City of Culver City, California
Agenda Item Report
Meeting Date: 12/09/13 Item Number: C-6
CITY COUNCIL AGENDA ITEM: Approval of a Memorandum of Understanding
Between the City of Culver City and the Culver City Senior Citizens Association
Contact Person/Dept.:
Dan Hernandez, Director of PRCS
Phone Number:
(310) 253-6470
Fiscal Impact: Yes [X] No [] General Fund: Yes [X] No []
Public Hearing: [] Action Item: [] Attachments: [X]
Commission Action Required: Yes [] No [] Date: _______________
Public Notification: (E-Mail) Meetings and Agendas – City Council (12/03/13)
Department Approval:
Daniel Hernandez (12/03/13)
City Attorney Approval:
Carol Schwab (by H. Baker) (12/02/13)
Chief Financial Officer Approval:
Jeff Muir (by M. Noller) (12/03/13)
City Manager Approval:
John M. Nachbar (12/03/13)
RECOMMENDATION:
Staff recommends the City Council approve a Memorandum of Understanding
(MOU) between the City of Culver City and the Culver City Senior Citizens
Association (CCSCA) which memorializes the rights, responsibilities, and duties of
the parties with respect to the provision of senior citizen services at various City-
owned facilities including the Culver City Senior Center.
BACKGROUND:
The City and CCSCA have enjoyed a long, positive, and mutually beneficial
relationship. For decades, both parties have shared resources, talents, and
knowledge to provide the senior citizen community (from Culver City and
surrounding areas) with high quality programs. Since opening in 2003, the Culver
City Senior Center has been the “headquarters” for such programming.
Over the past 10+ years, membership in the CCSCA has steadily increased and
currently consists of approximately 4,000 members. With the increase in
membership and the general aging of the community, the number of programs
offered, along with the complexity of such programs, has also changed. Because of
these changes, both staff and the Board of the CCSCA agree that the time has
come to memorialize this decades-long informal relationship with a written
agreement.
City of Culver City, California
Agenda Item Report
DISCUSSION:
Over the past several months, staff has met with members of the Executive Board of
the CCSCA to draft a Memorandum of Understanding between the City and CCSCA.
The draft document spells out in some detail the rights, responsibilities, and duties of
both parties with respect to programming produced by CCSCA or cooperatively by
CCSCA and the City. Even though the document is new for the parties, as
summarized by one of the Executive Board members: “It puts in writing what we’ve
already been doing for years.”
The CCSCA Board met on December 3, 2013 and unanimously approved the
document as presented this evening. The City Council is requested to provide its
approval.
FISCAL ANALYSIS:
Approval of the draft MOU does not create additional fiscal impacts for the City.
ATTACHMENTS:
Draft MOU
MOTION:
That the City Council:
1. Approve a Memorandum of Understanding between the City of Culver City and
the Culver City Senior Citizens Association, Inc.; and,
2. Authorize the City Attorney to review/prepare the necessary documents; and,
3. Authorize the City Manager to execute such documents on behalf of the City.
MEETING DATE: December 9, 2013
AGENDA ITEM : Approval of a Memorandum of Understanding Between
the City of Culver City and the Culver City Senior Citizens Association
ATTACHMENTS
Page
s
1. Draft MOU
1-13
Page 1 of 13
MEMORANDUM OF UNDERSTANDING
BY AND BETWEEN
THE CITY OF CULVER CITY
AND
THE CULVER CITY SENIOR CITIZENS ASSOCIATION, INC.
This Memorandum of Understanding (MOU) is made and entered into by and
between the City of Culver City (CITY) and the Culver City Senior Citizens
Association, Inc., a California not-for-profit Organization (CCSCA). CITY and
CCSCA do hereby agree as follows:
SECTION 1 - RECITALS
A. WHEREAS, CITY owns and operates the property located at 4095
Overland Avenue, commonly known as the Culver City Senior Center,
located in the City of Culver City, County of Los Angeles, State of
California.
