20-1023_UNIDOS SOUTH OC_Grant AgreementGRANT AGREEMENT
BETWEEN THE CITY OF SAN JUAN CAPISTRANO AND
UNIDOS SOUTH OC
Tf is brant Agreement ("Agreement') is entered into this 23 day of
DMpw ("Effective Date"), by and between the City of San Juan Capistrano,
a California municipal corporation and General law City ("City"), and Unidos South OC,
located at P.O. Box 1874, San Juan Capistrano CA, 92693 ("Grantee"). City and Grantee
are at times individually referred to as "Party" and collectively as "Parties" herein.
RECITALS
A. The San Juan Capistrano CARES Nonprofit Food Distribution Grant Program
("Program") will provide one-time funding to nonprofit organizations located within
the city to assist them in the distribution of food to members of the San Juan
Capistrano community due to the impacts of the COVID-19 public health
emergency.
B. Grantee acknowledges it has reviewed the San Juan Capistrano CARES Nonprofit
Food Distribution Grant Program Guidelines ("Guidelines"), attached hereto as
Exhibit A and incorporated herein by reference.
C. Grantee requested a grant from the City for the San Juan Capistrano CARES
Nonprofit Food Distribution Grant Program by submitting a Grant Application
("Grant Application").
D. As a condition to accept grant funds from the Program, Grantee agrees to abide
by all terms and conditions set forth in this Agreement.
NOW, THEREFORE, the Parties agree as follows:
1. GRANT
1.1. City awards to Grantee Grant Funds in the amount of $15,000 as requested
by Grantee in the Grant Application attached hereto as Exhibit B and incorporated
herein by reference, or such other amount as authorized by the City Council.
1.2. Grant Funds shall be disbursed by City to Grantee in accordance with San
Juan Capistrano CARES Nonprofit Food Distribution Program Guidelines.
2. TERM
The term of this Agreement shall commence on the Effective Date and shall
continue in full force and effect until December 30, 2020, unless terminated earlier as
provided herein.
Unidos South OC Page 1
K�����:7[•�1Pli!F�•Pl� • � �
3.1. The Grant Funds are subject to the following expenditure conditions
("Approved Uses"):
3.1.1. Grant Funds will be used only for costs of the Grantee's food distribution
program that were incurred between March 1, 2020 and December 30, 2020
(hereinafter "Eligible Expenses");
1.2. The Grant Funds shall not be used for any activity that would violate City,
state or federal statutory or decisional law such as regulations affecting non-
profit or tax-exempt organizations exempt from taxation pursuant to Section
501(c)(3) of the Internal Revenue Code; and
3.2. Grantee further warrants to City that the Grant Funds will be spent solely for
the Approved Uses. Grant Funds not used for Approved Uses shall be returned
to City, as provided in Section 5 below.
3.3. In the event that the Grantee's records in support of this program are subjected
to audit and the audit determines that any uses of Grant funds are found to be
inadequately supported or expended for ineligible or unallowable purposes, the
Grantee shall with its own funds reimburse the City for any payments required to
be made by the City as the result of such inadequately supported or ineligible
costs.
3.4. Grantee and City expressly agree that any Grant Funds that are not used for
Eligible Expenses by December 30, 2020, shall be returned to City by the Grantee
no later than January 7, 2021. To the extent possible, Grantee will inform the City
in advance of December 30, 2020 if it appears likely that the funds provided will
not be expended for Eligible Expenses by December 30, 2020 so that the unspent
portion can be put to work in the San Juan Capistrano community by funding the
City's other CARES -funded programs.
3.5. Upon 72 hours' notice, Grantee will allow the City to inspect Grantee's
business records to verify that Grant Funds are being used in accordance with the
Program requirements.
3.6. By signing this agreement, the grantee certifies that all funds received this
agreement will be expended in accordance with the requirements of the CARES
Act and the San Juan Capistrano CARES Nonprofit Food Distribution Program
and that the information provided in the Grantee's application for this Program is
true and complete.
4. REPORTING AND ACCOUNTING REQUIREMENTS
4.1. At all times during the term of this Agreement, Grantee shall maintain true,
proper, and complete books, records, and accounts (collectively, "Books and
Records") in which shall be entered fully and accurately all transactions taken with
Unidos South OC Page 2
respect to. the expenditure of the Grant Funds. Grantee shall make available to
City such Books and Records within ten (10) calendar days of the City's request.
4.2. Upon request Grantee will be responsible for providing documentation,
including receipts, to the City that accounts for how the entirety of the Grant Funds
received were used to fund Eligible Expenses according to the timelines specified
in the Guidelines. Grantee shall provide any additional information or
documentation related to these expenditures requested by the City within ten (10)
calendar days.
