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HomeMy WebLinkAboutCED Pass Through Agreement; California Film InstitutePass Through Agreement between the City of San Rafael and California Film Institute This Pass -Through Agreement (hereinafter "Agreement") is made and entered into this 10/30 , 2024 by and between the City of San Rafael, a municipal agency in the State of California (hereinafter "City"), and California Film Institute. The Downtown San Rafael Arts District ("DSRAD") is a collaboration between the following organizations, referred to collectively as the "Stakeholder Group", which as of the date of execution of this agreement includes: • Art Works Downtown, a 501(c)3 organization; and • California Film Institute, a 501(c)3 organization; and • Marin Society of Artists, a 501(c)3 organization; and • Youth In Arts, a 501(c)3 organization; and • The San Rafael Chamber of Commerce on behalf of the Business Improvement District (BID), a 501(c)6 organization; and • The City of San Rafael RECITALS A. The Stakeholder Group was established in 2017, when San Rafael was designated as a Cultural Arts District by the California Arts Council. The Stakeholder Group is organized to collaborate with local arts leaders, businesses, city officials, and community members to create a vibrant and engaging environment that promotes well-being, equity, and inclusivity through the arts. The Group endeavors to provide access to world -class arts and culture education and experiences for everyone in San Rafael, and values serving all members of the community; embracing the arts to build inclusive community relationships and dialogue to confront and address pressing social and economic issues; engaging the historically under - served and marginalized populations in our community to promote greater equity and diversity; and creating a welcoming and innovative downtown community anchored and unified by a thriving arts and culture scene. B. The Stakeholder Group was recertified as a State of California Cultural District ("CD") by the California Arts Council ("CAC") in 2023. C. The Stakeholder Group submitted a grant Application to the CAC. On April 5, 2023, the City was awarded a lump -sum grant of $671,429 from the CAC. D. The San Rafael City Council approved acceptance of that grant in accordance with Resolution # 15199. The City has received the full $671,429 grant from the California Arts Council. E. On May 16, 2023, the City of San Rafael executed CAC Grant Standard Agreement (STD 213) Document ID 1269112 including its Exhibit A —Scope of Work, Exhibit B— Budget Detail and Payment Provisions, Exhibit C General Terms and Conditions and Exhibit D Special Terms and Conditions (collectively referred to as the "CAC Grant Agreement" and attached as Exhibit A to this Agreement.) DSRAD Grant Pass -through Agreement Page 1 F. In June 2024, the CAC awarded the City a grant increase of $38,461, bringing the grant total to $709,890. G. In 2024 the CAC extended the grant term until June 30, 2026. H. The objective of this Agreement is to establish procedures through which the CAC grant funds will be distributed. AGREEMENT NOW THEREFORE, in consideration of the foregoing, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows: 1. Statement of Agreement It is mutually agreed and understood that, upon the signing of this Agreement: a. The Agreement is valid until June 30, 2026, or through the end of the grant spending period as determined by the California Arts Council. The term of validity of the Agreement is the "Agreement Period." b. The Stakeholder agrees that the City of San Rafael is the best situated organization to act as the Fiscal Sponsor for the CAC grant award. c. As the Fiscal Sponsor, the City is responsible for managing, accounting for, and disbursing all California Art Council grant funds as described in the CAC Grant Agreement, attached as Exhibit B. d. The City agrees to disburse funds to the California Film Institute in accordance with this Agreement. If the cumulative amount of disbursements under this agreement does not exceed $75,000, the City Manager may approve each disbursement. If the cumulative amount of disbursements exceeds $75,000, City Council approval shall be required. e. California Film Institute may request disbursement of grant funds as a lump sum, or periodically. Periodic requests will be disbursed by the City within thirty (30) days of receipt of an accurate and complete funding request in the form of Exhibit D `Funding Request Form'. i. California Film Institute