⚠️ Aviso de traducción: Este contenido ha sido traducido automáticamente. El texto original en inglés es la versión oficial. La traducción puede contener errores.
⚠️ Este contenido ha sido traducido automáticamente. El texto original en inglés es la versión oficial. La traducción puede contener errores.
Findings and Recommendations 9 findings
F1
Was Included In The Official Statement. Investigation Revealed That The Redevelopment Agency Board Had Not Formulated Detailed, Prioritized Plans For Use Of The Proceeds." The Bond Offering Statement for the $24M Bond Issue in 2007 indentified three areas for the expenditure of the bond proceeds, and allocated funds in equal portions: (i) Revitalization of downtown, (ii) Economic incentives for development of private industrial or commercial projects to generate jobs and tax revenues, and (iii) Public improvements needed to improve public health and safety, make private development more feasible, and alleviate blight. Potential projects were indentified under each of these areas. Specifically, the Offering Statement provided: "The Bonds are being issued to provide funds for redevelopment activities of the Agency, to fund a reserve fund for the Bonds and pay the expenses of the Agency in connection with the issuance of the Bonds, including a bond insurance premium.... The Agency anticipates expending the proceeds of the Bonds on the following projects, but may substitute other projects. Response to Grand Jury Report Community Redevelopment Agency of the City of Bunning 01102/0012/79701.04 $7-$8 Million for the Revitalization of the Downtown New streetscape New commercial facades . --- Purchase of vacant parcels for additional off-street parking . Development of art park ٠ Restoration of the Fox Theater . Paving of alleyways for pedestrian passage . Forgivable loans for specialty retail shops/restaurants tenant . improvements and signage $7-$8 Million for Economic Incentives Assembly of land for Drag City and associated industrial Assembly of land for additional hotel/restaurant development at . Highland Springs interchange with the I-10 freeway Construction of off-site improvements for developments . generating new jobs and/or sales tax $7-$8 Million for Public Improvements Extension of roadways and utilities to large vacant industrial tracts Beautification of major corridors through the project area - . Ramsey Street gateways and 1-10 interchanges Traffic signalization along Lincoln Street for future industrial ۰ development Improvements to park and recreation facilities in the project ٠ area Completion of curb and gutter along the length of Ramsey Street and in residential neighborhoods Creation of railroad quiet zones in the project area" ٠ There are significant variations in the level of detail concerning the projects outlined in the Offering Statement. For example, "restoration of the Fox Theater" is a specific project, while "new streetscape" is vague as to the location or nature of the improvements. Specific dollar amounts and budgets were not available for any of these projects. In fact, in the case of the Fox Theater, the original budget estimate of this project turned out to be only half what was required after an architect was able to go through the building and develop a detailed budget. Developing precise lists of streetscape or façade improvements is impractical for purposes of preparing a public financing as significant expense would be incurred in developing improvement plans, and this cannot be done until the bond funds are available to pay for the plans. Without the plans, detailed cost estimates are not available. So there is a "chicken-egg" problem. In fact, the level of detail provided in the Offering Statement was adequate for the bond issue as required by the finance team, and was typical of such bond issues. Following the receipt of Bond finance revenue in 2007, the Agency prepared a detailed project list that included funded, pending and potential projects for implementation and planning purposes. As the Agency proceeded with these projects, many things changed. For example, as designs progressed, the scope of many projects changed. In addition, construction costs began to change significantly during the period from 2008-2010. Also, new and different projects were brought forward, and the Agency tried to be responsive to priorities generated by the community. The Agency's annual budget reviews were another occasion to examine funding priorities. Finally, State budget raids forced reprioritization of projects as Agency funds were reduced from anticipated levels. Staff has wanted to make sure that the expenditure of monies reflected the most current needs of the community. Beginning on August 2, 2008, the Agency Board began a series of review sessions (August 2, 2008, August 11, 2008 and August 11, 2008) which provided the Agency Board the opportunity to discuss and update the prioritization, add or delete bond funded projects. These discussions culminated in the August 25, 2009 Regular Meeting of the Community Redevelopment Agency, where staff presented an update (Attachment 1) on the status of the projects completed, underway, planned and proposed with the proceeds from the 2007 Bond issuance. Due to extensive interest by the Board in discussing the project list and interest in updating and prioritizing projects, the matter was further continued to a Work Session on September 8, 2009. On September 8, 2009, the CRA Board conducted a public Work Session wherein they reviewed the status of the 2007 project list (updated) to discuss completed projects, progress on current projects, and whether to reaffirm or remove proposed or pending projects and potentially add new projects to the list (Attachment 2). The result of the Work Session and review is shown in Attachment 3: Approved Bond Fund Project List, September 8, 2009 which prioritizes Agency bond-funded activities and projects going forward in 2010 and beyond. The current project list, is being further reviewed in the current Agency budget process, possibly at the next Agency meeting. All these reviews have occurred at public hearings. What can be seen from this review is that the Offering Statement list of almost 20 projects has been evolved by the Agency into a projects list of some 35 projects either completed or planned, with all of this occurring before our becoming aware of the Grand Jury's finding. 2. "Testimony Revealed That The City's And The Employee Turnover. Redevelopment Agency's Planning And Project Implementation Have Been Hampered By Key Employee Turnover .... " Attached as Attachment 4 is a table showing general staff turnover in Banning positions of personnel having involvement in the redevelopment program area. The Grand Jury is correct that there has been significant turnover. There is no doubt that such turnover can adversely affect program continuity, and it creates the need to train new personnel, and establish bonds among staff members and between staff and the community. The Agency agrees that such instability is not desirable. On the other hand, some of this is a reflection of the huge economic issues affecting the general state economy and local government in particular. In FY 2009-2010 the City faced a $5M budget deficient and eliminated 40 positions. Current projections are for another $1.2M shortfall for the coming fiscal year - which represents a 35% cut over two years. In such economic times, employee stability is difficult to maintain. As part of these budget issues, in 2008 City Manager Brian Nakamura recommended deleting the position of Redevelopment Director and merging offices of Planning Director and Redevelopment Director into a single position, as a cost savings. The implementation of this recommendation has led to the need for increased reliance on consultant services, and for use of the resources of Agency Counsel. As noted by the Grand Jury, the 5-year Implementation Plan expressly acknowledged that hiring outside consultants was one means of meeting the Agency's needs. For example, the Agency utilizes Diane Wirth, of Solution Works to promote various projects with the development community, including retail development, recruitment of retailers and other marketing, analysis and economic development activities. Even this contract has been reduced to $80,000 for FY 09-10 from $160,000 in FY 07-08 for economic development services, due to financial limitations and non-existent new retail and office development projects in Banning and the region. Also, Steve Dukett of Urban Futures Inc., has been retained to assist and advise the Agency on specific projects such as the redevelopment of the former San Gorgonio Inn Site, renovation of Stagecoach Plaza, re-use of the former All Star Dodge site, Agency budgeting and bond fund accounting and review of other redevelopment proposals and projects. With the use of these contract resources, the current staffing structure includes overall supervision by the Executive Director, Andy Takata, Department Management by the Community Development Director, Zai Abu Bakar and her staff, Redevelopment Manager, John Jansons, and Project Coordinator, Dirk Voss who was recently hired as of February 24, 2010 to fill this position which had been vacant since October 2007. Daniele Savard also serves as the Secretary to Executive Director Takata. This latest hire of Dirk Voss was subsequent to the Grand Jury's Report, but the recruitment for this position began in October of 2009. Accordingly, all budgeted positions are filled and with the contract help, the Agency is appropriately staffed to fulfill its mission. While the Council is struggling to avoid laying-off police officers and cutting funding for firefighters, the Redevelopment function has appropriate resources, and realistically must carry forward its program within these budget constraints.
Related Recommendations (1)
R1
"The Redevelopment Agency Should Develop A Prioritized List Of Redevelopment Projects To Justify Any Future Funding Through The Bonding Process, Further, Projects And Their Prioritization Should Be Widely Publicized And Then Reviewed By Members Of The Community For Their Input Prior To The Issuance Of Future Bonds." Response: The Agency has a prioritized list of redevelopment projects the most recent version of which is set for forth in Attachment 2. The Agency ..... periodically reviews the list, with the most recent discussion being set for May 25,
F2
Develop strategies. Alliance presented the Agency with a 5 year Plan and a 5 year marketing plan in March 2007, and quarterly reports thereafter. Define Boundaries. The proposed boundaries were set with a north boundary of the south side of Williams, a south boundary of the north side of Livingston, an east boundary of the west side of Alessandro and a west boundary of the east side of 4th St.
Related Recommendations (1)
R2
"The Banning City Council And The Redevelopment Agency Should Consider Retaining An Outside Consultant To Ascertain From Employees Their Attitudes Toward Their Work Environment And Their Relationship With Policymakers. Further, The Leaders In Banning Should Take The Initiative To Establish Ongoing Workshops On The Role Of Policymakers And Employees And How To Improve Relations." Response: The City disagrees with this finding. The latest staff budget proposals for the next fiscal year include elimination of all parks and recreation staff; closing the pool, community center and senior center; laying off 20 employees, and eliminating four police civilian employees and four police officers. The State of California has just taken $1.9M of our redevelopment funds. The City does not have the financial resources to conduct a survey, hold workshops or hire a consultant to address employee / policymaker relations. The current Executive Management Team and staff have a positive and productive relationship with the City's policy makers (City Council, Agency Board, and Planning Commission); and are bearing up as well as can be expected in this fiscal emergency. Despite the challenges of layoffs, cutbacks, work furloughs and other issues, the staff has performed well and with a good attitude. An outside consultant will not be able to appreciably affect, employee morale in the face of these challenges. With the hiring of the new City Manager, one with very strong leadership skills and capabilities, both with staff and the City Council, we do not believe it is necessary bring in an outside consultant at significant expense which we cannot afford. Mr. Takata has over 15 years of City management experience in three other highly successful cities. Mr Takata has reinforced that Banning operates under a Council/Manager form of government and that all communication should flow through his office and not directly to individual staff members.
F3
Façade Program. "It Was Found That The Redevelopment Agency Board Has Committed Funds For Improving The Appearance Of Vacant, Unrented Property While Ongoing Businesses Are Made To Wait For Assistance." The following section will show that the Agency has been deliberate in its adherence to program guidelines in awarding Façade Improvement grants to downtown property owners. In subsection (a) below, the pre-2009 policy for selecting projects demonstrates that projects were primarily selected based upon location in order to promote "downtown and core area" revitalization. In subsection (d) below, under the Facade Program since 2007, only two out of fourteen projects were completed on vacant buildings, the other twelve were for owner- occupied businesses, and owner-occupied businesses serving as the anchor with additional lease space, or for multi-tenant buildings. As for the two vacant buildings that were improved with the Facade program, the sense at the time was that if these long vacant buildings were improved physically and aesthetically, the chances of leasing these properties might improve. This strategy preceded the overall decline in the economy that has since stifled small business openings. Finally the Agency was thoughtful in denying projects that did not conform to Agency guidelines in place or were considered not the highest priority for an investment of competitive Agency resources at the time. (a) Pre 2009 Selection Criteria in Awarding Façade Projects On February 13, 2007, the Agency enacted new policies that created Priority Zones for consideration of Façade Program Awards as follows (See Attachments 5 and 6): Downtown Core with boarders of 4th St (W) to Martin (E) Priority 1 - And Livingston (S) to Williams (N) Add out to 8th St (W) to Hargrave (E) Priority 2 -
Related Recommendations (1)
R3
"The Redevelopment Agency Board Should Prioritize How Facade Improvement Money Is Spent, First Priority Should Be Given To Owners Of Buildings Where Businesses Are Operating; Second Priority Should Go To Building Owners Who Have A Commitment To Rent A Vacant Structure; And Lowest Priority Should Be Instances Where A Building Owner Seeks Redevelopment Money For A Vacant Building." Response: The Agency disputes this finding because based upon the review of the implementation of the Facade Improvement Program by the Agency, as detailed in preceding Section 3, under Findings, it is clear that the Agency has not, "Committed Funds For Improving The Appearance Of Vacant, Un-rented Property While Ongoing Businesses Are Made To Wait For Assistance." as alleged by the Grand Jury, but rather has generally assisted occupied properties (12 of 14) businesses and does not make occupied businesses wait for program assistance. The Grand Jury is simply mistaken as to where the Façade Program funds have been spent. We have program guidelines which make funds available for occupied properties to promote business retention as well as unoccupied properties to promote the recruitment of new businesses. We give no priority to either. In the normal course of accepting and processing applications, the majority of assisted properties have been occupied properties. The Agency has not received complaints over an award of funding. There is no need for the priorities suggested by the Grand Jury. We will continue to monitor suggestions from the public and property owners and adjust the program in the future if warranted.