4.3. City reserves the right to designate its own employee representative(s) or its
contracted representative(s) with a Certified Public Accounting firm who shall
have the right to audit Grantee's accounting procedures and internal controls of
Grantee's financial systems as they relate to the Grant Application and to examine
any cost, revenue, payment, claim, other records or supporting documentation
resulting from any items set forth in this Agreement. Any such audit(s) shall be
undertaken by City or its representative(s) at mutually agreed upon reasonable
times and in conformance with generally accepted auditing standards. Grantee
agrees to fully cooperate with any such audit(s).
4.4. Grantee agrees to exercise prudent financial management processes including
proper oversight of all assets, budget preparation, and timely reporting including
budget -to -actual -comparisons.
4.5. All Approved Uses shall be performed by Grantee or under Grantee's
supervision. Grantee represents that it possesses the professional and technical
skills required to perform the services required by this Agreement, and that it will
perform all services with a standard of care and in a manner commensurate with
the community professional standards and with the ordinary degree of skill and
care that would be used by other reasonably competent practitioners of the same
discipline under similar circumstances.
4.6. In accordance with state requirements, Grantee agrees to retain for a period
of five years all records, receipts, invoices, and other documentation pertaining to
the expenditure of funds provided under this agreement in the event such records
and documents are requested to be examined for audit by local, state, or federal
authorities.
5. USE OF GRANT FUNDS
5.1. The Grant Funds shall be used solely by Grantee for the Approved Uses and
for no other use. In the event that the Grant Funds are not used for the Approved
Uses or are not expended between March 1, 2020 and December 30, 2020,
Grantee shall notify the City in writing, and shall be obligated to return the Grant
Funds to City within ten (10) days.
6. INDEMNIFICATION
6.1. To the fullest extent permitted by law, Grantee shall indemnify, defend and hold
harmless City, its City Council, boards and commissions, officers, agents,
Unidos South OC Page 3
volunteers, and employees (collectively, the "Indemnified Parties") from and
against any and all claims (including, without limitation, claims for bodily injury,
death or damage to property), demands, obligations, damages, actions, causes
of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses
(including, without limitation, attorney's fees, disbursements and court costs) of
every kind and nature whatsoever (individually, a Claim; collectively, "Claims"),
which may arise from or in any manner relate (directly or indirectly) to
misrepresentations by Grantee, the expenditure of Grant Funds, the Application,
or the Agreement (including the negligent and/or willful acts, errors and/or
omissions of the Grantee, its principals, officers, agents, employees, vendors,
suppliers, consultants, subcontractors, anyone employed directly or indirectly by
any of them or for whose acts they may be liable or any or all of them).
6.2. Notwithstanding the foregoing, nothing herein shall be construed to require
Grantee to indemnify the Indemnified Parties from any Claim arising from the sole
negligence or willful misconduct of the Indemnified Parties. Nothing in this
indemnity shall be construed as authorizing any award of attorney's fees in any
action on or to enforce the terms set forth in the Agreement. This indemnity shall
apply to all claims and liability regardless of whether any insurance policies are
applicable. The policy limits do not act as a limitation upon the amount of
indemnification to be provided by Grantee. Notwithstanding the foregoing, nothing
herein shall be construed to require Grantee to indemnify the Indemnified Parties
from any Claim arising from the sole negligence or willful misconduct of the
Indemnified Parties. Nothing in this indemnity shall be construed as authorizing
any award of attorney's fees in any action on or to enforce the terms of this
Agreement. This indemnity shall apply to all claims and liability regardless of
whether any insurance policies are applicable. The policy limits do not act as a
limitation upon the amount of indemnification to be provided by Grantee.
7. GRANTEE INDEPENDENCE
In the performance of this Agreement, the Grantee, and the agents and employees of
Grantee, shall act in an independent capacity and are not officers, employees or agents
of the City. The manner and means of performing the Approved Uses are under the
control of Grantee, except to the extent they are limited by statute, rule or regulation and
the expressed terms of this Agreement. Nothing in this Agreement shall be deemed to
constitute approval for Grantee or any of Grantee's employees or agents, to be the agents
or employees of City. Grantee shall have the responsibility for and control over the means
of performing the Approved Uses, provided that Grantee is in compliance with the terms
of this Agreement. Anything in this Agreement that may appear to give City the right to
direct Grantee as to the details of the performance or to exercise a measure of control
over Grantee shall mean only that Grantee shall follow the desires of City with respect to
the results of the Approved Uses.