shall return to the City any unexpended grant funds under the following conditions: 1. Within 30-days of a return request made by the City, if the City determines in its reasonable discretion that the California Film Institute has not performed in accordance with this Agreement; or 2. Prior to the end of the Agreement Period, if any portion of the funding is not used for grant purposes. California Film Institute shall account for all disbursed funds provided by City through the CAC Grant, together with any interest thereon, separately in the California Film Institute's books and records. A systematic accounting record shall be kept by California Film Institute of the receipt and disbursement of such funds. California Film Institute shall provide the City with copies of any records and supporting documentation pertaining to the performance of this Agreement. California Film Institute agrees to maintain such records for possible audit for a minimum of three (3) years after final payment, unless a longer period of records retention is stipulated. Each stakeholder agrees to allow auditor(s) access to such records during normal business hours and to allow interviews of any DSRAD Grant Pass -through Agreement Page 2 employees who might reasonably have information related to such records. Further, California Film Institute agrees to include a similar right of the State to audit records and interview staff in any subcontract related to performance of this Agreement. City, or its designated representative, reserves the right, upon written notice, to audit California Film Institute books and records relating to the expenditure of any funds provided by City as a restricted grant. California Film Institute acknowledges the record keeping requirements and audit rights of the State of California contained in the CAC Grant Agreement (Exhibit A), including without limitation, its Exhibit C General Terms and Conditions of that Agreement, Paragraph 4 and Exhibit D Special Terms and Conditions, Paragraph 8 of that Agreement. California Film Institute further acknowledges that the City may request quotes, invoices, and other records from members of the California Film Institute to account for all California Art Council expenditures. g. The following uses of funds are prohibited under this Agreement: i. Purposes other than those that are described in Exhibit B, CAC Grant Scope of Service; ii. Administrative costs not related to the implementation of the Grant, or directly related to DSRAD programs or events; iii. Conducting lobbying, carrying out propaganda or otherwise attempting to influence Legislation; iv. Influencing the outcome of any election through any means; v. Fundraising purposes, unless the California Arts Council permits such use; vi. Scholarships or Fellowships; and vii. Budget shortfalls or endowment funds; viii. Land acquisition or real estate purchases. h. Any materials produced under this Agreement shall be made available to the public following such reasonable requirements as City may establish from time to time. California Film Institute grants to City an irrevocable, nonexclusive license to publish any publication, program materials, studies, forms, or research funded by this grant at City's sole discretion. California Film Institute agrees to disseminate to the public, using established channels of communication, pertinent information relating to other materials produced through this Agreement. i. California Film Institute agrees to provide immediate written notice to City if significant changes or events occur during the term of this grant which could potentially impact the progress or outcome of the grant, including, without limitation, changes to the California Film Institute's management personnel or loss of funding. j. California Film Institute acknowledge that they understand the obligations imposed by this Agreement, including but not limited to the following: i. California Film Institute agrees to use the following phrase in all materials produced as a result of receiving grant funds "This activity is supported in part by the California Arts Council, a state agency. Learn more at www.arts.ca.gov." If published, recorded, or visual material (such as in a magazine, film, video, book or brochure) espouses an editorial viewpoint, Grantee must specify in the material that "Any findings, opinions, or conclusions contained herein are not necessarily those of the California Arts Council." DSRAD Grant Pass -through Agreement Page 3 ii. California Film Institute will not use the City logo or letterhead without the prior written consent by the City's designated Stakeholder. iii. California Film Institute is required to pass on all responsibilities of this Agreement when they enter into agreements with consultants and contractors that will be paid using grant funds provided under this Agreement. iv. California Film Institute enters into this Agreement with the understanding that City has no obligation to provide other or additional support or grants to California Film Institute. 