B. WHEREAS, CITY appropriates certain resources to be used for producing
events and programming for the enjoyment and education of the senior
citizen community of the City of Culver City and surrounding area.
C. WHEREAS, CCSCA is a 501(c)(3) charitable nonprofit corporation
organized and existing under the laws of the State of California for the
purposes of providing educational, recreational and social services of
senior citizens 50+ years in age in the Culver City community and
surrounding area. These services also offer opportunities for access to
information, support, and personal growth, which help to improve and
sustain health, as well as nourish the overall quality of life of senior
citizens.
D. WHEREAS, CITY and CCSCA have and desire to continue to co-sponsor
activities, services, and special events held at PRCS FACILITIES,
including the SENIOR CENTER.
E. WHEREAS, CITY and CCSCA have a long history of cooperatively
providing services and programming of benefit and interest to senior
citizens residing in Culver City and the surrounding area.
F. WHEREAS, CITY and CCSCA desire to formalize that cooperative
relationship by entering into this MOU, whereby the rights, responsibilities
and duties of CITY and CCSCA shall be enumerated.
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NOW, THEREFORE, CITY and CCSCA do agree as follows:
SECTION 2. DEFINITIONS
A. CCSCA: The Culver City Senior Citizens Association, Inc., a California
501(c)(3) charitable nonprofit corporation. CCSCA is a separate legal
entity apart from CITY.
B. CCSCA BOARD: The Board of Directors of CCSCA as duly elected and
acting pursuant to the GOVERNING DOCUMENTS.
C. CCSCA GOVERNING DOCUMENTS: The Articles of Incorporation,
Bylaws, and other legal documents creating and specifying the
organization and operation of CCSCA.
D. CCSCA GRANT: Any equipment, materials or other personal property
purchased by CCSCA and donated to and accepted by CITY for use in
CITY PROGRAMMING and/or CCSCA PROGRAMMING. Upon
acceptance by CITY, such grants shall become the sole property of CITY.
E. CCSCA MEMBER: A person who meets the requirements for
membership in CCSCA and has presented an application and paid any
required dues for such membership, and is recognized by CCSCA as a
member of the CCSCA.
F. CCSCA PROGRAMMING: Services and activities provided by CCSCA,
at its sole cost and expense, for the benefit of CCSCA MEMBERS.
G. CITY: The City of Culver City, a California municipal corporation and
charter city.
H. CITY COUNCIL: The CITY COUNCIL of the City of Culver City.
I. CITY MANAGER: The duly appointed and acting City Manager of the City
of Culver City, or his/her designee.
J. CITY PROGRAMMING: Services and activities provided by CITY, at its
cost or in partnership and cooperation with CCSCA, as the case may be,
for the benefit of the general senior citizen community, including, but not
limited to, CITY’s volunteer program, disability and social services, and
Senior Nutrition Program. Participation in CITY PROGRAMMING does
not require CCSCA Membership.
K. DIRECTOR: The duly acting Director of the Department of Parks,
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Recreation and Community Services as appointed by the CITY
MANAGER or his/her designee.
L. MOU: This Memorandum of Understanding by and between CITY and
CCSCA.
M. PARTIES: Collectively, CITY and CCSCA.
N. PRCS GUIDELINES: The document entitled “Participant Guidelines and
Information” prepared by CITY, as that document may be amended from
time to time, related to the conduct of CCSCA MEMBERS and others
while visiting the SENIOR CENTER and other PRCS FACILITIES and/or
participating in CITY PROGRAMMING and/or CCSCA PROGRAMMING.
As stated in the PRCS GUIDELINES, visitors of PRCS FACILITIES are
expected to abide by certain general guidelines in order to ensure that all
persons can enjoy a safe and positive experience when visiting PRCS
FACILITIES and/or participating in CITY PROGRAMMING and/or CCSCA
PROGRAMMING.