F4
East Banning. "Onsite Visits And Sworn Testimony Revealed East Banning To Be A Blighted Area In Need Of Priority Attention From The Redevelopment Aside From Some Low-Income Housing Expenditures The Agency. Redevelopment Agency Has Neglected This Blighted Area Of The City." East Banning is generally described as those portions of the City east of San Gorgonio Avenue as reflected in the City's geographic directional street naming system. Any area east of San Gorgonio Avenue is considered "east" while any are north of 1-10 is considered "north" any area "west" of San Gorgonio Avenue is "west" and any area south of I-10 is "south". While this layout may be considered geographically "skewed", because "east" Banning is only half the size of "west" Banning, it does follow the long established address numbering convention. For purposes of this discussion, we provide Attachment 9, which is a map that expresses the City as divided into three sectors: "east", "central" and "west". As shown, the following Agency projects have been identified, completed or is planned in "east" Banning. These include: Completed Projects 1) Coplin House restoration 2) Chamber of Commerce restoration 3) Art Gallery acquisition and proposed renovation 4) Super-Subs renovation 5) Construction of Civic Center Parking lot and Streetscape Construction of new Police Station
Related Recommendations (1)
R4
"The redevelopment agency should commit now to a major improvement program over the next 10 years to reduce the blight in East Banning." Response: The Agency does not disagree with this recommendation as long as it is recognized that the Agency has made and continues to make significant investment in projects in "East" Banning. As discussed in Section 4 above, the Agency has made considerable investment to relieve blighting influences in "east" Banning. The Agency is mindful of trying to balance its investments across the entire project area and to not ignore any area of need. The disparate land uses, fragmented ownership, obsolete commercial uses, aged housing stock, and volume of poor quality land often lacking basic infrastructure make the castern portion of the project area particularity difficult to incentivize private development and cost prohibitive to solve strictly through public projects. To date, following a closer review it can be seen that the Agency's largest investments have been in redevelopment and housing actives east of San Gorgonio Avenue, with the downtown town core area second, and investment in projects on the west end of town ranking third. As shown in Attachment I, discussed in Section 4, $1,500,000 has been identified for improvements near Hargrave Street and East Ramsey Street, $275,00 has been identified for East Ramsey Street beautification, and some portion of the $1,925,000 identified for property acquisition is intended for future projects in "east" Banning. The Agency agrees that further work is necessary to eliminate blight in the eastern part of the City. As such, the Agency has identified in its current work plan, several projects as shown in Attachment 2 to continue to prioritize blight elimination in "East" Banning. Beyond the work that planned or underway, the Agency agrees that blight elimination should be sustained over a long term period, as long as revenues are available in the future to improve the appearance and condition of the eastern part of Banning.
F5
Need for Additional Staff. This Answer Is Incorporated In Number 3 Above. Dodge Parcel. "In July 2009, The Redevelopment Agency Bought Property In
Related Recommendations (1)
R5
"The Redevelopment Agency Board Should Consider The Hiring Of An Additional Staff Person To Help In Monitoring Current Projects And Administering Programs." Response: Additional staff (Dirk Voss, Project Coordinator) was hired on February 24, 2010, as discussed in Findings Response No. 2 above. Additionally, the Agency uses extensive consultant resources as needed to manage its workload. For the foreseeable future, until economic conditions improve, the Agency Board believes the current staffing level as supplemented with consultant services will have to suffice.
F6
The Western Side Of The City Without Acquiring Its Own Independent Certified Witnesses Testified That The Price Paid, $1,200,000, Was Above Appraisal. Since The Purchase, The Redevelopment Agency Board Has Market Value. Budgeted An Additional $800,000 To Make The Property More Desirable." --- By law, before initiating an action in eminent domain to condemn property, a redevelopment agency is required to obtain an appraisal of the fair market value of the property and determine the "just compensation" and make a written offer "for not less than the approved appraisal of the fair market value of the property." (Code of Civil Proc, §1245.230; Gov't Code §7267.2). This requirement is included in the eminent domain statute primarily to protect the property owner and assure that the public agency will pay "not less than" fair market value. However, an agency may acquire property other than by condemnation (CCP §1230.030) and is encouraged to make every reasonable effort to acquire real property expeditiously by negotiation (Gov't Code §7267.1). Particularly, where property is offered by the owner for sale on the open market, a public agency is in the situation of any other interested buyer of property, and can negotiate the acquisition of the property for an agreed price. This is expressly permitted by Gov't Code §7267.2(d)(e) which permits a public entity to acquire property "offered for sale" to the "general public" at a specified price as long as the price is the same as the specified price and no federal funds are involved. As condemnation is often seen as a somewhat abusive process, and also involves significant legal expense, a public agency can fulfill its duty to negotiate in good faith to obtain whetship. This can avoid the legal expense of condemnation, thus saving public dollars ("better to give it to the property owner than the lawyers"). Even if condemnation, settlements are reached at values beyond the agency's appraisal. After all, the key difference between condemnation and a voluntary acquisition is the mutual agreement of the parties on price, rather than the forced agreement under the threat of condemnation. With these considerations in mind, it should be stated that it is generally the Agency's policy to obtain an appraisal, even in a voluntary acquisition, at least as a check that the voluntary acquisition price is not excessive. In the case of acquisition of the Dodge parcel, this . was not done for reasons that seemed justified to the Agency, and which we would like to explain. The owners of the Dodge Parcel were Patrick and Shirley DeZorzi. An automobile and truck dealership had been operated on the property for several decades as an important part of Banning's economy and most recently served as a Dodge /Chrysler dealership (All Star Dodge) prior to closing. All Star Dodge closed in October 2008 due to general economic conditions, and in January 2009 it was listed for sale at $1,500,000. The brokers had several offers around this price for used car and recreational vehicle sales, but when the City Planner indicated that these uses were not permitted by zoning, these buyers lost interest. After one month on the market, a potential buyer was found and a price was agreed to at $1,200,000 with a 90 day escrow. The purchase price was to be paid with an initial payment of $182,000, and the Seller carrying a first mortgage of $1,020,000 for 8 years at an interest of 6% and payments of $7,307.60, secured by an earnest money deposit of $50,000. The escrow was extended three times until June, 30, 2009 with non-refundable money released each time. The Buyers' plan was to bring a sales tax generating use back to the property. The Buyer wanted assistance from the Agency. Several meetings occurred between the Buyer and representatives of the Agency, but an agreement was not reached. On July 1, the Agency staff learned that the Seller would grant no further escrow extensions, and the Buyer was unwilling to go forward, so it appeared the transaction would collapse. At that point the Agency proposed to Seller and Buyer that Agency would assume the purchase agreement on the same terms and conditions if the escrow could be extended for two weeks until the Agency's meeting on July 28, 2009. The parties agreed. The Dodge Parcel at a price of $1.2M has a 9,000 sq. ft. buildings on 1.45 acres, with a per sq. ft. value of $133.33. The broker provided several sales as comps: (a) 1939 W. Ramsey (7/6/09) with a 1.23 acre parcel selling at $565,000 ($408/sq. ft.); (b) 50 S. Alessandro (8/26/08) with a .36 acre parcel selling at $600,000 ($122/sq. ft.); and had an appraisal of another property (c) 2415 Ramsey (10/3/08) with a 1.26 acre parcel appraised at $1.075M ($155/sq. ft). So the $133.33 per sq. ft. price for the Dodge Parcel was in line with these valuations. At the Agency's meeting of July 28, 2009, (Attachment 12) the Agency publicly agreed unanimously to proceed even though there was no appraisal for the following reasons: The price had been reached on the open market between a willing buyer and willing seller and the Agency accepted the result of this negotiated value rather than initiating an involuntary acquisition. 2) There was no time to do an appraisal, which would likely have taken at least 6 weeks, and preserve the terms of the deal, The transaction included a financing mechanism through the Seller, which 3) is not generally available in Agency deals, and meant that the Agency only had to come up with $200,000 cash. This left resources for other important Agency projects. This financing aspect of the transaction meant that an appraisal based on an all cash transaction was not applicable. The Agency has been presented with no credible evidence that the $1.2M price is above market value. The brokers handling the transaction opined that the price at $133.33 per square foot was reasonable and in line with the market. In fact, there was a 20% reduction from the .... original $1.5 asking price. The Seller financing terms were extremely attractive to the Agency leaving $1M available for additional Agency projects. On this basis, the Agency proceeded and closed the deal. The Agency is evaluating potential transactions for reuse of the property. No agreement has been reached with any party. It is not true that another $800,000 has been budgeted to make the property more desirable, and the Grand Jury is misinformed about this.
Related Recommendations (1)
R6
"All Future Development Property Purchases By The Redevelopment Agency Must Include An Independent Certified Appraisal Ordered By The Redevelopment Agency Staff." Response: The Agency's policy is to always obtain independent appraisals when legally required, and to generally obtain them for all other transactions. However, in an urgent situation where an appraisal is not legally required and there is no time to obtain one, if the Agency has the opportunity to acquire property in the open market without a forced acquisition through condemnation, the Agency reserves the right to take advantage of such a situation and proceed without an appraisal if warranted. This is particularly so where favorable financing terms are negotiated.
F7
Cultural Alliance and Performance of Contracts. "On August 4, 2005 the city council voted to give the Alliance $10,000. In the course of the next four years, the city council and the same people acting as the redevelopment agency board voted to give the Alliance a total of $806,503.08 in public funds for a variety of uses (see appendix for a breakdown on the funds).... The following redevelopment activities were never performed: development of a downtown Property-Based Improvement District (PBID) and a campaign to market Banning with advertising on billboards, radio, television and infomercials." The Agency has contracted with the Cultural Alliance since 2005 to provide services to the Agency that would forward downtown revitalization through the arts and cultural activities, community events, marketing, promotions and activities that support the downtown business community. The Grand Jury has recommended that the Alliance be required to return $52,000 to the -- Agency with interest because of the Alliance's failure to meet its contractual requirement to use $34,000 to develop a PBID between 2006 and 2008, and $18,000 to develop a PBID between 2008 and 2009. It would appear that the Grand Jury reached this conclusion based on the fact that the PBID was not developed. As will be shown below, such a narrow definition of the word "develop" is not supported by either the language of the agreement itself or the subsequent conduct of the parties. The services be provided by the Alliance regarding the PBID are listed in Exhibit A of the August 8, 2006 Agreement includes, Organization of a PBID in Downtown Banning, Hold General Informational meetings, Develop strategies, Define Boundaries, Create structure and Funding with City of Banning, and Develop and Distribute electronic newsletter to support creation of a PBID. Before an itemization of how the Alliance met each requirement, the Agency would like to clarify that there was no requirement that the PBID be actually created in order for the Alliance to have met the terms of the contract. In the past, the Agency had failed to convince the Downtown Business and Property owners to approve a PBID and that is why they asked the Alliance to assist in the effort. The former Agency Redevelopment Director told the Alliance this was a long-term goal that could probably not be achieved for five to ten years, if at all. Nonetheless, the Alliance agreed to have this goal added to its contract. In the subsequent 2008-2009 contract, Exhibit A (Scope of Services) states: "Establish a leadership group of property/business owners dedicated to forwarding downtown revitalization" and the 2009-1010 contract which states: "A PBID is unrealistic in the current economic climate, the Alliance will, instead, continue to develop ways to promote downtown businesses, and bring them together". The Agency did not expect success within two years, but wanted the Alliance to . help set the foundation for the future. The Alliance provided the Agency with periodic reports showing the activity undertaken to achieve a PBID since the inception of the contract. These included: Hold General Informational meetings. The first of a series of meetings with
Related Recommendations (1)
R7
"The redevelopment agency board should enforce the immediate return of $162,000 of public money from the Banning Cultural Alliance in accordance with the terms of the contracts. The amount arises from the Alliance failing to meet its contractual requirement to use $34,000 to develop a PBID; to use $110,000 for a marketing program between 2006 and 2008; and $18,000 to develop a PBID between 2008 and 2009. A reasonable rate of interest on the amount should also be included." Response: The Agency disagrees with this recommendation. The Agency has been embarking on a major revitalization of its blighted downtown. The Agency through the Façade and Owner Participation Program has revitalized buildings in order to encourage new businesses, but has also felt it needed assistance in strategies to bring people back Downtown. The Agency contracted with the Banning Cultural Alliance to produce events and promotional activities, public relations and marketing to do just that. Although the contract and performance guidelines initially could have been clearer and more precise, as has been recently instituted with the Alliance's current contract (Attachment 12), it is the opinion of the Agency that it has received the support and services, to accomplish the overall goals of bringing people Downtown, through the Alliance's advertising, public relations, events and activities and the Cultural Alliance has adequately fulfilled its contract. Likewise, funds designated for the creation of a PBID but utilized for other public relations and marketing categories are listed in the Contract. At an Agency public meeting the Alliance made the recommendation to the Agency Board that given the very small number of businesses Downtown, their lack of confidence in the City, along with a disastrous economy, meant it wasn't prudent to proceed with trying to establish a PBID at this time. In summation the money alluded to by the Grand Jury did not disappear but was utilized using different methods and marketing strategies, to accomplish the same goals as agreed to, and were reported to the Agency, verbally in reports and in writing. To avoid future issues, the new contract has been more explicitly outlined, along with performance goals, as previously discussed in regard to more clearly written contracts with performance measures clearly outlined. Accordingly, the Agency believes that the taxpayers of Banning received goods and services that were covered by the referenced $162,000.00 and helped produce multiple events bringing thousands of people downtown, over time, as well as the sponsorship of multiple activities at the Banning Women's Club, creation of the Pass Area Performing Arts Group, multiple visual and art programs for the youth of Banning, Diversity Programs and support for the visual and performing arts programs in Banning.