2. Indemnification a. Except as otherwise provided in subparagraph b of this section, California Film Institute shall, to the fullest extent permitted by law, indemnify, release, defend with counsel approved by City, and hold harmless City, its officers, officials, agents, employees and volunteers (collectively, the "City Indemnitees"), from and against any claim, demand, suit, judgment, loss, liability or expense of any kind, including but not Limited to attorney's fees, expert fees and all other costs and fees of litigation, (collectively "Claims"), arising out of California Film Institute's performance of its obligations or conduct of its operations under this Agreement. The California Film Institute's obligations apply regardless of whether a liability is caused or contributed to by the active or passive negligence of the City Indemnitees. However, to the extent that Liability is caused by the active negligence or willful misconduct of the City Indemnitees, the California Film Institute indemnification obligation shall be reduced in proportion to the City Indemnitees' share of liabilityforthe active negligence orwillful misconduct. In addition, the acceptance or approval of the California Film Institute's work or work product by the City or any of its directors, officers or employees shall not relieve or reduce the California Film Institute's indemnification obligations. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arisingfrom California Film Institute's performance of or operations under this Agreement, partners shall provide a defense to the City Indemnitees or at City's option reimburse the City Indemnitees their costs of defense, including reasonable attorneys' fees, incurred in defense of such claims. b. California Film Institute shall indemnify and hold harmless the City and City Indemnitees from and against damages, liabilities or costs (including incidental damages, Court costs, reasonable attorney's fees as may be determined by the Court, Litigation expenses and fees of expert witnesses incurred in connection therewith and costs of investigation) to the extent they are caused by the negligence, recklessness, or willful misconduct of partners, or subcontractors or anyone directly or indirectly employed by them, or anyone for whom they are legally liable (collectively, "Liabilities"). Such obligation to hold harmless and indemnify any indemnity shall not apply to the extent that such Liabilities are caused in part by the negligence or willful misconduct of such City Indemnitee. c. The defense and indemnification obligations of this Agreement are undertaken in addition to, and shall not in any way be Limited by, the insurance obligations contained in this Agreement and shall survive the termination or completion of this Agreement for the full period of time allowed by law. DSRAD Grant Pass -through Agreement Page 4 3. Contacts and Notices All notices under this Agreement shall be in writing (unless otherwise specified) delivered to the parties by hand, by email, by commercial courier service, or by United States mail, postage prepaid, addressed to the parties at the addresses set forth below or such other addresses as the parties may designate by notice. For City of San Rafael: Library and Recreation Director City of San Rafael 618 B Street San Rafael, CA 94901 Phone: (415) 485-3300 Email: recreationCcbcityofsanrafae" For Stakeholder Organizations: California Film Institute, a 501(c)3 organization o Core Decision Maker: Dane Callihan o Address: 1001 Lootens Place, Suite 220 San Rafael, CA94901 o Phone: (415) 383-5256 o E-mail: dcallihanCccafilm.org 4. NO THIRD -PARTY BENEFICIARIES Nothing contained in this Agreement shall be construed to create, and the Parties do not intend to create, any rights in third parties. 5. EXPENSES Except as otherwise provided in Section 2 of this Agreement, each party shall be solely responsible for and shall bear all of its own respective legal expenses in connection with any dispute arising out of this Agreement and the transactions hereby contemplated. The Parties may not use grant funds for the aforementioned purpose. 