O. PRCS FACILITIES: CITY-owned and operated facilities used for
recreational purposes, including, but not limited to, the SENIOR CENTER,
VETERANS’ MEMORIAL BUILDING, Culver City Teen Center and City
parks. This includes adjacent parking lots.
P. PRCS RESOURCES: Resources that are owned by the CITY and/or
under the control and/or supervision of the DIRECTOR. Such resources
include, but are not limited to rooms at PRCS FACILITIES, CITY
employee time, and CITY-owned computers, printers, furniture, exercise
or other equipment and any other personal property.
Q. SENIOR CENTER – The building located at 4095 Overland Avenue in the
City of Culver City, owned by CITY, and used primarily as a venue for
providing programs and services for the benefit of the senior citizen
community of the City of Culver City and surrounding area.
R. VETERANS MEMORIAL BUILDING – The building located at 4117
Overland Avenue in the City of Culver City, owned by CITY, and used
primarily as a meeting and event facility and as a venue for recreational
classes, for the benefit of the general public.
SECTION 3 - CITY’S RIGHTS, DUTIES, AND RESPONSIBILITIES.
A. Notwithstanding any other provision of this MOU, the obligation of CITY to
provide PRCS RESOURCES shall be subject to CITY’S annual
appropriations/budget process. Only PRCS RESOURCES made
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available by the CITY COUNCIL, in its sole discretion, are the subject of
this MOU.
B. In the sole discretion of the CITY MANAGER, if CITY determines that it is
in the public interest, or protects the public health, safety and/or welfare,
CITY reserves the right to temporarily modify or temporarily suspend: 1)
CCSCA PROGRAMMING conducted in PRCS FACILITIES and/or utilizing
PRCS RESOURCES; and/or 2) the use of PRCS FACILITIES and/or
PRCS RESOURCES by CCSCA.
C. To fulfill its obligation to provide for a safe working environment for its
employees and to provide for the public health, safety, and welfare of the
general public, CITY shall have the sole authority to establish and amend,
as it deems appropriate, the PRCS GUIDELINES.
D. CITY shall, subject to the approval of the DIRECTOR, provide CCSCA
with PRCS FACILITIES and PRCS RESOURCES for purposes of
providing CCSCA PROGRAMMING, in accordance with this MOU. Such
PRCS FACILITIES and PRCS RESOURCES may include, but are not
limited to the following:
1. Office space with a stand-alone key, daily custodial services, phone
and fax line access, and utilities at the SENIOR CENTER for use
by CCSCA Board Members only. Unless authorized in writing by
the DIRECTOR, CCSCA Board Members may access the office
only during regular hours of operation. CCSCA shall provide all
necessary furniture and equipment for such office space. Such
office space provided by CITY is subject to change.
2. Individual security access codes for the SENIOR CENTER.
CCSCA agrees these access codes are confidential and shall be
used only by CCSCA Board Members or designees as authorized
by the DIRECTOR.
3. Day Porter staff support for setup and breakdown of equipment in
rooms designated for pre-authorized CCSCA PROGRAMMING.
4. Building Maintenance services to maintain PRCS FACILITIES in
proper operating order.
5. Custodial staff support for the periodic cleaning of PRCS
FACILITIES.
6. Landscaping and tree trimming services for the periodic
maintenance of PRCS FACILITIES.
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7. Parking lot sweeping for weekly cleaning of City parking lots.
E. Subject to the provisions of Section 3.A of this MOU, City shall pay for:
1. Utility costs incurred through the operation of PRCS FACILITIES
utilized by CCSCA.
2. Building and Landscaping maintenance costs for PRCS
FACILITIES.
F. In its sole discretion, but in consultation with CCSCA, CITY shall identify,
develop, and implement CITY PROGRAMMING.
G. CITY shall identify, reserve, and provide PRCS FACILITIES for CITY
PROGRAMMING and CCSCA PROGRAMMING. The PRCS FACILITIES
and PRCS RESOURCES provided are subject to change by CITY in its
sole discretion, in consultation with CCSCA.