F8
Cultural Alliance Contract. "The first two contracts covering the period between 2006 and 2009, followed the same format. The Alliance was given a check for the total at the beginning of the each contract year. The agreements --- contained no means to measure success or failure of the efforts by the Alliance, and they contained no criteria to determine whether the obligations were indeed fulfilled." The first two contracts with the Cultural Alliance did follow a specific format. They were lengthy contracts and did contain a comprehensive breakdown of all services requested. This is demonstrated by the Grand Jury's pointing out the breakdown of funding in those contracts. But the Grand Jury goes on to criticize the agreements for not containing criteria to determine if the obligations were fulfilled. The Grand Jury fails to discuss the most recent contract entered into with the Cultural Alliance, a copy of which is attached as Attachment 13. On June 23, 2009, as part of its annual Budget adoption process, the Agency approved funding for the Cultural Alliance for FY 2009- 2010, and was approved by the Agency for the period of July 1, 2009 through June 30, 2010 in the amount of $131,000 and directed staff to prepare a contract for services subject to the approval of the Agency Counsel. This contract was negotiated under the direction of the Agency's new General Counsel. The contract was completed and executed in November of
Related Recommendations (1)
R8
WILSON ST 29 16 10 GEORGE ST ᄪ SA 17 25
F9
Special Treatment of Cultural Alliance. "An examination of the relationship between the Alliance and the redevelopment agency revealed a willingness by the board to fund the group without any measure of accountability, without measures of success or failure and without demands for return of funds not spent on contractual obligations. No other outside organization in Banning has been treated this way by the board of the redevelopment agency." The Agency strives to practice equitable treatment in its contracting. Since 2009, and well before we were aware of the Grand Jury concerns, under the supervision of our new Agency Counsel (hired at the end of 2008, staff has worked to improve the content and detail of Agency contracts so Agency vendors and consultants are under a set of uniform standards contained in the Agency's model short and long form contracts to clearly detail metrics for performance, hold vendors accountable for performance, and to reconcile deliverables against expenses if needed. In the case not only of the Cultural Alliance, but also the Banning Chamber of Commerce and Neighborhood Housing Services of the Inland Empire, Solution Works and Urban Futures Inc, the Agency's larger contractors, the Agency has moved toward monthly, quarterly or at a minimum, semi-annual reporting of progress and results by the principals of these respective organizations in person to the Agency Board. This allows for frequent review of contract performance by staff and allows for Agency direction, praise, criticism, or other direct feedback to recognize satisfactory performance or to identify the need for adjustments/improvements in performance. By way of this constant and routine oversight, potential problems can be identified carly and adjustments /corrections can be made if necessary before a small problem or issue --- becomes a large one. Performance standards are more detailed with specific times for performance and budgets for specific tasks. Finally, the Agency reserves the right for adjustments in the final work products or deliverables within the framework of contract, as circumstances may dictate, as long as it is deemed a "like substitution" and the Agency has received the same value from one type of deliverable versus another, I.E.: a print advertisement versus a radio advertisement where either is sufficient to complete the task of "advertising". In sum, the Agency disputes the finding that it treats the Cultural Alliance differently than other vendors in its contracting because the Agency utilizes a standard set of contracts that all contractors are required to use and the Agency subjects all contractors to period reporting and accountability and allows for adjustment and substitution of work products upon the mutual consent of both parties and appropriate approval(s). В.
Related Recommendations (1)
R9
"The Redevelopment Agency Board Should Immediately Cease And Desist Awarding Any Redevelopment Funds To The Cultural Alliance." . . The Agency believes that its revitalization, redevelopment and Response: economic development strategy is working in downtown Banning and that the vast majority of Banning residents appreciate the "new" Downtown Banning. The Grand Jury needs to step back and look broadly at what has been accomplished in Banning, particularly in the Downtown, and see this in the context of the current national recession. Less than five years ago Banning had five major development projects being actively pursued with some 5000 units proposed, which could have almost doubled the population of the City. Now, virtually all these projects are in abeyance and, housing prices have collapsed, not just in Banning or Riverside County, but in throughout the State and the Nation. Against these general trends, what has the Agency accomplished in Banning? The Agency has a well thought out revitalization strategy for Downtown, including the following components: (i) the Façade program which has renovated many buildings and made the Downtown attractive, (ii) entering into Owner Participation Agreements, as encouraged by the Community Redevelopment Law, to assist existing owners to make major investments in designated properties such as the Oddfellows Building and Fox Theater to create a Downtown entertainment disrict, (iii) developing a downtown master plan (Paseo San Gorgonio design plan) to enhance properties, (iv) developing a $60M regional Mid-County Justice Center to bring hundreds of people everyday to Downtown who will support services there, (v) entering an exclusive negotiation agreement with a developer actively working to develop the San Gorgonio Inn Site, (vi) adding new public infrastructure and amenities such as an Art Park; and (vii) enhancing the City's Civic Center, including with a new police station enhancing security. Collectively, these actions have caused a major change in the perception of, and willingness of residents and tourists to visit Downtown Banning. A critical component of this program, to be fully successful, is to create a sense of place, including events to bring people Downtown. The original and continuing strategy of the Agency includes the purchase of services from the Alliance to deal with the "human/people" side of the equation, which is to bring people Downtown to shop, play, eat and be entertained. The Banning Cultural Alliance is a volunteer organization made up of a very broad-based group of community leaders who with honesty and integrity have worked to fulfill their part of accomplishing the Agency's goal of a revitalized Downtown Banning to produce a sense of place for all residents as well as creating an attractive place to locate new retail establishments and professional office facilities. Some of the tasks the Alliance has have been asked to perform have been very difficult and the Agency Board has received regular reports, monitored their efforts, and reprogrammed their efforts as needed. Overall, the Agency Board believes the Cultural Alliance has been an extremely effective partner in our redevelopment program, which is bearing surprising success given the extremely adverse general economic conditions. In such times it could not be expected that every event or every development plan could meet our full expectations. But our Downtown looks the best it has in its entire history ever, we now enjoy an entertainment district, we have a $60M Justice Center .... coming, we have an active redevelopment project for the San Gorgonio Inn Site, and we have the Cultural Alliance working on events such as Cool Summer Nights, the Pass Has Talent, Phineas Festival, Art Hop, Halloween Festival, Artist Hanging, and others which has brought thousands of visitors to Downtown. When viewed in this light, and in the context of the reality of the current economic conditions, we believe our program should be seen as a model for what public-private partnerships can achieve. END -
Conclusions 14
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CL1SEPTEMBER T.C.A. 100 - 10 8 G 0 2 1 ( O) ... ~ - 4 7-12-00 ij, 3 JSINNS .PF ø 538-16 1.45,00,00 -------------------------------------- MERM (3) . . . . . . Recording Requested by and When Recorded Return to: Banning Redevelopment Agency 99 E. Ramsey Street Banning, California 92220 Attn: Executive Director (Space Above This Line for Recorder's Office Use Only) (Exempt from Recording Fees pursuant to Gov. Code § 27383) ASSIGNMENT, ASSUMPTION AND CONSENT TO ASSIGNMENT OF COMMERCIAL PROPERTY PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS THIS ASSIGNMENT, ASSUMPTION AND CONSENT TO ASSIGNMENT OF COMMERCIAL PROPERTY PURCHASE AGREEMENT AND JOINT ESCROW INSTRUCTIONS ("Assignment") is entered into as of this day of July, 2009 ("Effective Date"), by and between Martin Coyne ("Assignor"), Patrick Michael and Shirley Mae De Zorzi, ("Seller") and Banning Redevelopment Agency ("Agency"). RECITALS Seller and Assignor are parties to that certain Commercial Property Purchase A. Agreement and Escrow Instructions dated January 30, 2009 ("Agreement"). The Agreement provides for the sale of real property known as 2301 W. Ramsey Street, Banning, California 92220 ("Property") from Seller to Assignor. Pursuant to Section 23 of the Agreement, Assignor (referred to as "Buyer" in the В. Agreement) may transfer the Agreement to another entity upon receipt of Seller's written consent. Assignor now wishes to transfer all of Assignor's rights and obligations under the Agreement to Agency and Assignor and Agency desire to obtain Seller's specific consent to such transfer. Assignor and Agency hereby represent to Seller that Agency shall perform all C. obligations of Assignor under the Agreement. Based upon such representation, Seller wishes to consent to such transfer subject to the terms of this Assignment. NOW, THEREFORE, in consideration of the mutual promises of the parties hereto and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Agency, Assignor and Seller agree as follows: Representations. Assignor and Seller represent and certify the following: 1. That all of the above recitals are true and correct. a. b. To the best of Seller and Assignor's knowledge, no default presently exists under the Agreement and no state of facts exist which would constitute a default under the Agreement. 2. Assignment. Assignor hereby assigns, sells, and conveys and otherwise transfers to Agency all of Assignor's interests, rights and obligations under the Agreement with respect to the Property. This assignment shall be effective on the Effective Date, as first written above, provided that Seller consents thereto as evidenced by its execution of this Assignment below. Seller's execution below confirms that Assignor shall no longer remain liable for the performance of any obligations, terms, covenants and conditions under the Agreement and Seller hereby agrees to forever release Assignor from the performance of any such obligations, terms, covenants, and conditions under the Agreement. 3. Assumption of Agreement. Agency hereby accepts all of Assignor's interests, rights and obligations under the Agreement and assumes and agrees to perform all of Assignor's corresponding obligations, terms, covenants, and conditions under the Agreement on, from and after the Effective Date. Agency acknowledges that (i) it has received a copy of the executed Agreement and is fully familiar with its terms, and (ii) Seller has made no representations concerning the Agreement except as expressly provided herein. Agency further acknowledges and agrees that the Agreement shall control the obligations of Agency and Seller with respect to the Property and that the Agreement shall control over any inconsistent provision in any agreement that may exist between Assignor and Agency. 4. Seller Financing. Agency is proceeding on the basis of obtaining the same financing offered by Seller to Assignor. Accordingly, in addition to the replacement of the Deposit, at Closing Agency shall deposit an additional amount of $130,000 and a promissory note for $1,020,000, which Note shall have a 6% interest rate and be payable monthly commencing thirty (30) days after Closing in amounts of $7,307.60 per month for seven (7) years. By consenting to this Assignment, Seller agrees to the continuation of this financing. Replacement of Deposit. Seller and Assignor are parties to Escrow No. 19579-MS 5. ("Escrow") at Liberty Escrow ("Escrow Holder"), which was opened pursuant to the Agreement. Assignor has timely deposited the sum of Fifty Thousand Dollars ($50,000) into Escrow pursuant to Section 2 of the Agreement. Thirty Thousand Dollars ($30,000) of the deposit is non-refundable and has been tendered to Seller. If Escrow closes, the additional Twenty Thousand Dollars ($20,000) shall be paid to Seller and the $50,000 shall be credited towards the purchase price. Pursuant to the Agreement, should Escrow fail to close, the remaining Twenty Thousand Dollars ($20,000) would be returned to the Assignor. Within five (5) days of the Effective Date, Agency shall deposit into Escrow the sum of Fifty Thousand Dollars ($50,000). Upon receipt of the foregoing Agency funds, Escrow Holder shall immediately return to Assignor the $50,000 that Assignor had deposited and shall hold the additional $20,000 of Agency's funds as the deposit required under the Agreement. Should Escrow fail to close after this Assignment has become effective, the remaining Twenty Thousand Dollars ($20,000) shall be returned to the Agency. Due Execution. The person(s) executing this Assignment on behalf of the parties hereto 6. warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Assignment on behalf of said party, (iii) by so executing this Assignment, such party is formally bound to the provisions of this Assignment, and (iv) the entering into this Assignment does not violate any provision of any other agreement to which said party is bound. Full Force and Effect. The parties further agree that, except as specifically provided in 7. this Assignment, the terms of the Agreement shall remain unchanged and in full force and effect. IN WITNESS WHEREOF, the parties have executed and entered into this Assignment as of the date first written above. "Assignor" Martin Coyne "Assignee" Banning Redevelopment Agency By: Chairman ATTEST: Secretary Approved as to form: Agency Counsel CONTRACT SERVICES AGREEMENT BETWEEN THE CITY OF BANNING, CALIFORNIA COMMUNITY REDEVELOPMENT AGENCY, AND THE BANNING CULTURAL ALLIANCE 100 THIS CONTRACT SERVICES AGREEMENT (herein "Agreement"), is made and entered into this 1st day of July, 2009, by and between the CITY OF BANNING CALIFORNIA COMMUNITY REDEVELOPMENT AGENCY, a municipal corporation, (herein "City") and THE BANNING CULTURAL ALLIANCE, a California non-profit corporation (herein "Contractor"). (The term Contractor includes professionals performing in a consulting capacity.) The parties hereto agree as follows: 1.0 SERVICES OF CONTRACTOR 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, the Contractor shall provide those services specified in the "Scope of Services" attached hereto as Exhibit "A" and incorporated herein by this reference, which services may be referred to herein as the "services" or "work" hereunder. As a material inducement to the City entering into this Agreement, Contractor represents and warrants that Contractor is a provider of first class work and services and Contractor is experienced in performing the work and services contemplated herein and, in light of such status and experience, Contractor covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be of good quality, fit for the purpose intended. For purposes of this Agreement, the phrase "highest professional standards" shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances. 