6. INTEGRATION This Agreement, including Exhibits A, B, C, D and E which are attached hereto and incorporated herein by reference, represents the entire Agreement of the Parties with respect DSRAD Grant Pass -through Agreement Page 5 to the subject matter thereof. No representations, warranties, inducements, or oral agreements have been made by any of the parties except as expressly set forth herein. 7. AMENDMENT Except as otherwise provided herein, this Agreement may not be changed, modified, or rescinded except in writing, signed by all Parties hereto, and any attempt at oral modification of this Agreement shall be void and of no effect. 8. SEVERABILITY Should a court of competent jurisdiction rule or declare that any part of this Agreement is unconstitutional, invalid, or beyond the authority of either party to enter into or carry out, such decision shall not affect the validity of the remainder of this Agreement, which shall continue in full force and effect; provided that the remainder of this Agreement can, absent the excised portion, be reasonably interpreted to give effect to the intentions of the Parties. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year above written. California Film Institute Name: Dane Callihan Its: Deputy Director CITY OF SAN RAFAEL ct tji e ALO! rZc_h Cristine Alilovich (Oct 30. 2024 2110 PDTI Cristine Alilovich, City Manager DSRAD Grant Pass -through Agreement Page 6 EXHIBIT A GRANT AGREEMENT BETWEEN CITY AND CALIFORNIA ART COUNCIL SCO ID: 8260-CD-23-20127 Po Number. STATE OF CALIFORNIA - DEPARTMENT OF GENERAL SERVICES STANDARD AGREEMENT AGREEMENT NUMBER PURCHASING AUTHORITY NUMBER (if Applicable) STD 213 (Rev. 04/2020) CD-23-20127 1. This Agreement is entered into between the State Agency and the Contractor named below: CONTRACTING AGENCY NAME California Arts Council CONTRACTOR NAME City of San Rafael 2. The term of this Agreement is: START DATE 07-01-2022 THROUGH END DATE 06-30-2025 3. The maximum amount of this Agreement is: $671,429 4. The parties agree to comply with the terms and conditions of the following exhibits which are by this refrence made a part of the Agreement. EXHIBITS TITLE PAGES Exhibit A Scope of Work Exhibit B Budget Detail and Payment Provisions Exhibit C* General Terms and Conditions Exhibit D Special Terms and Conditions Items shown with an asterisk(*), are hereby incorporated by reference and made part of this agreement as if attached hereto. These documents can be viewed at https:/fwwyl.dgs.ca.goyIOLSIResources IN WITNESS WHEREOF, THIS AGREEMENT HAS BEEN EXECUTED BY THE PARTIES HERETO. CONTRACTOR CONTRACTOR'S NAME (if other than an individual, state whether a corporation, partnership, etc.) City of San Rafael CONTRACTOR BUSINESS ADDRESS CITY STATE ZIP 1400 Fifth Avenue San Rafael ICA 94901 PRINTED NAME OF PERSON SIGNING TITLE Jim Schutz City Manager NTFt f TaO u'HORIZED SIGNATURE STATE OF CALIFORNIA CONTRACTING AGENCY NAME California Arts Council )ATE SIGNED 05-16-2023 CONTRACTING AGENCY ADDRESS CITY STATE ZIP 2750 Gateway Oaks Dr., Suite 300 Sacramento CA 95833 PRINTED NAME OF PERSON SIGNING TITLE Jonathan Moscone Executive Director / 'AUTHORIZED SIGNATURE DATE SIGNED 05-16-2023 CALIFORNIA DEPARTMENT OF GENERAL SERVICES APPROVAL EXEMPTION, IF APPLICABLE Page 1 of 1 DSRAD Grant Pass -through Agreement, Exhibit A EXHIBIT A — SCOPE OF WORK Expanded With support from the California Arts Council, City of San Rafael agrees to reporting requirements (including Interim and Final. Reports), agrees to send a representative contingent to any CAC-convenings, and will support the Downtown San Rafael Arts District with the following: Develop a DSRAD Strategic Plan Build DSRAD capacity and sustainability. Raise DSRAD visibility. Increase DSRAD supporter base. Continue existing programs, events and activities delivered through DSRAD core partners. Grow programs, events and activities as capacities are built. EXHIBIT B — BUDGET DETAIL AND PAYMENT PROVISIONS Expanded Grant Amount Total: $671,429 for approved Cultural Districts Activities. DSRAD Grant Pass -through Agreement, Exhibit A GTC 04/2017 EXHIBIT C GENERAL TERMS AND CONDITIONS 1. APPROVAL: This Agreement is of no force or effect until signed by both parties and approved by the Department of General Services, if required. Contractor may not commence performance until such approval has been obtained. 