H. CITY shall develop all marketing material related to CITY
PROGRAMMING, including CITY’s website. For CCSCA
PROGRAMMING, CITY reserves the right to review and approve any
marketing material produced by CCSCA related to such programming.
I. CITY shall print CCSCA marketing and membership materials including,
but not limited to Senior Center Monthly Newsletter, Activities Flyers,
CCSCA Membership Cards and CCSCA Forms for CCSCA Registration.
J. CITY shall assist CCSCA by providing referral information to the senior
citizen community regarding CCSCA PROGRAMMING.
K. With the approval of the DIRECTOR, CITY shall oversee and participate in
the daily collection and processing of CCSCA fees for membership,
parking, and CCSCA PROGRAMMING.
L. When the DIRECTOR provides the approval required in Subsection K.
above, CITY shall produce weekly cash register reports, including a tally
of all monies collected and processed on behalf of CCSCA through the
Culver City Senior Center business desk.
M. CITY may, in its sole discretion:
1. Accept from or return to CCSCA any CCSCA GRANT for sale or
disposal by the CCSCA. Any proceeds from such sales shall be
used by CCSCA for CITY PROGRAMMING and/or CCSCA
PROGRAMMING.
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2. Approve any or all CCSCA independent contractor agreements for
the provision of CCSCA PROGRAMMING.
3. Close a portion or the entirety of PRCS FACILITIES used by
CCSCA to allow for maintenance, repair, or use by CITY for a CITY
event as deemed necessary. Other than in the event of an
emergency, such closure shall be done after providing CCSCA with
at least 48 hours notice.
4. Set the hours of operation of all PRCS FACILITIES.
5. Access any PRCS FACILITIES, including all rooms, offices, and
storage areas used by CCSCA, at any time without notice to
CCSCA.
N. CITY is not responsible for, and does not necessarily endorse, the content
of CCSCA’s materials, agreements and/or CCSCA PROGRAMMING.
SECTION 4 – CCSCA’S RIGHTS, DUTIES, AND RESPONSIBILITIES.
CCSCA hereby agrees to the following:
A. CCSCA and its directors, officers, members, agents and volunteers shall
not have any possessory interest in any PRCS RESOURCES or PRCS
FACILITIES.
B. CCSCA shall not lease, assign or license the use of any PRCS
RESOURCES or PRCS FACILITIES at any time without the express,
written consent of the CITY.
C. Throughout the term of this MOU, CCSCA shall maintain charitable not-
for-profit status with the Internal Revenue Service of the United States and
the Franchise Tax Board of the State of California.
D. CCSCA BOARD OF DIRECTORS’ meetings shall be held in accordance
with applicable law and the GOVERNING DOCUMENTS.
E. CCSCA, shall identify, develop, and implement CCSCA PROGRAMMING,
with the written consent and approval of the DIRECTOR and subject to
CCSCA approval and acceptance of costs associated with such CCSCA
PROGRAMMING.
F. CCSCA shall provide CCSCA PROGRAMMING in compliance with all
federal, state, and local laws, rules and regulations, including the
GOVERNING DOCUMENTS and PRCS GUIDELINES.
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CCSCA may adopt supplementary rules or conditions for CCSCA
Members’ participation in CCSCA PROGRAMMING. Such rules or
conditions shall be subject to the approval of the DIRECTOR and shall not
be in conflict with the PRCS GUIDELINES.
G. CCSCA shall maintain fiscal accountability and prepare records of
financial transactions associated with the operation of CCSCA as legally
obligated, including weekly, monthly and annual income and expenditure
reports. These records shall be subject to inspection and review CITY
upon the request of the DIRECTOR.
H. CCSCA shall work in cooperation with CITY to track, account and
administer fees and grants that are linked to CITY PROGRAMMING as
identified by the DIRECTOR.
I. CCSCA shall process in a timely manner requests from CITY for funding
with regard to CITY PROGRAMMING, as such funding may be approved
by the CCSCA BOARD.