8. PROHIBITION AGAINST TRANSFERS
Grantee shall not assign, sublease, hypothecate or transfer this Agreement or any of the
services to be performed under this Agreement, directly or indirectly, by operation of law
Unidos South OC Page 4
or otherwise without prior written consent of City. Any attempt to do so without written
consent of City shall be null and void.
9. NOTICES
9.1. All notices, demands, requests or approvals to be given under this Agreement
shall be given in writing and conclusively shall be deemed served when delivered
personally or on the third business day after the deposit thereof in the United
States mail, postage prepaid, first class mail, addressed as hereinafter provided.
9.2. All notices, demands, requests or approvals from Grantee to City shall be
addressed to the City at:
Attn: City Manager
City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
9.3. All notices, demands, requests or approvals from City to Grantee shall be
addressed to Grantee at:
Attn: John Chapman, Co -Executive Director
Unidos South OC
PO BOX 1874
San Juan Capistrano, CA 92693
10.TERMINATION
10.1. The City may terminate this Agreement if it determines that the Grantee has
made any misrepresentations that relate in any way to the Application or
expenditure of Grant Funds by providing Grantee with three (3) calendar days'
notice of termination, in writing.
10.2. Specific Performance. Grantee agrees that the City has the legal right, and all
necessary conditions have been satisfied, to specifically enforce Grantee's
obligations pursuant to this Agreement.
11.STANDARD PROVISIONS
11.1. Recitals. City and Grantee acknowledge that the above Recitals are true and
correct and are hereby incorporated by reference into this Agreement.
11.2. Compliance With all Laws. Grantee shall at its own cost and expense comply
with all statutes, ordinances, regulations and requirements of all governmental
entities, including federal, state, county or municipal, whether now in force or
hereinafter enacted and comply with all state and county guidance for re -opening.
Any dispute regarding this contractual agreement shall have a venue of Orange
County.
Unidos South OC Page 5
1.1.3. Waiver. A waiver by either Party of any breach, of any term, covenant or
condition contained herein shall not be deemed to be a waiver of any subsequent
breach of the same or any other term, covenant or condition contained herein,
whether of the same or a different character.
11.4. Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and
all preliminary negotiations and agreements of whatsoever kind or nature are
merged herein. No verbal agreement or implied covenant shall be held to vary
the provisions herein.
11.5. Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Grant Application, or any other
attachments attached hereto, the terms of this Agreement shall govern.
11.6. 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 the Agreement or any other rule of
construction which might otherwise apply.
11.7. Amendments. This Agreement may be modified or amended only by a written
document executed by both Grantee and City and approved as to form by the City
Attorney.
11.8. Severability. If any term or portion of this Agreement is held to be invalid, illegal,
or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
11.9. Controlling Law and Venue. The laws of the State of California shall govern
this Agreement and all matters relating to it and any action brought relating to this
Agreement shall be adjudicated in a court of competent jurisdiction in the County
of Orange, State of California.
11.10. Equal Opportunity Employment. Grantee represents that it is an equal
opportunity employer and it shall not discriminate against any contractor,
employee or applicant for employment because of race, religion, color, national
origin, handicap, ancestry, sex or age or any other impermissible basis under law.
11.11. Attorney's Fees. In the event of any dispute or legal action arising under this
Agreement, the prevailing party shall be entitled to attorney's fees.
11.12. Taxes. The City and Grantee expressly agree that the Grantee shall be
responsible for all taxes that are associated in any way to the Application of the
Grant Funds.
11.13. Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together
shall constitute one and the same instrument.
[SIGNATURES ON NEXT PAGE]
Unidos South OC Page 6
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: October 19, 2020
By:
Jeffrey Ballinger
City Attorney
ATTEST:
Date:
CITY OF SAN JUAN CAPISTRANO,
A California municipal corporation
Date: /0-2/- 20
By: 5,�— / -
B mi el
ity Manager
GRANTEE: Unidos South OC, a 501
(c)(3) nonprofit organization
By: By:
Man orris
City Clerk
Exhibit A: San Juan Capistrano CARES Nonprofit Food Distribution Program Guidelines
Exhibit B: Grantee's Application
[END OF SIGNATURES]
Unidos South OC Page 7
Exhibits
Line r[.WYe ITi161
SAN JUAN CAPISTRANO CARES
NONPROFIT FOOD DISTRIBUTION GRANT PROGRAM
0
In order to support nonprofit organizations that provide essential food distribution services to the San Juan
Capistrano community, grants up to $25,000 are available to nonprofit organizations that are:
1. Headquartered in San Juan Capistrano
2. Operating an established, well-functioning food distribution program that regularly feeds in excess of 200
San Juan Capistrano families per week.
