marks online. If the URL changes, the Grantee will notify America's Promise Alliance of the new URL and of the URL of the web site that will no longer display the logo,if appropriate. E. America's Promise Alliance Responsibilities America's Promise Alliance will maintain the technology to ensure that the online Marks click to a Grad Nation Community Summits section of the AmericasPromise.org website. F. Term,Suspension and Termination 1. Term The license is for a term of five years commencing on the date this grant agreement is executed by America's Promise Alliance. The term of the License is renewable with the written consent of America's Promise Alliance. 2. Suspension and Termination This Agreement and the license may be suspended by America's Promise Alliance in its sole discretion if there are substantial questions raised regarding the Grantee's use of the Marks or the appropriateness of the Marks given previously unanticipated circumstances,particularly as they relate to the ongoing progress toward the goals of the Grad Nation Community Summits and fulfillment of the terms of the Grad Nation Community Summit agreement.America's Promise Alliance may terminate this Agreement regarding the use of Marks upon ten days notice if grantee violates any terms of the Agreement,is declared insolvent or bankrupt,or in any way conducts themselves in a manner inconsistent with the objectives of the Dropout Summit and detrimental to the communities'young. 3. Responsibilities upon Suspension and Termination The Grantee agrees to remove the Marks immediately from all electronic media, to discard promptly all materials bearing the Marks, and cease future use of the Marks. G. Indemnification The Grantee agrees to hold America's Promise Alliance harmless against any loss,damage or expense,including reasonable attorney's fees,arising out of any third party claim alleging misuse by Licensee,or of any violation of the terms and conditions of this Agreement. H. Policin g America's Promise Alliance agrees that it will police infringements of the Licensed Marks that are brought to its attention. Grantee agrees that it will cooperate with America's Promise Alliance in preventing,enjoining, or prosecuting any infringements of the Licensed Marks. If America's Promise Alliance elects not to bring action against any alleged infringer of the Licensed Mark, Grantee shall have the right to initiate infringement proceedings at its own expense,in its name and that of the America's Promise Alliance.America's Promise Alliance agrees that it will cooperate with Grantee in any such suit,in any reasonable manner requested by Grantee,at Grantee's expense. L Limitation of Liabili ty Grantee agrees that it will not sue America's Promise Alliance for monetary damages on any matter concerning this Agreement. J. Entire Agreement/Modifications This agreement is not valid until the Grant Agreement has been countersigned by an authorized representative of America's Promise Alliance. If America's Promise Alliance wishes to modify the scope of Grantee's use of the Marks during the term of this Agreement,it will notify Grantee in writing. In this event, the parties agree to negotiate an amendment to this agreement diligently and in good faith. If an amendment cannot be mutually agreed to within 60 calendar days of such notice, America's Promise Alliance will have the right to terminate this Agreement immediately upon provision of written notice to Grantee. Notwithstanding the foregoing, Grantee will not be prohibited from using the Marks in any advertising and solicitations that were contracted for prior to the effective date of termination, even if such advertising and solicitations appear after such date.