J. CCSCA shall work in cooperation with CITY to co-sponsor CITY
PROGRAMMING held at PRCS FACILITIES.
K. CCSCA shall provide all CCSCA MEMBERS with proof of membership.
Such proof of membership shall be necessary to participate in CCSCA
PROGRAMMING.
L. CCSCA shall, at its sole cost and expense, provide the necessary
equipment, materials, volunteers, and independent contractors to operate
and maintain the computer lab, fitness room and billiards room at the
SENIOR CENTER during the regular hours of operation as determined by
DIRECTOR.
M. CCSCA shall, at its sole cost and expense, provide the necessary
equipment, materials, volunteers, and independent contractors to conduct
CCSCA PROGRAMMING.
N. CCSCA may establish independent contractor agreements with
individuals, organizations, or companies that produce CCSCA
PROGRAMMING. CCSCA shall be solely responsible for the
administration, oversight and enforcement of such independent contractor
agreements. The format of the CCSCA independent contractor
agreements shall be pre-approved by CITY and shall include, but not be
limited to, the following provisions:
1. Clearly identify the scope of services.
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2. Length of service, service start & ends time, location.
3. Liability Insurance including the CITY, its elected officials, officers,
employees, agents, and volunteers as additional insureds. The
amount of such insurance shall be subject to approval by CITY.
4. Hold harmless and indemnification of CITY, its elected officials,
officers, employees, agents, and volunteers.
5. Current City Business Tax Certificate.
O. CCSCA shall not alter the existing physical contours, features or
improvements of PRCS FACILITIES (interior and exterior) and/or PRCS
RESOURCES without first requesting in writing and receiving written
approval from the DIRECTOR. If such request is approved in writing by
the DIRECTOR, and the CCSCA GRANT of project funding is approved
and accepted by CITY COUNCIL, then:
1. Work to complete the proposed project shall be done by CITY.
2. CITY shall establish an independent account number to track
interest and expenditures associated with the project, assign a
project manager, and follow all federal, state, and local laws, rules
and regulations regarding bids, award of contracts and
construction.
P. Check CCSCA membership cards prior to participating in any CCSCA
PROGRAMMING.
Q. To provide an appropriate CCSCA volunteer(s) or committee to oversee
and coordinate CCSCA PROGRAMMING, including the activities
produced by any CCSCA independent contractor, subject to the approval
of the DIRECTOR.
R. With the exception of the permitted uses described in this MOU, CCSCA
shall not be authorized to use PRCS FACILITIES or PRCS RESOURCES
for any other purpose whatsoever without the prior written consent of
DIRECTOR.
S. CCSCA shall remove all trash and debris after conducting any CCSCA
PROGRAMMING and leave the PRCS FACILITIES in the same condition
in which the PRCS FACILITIES were found upon commencement of such
CCSCA PROGRAMMING.
T. CCSCA is solely responsible for the content of CCSCA’s materials,
agreements and/or CCSCA PROGRAMMING.
Page 9 of 13
SECTION 5 – COMPLAINT RESOLUTION
A. CCSCA shall be solely responsible for resolution of complaints related to
violations of its GOVERNING DOCUMENTS or any other CCSCA adopted
rules and regulations related to participation in CCSCA PROGRAMMING and
CCSCA meetings. Further, CCSCA BOARD may determine any appropriate
action to be taken in response to such violation, including potential
suspension from participation in CCSCA PROGRAMMING or attendance at
the CCSCA meetings.
B. CITY shall be solely responsible for resolution of complaints related to
violations of the PRCS GUIDELINES and/or any applicable federal, state and
local laws, regulations and/or policies. Further, CITY may determine any
appropriate action to be taken in response to such violation, including
potential suspension from participation in CCSCA PROGRAMMING, CITY
PROGRAMMING, and/or use of PRCS FACILITIES.
C. Notwithstanding Subsection A of this Section 5, in the case where a violation
is within the jurisdiction of CITY as set forth in Subsection B, CITY shall be
responsible for resolution of such complaint.
