Loading...
HomeMy WebLinkAboutC2008-274 - 8/12/2008 - ApprovedAMERICAS PROMISE ALLIANCE • s June 16, 2008 Ms. JoAnn Hooks City's Education Advisor 1201 Leopard Street 5th Floor Corpus Christi, TX 78401 Dear Ms. Hooks: This letter serves as the grant agreement (the "Grant Agreement") between America's Promise Alliance and the fiscal agent (the "Grantee"). As such, it outlines the terms and conditions that apply to the $10,000 grant awarded for the purposes of hosting a summit that will allow community leaders to convene key stakeholders to develop and/or advance action plans for improving the high school graduation rate and ensuring young people are ready for college, work and life. America's Promise Alliance will work with grantee to meet the intended summit goals, which include: • Demonstrating leadership from multiple sectors, preferably through direct participation of elected officials, chamber ofcommerce leaders and/or major employers, education officials, faith leaders, academia, media, young people and the non-profit youth-serving community, among others. • Building upon and partnering with existing local education reform efforts to raise academic expectations that are aligned with requirements for success in college, work and life and ensure necessary supports are in place to meet those expectations. • Including youth voice and leadership in the planning of the summit, visible speaking roles, and follow-up activities. • Focusing on policy implications and opportunities to influence policy development at the local, state and/or federal level. • Promoting issues important to high-need populations, including youth in the child welfare system, homeless and runaway youth, youth in the juvenile justice system, teen parents, etc. • Including topical discussions that will result in the development of an action plan to improve youth outcomes by strengthening low-performing schools and providing more wraparound supports to the young people who need them most in that state or community. • Committing to the development of aPost-Summit Action plan, based upon a common template, within 60 days after completion of the Summit with elements derived from the following: o The Alliance's three National Action Strategies (Where the Kids Are -beginning with schools, wraparound services where at-risk youth and their families already are engaged; Ready for the Real World -service-learning and career exploration for middle school aged students; and All Kids Covered - enr~itment of eligible youth in state- and federally-funded health insurance 2008-274 08~12~08 LTS SAFE PLACES HEALTHY START EFFECTIVE EDUCATION OPPORTUNITIESTO HELP OTHERS M2008-198 D, Washington, D.C. 20005 www.ameriraspromise.org tel 202.6570600 fax 202.657.0601 America's Promise Alliance programs) which are supported by the Alliance's national partner organizations, and are viable and agreed-upon solutions for providing more wraparound supports to young people. o The "10-Point Plan to Address America's Silent Epidemic" whose policy and practice recommendations have been approved by more than 100 leading national organizations. o Other research-based solutions, such as those outlined by the American Diploma Project. Terms and Conditions Use of Grant Funds -All grant funds must be used only for charitable or educational purposes within the meaning of Intemal Revenue Code Section 170(c)(2) and, more specifically, for the purposes stipulated above (the "Permitted Uses") and substantially in accordance with the attached approved budget. The grant funds may not be expended for any other purpose without America's Promise Alliance's prior written approval. Any funds not expended for the purposes of the grant during the grant term must be immediately returned to America's Promise Alliance. Grantee must contact America's Promise Alliance if it wishes to propose an alternate use of Grant funds from the Permitted Uses. Alternate use of Grant funds is permissible only if the Grantee has first contacted America's Promise Alliance to propose such changes, and subsequently has received America's Promise Alliance written approval to proceed with those changes. 2. Changes to the ~roiect plan -The Grantee is required to alert America's Promise Alliance to any significant changes to its organization or the project that could potentially impede its ability to implement plans and programs outlined in its proposal. Such changes would include but aze not limited to significant alterations to its project activities/work plan, budget, staffing, funding from other sources or relationships with other organizations in effect at the time of this Grant Agreement. If there is any doubt about whether these changes are sufficiently significant to require reporting, America's Promise Alliance staff must be consulted. 3. Prohibited activities -The Grantee agrees that no portion of the Grant shall be used for activities that are prohibited to organizations exempt from federal income tax, including, without limitation, the participation or intervention in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office, nor should the Grant be used for attempting to influence legislation or lobbying. 