3. Able to demonstrate adverse impacts from COVID-19
a. Reduction in revenue and/or contributions to the organization; and/or
b. Increase in cost associated with operating under COVID-19 conditions
Nonprofits applying for funding must meet the eligibility criteria listed above. Please note that due to limited
funds, not all applications submitted may receive funding. A complete application does not guarantee funding.
Application Process:
• Please complete and return the attached application by Monday, September 14 at 5:00 p.m.
o Mail to: City Hall 32400 Paseo Adelanto, San Juan Capistrano CA 92675
Attention: Matisse Reischl, Senior Management Analyst, or via e-mail to
mreisehl @sanjuanc apistrano.org.
• Applications must be complete to be considered for funding.
• Organizations will be notified on Friday, September 18 of grant award status.
• For questions, please contact Matisse Reischl, Senior Management Analyst at (949) 443-6315
or mreiscitl@sanjuancapistrano.org.
EXHIBIT A
SAN JUAN CAPISTRANO CARES NONPROFIT FOOD
DISTRIBUTION GRANT APPLICATION
APPLICATION CRITERIA QUESTIONNAIRE
NONPROFIT NAME:
APPLICANT CONTACT:
NONPROFIT PHONE #:
NONPROFIT ADDRESS:
Unldos South OC
John Chapman
949-326-0320
PO Box 1874, San Juan Capistrano, CA 92693
DISTRIBUTION LOCATION: We coordinate distributions in neighborhoods:9 in SJC and 5 in surrounding; cities.
# OF RESIDENTS SERVED: .505 households In S_JC neighborhood distributions; 65 home deliveries, and 480.. non-SJChouseholds.
(WEEKLY)
In addition to the eligibility criteria above, please attach a cover letter outlining the following:
• Description of your organization's established food distribution program currently
operating in San Juan Capistrano.
• Description of how your organization has been impacted financially by COVID-19.
AND
• Please attach copies of your organization's primary operating bank account for April, May,
and June 2019 and April, May, and June 2020.
APPLICANT CERTIFICATION
John Chapman (Applicant Name), certify that the information provided in
this questionnaire is accurate, will provide additional supporting documentation if
requested, and commit to using all funds received for costs of food distribution by
December 30, 2020.
EXHIBIT B
UNIDOS
September 11, 2020
Dear San Juan Capistrano Cares Grant Committee,
Thank you for the opportunity to apply for a grant supporting food distribution. Although food
distribution is not the usual focus of Unidos South OC, it became our primary focus beginning one
week after our students were sent home from school. The pandemic has shifted not the mission of
our non-profit, but definitely the means.
Unidos South OC was founded in 2017 with a mission to strengthen under -resourced
neighborhoods. In Asset -Based Community Development, residents participate in the change they
wantto see in their neighborhood. From that base, we move outward, working toward
collaboration between churches, non -profits, civic institutions and businesses for the good of all of
San Juan. Because we are thoroughly connected to low-income families in San Juan, the need for
food assistance became immediately apparent when the stay at home order went into effect and
the vast majority of our families were sent home from work with no sick pay, vacation time or other
protection. Many became immediately concerned about paying their next month's rent. While we
would normally be working on addressing the opportunity gap for students and on community
empowerment, we realized this was a "Maslow's Hierarchy' moment. We could not expect our
neighbors to have mental space for envisioning a better future when their food and shelter was
threatened.
We hope that in the details provided, you will see that Unidos South OC is a worthy recipient of
grant funds supporting food distribution. If you have any questions, please do not hesitate to
contact us at 949-326-0320.
Thank you for your consideration,
John Chapman
Co -Executive Director
joh n@unidossouthoc.com
Tax ID: 82-3510252 PO BOX 1874, San Juan Capistrano, CA 92675 w .UNIDOSsouthOC.com
Food Distribution Program
DESCRIPTION OF UNIDOS SOUTH OC'S FOOD DISTRIBUTION PROGRAM
In the early days of the pandemic, we were able to leverage our connection to low-income
communities to support the work of the Crisis Kitchen Coalition and provide a number of food
distributions at our ministry center. We also hosted an eight-week neighbor -led soup kitchen,
serving 100 people each weekday. Although we were doing what we could, and also promoting
the ongoing food distributions throughout the area, we saw that many people were still not
accessing the resources due to work schedules and a lack of transportation. So we began
distributing food directly to neighborhoods on a reliable schedule with ample communication.