2. AMENDMENT: No amendment or variation of the terms of this Agreement shall be valid unless made in writing, signed by the parties and approved as required. No oral understanding or Agreement not incorporated in the Agreement is binding on any of the parties. 3. ASSIGNMENT: This Agreement is not assignable by the Contractor, either in whole or in part, without the consent of the State in the form of a formal written amendment. 4. AUDIT: Contractor agrees that the awarding department, the Department of General Services, the Bureau of State Audits, or their designated representative shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. Contractor agrees to maintain such records for possible audit for a minimum of three (3) years after final payment, unless a longer period of records retention is stipulated. Contractor agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Further, Contractor agrees to include a similar right of the State to audit records and interview staff in any subcontract related to performance of this Agreement. (Gov. Code §8546.7, Pub. Contract Code § 10115 et seq., CCR Title 2, Section 1896). 5. INDEMNIFICATION: Contractor agrees to indemnify, defend and save harmless the State, its officers, agents and employees from any and all claims and losses accruing or resulting to any and all contractors, subcontractors, suppliers, laborers, and any other person, firm or corporation furnishing or supplying work services, materials, or supplies in connection with the performance of this Agreement, and from any and all claims and losses accruing or resulting to any person, firm or corporation who may be injured or damaged by Contractor in the performance of this Agreement. 6. DISPUTES: Contractor shall continue with the responsibilities under this Agreement during any dispute. 7. TERMINATION FOR CAUSE: The State may terminate this Agreement and be relieved of any payments should the Contractor fail to perform the requirements of this Agreement at the time and in the manner herein provided. In the event of such termination the State may proceed with the work in any manner deemed proper by the State. All costs to the State shall be deducted from any sum due the Contractor under this Agreement and the balance, if any, shall be paid to the Contractor upon demand. DSRAD Grant Pass -through Agreement, Exhibit A 8. INDEPENDENT CONTRACTOR_ Contractor, and the agents and employees of Contractor, in the performance of this Agreement, shall act in an independent capacity and not as officers or employees or agents of the State. 9. RECYCLING CERTIFICATION: The Contractor shall certify in writing under penalty of perjury, the minimum, if not exact, percentage of post consumer material as defined in the Public Contract Code Section 12200, in products, materials, goods, or supplies offered or sold to the State regardless of whether the product meets the requirements of Public Contract Code Section 12209. With respect to printer or duplication cartridges that comply with the requirements of Section 12156(e), the certification required by this subdivision shall specify that the cartridges so comply (Pub. Contract Code §12205). 10. NON-DISCRIMINATION CLAUSE: During the performance of this Agreement, Contractor and its subcontractors shall not deny the contract's benefits to any person on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status, nor shall they discriminate unlawfully against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. Contractor shall insure that the evaluation and treatment of employees and applicants for employment are free of such discrimination. Contractor and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code § 12900 et seq. ), the regulations promulgated thereunder (Cal. Code Regs., tit. 2, § 11000 et seq.), the provisions of Article 9.5, Chapter 1, Part 1, Division 3, Title 2 of the Government Code (Gov. Code §§11135-11139.5), and the regulations or standards adopted by the awarding state agency to implement such article. Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the awarding state agency upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours' notice, to such of its books, records, accounts, and all other sources of information and its facilities as said Department or Agency shall require to ascertain compliance with this clause. Contractor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. (See Cal. Code Regs., tit. 2, §11105.) Contractor shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Agreement. 11. CERTIFICATION CLAUSES: The CONTRACTOR CERTIFICATION CLAUSES contained in the document CCC 04,12017 are hereby incorporated by reference and made a part of this Agreement by this reference as if attached hereto. 