D. Notwithstanding any provision of this Section 5, CITY and CCSCA may, upon
mutual agreement, determine to work jointly to resolve complaints.
E. In the case any CCSCA adopted rule or regulation is in conflict with the PRCS
GUIDELINES or any applicable federal, state and/or local laws, regulations
and/or policies, the PRCS GUIDELINES, and the applicable federal, state and
local laws, regulations and/or policies shall control.
SECTION 6 – GENERAL PROVISIONS
A. Independent Contractor Status. CCSCA, its respective directors,
officers, agents, employees, members and volunteers, shall act in an
independent capacity and not as officers, agents, representatives, or employees
of CITY.
B. Applicable Laws, Codes and Regulations. CCSCA shall comply with all
applicable federal, state and local laws, codes and regulations.
C. Notices. Any notices, requests and demands made by the CITY and
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CCSCA regarding this MOU shall be directed as follows:
To the CITY: City of Culver City
City Manager
9770 Culver Boulevard
Culver City, CA 90232
To CCSCA: Culver City Senior Citizens Association, Inc.
4095 Overland Avenue
Culver City, CA 90230
Either party may, on notice to the other, change their address for notices.
D. Modification of Agreement. This MOU may not be modified, nor may
any of the terms, provisions or conditions be modified or waived or otherwise
affected, except by a written amendment signed by all PARTIES hereto.
E. Assignment Prohibited; Hypothecation. This MOU is for the specific
benefit of CCSCA and any attempt by CCSCA to assign the benefits or
obligations of this MOU without prior written approval of CITY shall be prohibited
and shall be null and void. CCSCA shall not mortgage, pledge, or otherwise
hypothecate PRCS FACILITIES or PRCS RESOURCES as security for the
payment of any debt, for the purpose of securing funds for CCSCA’s use, and
any such instrument shall be null and void insofar as the PRCS FACILITIES or
PRCS RESOURCES are concerned.
F. Governing Law and Litigation Fees. The terms of this CCSCA MOU
shall be interpreted according to the laws of the State of California. If litigation
arises out of this CCSCA MOU, then the parties shall attempt to mediate the
dispute, in good faith, prior to taking any other action. If mediation is
unsuccessful, the parties may agree to arbitrate the dispute in accordance with
the rules of the American Arbitration Association. If either party does not agree
to arbitration or is unsatisfied with the results of the arbitration, then venue shall
be in the Superior Court of Los Angeles County. In the event of legal action, the
prevailing party shall be entitled to recover from the non-prevailing party
reasonable attorneys’ fees and costs and expenses actually incurred, in addition
to any other relief the court deems just and proper. The parties agree to provide
each other with ninety (90) days’ written notice of intent to take legal action to
enforce the terms and conditions, responsibilities and duties as outlined in this
CCSCA MOU, prior to the filing of any legal action.
G. Waiver. If at any time one party shall waive any term, provision or
condition of this CCSCA MOU, either before or after any breach thereof, no party
shall thereafter be deemed to have consented to any future failure of full
performance hereunder.
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H. Integrated Agreement. This CCSCA MOU represents the entire
agreement between CITY and CCSCA regarding the subject matters hereof, and
all preliminary negotiations and agreements are deemed a part of this CCSCA
MOU. No verbal agreement or implied covenant shall be held to vary the
provisions of this CCSCA MOU. This CCSCA MOU shall be binding upon and
inure to the benefit of all parties to this CCSCA MOU and their directors, officers,
officials, agents, employees, former employees, members, volunteers,
successors and assigns, and all persons or entities acting by, through, under or
in concert with them, and any subsequent successors and assigns.
I. Severability. If any section, paragraph, sentence, clause, phrase or
portion of this CCSCA MOU is deemed invalid, then that invalidity shall not affect
the validity of the remainder of this CCSCA MOU.