4. Termination of Grant and Reversion of Grant funds -America's Promise Alliance reserves the right to terminate this Grant Agreement, if, in its discretion, it deternunes that the Grantee has made any misrepresentations, has in any way misappropriated Grant funds or has violated the purpose or terms of this Grant Agreement. The declazation of bankruptcy by your organization or loss of your organization's exemption from Federal income taxation as provided under Section 501(c)(3) of the Internal Revenue Code will automatically terminate the Grant. In the event that America's Promise Alliance terminates this Grant Agreement pursuant to this Section, then the Grantee will return Grant funds unexpended as of the date of such terrnination, declazation of bankruptcy or loss of exemption to America's Promise Alliance within ten working days of such date. America's Promise Alliance also reserves the right to terminate this Grant Agreement if a force majeure event (defined as an event beyond the control of America's Promise Alliance or the Grantee and not involving America's Promise Alliance or the Grantee's fault or negligence and not foreseeable, including, but not restricted to, acts of God; acts of the Government; and unusually severe weather) substantially delays or prevents performance by the Grantee for more than thirty (30) days. Grantee also reserves the right to terminate this Grant Agreement at any time if sufficient program funds aze not obtained. However, in the event that Grantee ternunates this Grant Agreement pursuant to this Section, then the Grantee will return Grant funds unexpended as of the date of such termination within ten working days of such date. Grant period -The period for the project being supported by this Grant will begin on June 15, 2008 and will end on December 31, 2009. Grant disbursement -Grant funds will be disbursed from America's Promise Alliance to the Grantee in one payment of $10,000 following the receipt by America's Promise Alliance of a signed copy of this Grant Agreement. Grantee monitoring and reporting -America's Promise Alliance and its representatives will monitor program operations under this Grant. Such monitoring may include visits by America's Promise Alliance staff or contractors to observe Grant administration and discuss project with Grantee personnel. America's Promise Alliance may contact summit attendees and planners via email for evaluation purposes. Grantee will be required to submit brief monthly progress reports via email and participate in scheduled conference calls throughout the grant period. Grantee will be required to submit a project narrative, including afully-completed attendance report, due ten (10) days after completion of summit, and no later than December 31, 2009. Grantee will be required to submit apost-summit action plan (using a template provided by America's Promise Alliance), final report and financial report including a cash basis financial statement attested to by the responsible financial officer of the Grantee or a certified public accountant is due within sixty (60) days after completion of the Summit. The Final report should include a narrative account of what was accomplished by the expenditure of funds and plans for post-summit activities. Press releases, photos and other materials demonstrating the successes of the project are encouraged as attachments to the reports. America's Promise Alliance may also request photos and supporting materials related to the Grant at any time during the Grant period. Proiect budeets - It is understood that no substantial variances (10 percent or more) to the project budget submitted to and approved by America's Promise Alliance will be made without prior written approval. Financial Records -Grant funds are to be used for the purposes stated in this Grant Agreement. The Grantee must be able and willing to prove to America's Promise Alliance's satisfaction that no portion of the Grant funds have been used for purposes other than those stipulated above. To this end, vouchers consisting of bills, invoices, canceled checks, receipts and other documents which provide evidence of the disbursement of funds for the total budget under this Grant, as well as copies of reports submitted to America's Promise Alliance, shall be retained by the Grantee for at least three years following completion of the grant term. The Grantees' books and records shall be made available for America's Promise Alliance or its representatives' inspection upon reasonable notice during regular business hours for the purpose of making such fmancial audits, verifications or program evaluations as America's Promise Alliance deems necessary concerning the Grant. Copies of such documents shall be furnished to America's Promise Alliance or its representatives upon request. 10. Public announcements -The Grantee agrees to inform America's Promise Alliance of any public announcement made with respect to this Grant, at least three weeks prior to issuing one to allow for America's Promise Alliance internal review as well as that of our funders. 11. Use of trademarks - If Grantee desires to use America's Promise Alliance trademarked logos and marks, the Grantee agrees to adhere to the terms and conditions of the Use of Mark agreement attached hereto (Attachment A) and made a part hereof. 