12. TIMELINESS: Time is of the essence in this Agreement. DSRAD Grant Pass -through Agreement, Exhibit A 13. COMPENSATION: The consideration to be paid Contractor, as provided herein, shall be in compensation for all of Contractor's expenses incurred in the performance hereof, including travel, per diem, and taxes, unless otherwise expressly so provided. 14. GOVERNING LAW: This contract is governed by and shall be interpreted in accordance with the laws of the State of California. 15. ANTITRUST CLAIMS: The Contractor by signing this agreement hereby certifies that if these services or goods are obtained by means of a competitive bid, the Contractor shall comply with the requirements of the Government Codes Sections set out below. a. The Government Code Chapter on Antitrust claims contains the following definitions: 1) "Public purchase" means a purchase by means of competitive bids of goods, services, or materials by the State or any of its political subdivisions or public agencies on whose behalf the Attorney General may bring an action pursuant to subdivision (c) of Section 16750 of the Business and Professions Code. 2) "Public purchasing body" means the State or the subdivision or agency making a public purchase. Government Code Section 4550. b. In submitting a bid to a public purchasing body, the bidder offers and agrees that if the bid is accepted, it will assign to the purchasing body all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2 (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, materials, or services by the bidder for sale to the purchasing body pursuant to the bid. Such assignment shall be made and become effective at the time the purchasing body tenders final payment to the bidder. Government Code Section 4552. c. If an awarding body or public purchasing body receives, either through judgment or settlement, a monetary recovery for a cause of action assigned under this chapter, the assignor shall be entitled to receive reimbursement for actual legal costs incurred and may, upon demand, recover from the public body any portion of the recovery, including treble damages, attributable to overcharges that were paid by the assignor but were not paid by the public body as part of the bid price, less the expenses incurred in obtaining that portion of the recovery. Government Code Section 4553. d. Upon demand in writing by the assignor, the assignee shall, within one year from such demand, reassign the cause of action assigned under this part if the assignor has been or may have been injured by the violation of law for which the cause of action arose and (a) the assignee has not been injured thereby, or (b) the assignee declines to file a court action for the cause of action. See Government Code Section 4554. 16. CHILD SUPPORT COMPLIANCE ACT: For any Agreement in excess of $100,000, the contractor acknowledges in accordance with Public Contract Code 7110, that: a. The contractor recognizes the importance of child and family support obligations and shall fully comply with all applicable state and federal laws relating to child and family support DSRAD Grant Pass -through Agreement, Exhibit A enforcement, including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Chapter 8 (commencing with section 5200) of Part 5 of Division 9 of the Family Code; and b. The contractor, to the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department. 17. UNENFORCEABLE PROVISION: In the event that any provision of this Agreement is unenforceable or held to be unenforceable, then the parties agree that all other provisions of this Agreement have force and effect and shall not be affected thereby. 18. PRIORITY HIRING CONSIDERATIONS: If this Contract includes services in excess of $200,000, the Contractor shall give priority consideration in filling vacancies in positions funded by the Contract to qualified recipients of aid under Welfare and Institutions Code Section 11200 in accordance with Pub. Contract Code § 10353. 