1.2 Contractor's Proposal. The Scope of Service shall include the Contractor's proposal or bid which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such proposal and this Agreement, the terms of this Agreement shall govern. 1.3 Compliance with Law. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental agency having jurisdiction in effect at the time service is rendered. Licenses, Permits, Fees and Assessments. 1.4 Contractor shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Contractor's performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City against any such fees, assessments, taxes penalties or interest levied, assessed or imposed against City hereunder. 1.5 Familiarity with Work. By executing this Contract, Contractor warrants that Contractor (a) has thoroughly investigated and considered the scope of services to be performed, (b) has carefully considered how the services should be performed, and (c) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Contractor warrants that Contractor has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should the Contractor discover any latent or unknown conditions, which will materially affect the performance of the services herounder, Contractor shall immediately inform the City of such fact and shall not proceed except at Contractor's risk until written instructions are received from the Contract Officer. 1.6 Care of Work. The Contractor shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City's own negligence. Further Responsibilities of Parties. 1.7 Both parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other. 1.8 Additional Services. City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to the Contractor, incorporating therein any adjustment in (i) the Contract Sum, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Contractor. Any increase in compensation of up to five percent (5%) of the Contract Sum or $25,000, whichever is less; or in the time to perform of up to one hundred eighty (180) days may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively must be approved by the City Council. It is expressly understood by Contractor that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services or reasonably contemplated therein. Contractor hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Contractor anticipates and that Contractor shall not be entitled to additional compensation therefor. 1.9 Special Requirements. Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the "Special Requirements" attached hereto as Exhibit "B" and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit "B" and any other provisions of this Agreement, the provisions of Exhibit "B" shall govern. 2.0 COMPENSATION 2.1 Contract Sum. For the services rendered pursuant to this Agreement, the Contractor shall be compensated in accordance with the "Schedule of Compensation" attached hereto as Exhibit "C" and incorporated herein by this reference, but not exceeding the maximum contract amount of One Hundred and Thirty-One Thousand Five Hundred Dollars ($131,500) (herein "Contract Sum"), except as provided in Section 1.8. The method of compensation may include: (i) a tump sum payment upon completion, (ii) payment in accordance with the percentage of completion of the services, (iii) payment for time and materials based upon the Contractor's rates as specified in the Schedule of Compensation, but not exceeding the Contract Sum or (iv) such other methods as may be specified in the Schedule of Compensation. Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expense, transportation expense approved by the Contract Officer in advance, and no other expenses and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Contractor at all project meetings reasonably deemed necessary by the City; Contractor shall not be entitled to any additional compensation for attending said meetings. Method of Payments. 2.2 Unless some other method of payment is specified in the Schedule of Compensation, in any month in which Contractor wishes to receive payment, no later than the first (1st) working day of such month, Contractor shall submit to the City in the form approved by the City's Director of Finance, an invoice for services rendered prior to the date of the invoice. Except as provided in Section 7.3, City shall pay Contractor for all expenses stated thereon which are approved by City pursuant to this Agreement no later than the last working day of the month. 3.0 PERFORMANCE SCHEDULE 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. 3.2 Schedule of Performance. Contractor shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the "Schedule of Performance" attached hereto as Exhibit "D", if any, and incorporated herein by this reference. When requested by the Contractor, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer but not exceeding one hundred eighty (180) days cumulatively. 3.3 Force Majeure. The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Contractor shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. In no event shall Contractor be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Contractor's sole remedy being extension of the Agreement pursuant to this Section. 3.4 Term. Unless earlier terminated in accordance with Section 7.8 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding one (1) year from the date hereof, except as otherwise provided in the Schedule of Performance. 4.0 COORDINATION OF WORK 4.1 Representative of Contractor. The following principals of Contractor are hereby designated as being the principals and representatives of Contractor authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith: Banning Cultural Alliance Attn: Executive Director P.O. Box 385 Banning, CA 92220 It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the services hereunder. For purposes of this Agreement, the foregoing principals may not be replaced nor may their responsibilities be substantially reduced by Contractor without the express written approval of City. 4.2 Contract Officer. The Contract Officer shall be such person as may be designated by the City Manager of City. It shall be the Contractor's responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Contractor shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement. Prohibition Against Subcontracting or Assignment. 4.3 The experience, knowledge, capability and reputation of Contractor, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Contractor shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Contractor, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Contractor or any surety of Contractor of any liability hereunder without the express consent of City. 4.4 Independent Contractor. Neither the City nor any of its employees shall have any control over the manner, mode or means by which Contractor, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Contractor's employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Contractor shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Contractor in its business or otherwise or a joint venturer or a member of any joint enterprise with Contractor, 5.0 INSURANCE, INDEMNIFICATION AND BONDS 5.1 Insurance. The Contractor shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance: Comprehensive General Liability Insurance. A policy of (a) comprehensive general liability insurance written on a per occurrence basis. If the Contract Sum is $25,000.00 or less, the policy of insurance shall be written in an amount not less than either (i) a combined single limit of $500,000.00 or (ii) bodily injury limits of $250,000.00 per person, $500,000.00 per occurrence and $500,000.00 products and completed operations and property damage limits of $100,000.00 per occurrence and $100,000.00 in the aggregate. If the Contract Sum is greater than $25,000.00 but less than or equal to $100,000.00, the policy of insurance shall be in an amount not less than either (i) a combined single limit of $1,000,000.00 for bodily injury, death and property damage or (ii) bodily injury limits of $500,000.00 per person, $1,000,000.00 per occurrence and $1,000,000.00 products and completed operations and property damage limits of $500,000.00 per occurrence and $500,000.00 in the aggregate. If the Contract Sum is greater than $100,000.00, the policy of insurance shall be in an amount not less than $5,000,000.00 combined single limit. Worker's Compensation Insurance. A policy of worker's (b) compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for both the Contractor and the City against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by the Contractor in the course of carrying out the work or services contemplated in this Agreement. Automotive Insurance. A policy of comprehensive automobile (c) liability insurance written on a per occurrence basis in an amount not less than either (i) bodily injury liability limits of $250,000.00 per person and $500,000.00 per occurrence and property damage liability limits of $100,000.00 per occurrence and $250,000.00 in the aggregate or (ii) combined single limit liability of $500,000.00. Said policy shall include coverage for owned, non-owned, leased and hired cars. Additional Insurance. Policies of such other insurance, including (d) professional liability insurance, as may be required in the Special Requirements. All of the above policies of insurance shall be primary insurance and shall name the City, its officers, employees and agents as additional insureds. The insurer shall waive all rights of subrogation and contribution it may have against the City, its officers, employees and agents and their respective insurers. All of said policies of insurance shall provide that said insurance may not be amended or cancelled without providing thirty (30) days prior written notice by registered mail to the City. In the event any of said policies of insurance are cancelled, the Contractor shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 5.1 to the Contract Officer. No work or services under this Agreement shall commence until the Contractor has provided the City with Certificates of Insurance or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by the City. All certificates shall name the City as additional insured (providing the appropriate endorsement) and shall conform to the following "cancellation" notice: CANCELLATION: SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATED THEREOF, THE ISSUING COMPANY SHALL MAIL THIRTY (30)-DAY ADVANCE WRITTEN NOTICE TO CERTIFICATE HOLDER NAMED HEREIN. [to be initialed] Agent Initials The Contractor agrees that the provisions of this Section 5.1 shall not be construed as limiting in any way the extent to which the Contractor may be held responsible for the payment of damages to any persons or property resulting from the Contractor's activities or the activities of any person or persons for which the Contractor is otherwise responsible. In the event the Contractor subcontracts any portion of the work in compliance with Section 4.3 of this Agreement, the contract between the Contractor and such subcontractor shall require the subcontractor to maintain the same policies of insurance that the Contractor is required to maintain pursuant to this Section 5.1. 5.2 Indemnification. Contractor agrees to indemnify the City, its officers, agents and employees against, and will hold and save them and each of them harmless from, any and all actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities, (herein "claims or liabilities") that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities of Contractor, its agents, employees, subcontractors, or invitees, provided for herein, or arising from the negligent acts or omissions of Contractor hereunder, or arising from Contractor's negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, whether or not there is concurrent passive or active negligence on the part of the City, its officers, agents or employees but excluding such claims or liabilities arising from the sole negligence or willful misconduct of the City, its officers, agents or employees, who are directly responsible to the City, and in connection therewith: (a) Contractor will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys' fees incurred in connection therewith; (b) Contractor will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Contractor hereunder, and Contractor agrees to save and hold the City, its officers, agents, and employees harmless therefrom; In the event the City, its officers, agents or employees is made a (c) party to any action or proceeding filed or prosecuted against Contractor for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Contractor hereunder, Contractor agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys' fees. 5.3 Performance Bond. Concurrently with execution of this Agreement, Contractor shall deliver to City a performance bond in the sum of the amount of this Agreement, in the form provided by the City Clerk, which secures the faithful performance of this Agreement, unless such requirement is waived by the Contract Officer. The bond shall contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his power of attorney. The bond shall be unconditional and remain in force during the entire term of the Agreement and shall be null and void only if the Contractor promptly and faithfully performs all terms and conditions of this Agreement. 