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HomeMy WebLinkAbout4326 Resolution - Mucso Sports Lighting_NRPA Grant Acceptance MOU and In-Kind Donation RESOLUTION NO. 4326 A RESOLUTION OF THE CITY OF PASCO, WASHINGTON, APPROVING THE ACCEPTANCE OF THE MUSCO SPORTS LIGHTING/NATIONAL RECREATION & PARK ASSOCIATION YOUTH SPORTS EQUITY GRANT, MEMORANDUM OF UNDERSTANDING, AND IN-KIND DONATION; AND FURTHER AUTHORIZE THE INTERIM CITY MANAGER TO EXECUTE THE GR.ANT WHEREAS,the City of Pasco(City)applied for a Sports Equity Grant from Musco Sports Lighting/National Recreation& Park Association(Musco/NRPA); and WHEREAS,the City would like to accept a Musco/NRPA Youth Sports Equity Grant and associated NRPA Memorandum of Understanding and Musco In-Kind Donation; and WHEREAS, as stated in the updated Parks Recreation and Open Space Master Plan, the City has a goal to provide, "a comprehensive, equitable and accessible system of parks and recreation programs"; and WHEREAS, the Musco/NRPA Youth Sports Equity Grant will allow the City to conduct an equity assessment of its current youth sports partnerships and offerings, as well as provide a significant in-kind donation toward the installation of needed outdoor LED sports field lighting; and WHEREAS, the City has been chosen to receive the Youth Sports Equity Grant in the amount of$20,000.00 from NRPA, with an additional in-kind donation, up to $100,000.00, from Musco Sports Lighting toward the installation of outdoor LED field sports lighting; and WHEREAS,the City will provide matching funds for the sports lighting installation of up to $200,000.00. NOW,THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PASCO,WASHINGTON: That the City Council does hereby accept the Musco Sports Lighting/National Recreation & Park Association(Musco/NRPA)Youth Sports Equity Grant; and Be It Further Resolved, that the City agrees to the Musco/NRPA Youth Sports Equity Grant Memorandum of Understanding and Musco Sports Lighting In-Kind Donation Award Letter attached hereto as Exhibits A and B; and Be It Further Resolved, that the Interim City Manager, or his designee, is hereby authorized to execute, sign and take all necessary steps to accept the Musco/NRPA Youth Sports Equity Grant. Resolution—Musco/NRPA Grant- 1 PASSED by the City Council of the City of Pasco,Washington, on this 20th day of March, 2023. Blanche Barajas Mayor ATTEST: APPROVED AS TO FORM: 7 / � De ra Barham, CMC Kerr� ison Law, PLLC City Clerk ttorneys Resolution—Musco/NRPA Grant-2 � N RPA � NATIONAI NECREATION AND PARK ASSOCIATION MEMORANDUM OF UNDERSTANDING This Memorandum of Understanding(MOU}, dated Fehruary 14,2023(Effective Date),is made between the National Recreation and Park Associatian,a New York not-for-profit carporation and Section 501(c)(3) organization located at 22377 Belmont Ridge Road,Ashburn,Virginia,20148("NRPA")and the Pasco Parks and Recreatian Department,a provider of park,recreation,or community ser�ices in Pasco,WA("Grantee"). 1. Purpose The purpose of this MOU is to confirm approval of the terms governing the acceptance and use of twenty #housand dollars($20,000)(Grant Funds)made available to the Grantee for the implementation of the NRPA Youth Sports Equity Grant Program ("Project"). Made possible through the support of Musco Lighting,NRPA is managing the administration of the grant program("Program").Grants made through this Program are intended to support local park and recreation agencies and community-based organizations as they advance equitable access to youth sports. Having been selected as a recipient of Grant Funds through this P�ogram,Grantee is required to accept the terms contained within this MOU in order to receive the Grant Funds and participate in this Program. 2. Project Funding A. Within thirty(30j days upon execution of this MOU and delivery.to NRPA,NRPA will send Grantee a check or wire transfer in the amount of twenty thousand dollars($20,000). B. Grantee will work with NRPA to finalize project budget by March 15,2023. NRPA must be notified of any changes made to the project budget if they are greater than 1096 of the project costs. C. Grant Funds will be distributed by NRPA. D. No matchEngfunds are required. 3. Grantee Requirements Grantee will use the Grant Funds to: A. Advance equitable access to youth sports through the adivities identified in the original grant proposa{: a. Hire a consultant to conduct an equity assessment of youth sports practices,programs,and operations to identify opportunities to better center equity. b. Changes to these acti�ities must be provided to NRPA in writing for approval. B. Participate in project interviews in April 20Z3 to discuss progress related to the acti�ities listed above. C. Participate in the learning community and all learning community activities(format TBD by cohort). D. Collaborate with NRPA to assess#he impact of the implemented strategy(or strategies). Methods of assessment could include sharing program metrics,surveys,focus groups and/or interviews with local park and recreation professionals,youth,parents,coaches,and/or other local stakeholders. a. Agencies will also participate in an annual focus group. E.