12. Income tax exemptions - It is understood that by countersigning this agreement, the Grantee confirms, represents and warrants that it is an organization exempt from federal income taxation. The Grantee should provide America's Promise Alliance with immediate notification of any changes in its tax-exempt status as soon as it occurs. 13. Good standing with state Government -The Grantee confirms that it is in good standing with appropriate state governmental agencies. If requested by America's Promise Alliance, the Grantee shall provide written evidence of its good standing. The Grantee agrees that it shall immediately notify America's Promise Alliance of any change in the Grantee's good standing, including the initiation of any proceeding, investigation, audit, or inquiry of which the Grantee is a party. 14. Chances in law -The foregoing conditions comply with obligations imposed upon America's Promise Alliance by federal law to make reasonable efforts and establish adequate procedures to see that grant funds are solely used for the purposes for which they were granted, and to obtain full and complete reports on how grant funds have been expended. Changes in federal law, or in regulations interpreting it, may require America's Promise Alliance to ask that more detailed reports be submitted or that other steps be taken. 15. Annlicable Statutes and Rules- Grantee agrees to be bound by all the terms and conditions of this grant agreement and all applicable state and federal statutes and regulations. 16. Violations -Any violations of the foregoing conditions will require refunding to America's Promise Alliance of any amounts subject to the violation. America's Promise Alliance may discontinue, modify or withhold any payments due under this grant award or require a refund of any unexpended grant funds if, in its judgment, such action is necessary to comply with the requirements of any law or regulation affecting its responsibilities under this grant award. 17. Governing Law -The State and Federal Courts located in the District of Columbia shall have exclusive jurisdiction over any dispute which might arise in connection with this grant, and the laws of the District of Columbia shall govern the interpretation of the terms of the Grant. If this letter correctly sets forth your understanding of the terms of this Grant, please indicate your organization's agreement to such terms by countersigning the two original copies and returning one to America's Promise Alliance. W e look forward to working with you. America's Promise Alliance Accepted and agree to by Signature: Please print Name: Title: Organization: Dig' ~:(,Qpp,~~,,44,, AUTHORIZED dY COUNCIL......LGS.~.J2~ .......».... ..~.t~_ SECRfTARY~ Donna Anderson CFO and Senior Vice President America's Promise Alliance Date: ~/~ Tax Id: -t `4-tQooOS~'-1 ATTACHMENT A - USE OF AMERICA'S PROMISE ALLIANCE MARKS Whereas America's Promise Alliance is the Owner of America's Promise Alliance trademarked logos and marks. Whereas Grantee is qualified to and desires to use these Marks in connection with promoting its work as one of the America's Promise Alliance Promise Zones and wishes to obtain a license for such use of the Mark. Now therefore, in consideration of the premises and of the mutual undertakings and obligations of the parties hereinafter set forth, the parties hereto do hereby agree as follows: A. Grant America's Promise Alliance grants the Grantee anon-exclusive, non-assignable and nontransferable license to use and display the Mark as described under "Use of Mark" below. The Grantee agrees to use the Mark only as set forth in this Agreement. America's Promise Alliance will provide the Grantee with a version of these Mazks. Nothing in this Agreement will give the Licensee any right to the Mazk beyond the right granted in this Agreement. B. Use of Marks Placement Grantee may display the Marks in transient advertising and solicitations, to include newspaper advertisements, periodicals, billboards, posters, direct mail appeals, flyers and television, in annual reports, or other promotion materials (hereinafter "advertising and solicitations"). Grantee may install the Mazk anywhere on their primary World Wide Web site, on web sites and in email (hereinafter "website displays") provided the Mark clicks to americaspromise.org as described below. All uses must be consistent with the intended uses described in this agreement. 2. Marks Usaee Specifications Upon Grantee's signing of this Agreement, APA will provide Grantee with a digital version of the Mark as well as specifications for usage for the Licensee to use in non-electronic media. APA will also provide Licensee with access information to digital versions of the Mark for the Licensee to download and install in electronic media. The Licensee may not modify or change the PMS Colors used in the Mazks. The Marks should appear in the four PMS (or PROCESS equivalent) colors specified or Black and White (Greyscale). No other color or tint combinations are acceptable. 