5.4 Sufficiency of Insurer or Surety. Insurance or bonds required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated "A" or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City due to unique circumstances. In the event the Risk Manager of City ("Risk Manager") determines that the work or services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Contractor agrees that the minimum limits of the insurance policies and the performance bond required by this Section 5 may be changed accordingly upon receipt of written notice from the Risk Manager; provided that the Contractor shall have the right to appeal a determination of increased coverage by the Risk Manuger to the City Council of City within 10 days of receipt of notice from the Risk Manager. RECORDS AND REPORTS 6.0 6.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Contractor hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Contractor agrees that if Contractor becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Contractor is providing design services, the cost of the project being designed, Contractor shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Contractor is providing design services, the estimated increased or decreased cost estimate for the project being designed. 6.2 Records. Contractor shall keep, and require subcontractors to keep, such books and records as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of three (3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. 6.3 Ownership of Documents. All drawings, specifications, reports, records, documents and other materials prepared by Contractor, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership of the documents and materials hereunder. Any use of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Contractor will be at the City's sole risk and without liability to Contractor, and the City shall indemnify the Contractor for all damages resulting therefrom. Contractor may retain copies of such documents for its own use. Contractor shall have an unrestricted right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Contractor fails to secure such assignment, Contractor shall indemnify City for all damages resulting therefrom. Release of Documents. 6.4 The drawings, specifications, reports, records, documents and other materials prepared by Contractor in the performance of services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. 7.0 ENFORCEMENT OF AGREEMENT 7.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 7.2 Disputes. In the event of any dispute arising under this Agreement, the injured party shall notify the injuring party in writing of its contentions by submitting a claim therefor. The injured party shall continue performing its obligations hereunder so long as the injuring party commences to cure such default within ten (10) days of service of such notice and completes the cure of such default within forty-five (45) days after service of the notice, or such longer period as may be permitted by the injured party; provided that if the default is an immediate danger to the health, safety and general welfare, such immediate action may be necessary. Compliance with the provisions of this Section shall be a condition precedent to termination of this Agreement for cause and to any legal action, and such compliance shall not be a waiver of any party's right to take legal action in the event that the dispute is not cured, provided that nothing herein shall limit City's or the Contractor's right to terminate this Agreement without cause pursuant to Section 7.8. 7.3 Retention of Funds. Contractor hereby authorizes City to deduct from any amount payable to Contractor (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of Contractor's acts or omissions in performing or failing to perform Contractor's obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Contractor, or any indebtedness shall exist which shall appear to be the basis for a claim of lien. City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Contractor to insure, indemnify, and protect City as elsewhere provided herein. 7.4 Waiver. No delay or omission in the exercise of any right or remedy by a nondefaulting party on any default shall impair such right or remedy or be construed as a waiver. A party's consent to or approval of any act by the other party requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 7.5 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 7.6 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 7.7 Liquidated Damages. Since the determination of actual damages for any delay in performance of this Agreement would be extremely difficult or impractical to determine in the event of a breach of this Agreement, the Contractor and its sureties shall be liable for and shall pay to the City the sum of NOT APPLICABLE ($_ _____) as liquidated damages for each working day of defay in the performance of any service required hereunder, as specified in the Schedule of Performance (Exhibit "D"). The City may withhold from any monies payable on account of services performed by the Contractor any accrued liquidated damages. 7.8 Termination Prior to Expiration of Term. This Section shall govern any termination of this Agreement except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Agreement at any time, with or without cause, upon thirty (30) days' written notice to Contractor, except that where termination is due to the fault of the Contractor, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, the Contractor reserves the right to terminate this Agreement at any time, with or without cause, upon sixty (60) days' written notice to City, except that where termination is due to the fault of the City, the period of notice may be such shorter time as the Contractor may determine. Upon receipt of any notice of termination, Contractor shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Except where the Contractor has initiated termination, the Contractor shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 7.3. In the event the Contractor has initiated termination, the Contractor shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder. In the event of termination without cause pursuant to this Section, the terminating party need not provide the non-terminating party with the opportunity to cure pursuant to Section 7.2. 7.9 Termination for Default of Contractor. If termination is due to the failure of the Contractor to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Contractor shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Contractor for the purpose of set-off or partial payment of the amounts owed the City as previously stated. Attorneys' Fees. 7.10 If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney's fees. Attorney's fees shall include attorney's fees on any appeal, and in addition a party entitled to attorney's fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. 8.0 CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 8.1 Non-hability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Contractor, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Contractor or to its successor, or for breach of any obligation of the terms of this Agreement. 8.2 Conflict of Interest. No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which effects his financial interest or the financial interest of any corporation, partnership or association in which he is, directly or indirectly, interested, in violation of any State statute or regulation. The Contractor warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement. 8.3 Covenant Against Discrimination. Contractor covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin, or ancestry in the performance of this Agreement. Contractor shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, marital status, national origin, or ancestry. 9.0 MISCELLANEOUS PROVISIONS 9.1 Notice. Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer, CITY OF BANNING and in the case of the Contractor, to the person at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy- two (72) hours from the time of mailing if mailed as provided in this Section. 9.2 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply. 9.3 Integration; Amendment. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing. 9.4 Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 9.5 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. - . IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the date first written above. CITY: CITY OF BANNING CALIFORNIA COMMUNITY REDEVELOPMENT AGENCY, a municipal corporation Sam Racadio, Interim Executive Director ATTEST: Marie Calderon, City Clerk 11-17-09 APPROVED AS TO FORM: ALESHIRE & WYNDER, LLP David J. Aleshire, City Attorney CONTRACTOR: BANNING CULTURAL ALLIANCE, a California nonprofit Corporation By Name. KAREN S. CLAVELO Title: Resident By: Name: card Now Eido Title: 61 Dirocher O.Fox 385 Address:_ 92220 Banning [END OF SIGNTURES] CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT MEDICONOCIONES DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PERO DE PER State of California County of RIVETSIDE 11-16-09 before me, Daniele & Savard, Notary Public. On Sam Racadio personally appeared Name(a) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/ace subscribed to the within instrument and acknowledged to me that he/she/hoey executed the same in his/har/fuelr authorized capacity(las), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the DANIELE & BAVARD laws of the State of California that the foregoing Commission # 1632939 paragraph is true and correct. Notary Public - California San Bernardino County Comm. Expires Dec 24, 200 WITNESS my hand and official seal. Signature: Place Notary Seal and/or Stamp Above window of Notery Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and realtachment at this form to another document. Description of Attached Document Title or Type of Document: CONTROCT SERVICES AGREEMENT 07ID Document Date: Number of Pages: IW I Signer(s) Other Than Named Above: Capacity(les) Claimed by Signer(s) Signer's Name. Sam Racaa Signer's Name: □ Corporate Officer — Title(s): ☐ Corporate Officer — Title(s): □ Individual FIGHT THUMOPHINE BOAT THUMBPH ☐ Individual OF SIGNER OF EIGNER □ Partner — □ Limited □ General □ Partner — □ Limited □ General Top of thumb here Top of thumb here Attorney in Fact ☐ Attorney in Fact. □ Trustee ☐ Trustee ☐ Guardian or Conservator ☐ Guardian or Conservator S Other: EXPCUTIVE Other: DIRECTOR Colors of Signer is Representing: Signer is Representing: _ ваппта соттип ของเขาของเขาของ เขาของเขาของเขาของเขาของเขาของเขาของเขาของเขาของเขาของเขาของเขาของเขาของเขาของเขาของเขาของเขาข G 2008 Haitural Notary Association • 9050 De Suic Ares, P.O. Box 2402 • Challenorth, CA. 91313-2402 • www.Nedorastácsary.org tern #5927 Reorder: Call Toll-Free 1-600-876-8827 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP PPP State of California County of Riverside On 11-12-09 before me, Daniele 5, Savard, Notary Public personally appeared Karen Sandra Clavelot who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in the/her/heir authorized capacity(les), and that by Ns/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(8) acted, executed the instrument. I certify under PENALTY OF PERJURY under the DANIELE S. SAVARD laws of the State of California that the foregoing Commission # 1632939 paragraph is true and correct. Notary Public - California San Bernardino County WITNESS my hand and official seal. Comm. Biplies Dec 24, 200 Signature: Place Notary East and/or Stamp Acove educe of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and realtachment of this form to another document. Description of Attached Document contract services Agreemen Title or Type of Document: 07/01/09 Document Date: Number of Pages: 10 TU Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Karen Sandra Clavelot Signer's Name: Corporate Officer — Title(s): President ☐ Corporate Officer — Title(s): Individual DIGIT DIVADPONO ☐ Individual OF SIGNER OF SKINSER □ Partner — □ Limited □ General □ Partner — □ Limited □ General foc of thurse here Top of trumb here Attorney in Fact □ Attorney in Fact ☐ Trustee □ Trustee Guardian or Conservator □ Guardian or Conservator ☐ Other: Other: Signer Is Representing 84NTINGCUHURAL AlliANCE Signer Is Representing: ©2005 National Making Association • Mind Ce Soto Ave., P.O. Box 2402 • Challevorth, CA 91919-2402 • www.NationalVolag.org tert #5907 Regided Call Tot -Free 1-800-879-6027 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT මණ්ඩමයනු අවදාහය අතුල් සහ සහයන සහ සහස්ථාව සහස්ථාව සහස්ථාව සහස්ථාව සහස්ථාව සහස්ථාව සහස්ථාව සහස්ථාව සහස්ථාව සහස්ථ State of California County of RIVERSIDE on 11-12-09 before me, Daniele S. Savard, Notary Public carol Dawn Newkirk personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/ace subscribed to the within instrument and acknowledged to me that havahe/they executed the same in his/her/their authorized capacity(iss), and that by he/her/heir signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the DANIELE 6. SAVARD laws of the State of California that the foregoing Commission # 1632939 paragraph is true and correct. Notary Public - California Son Bernardino County Comm. Expires Dec 24, 20 WITNESS my hand and official seal Signature: Place Notary Seal and/or Stamp Above ative of Notes Public OPTIONAL Though the Information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: CONTROCT SERVICES agreement Number of Pages 10 Pages & 07/01/09 Document Date: Signer(s) Other Than Named Above: Capacity(les) Claimed by Signer(s) Signer's Name Carol Dawn Newkirk Signer's Name: Corporate Officer - Title(s): EXECUTIVE DIRECTOR □ Corporate Officer — Title(s): ☐ Individual RIGHT THUMBPRINTDE 1902NE4 Individual PICHT THUMBPIOF SIGNER □ Partner — □ Limited □ General ↑ ☐ Partner — ☐ Limited ☐ General Top of thumb bare ap at thumb here ☐ Attorney In Fact ☐ Attorney in Fact ☐ Trustee __ Trustee Guardian or Conservator ☐ Guardian or Conservator C Other: ☐ Other: _ Signer is Representing: BallingCUHUMI Alliane Signer is Representing: Reconstruction and the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contract of the contrac Q 2006 National Nations Association = 9350 Cel Solo Ave., P. O. Box 2402 = Chalamorth, GA. 9-313-2402 = www.NationalNotary.org ham #5507 Roorder: Call Tol-Free 1-800-876-6827 STATE OF CALIFORNIA ) ) 88. COUNTY OF XX ) , a Notary Public, personally , who proved to me on the basis of On INSERT ____, 2009, before me, ___ appeared \ satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. (Seal) Signature _ STATE OF CALIFORNIA ) ) 88. COUNTY OF XX ) On INSERT ____, 2009, before me, , a Notary Public, personally who proved to me on the basis of appeared satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the spstrument the person(s), or the entity upon behalf of which the person(s) acted executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. (Seal) Signature _____ EXHIBIT "A" SCOPE OF SERVICES Contractor will perform the following Services; A. As