19. SMALL BUSINESS PARTICIPATION AND DVBE PARTICIPATION REPORTING REQUIREMENTS: a. If for this Contract Contractor made a commitment to achieve small business participation, then Contractor must within 60 days of receiving final payment under this Contract (or within such other time period as may be specified elsewhere in this Contract) report to the awarding department the actual percentage of small business participation that was achieved. (Govt. Code 1484 L) b. If for this Contract Contractor made a commitment to achieve disabled veteran business enterprise (DVBE) participation, then Contractor must within 60 days of receiving final payment under this Contract (or within such other time period as may be specified elsewhere in this Contract) certify in a report to the awarding department: (1) the total amount the prime Contractor received under the Contract; (2) the name and address of the DVBE(s) that participated in the performance of the Contract; (3) the amount each DVBE received from the prime Contractor; (4) that all payments under the Contract have been made to the DVBE; and (5) the actual percentage of DVBE participation that was achieved. A person or entity that knowingly provides false information shall be subject to a civil penalty for each violation. (Mil. & Vets. Code § 999.5(d); Govt. Code § 14841.) 20. LOSS LEADER: If this contract involves the furnishing of equipment, materials, or supplies then the following statement is incorporated: It is unlawful for any person engaged in business within this state to sell or use any article or product as a "loss leader" as defined in Section 17030 of the Business and Professions Code. (PCC 10344(e).) DSRAD Grant Pass -through Agreement, Exhibit A EXHIBIT D — Special Terms and Conditions A. CALIFORNIA ARTS COUNCIL (CAC) PROVISIONS 1. STATEMENT OF THE GRANT CALIFORNIA ' HARTS COUNCIL A CALIFORNIA STATE AGENCY This Grant Standard Agreement (Grant) is awarded with the understanding that the full Grant amount will be expended during the term of the Grant period to support the project/activity as proposed by the Grantee in the application, and summarized in the Grant Description and Budget (Exhibit A — Scope of Work & Exhibit B — Budget Detail and Payment Provisions)- While minor changes in the project/activity are expected, if the Grantee wishes to modify the fundamental intentions of the project/activity, prior written approval of the CAC is required prior to the end of the project/activity period. GRANT CONTRACT RETURN DATES A copy of the Grant Standard Agreement shall be signed by an individual with authority to legally bind the organization within 30 days from receipt of the contract documents receipt of the grant notification email. If the Grant Standard Agreement is not returned to the CAC by the final date indicated, there could be delays in receiving the grant award payment or forfeiture of the grant. 3. FINAL REPORT The Final Report shall be submitted to the CAC thirty (30) days after the grant activity end date. Failure to submit the final report could impact eligibility for a future CAC grant. 4. PROGRAM SPECIALISTS AND ORGANIZATIONAL CONTACTS The designated CAC Program Specialist shall be the primary contact person during the execution of this Grant with responsibility for facilitating communications and efficient interaction between the CAC and the Grantee. The grantee shall also be responsible for designating appropriate staff contact for this grant. Should a change of the CAC's Program Specialist or of the Grantee's contact occur, the other party shall be notified in writing at the time of the change. 5. GRANTEE NAME CHANGE An amendment is required to change the Grantee's name as listed on this Grant Agreement. Upon receipt of legal documentation of the name change, the State will process the amendment. Payment of invoices presented with a new name cannot be paid prior to approval of said amendment. 6. ACKNOWLEDGMENT OF RECEIPT OF GRANT Grantees are required to prepare and mail thank you letters to the Governor, the State of California Assembly member and Senator representing the Grantee. Grantee shall return one copy of each letter to the CAC with the Grant agreement. You can identify your State Assemblymember and your State Senator at htto:f/findyourrep.legislature.ca.gov/. 7. AMENDMENTS Grantees can request amendments in the event of a Scope of Work, budget or timeline DSRAD Grant Pass -through Agreement, Exhibit A change. This request must be done in writing and submitted to CAC no less than sixty (60) days before the end of the grant activity period end date. Requests submitted after this date cannot be processed. 