3. Restrictions The Marks cannot be used in for-profit commercial ventures, such as affinity cards (for example, Visa/Mastercazd). Such commercial ventures violate this agreement and can result in the decision to curtail the Grantee's further use of the Marks. The Agreement does not authorize the Licensee to alter the Marks in any way or to use them in a manner which would reflect poorly on America's Promise Alliance or the community. The Mazks must be used as designed. America's Promise has the right to void the License Agreement if Licensee is found to have modified or broken-up components within the Mazks live area. 4. Inspection Grantee shall supply America's Promise Alliance with a sample of any advertising and solicitations, and samples of any website display in which the marks will appear prior to their use and/or distribution to the public. Grantee further agrees to supply America's Promise Alliance with samples of any changes in the use or appearance of the Marks in connection with the advertisements or solicitations or website displays already approved by America's Promise Alliance prior to their use or distribution to the public. Grantee acknowledges America's Promise Alliance's right to review and disallow any and all advertising and/or promotional materials bearing the Marks before and after publication and distribution. Grantee agrees not to use or distribute to the public any proposed advertising and solicitations or website displays bearing the Marks or any previously approved advertising and solicitations or website displays with changes in the use or appeazance of the Marks until America's Promise Alliance approves the advertising and solicitations or website displays. America's Promise Alliance's approval of the advertising and solicitations or website displays shall be in its reasonable discretion and shall not be unreasonably withheld. C. Ownership of Marks Grantee acknowledges and agrees that the Mazks and the goodwill associated therewith are the sole and exclusive property of America's Promise Alliance and that all use of the Mazks by Grantee shall inure to the benefit of and be on behalf of America's Promise Alliance. Grantee further acknowledges and agrees that nothing in this Agreement shall give the Grantee any rights, title, or interest in and to the Marks other than the right to use the Mazks in accordance with this Agreement. Grantee will not at any time do, or knowingly pennit to be done, any acts or things which would or could affect the validity of the Marks. D. Grantee Responsibilities Upon request, Grantee agrees to provide America's Promise Alliance with information on where the Marks will appear including the uniform resource locators (URL) where Grantee will display the Marks online. If the UR1, changes, the Grantee will notify America's Promise Alliance of the new URL and of the URL of the web site that will no longer display the logo, if appropriate. E. America's Promise Alliance Responsibilities America's Promise Alliance will maintain the technology to ensure that the online Marks click to an appropriate section of the americaspromise.org. F. Term, Suspension and Termination Term The License is for the term of the grant agreement. The term of the License is renewable with the written consent of America's Promise Alliance. 2. Suspension and Termination This Agreement and the license may be suspended by America's Promise Alliance in its sole discretion if there are substantial questions raised regazding the Grantee's use of the Marks or the appropriateness of the Marks given previously unanticipated circumstances, particulazly as they relate to the ongoing progress toward the goals of this agreement. America's Promise Alliance may terminate this Agreement regarding the use of Marks upon ten days notice if grantee violates any terms of the Ageement, is declared insolvent or bankrupt, or in any way conducts themselves in a manner inconsistent with the objectives of the America's Promise Alliance and detrimental to the communities' young. 3. Responsibilities upon Suspension and Termination The Grantee agrees to remove the Mazks immediately from all electronic media, to discard promptly all materials bearing the Mazks, and cease future use of the Marks. G. Indemnification The Grantee agrees to indemnify and hold America's Promise Alliance harmless against any loss, damage or expense, including reasonable attorney's fees, arising out of any third party claim alleging misuse by Licensee, or of any violation of the terms and conditions of this Agreement. H. Policing America's Promise Alliance agrees that it will police infringements of the Licensed Marks that are brought to its attention. Grantee agrees that it will cooperate with America's Promise Alliance in preventing, enjoining, or prosecuting any infringements of the Licensed Marks. If America's Promise Alliance elects not to bring action against any alleged infringer of the Licensed Mark, Grantee shall have the right to initiate infringement proceedings at its own expense, in its name and that of the America's Promise Alliance. America's Promise Alliance agrees that it will cooperate with Grantee in any such suit, in any reasonable manner requested by Grantee, at Grantee's expense. I. Limitation of Liability Grantee agrees that it will not sue America's Promise Alliance for monetary damages on any matter concerning this Agreement. J. Entire Agreement/Modifications America's Promise Alliance may modify this Agreement from time to time. America's Promise Alliance shall provide written notice of any modification to Grantee and Grantee shall be deemed to have consented to the modification if Grantee continues to use the Marks following receipt of the notice.