� Share stories,photos,videos,and written content with NRPA to promote project impacts. F. If selected,host a site visit for NRPA during the project period. G. Projects must be camplete by October 1,2023. a. Final reports are due to NRpA on this date. � N RPA � NATIONAL RE�l2EATION AND PARK ASSOCIA710N 4. Promotion NRPA and Musco Lighting may use Grantee and/or park names,photos,and/or information in connection with the Project for promotional or other purposes associated with the Project,in any and al{media,withaut limitation and without further payment,notification,or permission,except where prohibited by law. If the Grantee's photo release form does not cover promotional and other uses,NRPA can provide one upon request. NRPA also grants the Pasco Parks and Recreation Department a limited,non-exclusive,and royalty-free license to use NRPA's name,trademark,logos,and other identifying marks("Licensed Marks")for promotional or other purposes associated with the Project, unless prohibited by law. IVRPA shall ha�e the right to review and approve the use of the Licensed Marks,as well as any and all related promotional and advertising material,in orderto ensure that the use of the Licensed Marks meets NRPA's quality assurance standards. Grantee shall also provide NRPA an opportunity to review and approve any statement or message related to the Grant Funds or Project in advance of release to the public.Any promotion,public announcement,or promotian relating to the Grant Funds or Project shall be subjed to the prior review of NRPA and Musco Lighting. All Parties shall retain all title,ownership,rights,and intellectual property rights in theirawn respective marks, logos,content,materials,tools and intelledual property. Under no circumstance will any Party to this MOU use another Part�s Licensed Marks in a false,misleading,or disparaging manner. Upon completion of the Project, Parties shall,at their own expense,return all copies Licensed Marks to their respective owners beyond what is necessary for record-keeping purpases. 5. limits of Liability To the fullest extent permitted by applicable law,Grantee hereby releases NRPA and Musco Lighting,and each of their directors,officers,managers,members,employees,agents,attorneys,advisors,consultants,volunteers and other like parties(collectively the"Support Parties"),from any Ilability whatsoever relating to or arising out of the Project or the use ofthe Grant Funds.Grantee furtherwaives any right to sue or bring any action of any kind against the Support Parties relating to or arising out of the Project or the use of the Grant Funds.This limitation of(iabi{ity shall apply whether the Support Parties' liability arises due to breach of contract,breach of warranty,or as a result of tortious conduct,including,but not limited to,negligence(of any kind),strict liability, statutory liability,or any other causes of action. NRPA's liability,if any, arising oui of or in any way related to the relationship and/or dealings between NRPA and Grantee,shall be limited to the payment amounts paid pursuant to this MOU. NRPA shall not be liable for any damages caused by or arising out of the acts or omissions of a third party. 6. Indemnification To the fullest extent permitted by applicable law,Grantee shall indemnify,defend and hold harmless the Support Parties from any and all causes of action,suits,settlements,judgments,liens,indebtedness,damages, losses,costs,expenses,fees(including attorne�s fees and costs),penalties,ctaims,claims for relief, liabilities and demands of every kind,nature,and character(collectively,"Claims") relating to or arising out of:(i} Grantee's involvement in the deVelopment,planning,demolition,construction,installation,implementation, maintenance, repair and/or management of the Project; (ii)any failure by Grantee to comply with any applicable laws, rules and/or regulations(including,without limitation,building,safety and fire codes,etc.);(iii)6rantee's negligence,misconduct,or malfeasance of Grantees or their agents or representatives;or(iv)any breach by � NRPA � h�Tl ONAL RECREATION ANO PARK ASSOCMTION Grantee of any agreement in�olving the Project or the use of the Grant Funds. In no event shall the Support Parties be liable for any punitive,exemplary,special,incide�tal,indirect or consequential damages of any kind (including,but not limited to loss of profits,loss of reputation and/or loss of current or prospective business advantage,even where such losses are characterized as direct damages)arising out of or in any way related to the relationship and/or dealings between the parties,regardless of whether the claim under which damages are sought is based upon contract,tort,negligence(of any kind},strict liability or otherwise,and regardless of whether the parties have been ad�ised of the possibility of such damages at the time of contracting or otherwise. 