8. COST RECORDS Grantee shall maintain complete, accurate, and current records of all income, including obligations incurred with respect thereto. Such records, or copies of such records, shall be kept separate from other cost records. During the duration of the activity and for not less than three years after completion or termination of the activity, Grantee shall make available for examination or audit any books, documents, papers, or records pertaining to the activity. Upon request by the CAC, the Grantee shall furnish at its own expense legible copies of materials deemed pertinent, within 10 working days from receipt of the request. DSRAD Grant Pass -through Agreement, Exhibit A EXHIBIT B FUNDING REQUEST FORM Funding requests must be copied to all Core Decision Makers when submitted to the City DATE REQUEST # REQUESTED BY TOTAL AMOUNT I $ REOUESTED ACTIVITY DESCRIPTION USE OF FUNDING ITEMIZED HOW CAC GRANT SCOPE IS SERVED CAC BUDGET LINE AMOUNT (Estimate) ACTIVITY DESCRIPTION USE OF FUNDING ITEMIZED HOW CAC GRANT SCOPE IS SERVED CAC BUDGET LINE AMOUNT (Estimate) ACTIVITY DESCRIPTION USE OF FUNDING ITEMIZED HOW CAC GRANT SCOPE IS SERVED CAC BUDGET LINE AMOUNT (Estimate) ACTIVITY DESCRIPTION USE OF FUNDING ITEMIZED HOW CAC GRANT SCOPE IS SERVED CAC BUDGET LINE AMOUNT (Estimate) ACTIVITY DESCRIPTION USE OF FUNDING ITEMIZED HOW CAC GRANT SCOPE IS SERVED CAC BUDGET LINE AMOUNT (Estimate) DSRAD Grant Pass -through Agreement, Exhibit B EXIBIT C INVOICE FORM Submitting Org Name Attn: Address: San Rafael, CA 94901 Phone: Email: Invoice # BILL TO DISBURSE TO Downtown San Rafael Arts District City of San Rafael - Micah Hinkle Economic Development & Innovation Department 1400 Fifth Avenue San Rafael, CA 94901 Invoice # I Date I Total Due I Due Date I Terms I Enclosed Invoice Detail I Date I Budget/Activity I Description I Funding Request #/Date I Amount I AMOUNT DUE $ DSRAD Grant Pass -Through Agreement, Exhibit C Created: 2024-09-23 By: Laraine Gittens (laraine.gittens@cityofsanrafael.org) Status: Signed Transaction ID: CBJCHBCAABAARZHEnpBZXIxLgC14gRZSOMog98WzFMgC "DSRAD Pass Through Agreement _CaliforniaFilminstitute" Hist ory t Document created by Laraine Gittens(laraine.gittens@cityofsanrafael.org) 2024-09-23 - 4:43:51 PM GMT Document emailed to Dana Callihan (dcallihan@cafilm.org) for signature 2024-09-23 - 4:44:43 PM GMT Email viewed by Dana Callihan (dcallihan@cafilm.org) 2024-09-23 - 4:59:27 PM GMT ` Document e-signed by Dana Callihan (dcallihan@cafilm.org) Signature Date: 2024-09-23 - 5:00:17 PM GMT - Time Source: server Agreement completed. 2024-09-23 - 5:00:17 PM GMT Adobe Acrobat Sign RAFq�` Z 2 � y0 /TyWtTH P, CONTRACT ROUTING FORM INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below. Step RESPONSIBLE DESCRIPTION COMPLETED REVIEWER DEPARTMENT DATE Check/Initial 1 Project Manager a. Email PINS Introductory Notice to Contractor n/a ❑X 9/12/2024 b. Email contract (in Word) & attachments to City Atty c/o Laraine.Gittens@cityofsanrafael.org X❑ 2 City Attorney a. Review, revise, and comment on draft agreement 9/12/2024 and return to Project Manager n/a © CTM b. Confirm insurance requirements, create Job on PINS, send PINS insurance notice to contractor ❑X 3 Project Manager Forward three (3) originals of final agreement to ❑ contractor for their signature 4 Project Manager When necessary, * contractor -signed agreement IN N/A agendized for Council approval *PSA > $20,000; or Purchase > $35,000; or Or Public Works Contract > $125,000 Date of Council approval PRINT CONTINUE ROUTING PROCESS WITH HARD COPY 5 Project Manager Forward signed original agreements to City 9/12/2024 SL Attorney with printed copy of this routing form 6 City Attorney Review and approve hard copy of signed agreement 7 City Attorney Review and approve insurance in PINS , and bonds (for Public Works Contracts) 8 City Manager / Mayor Agreement executed by Council authorized official 9 City Clerk Attest signatures, retains original agreement and forwards copies to Project Manager E Film Institute Final Audit Report Created: 2024-10-30 By: Laraine Gittens (laraine.gittens@cityofsanrafael.org) Status: Signed Transaction ID: CBJCHBCAABAAGvEFaakvz6KwrmR13-44nBNzF7SUxaxp 2024-10-31 "DSRAD Pass Through Agreement -California Film Institute" Hist ory Document created by Laraine Gittens (laraine.gittens@cityofsanrafael.org) 2024-10-30 - 4:58:33 PM GMT Document emailed to cristine.alilovich@cityofsanrafael.org for signature 2024-10-30 - 4:59:35 PM GMT Email viewed by cristine.alilovich@cityofsanrafael.org 2024-10-31 - 4:18:47 AM GMT 4 Signer cristine.alilovich@cityofsanrafael.org entered name at signing as Cristine Alilovich 2024-10-31 - 4:19:06 AM GMT Document e-signed by Cristine Alilovich (cristine.alilovich@cityofsanrafael.org) Signature Date: 2024-10-31 - 4:19:08 AM GMT - Time Source: server Agreement completed. 2024-10-31 - 4:19:08 AM GMT 93 Adobe Acrobat Sign