J. Indemnification and Hold Harmless. CCSCA shall indemnify, defend
and hold harmless CITY and its elected officials, officers, employees, agents and
volunteers (hereinafter collectively, “Indemnitees”), from and against any and all
liability, claims, damages, judgments or awards, including costs, for damage to
real or personal property, or personal injury or death, resulting from CCSCA’s, or
any of its directors’, officers’, employees’, agents’, contractors’, subcontractors’ or
volunteers’ acts, errors or omissions arising out of or connected with this MOU.
In addition, CCSCA shall indemnify, hold harmless and defend Indemnitees for
any and all claims, judgments, demands and liability, including attorney fees and
medical, court and appeals board and any other costs related to any worker’s
compensation claim, benefits or liability resulting from any injury to any CITY
employee resulting from CCSCA’s, or any of its directors’, officers’, employees’,
agents’, contractors’, subcontractors’ or volunteers’ acts, errors or omissions
arising out of or connected with CCSCA PROGRAMMING, use of PRCS
FACILITIES and/or PRCS RESOURCES and/or any other provisions of this
MOU.
K. Insurance. Without limiting any other obligation set forth in this MOU,
CCSCA shall provide City with a Certificate of Insurance in the amount of Two
Million Dollars ($2,000,000 ) for General Liability (the “Policy”), as set forth in and
in addition to the insurance requirements attached as Exhibit A to this MOU.
That amount may be provided by two separate One Million Dollar ($1,000,000)
policies. The Policy(ies) shall provide, or be endorsed, with an endorsement
approved by the City Attorney’s Office, which shows CITY and its elected
officials, officers, employees, agents and volunteers are additional insureds
under the Policy, the Policy is primary, the Policy has a severability provision and
any other City-policy is non-contributing.
L. Term of MOU. This MOU shall become effective on the date it is executed
by CITY. This MOU shall have an initial term from its effective date until June 30,
2016. At the end of this initial term, this MOU shall automatically renew on an
annual basis unless otherwise modified or terminated in accordance with
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Sections 6.D and 6.M of this MOU, respectively.
M. Right to Terminate MOU. CITY or CCSCA may terminate this MOU,
with or without cause, by providing 90 days’ written notice to the other PARTY.
In the event of termination of this MOU, CCSCA’s use of PRCS RESOURCES
and/or PRCS FACILITIES shall also terminate.
N. Maintenance of Charitable 501(c)(3) Status, Insolvency/Bankruptcy,
Cease to Exist: During the term of this CCSCA MOU, in the case CCSCA
should lose its status as a 501(c)(3) organization, become insolvent or bankrupt,
or cease to exist as a corporate entity, such would constitute a default under this
CCSCA MOU. Should CCSCA fail to cure such default, once notified of such
default by CITY, within 90 days of such notice, then CITY may terminate this
CCSCA MOU provided that such termination shall not become effective until 30
days after the date of such termination is provided by CITY.
O. No Interest in Real Property: This MOU does not create any interest in
real property. However, if it is determined this MOU creates a taxable interest for
any purpose, then CCSCA shall be solely responsible to pay such taxes.
P. Effective Date. The effective date of this MOU is the date it is signed on
behalf of the CITY and shall remain in full force and effect until amended or
terminated as provided herein.
Q. Future Cooperation: Nothing in this MOU prevents consideration by the
PARTIES of further partnership and collaboration between the CITY and
CCSCA.
R. Authority to Enter Into Agreement: The individual(s) executing this
MOU on behalf of each PARTY is authorized to execute this MOU on behalf of
said PARTY. Each PARTY has taken all actions required by law to approve the
execution of this MOU.
IN WITNESS WHEREOF, the parties hereto have caused this MOU to be
executed by and through their respective authorized officers, as of the date
written herein below.
CCSCA
Date:
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___________________________ Date:__________________
CITY OF CULVER CITY
Date:
JOHN M. NACHBAR, City Manager
APPROVED AS TO FORM:
CAROL A. SCHWAB, City Attorney