described in Attachment 1 to Exhibit A during the period July 1, 2009 to June 30 2010. II. As part of the Services, Contractor will prepare and deliver the following tangible work products to the City: A. As Described in Attachment 1 to Exhibit A A. III. During performance of the Services, Contractor will keep the Agency appraised of the status of performance by delivering the following status reports: A. Quarterly Status Reports: including activities performed in reporting period, progress achieved on on-going projects, expenditures during reporting period. B. Quarterly reports shall be due to Agency 45 days following the close of each quarter. C. Additional interim reports as requested by the Agency IV. The tangible work products and status reports will be delivered to the Agency/City pursuant to the following schedule: Α. B. Reporting Periods: 1) July 1 to September 30 2) October 1 to December 31 3) January 1 to March 31 4) April 1 to June 30 13. Quarterly reports shall be due to Agency no later than 45 days following the close of each quarter. V. Contractor will utilize the following personnel to accomplish the Services: A. To Be Determined . . . . . . . . . . . . . . . . . . . . ATTACHMENT 1 TO "EXHIBIT A" Banning Cultural Alliance Downtown Revitalization Plan 2009-2010 Introduction The Alliance will continue to focus in 2009-2010 on the attached vision core values in 2009-2010. Through the knowledge that has been gathered over the past four years, some changes are proposed for the upcoming project year. A Cultural Plan will be developed to enhance efforts to reach our goals. A PBID is unrealistic in the current economic climate and the reality is that very little has been accomplished to create a reason for businesses and property owners to tax themselves. The Alliance will, instead, continue to develop ways to promote downtown businesses and bring them together to remain informed about progress in revitalizing downtown. This process will keep businesses connected and involved so that when a PBID is feasible the groundwork will have been laid. Cultural Plan No Cost For 2009-10 The Alliance will focus on a more targeted approach to its revitalization efforts through the development of a cultural plan. A Cultural Plan will be a specific element of the Five Year Revitalization Plan developed through the City and The Alliance partnership. Additional partners will be identified to join The Alliance in the development and implementation of this plan. At this time a University of Redlands team and panel of Banning leaders have begun meeting and goals are being developed to move forward. Elements of work to create the plan will include: Establish a task force to create the cultural plan; Map current artistic and cultural organizations and activities existing in Banning and the Pass Area; Develop a comprehensive marketing plan for current arts and cultural organizations and activities; Identify and create special events that will involve all artistic organizations and individuals; and Develop a funding plan, i.e., "pennies for art," etc., to support the implementation of the cultural plan. Partners on the task force will include all arts and performing arts organizations, interested visual and performing artists, the Chamber of Commerce, the Banning Unified School District and the City of Banning. $9,000 I. Banning Business Activities Downtown Banning businesses will have opportunities to promote their businesses and products through a variety of methods. Display art in windows of open businesses and some vacant buildings to create an attractive downtown. Place coupons and ads for downtown businesses in Alliance's PAPA playbills for each production. Host quarterly forums/socials for downtown businesses to get updates on progress on downtown redevelopment and other items of interest. Promote downtown businesses at all downtown events. Spotlight a different business each month in the local newspaper and Alliance newsletter. Begin and promote a "Buy Banning First" campaign Schedule of Events Event 1: Free business ads in Pass Area Performing Artists playbill September 18, 20 Event 2: Free business ads in Pass Area Performing Artists playbill October 25, 2009 Event 3: Free Business ads in Pass Area Performing Artists playbills Dec. 10, 11, 12, 13, 2009 Event 4: Free Business ads in Pass Area Performing Artists playbills April 2,3, 4, & 9, 10, 11, 2010 Event 5: More free ads in Pass Area Performing Artists in playbills May 8, 15, 22. Event 6: Business Participation in Phineas Festival November 21, 2009 Event 7: Business Participation in Art Hop May 1, 2010 II. Downtown Promotional Events $63,550 The Banning Cultural Alliance proposes to continue its successful partnership with the City of Banning to revitalize downtown Banning. Base line activity has been established and institutionalized in downtown Banning. Events scheduled for downtown for 2009-2010 include: The fourth holiday festival, Phineas Festival of Lights in November 2009; The fourth annual Art Hop in April 2010; A second year of "Cool Summer Nights" from May through September 2009; The first "Pass Has Talent" four Friday nights in September as part of "Cool Summer Nights" culminating at Stage Coach Days the first weekend In October 2009: Event Schedule Event 1: Cool Summer Nights July 10, 17, 24, 31 Aug 7, 14, 21, 28 Event 2: Cool Summer Night/Pass Has Talent Sept 4, 11, 18, 25 Event 3: Pass Has Talent Final Performance October 3, 2009 Event 4: Phineas Festival November 21, 2009 Event 5: Art Hop May 1, 2009 Event 5: Cool Summer Nights June 24 III. Banning Center for the Arts Gallery $14,500 The Banning Center for The Arts Gallery will renovate its space to: Increase foot traffic to the Gallery and downtown Banning by featuring themed exhibits, i.e., veterans, politician, holiday, etc.; Continue to bring in world class artists and artistic events to downtown; generate more revenue and broader awareness of this facility throughout the . Pass Area; Grow reputation of the quality of the offerings and the expanded classes offered; Provide teaching opportunities (and income) to local artists; and Seek resources to provide affordable classes to residents with limited resources. Event Schedule Event 1: Artist Hanging(six weeks) July 8, 2009 Ginger Pina Event 2: Artist Reception July 11, 2009 Event 3: Artist Hanging (six weeks) August 21, 2009 Hanging the Politicians Event 4: Artist Reception August 21, 2009 Event 5: Artists Hanging(six weeks) September 15, 2009 Edwin Tauzon Event 6: Artist Reception September, 19, 2009 Event 7: Artist Hanging (six weeks) October 3, 2009 Robert French Event 8: Artist Reception October 10 November 18, 2009 Event 9: Artist Hanging (six weeks) Don Roth Event 10: Artist Reception November 21, 2009 Event 11: Artist Hanging (six weeks) January 9, 2009 Bridgette Adams-Greb Event 12: Artist Reception January 16, 2009 Three Additional artists, yet to be assigned, will be scheduled between February and June 2010 Each month weekly activities include 4 days of sales to and viewing by the general public IV. Youth $32,550 The Youth Arts Council and associated programs will continue to grow a stable and ongoing program with a core curriculum of visual and performance arts, community service, and art appreciation. This year the Youth Arts Council will: Continue to teach theater arts including Readers Theater; Hold its second annual Black Heritage program; Hold a youth job preparation event, "The Art of Getting Hired"; Continue to teach youth to perform in public; Provide community service opportunities at community events; Continue to provide "Youth Teaching Youth" opportunities to middle and high school youth. Cooperate with the Banning Unified School District to provide intern opportunities to high school students; Cooperate with the Banning Unified School District to provide art appreciation field trips to the Banning Center for the Arts Gallery; and Cooperate with the Banning Unified School District to provide visual and . performing arts classes to elementary and middle school students. Schedule of Events Event 1: Cool Summer Nights July 2009, - September 2009 Event 2 & 3: Dragon Tales (2 performances) August 8, 29, 2009 Event 4: Downtown Halloween Haunted House October 31, 2009 and family entertainment Event 5: Holiday events December 15 -22, 2009 Event 6: Black Heritage Day February 2010 Event 7: Business Expo October 11, 2009 Event 8: Volunteers at Banning Community Services Halloween October 24, 2009 Event 8: Cherry Valley Festivai June 2009 Emination of the contraction of the contraction of the contraction of the contraction of the contraction of the contraction of the contraction of the contraction of the contraction of the contraction of the contraction of Weekly curriculum include dance classes, crafts, arts, music, theater, and development of leadership and organizational skills. V. Overhead $11,900 Collaborations The Banning Cultural Alliance will continue to create an atmosphere of cooperation and encourage collaboration with service clubs, the Chamber of Commerce and youth servicing organizations as it provides services to the City of Banning. Our newest collaboration is with the Banning Unified School District. The Alliance collaborative events currently include: The Cultural Plan; The Art Hop; The Phineas Festival of Lights; · Support for downtown businesses; and Student focused programs. In-kind Contributions The Banning Cultural Alliance continues to maximize its resources through the use of in-kind support. For 2009-2010 this includes The University of Redlands Riverside County GAIN Program Sun Lakes Art League · City Services for events, i.e., public works, police, etc. In-kind advertising from LifeStyles magazine, Record Gazette, etc. Riverside Arts Council Conclusion The Banning Cultural Alliance has successfully partnered with the City of Banning in the development of Downtown since 2005. The fruits of this partnership are evident by the numbers of people who simply know where downtown Banning is and who don't give a second thought to coming downtown after dark. Our latest joint accomplishment is the development and opening of the Sculpture & Memorial Garden giving local artists a venue to show their work and bringing in artists from as far away as Ojai, Burbank and Idyllwild. This has made Banning a focus for artists far beyond the Pass Area. As the City moves forward with its plans for the physical improvements to downtown Banning, The Alliance looks forward to continuing its role in bringing together the elements that will assure a successful cultural and economic future to provide a high quality of life for Banning residents. Vision Statement Downtown Banning is a focal point for activities of all types, including socializing, entertainment, dining, shopping and living, but retaining at its core, the heart of a small town. Those businesses that draw people to downtown Banning are valued as community assets and their needs are met. New entrepreneurs are attracted to live and work in the area. The area becomes so desirable that they remain because they thrive with the increased activity in the area. Downtown Banning is a safe, vital, and attractive mixed-use environment that celebrates the diversity of entertainment opportunities. A rejuvenated downtown includes a mix of new buildings and renovated structures knitted together with shared architectural features, attractive landscaping, public art and street trees, creating a shady boulevard and accommodating sidewalks that include facilities and rest stops for pedestrians. Other public facilities have also been enhanced. New housing and increased densities in the District create activity and expand the market base for local neighborhood-serving retail. Community identity and the cultural heritage of the community have been strengthened and livable public spaces have been created. Shared Values Value 1 A pedestrian friendly, diverse, destination-oriented, revitalized downtown: High quality, well-managed development a reality Safe walkable, well-lighted areas constructed . Recruitment and promotion of retail and residential uses on-going and active Diverse art in public places Attractive pocket parks and the "greening" of downtown Attractive main arterials (ex. Ramsey Street and San Gorgonio Avenue) and more appropriate traffic flows Streetscape beautification evident through proper choice and placement of trees . and flowering plants, etc. Attractive, peaceful and welcoming streetscape Value 3: Increased tax and job generating businesses: Variety of shops and services Active recruitment of boutiques, restaurants, art galleries, etc. Excellent financial base with diversification of revenues supporting the city's budget Businesses that are ecologically sensitive and compatible are encouraged Value 4: A responsive local government City staff is accessible, dedicated and accountable · City staff is responsive to residents' and businesses' needs, concerns and inquiries Services are provided in an efficient and effective way Implementation and enforcement of codes assure the aesthetic vision and the public health of the downtown area City Council employs on-going oversight of downtown revitalization by setting annual goals, objectives and timelines with staff, and providing incentives to bring businesses to area. Quarterly study sessions with City Council and staff review the status of goals and their implementation City staff reaches out and collaborates with the community. Consolidation of government and public services Value 5: Ecologically and environmentally sensitive businesses generate tax revenue in the downtown area. Businesses in downtown area follow environmentally sensitive practices and exemplify social consciousness through products, services, and appearance. All businesses are esthetically pleasing. Businesses present do not pollute the environment, are family friendly, and do not cause health problems to customers. There are defined design standards for property structures and signage City collaborates to assure that businesses who want permits meet all standards Xeriscaping is utilized as much as possible Graffiti is cleaned up within 72 hours Galleries, bookstores, studios and other performing arts venues are featured. The atmosphere encourages outdoor dining. EXHIBIT "B" SPECIAL REQUIREMENTS The provisions of Section 7.7 requiring liquidated damages are deleted in their entirety. 1. The insurance provisions of Article 5.0 are supplemented by the provisions of Exhibit B1 attached to this Exhibit B. In the event of any conflict, the provisions of B1 shall govern. 2. The provisions of Section 5.3 requiring a performance bond are deleted in their entirety. 3. 