7. Confedentiality During the term of this MOU,the Parties may learn certain Confidentia!Information of each other. For purposes of this MOU,Confidential Information means the confidential and proprietary information,not generally known by non-party personnel,used by the disclosing party and which is proprietary to the disclosing party,and includes,without limitation,the disclosing party's trade secret or proprietary personnel,financial,marketing and business information,including strategic,operations and other business plans or forecasts,and Con�dential Information provided by the disclosing party regarding its employees,customers,vendors,sponsars and other contradors. The receiving party shall:(i) protect and safeguard the confidentiality of the disclosing party's Confidential Information with at least the same degree of care as the receiving party would protect its own Confidential Information,but in no event with less than a commercially reasonable degree of care;(ii)not use the disclosing part�/s Confidential In#ormation,or permit it to be accessed or used,for any purpose other than to exercise its rights or perform its obligations under this MOU;and(iii)not dlsclose any such Confidential Information to any person,except to the receiving party's officers,employees,consultants,atcountants,and legal advisors who are bound by written confidentiality obligations and have a need to know the Canfidential Information to assist the receiving party,or act on its behalf,to exercise its rights or perForm its obligations underthis MOU. 8. Term This MOU shall be effertive as of the Effective Date hereof and shall continue until October 31,2023(the "Term")in accordance with Section 11. 9. Use of Grant Funds The Grantee shall use the full amount of the Grant Funds exclusively for the purposes set forth in Sedion 1. Unless otherwise agreed in writing by the Grantor,the Gran#ee shall return any portion of the Grant Funds and the income earned thereon that is not expended for such purposes in accordance with Section 11. All unspent or uncommitted Grant Funds shall be invested in highly liquid investments {such as an interest-bearing bank a�count)with the primary objective being preserving the Grant Funds availability for the Project. Any interest or other income generated by the Grant Funds must be applied to the purposes described in the Grant Project. The Grantee agrees not to use any portion of the grant or any income derived from the grant for the following: A. To carry on propaganda or otherwEse attempt to influence legislation within the meaning of Section 4945{d)(1)of the Internal Re�enue Code of 1986,as amended(the Code); � N RPA � NATIONAL REGREATION AND PARK ASSOCIATION B. To influence the outcome of any specific public election or to carry on,directly or indirertly,any voter registration drive within the meaning of Section 4945(d)(2)of the Code; C. To provide a grant to an indNidual for travel, study, or similar purpose within the meaning of Section 4945(g) af the Code, without prior written approval of Grantor. D. Payments of salaries, othercompensation, or expense reimbursement to employees of the Grantee within the scope of their employment do not constitute "grants" for these purposes and are not subject to these restrictions; E. Except as expressly may be authorized in the approved Project,to provide a grant to any other organization without prior written approval of the Grantor;or F. To promate or engage in the following, but nat limited to, ac#s that would create civil liability, criminal acts,criminal acts of violence,terrorism, hate crimes,the destruction of any state, or discrimination on the basis of race, national origin, religion, military and veteran status, disability,sex, age,or sexual orientation,or support of any entity that engages in these activities. G. To travel to NRPA's Annual Conference or any other conference travel without written appro�al from Grantor. 1�. Audit Grantee is expected to keep and maintain detailed books and records relating to the Grant,and the Grant Funds (including,wlthout limltation,all uses thereof and expenditures therefrom)(collectively,the"Records")during the Term and for a period of seven(7j years thereafter{the"Audit Period").NRPA and its assigns have the right ta audit the Grantee's financial records relating to this MOU upon not less than ten (10)business days'advance written notice to Grantee by NRPA at any time during the Audit Period,at NRPA's sole expense,during Grantee's normal business hours. If as a result of an audit,NRPA determines that Grant Funds were not spent in accordance with the purposes of this Grant,the Grantee shall:(1) be required to return any Grant Funds not substantiated,and (2)reimburse NRPA for all costs and expenses incurred in connection with su�h audit. If NRPA determines that Grant Funds were used forfraudulent purposes,the Grantee shall be barced from participation in any further programs. Grantee shall further indemnify,defend,and hold the Support Parties harmless from any acts or omissions relating to its fraudulent use of the Grant Funds. 