This food distribution program is founded on our values of collaboration and community
empowerment.
COMMUNITY EMPOWERMENT
Our ongoing weekly distributions began in May, starting with 500 family boxes per week,
distributed in the areas of Paseo Carolina and the Capistrano Villas (La Zanja). Residents were
identified as Neighborhood Leaders, who formed their own volunteer teams of more residents who
wanted to not only receive but also serve and extend the blessing to more neighbors in need.
These neighborhood leaders handled promotion, ensured health protocols were followed and
worked directly with Unidos. Quickly these relational networks found additional neighborhoods in
need, as well as quarantined and ill neighbors who required door-to-door delivery. We are now
distributing food every Wednesday to 570 San Juan families and 480 families in other South OC
neighborhoods. (Names, cities and age break -down can be provided upon request.)
COLLABORATION
One great thing about collaboration is maximizing impact. Rather than providing only food, our
partnership with FAM sets the stage for a connection to ongoing resources and case management
to protect families at risk of homelessness. We are also able to help promote other useful services
offered by Mission Hospital's Family Resource Centers and Western Youth Services. Throughout this
project, we have worked with many groups in a collaborative spirit, including not only FAM but also
Harbor Point Church, Mountain View Church, Mission Hospital (who donated 8,000 lbs of rice and
beans) and Waste Not OC (who is providing refrigeration trucks of dairy and meat).
We are now working with FAM and CHEC Family Resource Center on a long-term transition plan, so
that Unidos will eventually leave food distribution in the hands of organizations who have decades
of experience in this area, leaving behind clear communication about ongoing food resources and
ensuring each resident knows where they can go for support in food, employment, case
management and other services. However, we are notthere yet. We anticipate continuing our
current process of distribution for as long as the need remains acute in San Juan Capistrano, at
least through the end of 2020.
Tax ID: 82-3510252 PO BOX 1874, San Juan Capistrano, CA 92675 w .UNIDOSsouthOC.com
Financials
THE IMPACT OF COVID-19 ON UNIDOS' FINANCES
COVID-19 has had a dramatic impact on the financial situation of Unidos South OC. These changes
can be noted in several categories:
DIVERTING EDUCATION FUNDING: $10,550 PER MONTH
With limited staff in a small community based non-profit, we were forced to re -direct staff normally
dedicated to our education programs. In 2019, from April to August, our education programs
included:
• After school homework help twice weekly for 24 students
• The "Day of the Child" community event, serving 500 families with both entertainment and
access to the resources of 30 community partners who hosted booths.
• Summer Enrichment Activities including: Creative Writing class, Dance Class, Library Trips, Beach
Trips, Church Day -camps and soccer camp.
This year, however, we were not able to reimagine or replace any of these activities with COVID-
safe education and enrichment programs because our staff had been redirected to relief efforts.
Between April 1 and August 30, Unidos spent $62,820 on staffing and 84% of it was redirected to
staffing our relief efforts. This means that in that time period, we spent $52,770 on staff for relief
efforts that would have otherwise been focused on education and community building. Our staff
continues to be directed toward relief, and our education program is unfunded.
EMERGENCY RELIEF GRANT PROJECT:
The second way that COVID-19 has impacted Unidos' finances is due to our Emergency Grant
Program. Even if families never had to buy groceries, the financial impact of the stay at home order
on a low-wage worker was tremendous. When businesses closed temporarily, many of our
neighbors were immediately in a crisis. Unidos South OC worked to ease that burden by raising
dedicated funds for small emergency relief grants. Applications were reviewed by a committee
including Unidos staff and residents of the Capistrano Villas, who conducted home visits. Recipients
received $300 plus $100 for each dependent. By faith we committed to staff this project and pass
along 100% of donations to San Juan families. We are also able to conduct a similar program with
Marco Forster Middle School, where Marco families donated to a fund and that same money was
given to Marco families in need. Between these two projects, we received and gave away $75,000.
Forthis reason you will see some large numbers in our bank statements, however, Unidos did not
benefit from this project. On the contrary, we dedicated our own administrative and staff time to it
without receiving any percentage of these donations.
FOOD DISTRIBUTION EXPENSES: $22,432
We have also incurred an additional $22,432 of COVID-related expenses between April 1 and
August 30. Examples include: supplementing the donated food with purchased tortillas, PPE,
transportation of the donated food and a stipend for a short-term distribution coordinator.
Tax ID: 82-3510252 PO BOX 1874, San Juan Capistrano, CA 92675 w .UNIDOSsouthOC.com