4. Exclusion to Section 6.1: Any artwork that is produced by or on behalf of Contractor for the purpose of advertising the events listed in Exhibit D. EXHIBIT "B-1" INSURANCE A. Insurance Requirements. Consultant shall provide and maintain insurance, acceptable to the Executive Director or Agency Counsel, in full force and effect throughout the term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by Consultant, its agents, representatives or employees. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A: VII. Consultant shall provide the following scope and limits of insurance: 1. Minimum Scope of Insurance. Coverage shall be at least as broad as: Insurance Services Office form Commercial General Liability (1) coverage (Occurrence Form CG 0001). Insurance Services Office form number CA 0001 (Ed. 1/87) (2) covering Automobile Liability, including code 1 "any auto" and endorsement CA 0025, or equivalent forms subject to the written approval of the Agency. (3) Workers' Compensation insurance as required by the Labor Code of State of California and Employer's Liability insurance and covering all persons providing services on behalf of the Consultant and all risks to such persons under this Agreement. (4) Professional liability insurance appropriate to the Consultant's profession. This coverage may be written on a "claims made" basis, and must include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of or related to services performed under this Agreement. The insurance must be maintained for at least 5 consecutive years following the completion of Consultant's services or the termination of this Agreement. During this additional 5-year period, Consultant shall annually and upon request of the Agency submit written evidence of this continuous coverage. Minimum Limits of Insurance. Consultant shall maintain limits of Z. insurance no less than: General Liability: $2,000,000 per occurrence for bodily injury, (1) personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Contract/location or the general aggregate limit shall be twice the required occurrence limit. Automobile Liability: $1,000,000 per accident for bodily injury (2) and property damage. A combined single limit policy with aggregate limits in an amount of not less than $2,000,000 shall be considered equivalent to the said required minimum limits set forth above. (3) Workers' Compensation and Employer's Liability: Workers' Compensation as required by the Labor Code of the State of California and Employers Liability limits of not less than $1,000,000 per accident. (4) Professional Liability: $1,000,000. В. Other Provisions. Insurance policies required by this Agreement shall contain the following provisions: 1. All Policies. Each insurance policy required by this Agreement shall be endorsed and state the coverage shall not be suspended, voided, cancelled by the insurer or either party to this Agreement, reduced in coverage or in limits except after 30 days' prior written notice by Certified mail, return receipt requested, has been given to Agency. 2. General Liability, Automobile Liability and Professional Liability Coverages. (I) Agency, its respective elected and appointed officers, directors, officials, employees, agents and volunteers are to be covered as additional insureds as respects: liability arising out of activities Consultant performs; products and completed operations of Consultant; premises owned, occupied or used by Consultant; or automobiles owned, leased, hired or borrowed by Consultant. The coverage shall contain no special limitations on the scope of protection afforded to Agency, and their respective elected and appointed officers, officials, employees or volunteers. (2) Consultant's insurance coverage shall be primary insurance with respect to Agency, and its respective elected and appointed, its officers, officials, employees and volunteers. Any insurance or self insurance maintained by Agency, and its respective elected and appointed officers, officials, employees or volunteers, shall apply in excess of, and not contribute with, Consultant's insurance. (3) Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (4) Any failure to comply with the reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to Agency, and its respective elected and appointed officers, officials, employees or volunteers. 3. Workers' Compensation and Employer's Liability Coverage. Unless the Executive Director otherwise agrees in writing, the insurer shall agree to waive all rights of subrogation against Agency, and its respective elected and appointed officers, officials, employees and agents for losses arising from work performed by Consultant. C. Other Requirements. Consultant agrees to deposit with Agency, at or before the effective date of this contract, certificates of insurance necessary to satisfy Agency that the insurance provisions of this contract have been complied with. The Agency Attorney may require that Consultant furnish Agency with copies of original endorsements effecting coverage required by this Section. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. Agency reserves the right to inspect complete, certified copies of all required insurance policies, at any time. Consultant shall furnish certificates and endorsements from each 1. subcontractor identical to those Consultant provides, 2. Any deductibles or self-insured retentions must be declared to and approved by Agency. At the option of Agency, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects Agency or its respective elected or appointed officers, officials, employees and volunteers or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims. 3. The procuring of such required policy or policies of insurance shall not be construed to limit Consultant's liability hereunder nor to fulfill the indemnification provisions and requirements of this Agreement, . EXHIBIT "C" COMPENSATION BANNING CULTURAL ALLIANCE DOWNTOWN REVITALIZATION 2009 - 2010 BUDGET I. Banning Business Activities ED .25FTE 9,000 $ 9,000 $ II. DOWNTOWN PROMOTIONAL EVENTS Coordinator .75 FTE 37,500 s Equipment Rentals. chairs, 4,750 $ portpots Phone $ 2,200 $ Advertising 12,000 Entertainment $ 6,000 Contractors $ 600 Supplies $ 500 $ 63,550 . III. GALLERY $ 7,000 Manager 4,500 Utilities $ $ Insurance 3,000 $ 14,500 IV. YOUTH Program Director .75 FTE 25,740 3 2,400 Supplies $ $ Building Occupancy 4,000 $ 410 $ 32,550 Contractors OVERHEAD 11,900 $ $ 11,900 TOTAL REQUEST $ 131,500 $ 131,500 2. The Agency will compensate Consultant for the Services performed upon submission of a valid invoice in accordance with Section 2. 3. Consultant shall invoice Agency for work performed and completed in the previous Quarter in accordance with the quarterly report provided and pursuant to all other terms and conditions of this Agreement. C-I 4. Compensation shall be applied according to the Scope of Work shown in "EXHIBIT A" and ATTACHMENT 1 to "EXHIBIT A". Any use of funds from one category to another or for work, items or activities not listed in the "EXHIBIT A" and ATTACHMENT 1 to "EXHIBIT A" is prohibited. Any changes to the Scope of Work must be approved in advance, writing by the Agency Executive Director. 5. The total compensation for the Services shall not exceed $131,500, (One Hundred and Thirty-One Thousand Five Hundred Dollars) as provided in Section 4 of this Agreement. END SUBMITTED SCHEDULE D ACCEPTED : DATE: BANNING BUSINESS ACTIVITIES Schedule of Events Event 1: Free business ads in Pass Area Performing Artists playbill September 18, 20 Event 2: Free business ads in Pass Area Performing Artists playbill October 25, 2009 Event 3: Free Business ads in Pass Area Performing Artists playbills Dec. 10, 11, 12, 13, 2009 Event 4: Free Business ads in Pass Area Performing Artists playbills April 2,3, 4, & 9, 10, 11, 2010 Event 5: More free ads in Pass Area Performing Artists in playbills May 8, 15, 22. Event 6: Business Participation in Phineas Festival November 21, 2009 Event 7: Business Participation in Art Hop May 1, 2010 DOWNTOWN PROMOTIONAL Event Schedule July 10, 17, 24, 31 Event 1: Cool Summer Nights Aug 7, 14, 21, 28 Sept 4, 11, 18, 25 Event 2: Cool Summer Night/Pass Has Talent October 3, 2009 Event 3: Pass Has Talent Final Performance Event 4: Phineas Festival November 21, 2009 May 1, 2009 Event 5: Art Hop June 24 Event 5: Cool Summer Nights BANNING CENTER FOR THE ARTS . Event Schedule Event 1: Artist Hanging(six weeks) July 8, 2009 Ginger Pina July 11, 2009 Event 2: Artist Reception August 21, 2009 Event 3: Artist Hanging (six weeks) Hanging the Politicians Event 4: Artist Reception August 21, 2009 September 15, 2009 Event 5: Artists Hanging(six weeks) Edwin Tauzon INITIAL: ON September, 19, 2009 Event 6: Artist Reception October 3, 2009 Event 7: Artist Hanging (six weeks) Robert French October 10 Event 8: Artist Reception November 18, 2009 Event 9: Artist Hanging (six weeks) Don Roth November 21, 2009 Event 10: Artist Reception January 9, 2009 Event 11: Artist Hanging (six weeks) Bridgette Adams-Greb January 16, 2009 Event 12: Artist Reception Three Additional artists, yet to be assigned, will be scheduled between February and June 2010 Each month weekly activities include 4 days of sales to and viewing by the general public YOUTH Schedule of Events July 2009, - September 2009 Event 1: Cool Summer Nights August 8, 29, 2009 Event 2 & 3: Dragon Tales (2 performances) October 11, 2009 Event 4: Business Expo Event 5: Booth at Community Services Halloween October 24, 2009 October 31, 2009 Event 6: Downtown Halloween Haunted House and family entertainment December 15 -22, 2009 Event 7: Holiday events February 2010 Event 8: Black Heritage Day June 2010 Event 9: Cherry Valley Festival Weekly curriculum includes dance classes, crafts, arts, music, theater, and development of leadership and organizational skills. Other events then those listed may be planned by the youth. ... Page 1 of 1 John Jansons [email protected] From: Thursday, November 05, 2009 9:37 AM Sent: To: John Jansons Schedule D Subject: Attachments: SCHEDULE D.doc John - attached find schedule D for contract. let me know if you have any questions. thanks, carol 222 SECTION III3.13.13.13.13.13.13.13.13.13.1 SECTION II 23 23 23 23 23 23 23 23 23 23 23 23 23 Total Essimate for 1st Quarter SECTION V BECTION IV A NOLLOSE SECTION ī CIBELL July 1, 2009 - June 30, 2010July 1, 2009 - Segt 20, 2009 July 1, 2009 17-Ju-0824-Ju-0831-Ju-9831-Ju-987-Aug-0914-Aug-0925-Aug-094-Sep-08 Date On or About July 1, 2009 - June 10, 2010July 1, 55x5 30,2009July 3,2009 6 seedsJuly 3,2009 6 seedsJuly 11,2009June 21, 2009 3 weeks21, July 2009 5 weeks19, 500 6 seeds 11-Sep-0918-Sep-0925-Sep-09 July 1, 2009- Sept 30, 2009July 1, 2009- Sept 30, 2009Aug 8, 2009 and Aug 29, 2009 July 1 - Sept 38, 200010-Jul-09 July 1 - Sept 30, 2009 Sept 18 and 20 2009 Jry 1 - Sept 30, 2009 June 30, 2010 Banning Cultural Alliance - Arnaval Work Plan and Budget FY 2009-2010 Supplement and Addendum to Schedule D - Attachment 1 - "Exhibit A" FIRST QUARTER JULY 1, 2009 to SEFT 30, 2009 Section V OverheadSection V Overhead Section II GallerySection II GallerySection II GallerySection II GallerySection II GallerySection II GallerySection II GallerySection II GallerySection II Gallery Section | ExertsSection | ExertsSection | ExertsSection | ExertsSection | ExertsSection | ExertsSection | ExertsSection | ExertsSection | Exerts Section IV YouthSection IV Youth Section IV Youth Section I EventsSection I EventsSection I Events Section Business Activities Section | Business Activities Work Group Section Business Activities Overneed Coding Operations/Exhibitions Coding Operations/Exhibitions Coding Operations/Exhibitions A rist Recognition Hayging the Palkines A rist Recognition A rist Recognition Gene Weekly an dance computes programs Cool Summer Nights Dragon Taxes Youth Program Coo Sumer Lights Coo Sumer Lights Coo Sumer Lights Coo Sumer Lights Coo Sumer Lights Coo Sumer Lights Coo Sumer Lights Coo Sumer Lights Coo Sumer Lights Coo Sumer Lights Coo Sumer Lights Coo Sumer Lights Coo Sumer Lights C Events Oper Promote Downlown Busin Downlown Businesses Premation Compagn with University of Redlands Student Group Event of Activity inuse Advartising in PAPA Flaybills Alla ministrative Overhead ration/Production Operation/Production Percent Complete Per Quarter of Annual Deliverable 100% 100% 100%100%100% 25%100%100%100%100%100%100% 100% 100% 100% 7,98 7,82 SUB-TOTAL SECTION V SUB-TOTAL SECTION IV SUB-TOTAL SECTION III SUB-TOTAL SECTION I SUB-TOTAL SECTION? Total Annual Budget $32,660.00 $63,550.00 $11,980.00 $8,000.00 $14,500 . SUBMITTED: ACCEPTED: 97 Per Quarter Amount Bille $1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1,125.00$1 $2,975.00$2,976.00$2,976.00$3,976.00 00.181'8887.117887.117887.1178 $3,62 $8,137.00 $3.65$3.65$3.65 英俊 Ä, PAGE 1.2 SECTION Total Estimate for 2nd Quarter SECTION V 4 4 4.2 13 ÷ SECTION IV SECTION III SECTION II 4 10 4 Item October 1, 2009 - December 31, 2009October 1, 2009 - December 31, 2009 October 1, 2009 - December 31, 2009October 1 - 2009 December 31, 2009October 3 - 2009October 3 - 2009October 24, 8 3 (2009) October 1, 2009 - December 31, 2009October 1, 2009 - December 31, 2009October 3, 2006October 3, 2006Movember 18, 2009Movember 18, 2009 October 1, 2009 - December 31, 2009October 3, 2009November 21, 2009 October 1. Oct 25, Dec 10,11,12,13 2009 October 1, 2008 - December 31, 2009 October 1, Date On or About 2009 - November 21, 2009 2009 December 31, 2006 Banning Cultural Alliance - Annual Work Plan and Budget FY 2009-2010 Supplement and Addendum of Schedule D-Attachment 1 - "Exhibit A" SECOND QUARTER OCTOBER 1, 2009 to DECEMBER 31, 2009 Section V OverheadSection V Overhead Section IV Youth Section IV - Youth Section IV - Youth Section IV - Youth Section IV - Youth Business Activities Business Activities Section III Gallery Section III - Gallery Section III - Gallery Section III - Gallery Section III - Gallery Section III - Gallery Section III - Gallery Section II - EventsSection II - Events Business Activities Section I Business Activities Section Section Section Work Group Awards Night Youth Program Operation/ProductionWeekly, ad, dame, computer programHalloween Haunsed HouseHalloween Party Don RothArtist Reception Gallery Operations/Exhibitions Gallery Operations and Exhibitions Robert French Artist Reception Events Operation/Production Pass Has Talent - Final Phineas Festival of Lights Campaign with University of Redlands Downtown Phinese Feetival and Holiday Lighting Free Business Ads in PAPA PlaytillRecruit Business for Participation in General/Administrative OverheadGeneral/Administrative Overhead Promote Downtown Businessesntown Businesses Promotion Event or Activity Percent Complete Per Quarter of Annual Deliverable 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 25% 25% 25% 25% SUB-TOTAL SECTION IV SUB-TOTAL SECTION IV SUB-TOTAL SECTION III SUB-TOTAL SECTION I SUB-TOTAL SECTION II Total Annual Budget SAM COSLINGING ACCEPTED: $14,500.00 $11,900.00 $32,580.00 $63,550.00 $9,000,00 Estimated Amount Billind Por Quarter $1,260.00 $750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750.00 $1750 R Total Estimate for 3rd Quarter SECTION V 4.3 Ġ SECTION IV 5 A 3.2 SECTION II 12 SECTION ECTION III Rorn January 1, 2010 - March 31, 2010January 1, 2010 - March 31, 2010January 1, 2010 - March 31, 2010January 1, 2010 - March 31, 2010 January 1, 2010 - March 31, 2010January 1, 2010 - March 31, 2010 January 1, 2010 - Merch 31, 2010 January 1, 2010 - March 31, 2010 January 1, 2016 - March 31, 2016January 1, 2010 - March 31, 2010January 8, 2010 - February 18, 2010January 15, 2010Jenuary 15, 2010 - March 27, 2010February 19, 2010 - March 27, 2010 January 1, 2010 - Merch 31, 2010January 1, 2010 - March 31, 2010 ebruary 1, 2010 Date On or About . Section V OverheadSection V Overhead Section IV - YouthSection IV - YouthSection IV - YouthSection IV - Youth Section IV Youth Section III Gallary Section III - Gallary Section III - Gallary Section III - Gallary Section III - Gallary Section III - Gallary Section II - EventsSection II - Events Section | Business ActivitiesSection | Business Activities Section | Business Activities Work Group Banning Cultural Alllance - Annual Work Plan and Budget FY 2009-2010 Supplement and Addendum to Schedule D of Attachment 1-"Exhibit A"THIRD QUARTER JANUARY 1, 2010 to MARCH 31, 2010 Weekly Art, dance, computer program Renaissance Celebration Artist Reception General/Admini Art Classes by Sun Lakes Art LeagueBlack Heritage Day Activities Gallery Operations and Exhibitions Gallery Operations and Exhibitions Bridgett Adams Aritis Reception Namy Carrol Propering for Coal Summer Niles Promote Downtown Businesses Downtown Businesses Promotion Campagn with University of Redlands Student Group Recruft Business Participation for Art Hop Youth Program Operation/Production General/Administrative Overhead iministrative Overhead Events Operation/Production Event or Activity Quarter of Annual % Complete Per Deliverable .+ 100% 100% 25%100%100% 100% 100% 100% 25% 25% SECTION IV SECTION IV SUB-TOTAL SUBMETTE SECTION SUB-TOTAL SECTION SUB-TOTAL SECTION II SUB-TOTAL ALLENTED otal Annual Budget $14,500. $11,900 $32,550 $63,550 $9,000. 8 8 8 8 9 D: (CR.D. Estimated Amount Billed Per Quarter PAGE 3 of 4 DATE: $32,875.00 _3 $15,888.00 $15,888,00$7,944,00$7,944,00 $2,975,00 $3,625,00 DATE: $8,137.00 $8,137.00$2,034.25$2,034.25$2,034.25 $2,975,00 $3,625.00$725.00$725.00$725.00$725.00$725.00 $2,250.00 $1,225.00 $2,250.00 1-11-12 de. Total Estimate for 4th Quarter SECTION I SECTION V 4.14.24.34.4 5 4 4 4 SECTION 34 SECTION III 22 item April 1, 2018 to June 30, 2019April 1, 2010 to June 30, 2010April 1, 2010 to June 30, 2010April 1, 2010 to June 30, 2010June 1, 2010 April 1, 2010 to June 30, 2010January 1, 2010 - March 31, 2010January 8, 2010 - February 18, 2010 April 1, 2010 - June 30, 2010May 1, 2010April 1, 2010 - June 30, 2010June 1, 2010 - June 30 2010 April 1, 2010 - June 30, 2010April 1, 2010 - June 30, 2010Apr. 2,3,4,9,10,11 & May 8,15,22 2010 January 15, 2010February 19, 2010 - March 27, 2010February 25, 2010 April 1, 2010 to June 30, 2010April 1, 2010 to June 30, 2010 Date On or About Section V OverheadSection V Overhead Section IV Youth Section IV - Youth Section IV - Youth Section IV - Youth Section IV - Youth Section III - GallerySection III - Gallery Section (II - Gallery Section III - GallerySection III - Gallery Section I Business ActivitiesSection I Business Activities Seption III Gallery Section II Events Section II - Events Section II - Events Section II - Events Section | Business Activities Work Group ACCEPTED: Banning Cultural Alliance - Annual Work Plan and Budget FY 2009-2010 Supplement and Addendum of Schedule D - Attachment 1-"Exhibit A" FOURTH QUARTER April 1, 2010 to June 30, 2010 Youth Program Operation/Production Weekly art dame, computer program Art Hop Participation Cod Summer Niese participation Youth Perticipation in Cheny Festival Artist Reception Gallery Operations and EchibilionsBridgett Adams General/Administrative Overhead General/Administrative Overhead Artist Reception 5th Arrusi Art HopPreparing for Cool Summer NitesCool Summer Nites Started Promote Downtown Businesses Downtown Businesses Promotion Free Business Ads in PAPA Playbil Gallery Operations/Exhibitions Events Operation/Production Event or Activity SUBMITTED: Quarter of Annual % Complete Per Deliverable 100% 100% 100% 100% 100% 25% 25% 25% SECTION IV SUB-TOTAL SECTIONIV SUB-TOTALSECTION I SECTION III SECTION SUB-TOTAL Total Annual Budget 1 $14,500. $11,900 $32,550 $63,650. 3 $9,000 Care 8 8 8 8 8 M Estimated Amount Billed Per ۷ PAGE 4.64 Quarter DATE: 1-11-10 DATE: LILLO . $32,875.00 $15,888,00 $15,888.00$5,296.00$6,296.00$6,296.00 $2,875.00 $2,975.00 $8,137.00 $8,137.00$2,034.25$2,034.25$2,034.25$2,034.25 $3,625.00 $2,280.00 $2,250.00 $3,625,00$725.00$725.00$725.00$725.00
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CL2That all of the above recitals are true and correct. a. b. To the best of Seller and Assignor's knowledge, no default presently exists under the Agreement and no state of facts exist which would constitute a default under the Agreement.
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CL3Assignment. Assignor hereby assigns, sells, and conveys and otherwise transfers to Agency all of Assignor's interests, rights and obligations under the Agreement with respect to the Property. This assignment shall be effective on the Effective Date, as first written above, provided that Seller consents thereto as evidenced by its execution of this Assignment below. Seller's execution below confirms that Assignor shall no longer remain liable for the performance of any obligations, terms, covenants and conditions under the Agreement and Seller hereby agrees to forever release Assignor from the performance of any such obligations, terms, covenants, and conditions under the Agreement.
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CL4Assumption of Agreement. Agency hereby accepts all of Assignor's interests, rights and obligations under the Agreement and assumes and agrees to perform all of Assignor's corresponding obligations, terms, covenants, and conditions under the Agreement on, from and after the Effective Date. Agency acknowledges that (i) it has received a copy of the executed Agreement and is fully familiar with its terms, and (ii) Seller has made no representations concerning the Agreement except as expressly provided herein. Agency further acknowledges and agrees that the Agreement shall control the obligations of Agency and Seller with respect to the Property and that the Agreement shall control over any inconsistent provision in any agreement that may exist between Assignor and Agency.
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CL5Seller Financing. Agency is proceeding on the basis of obtaining the same financing offered by Seller to Assignor. Accordingly, in addition to the replacement of the Deposit, at Closing Agency shall deposit an additional amount of $130,000 and a promissory note for $1,020,000, which Note shall have a 6% interest rate and be payable monthly commencing thirty (30) days after Closing in amounts of $7,307.60 per month for seven (7) years. By consenting to this Assignment, Seller agrees to the continuation of this financing. Replacement of Deposit. Seller and Assignor are parties to Escrow No. 19579-MS 5. ("Escrow") at Liberty Escrow ("Escrow Holder"), which was opened pursuant to the Agreement. Assignor has timely deposited the sum of Fifty Thousand Dollars ($50,000) into Escrow pursuant to Section 2 of the Agreement. Thirty Thousand Dollars ($30,000) of the deposit is non-refundable and has been tendered to Seller. If Escrow closes, the additional Twenty Thousand Dollars ($20,000) shall be paid to Seller and the $50,000 shall be credited towards the purchase price. Pursuant to the Agreement, should Escrow fail to close, the remaining Twenty Thousand Dollars ($20,000) would be returned to the Assignor. Within five (5) days of the Effective Date, Agency shall deposit into Escrow the sum of Fifty Thousand Dollars ($50,000). Upon receipt of the foregoing Agency funds, Escrow Holder shall immediately return to Assignor the $50,000 that Assignor had deposited and shall hold the additional $20,000 of Agency's funds as the deposit required under the Agreement. Should Escrow fail to close after this Assignment has become effective, the remaining Twenty Thousand Dollars ($20,000) shall be returned to the Agency. Due Execution. The person(s) executing this Assignment on behalf of the parties hereto
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CL6("Escrow") at Liberty Escrow ("Escrow Holder"), which was opened pursuant to the Agreement. Assignor has timely deposited the sum of Fifty Thousand Dollars ($50,000) into Escrow pursuant to Section 2 of the Agreement. Thirty Thousand Dollars ($30,000) of the deposit is non-refundable and has been tendered to Seller. If Escrow closes, the additional Twenty Thousand Dollars ($20,000) shall be paid to Seller and the $50,000 shall be credited towards the purchase price. Pursuant to the Agreement, should Escrow fail to close, the remaining Twenty Thousand Dollars ($20,000) would be returned to the Assignor. Within five (5) days of the Effective Date, Agency shall deposit into Escrow the sum of Fifty Thousand Dollars ($50,000). Upon receipt of the foregoing Agency funds, Escrow Holder shall immediately return to Assignor the $50,000 that Assignor had deposited and shall hold the additional $20,000 of Agency's funds as the deposit required under the Agreement. Should Escrow fail to close after this Assignment has become effective, the remaining Twenty Thousand Dollars ($20,000) shall be returned to the Agency. Due Execution. The person(s) executing this Assignment on behalf of the parties hereto
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CL7warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Assignment on behalf of said party, (iii) by so executing this Assignment, such party is formally bound to the provisions of this Assignment, and (iv) the entering into this Assignment does not violate any provision of any other agreement to which said party is bound. Full Force and Effect. The parties further agree that, except as specifically provided in
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CL8this Assignment, the terms of the Agreement shall remain unchanged and in full force and effect. IN WITNESS WHEREOF, the parties have executed and entered into this Assignment as of the date first written above. "Assignor" Martin Coyne "Assignee" Banning Redevelopment Agency By: Chairman ATTEST: Secretary Approved as to form: Agency Counsel
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CL9Quarterly reports shall be due to Agency no later than 45 days following the close of each quarter. V. Contractor will utilize the following personnel to accomplish the Services: A. To Be Determined . . . . . . . . . . . . . . . . . . . . ATTACHMENT 1 TO "EXHIBIT A" Banning Cultural Alliance Downtown Revitalization Plan 2009-2010 Introduction The Alliance will continue to focus in 2009-2010 on the attached vision core values in 2009-2010. Through the knowledge that has been gathered over the past four years, some changes are proposed for the upcoming project year. A Cultural Plan will be developed to enhance efforts to reach our goals. A PBID is unrealistic in the current economic climate and the reality is that very little has been accomplished to create a reason for businesses and property owners to tax themselves. The Alliance will, instead, continue to develop ways to promote downtown businesses and bring them together to remain informed about progress in revitalizing downtown. This process will keep businesses connected and involved so that when a PBID is feasible the groundwork will have been laid. Cultural Plan No Cost For 2009-10 The Alliance will focus on a more targeted approach to its revitalization efforts through the development of a cultural plan. A Cultural Plan will be a specific element of the Five Year Revitalization Plan developed through the City and The Alliance partnership. Additional partners will be identified to join The Alliance in the development and implementation of this plan. At this time a University of Redlands team and panel of Banning leaders have begun meeting and goals are being developed to move forward. Elements of work to create the plan will include:
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CL10The insurance provisions of Article 5.0 are supplemented by the provisions of Exhibit B1 attached to this Exhibit B. In the event of any conflict, the provisions of B1 shall govern.
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CL11The provisions of Section 5.3 requiring a performance bond are deleted in their entirety. 3.
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CL12Workers' Compensation and Employer's Liability Coverage. Unless the Executive Director otherwise agrees in writing, the insurer shall agree to waive all rights of subrogation against Agency, and its respective elected and appointed officers, officials, employees and agents for losses arising from work performed by Consultant. C. Other Requirements. Consultant agrees to deposit with Agency, at or before the effective date of this contract, certificates of insurance necessary to satisfy Agency that the insurance provisions of this contract have been complied with. The Agency Attorney may require that Consultant furnish Agency with copies of original endorsements effecting coverage required by this Section. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. Agency reserves the right to inspect complete, certified copies of all required insurance policies, at any time. Consultant shall furnish certificates and endorsements from each
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CL13Exclusion to Section 6.1: Any artwork that is produced by or on behalf of Contractor for the purpose of advertising the events listed in Exhibit D. EXHIBIT "B-1" INSURANCE A. Insurance Requirements. Consultant shall provide and maintain insurance, acceptable to the Executive Director or Agency Counsel, in full force and effect throughout the term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by Consultant, its agents, representatives or employees. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A: VII. Consultant shall provide the following scope and limits of insurance:
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CL14The total compensation for the Services shall not exceed $131,500, (One Hundred and Thirty-One Thousand Five Hundred Dollars) as provided in Section 4 of this Agreement. END
* This report's PDF did not contain easily extractable text and required Optical Character Recognition (OCR) for analysis. There may be minor errors in the extracted findings and recommendations due to OCR limitations with scanned documents.