11. Termination and Repayment Any party may terminate this MOU at any time for any reason upon providing the other party thirty(30) calendar days'written notice. Further,either party may terminate this MOU at any time effective upon receipt of written notice by the�ther party of failure to perform. In the e�ent that this MOU is terminated for any reason,Grantee shall promptly repay to NRPA any portion of the Grant Funds not already spent(subject to and in accordance with all of the terms and conditions hereof)as of the effective date of such termination. None of the Parties shall be liable to the other by reason of termination of this MOU for compensation, reimbursement or damages for any loss of prospective profits on anticipated sales or for expenditures, investments,leases or other commitments relating to the business or goodwill of any of the parties, notwithstanding any law to the contrary. No termination of this MOU shall release the obligation to pay any sums due to the terminating party which accrued prior to such termination. 12.Compliance with laws. Grantee will comply in full with all applicable federal,state,and local laws and�egulations and rules of g��ernmental agencies and bodies.relating to Grantee's acceptance and use of the Grant Funds,including those � N RPA � AIATIONAL RECREATIDN AND PARK ASSOCUTION that govern gifts,donations,contributions,expenditures,and anything else of value that benefit,directly ar indirectly, public officials. Grantee agree to notify Grantor immediately:(a)of any canduct on Grantee's part that may be in�iolation of any applicable federal,state and local laws and(b)if Grantee receives notice of,or otherwise becomes aware of,any actua{or threatened investigatian,action,litigation,or disciplinary or other praceeding of which Grantee is or may be a subject fn connection with the Grant Funds and to the extent permitted by applicable law,shall provide Grantor with all written notices and communications received by Grantee relating to or any such investigation,action, litigation,or disciplinary proceeding. 13.Governing Law,Jurisdiction,Venue and Dispute Resolution This MOU and the performance thereof shall be governed,interpreted,construed and regulated by the law of the Commonwealth of Virginia,without reference to or application of principles concerning conflicts of laws of any jurisdiction. Be#ore commencing any litigation arising out of or relating to the relationship of the parties, this MOU,or the breach hereof,the parties agree to negotiate in good faith to resolve such dispute within fifteen{15)business days of notice by the other party of such dispute. Should the parties fail to mutually resolve their dispute and commence litigation,the parties t�ereby irrevocably consent to venue before the federal and state courts situated in the Commonwealth of Virginia and each party hereby irrevocably submits to the jurisdiction of such courts. The pre�ailing party in any action or litigation,including appeals,arising out of or related to this MOU shall be awarded its reasonable attorney's fees and costs. The Parties agrees that NRPA would not have an adequate remedy at law and would be irreparably injured if Grantee breaches its covenants hereunder and NRPA shall be entitled to injuncti�e relief as a remedy for any breach or threatened breach hereof without showing or pro�ing any actual damages. 14.No Agency;Relationship of the Parties Each party and their respective officers,employees,agents,contractors and/or consultants are independent contractors and are not,nor shall they hold themsel�es out to as or claim to be,employees or agents of the other party or any department,agency or unit thereof;accordingly, neither party shall have any authority to enter into any agreement on behalf of the other party or otherwise cause the ather party to incur any obligations whatsoever other than as set forth herein. 15.Notices All notices, requests,demands and other communications required or permitted under this MOU must be in writing and will be deemed to have been duly gi�en,made and received only{a)when personally deli�ered,or (b)on the date specified for delivery when deposited with an overnight courier service such as Federal Express for delivery to the intended addressee,or(c)when sent via facsimile,only so long as followed by a hard copy sent in a manner set forth in (a)or(b)above,or(d)when delivered via email,only so long as followed by a hard copy sent in a manner set forth in(a)or(bJ above,each of the foregoing addressed as set forth below: If to Grentee,to: Pasco Parks and Recreation Department 525 N.3rd A�e.PO Box 293 Pasco,WA 99301 Attn:Brent Kubalek +�a. ov If to IVRPA,to: National Recreation and Park Association � NRPA � NATIONAL RECREATION ANO PI4RK ASSOCIATION 22377 Belmont Ridge Road Ashburn,VA 20148 Attn:Teresa Morrissey,Senior Program Manager Email:irnowriss�� nr_, ,3�� 16. Errtire Agreement This MOU supersedes any and all agreements,either oral or written,between the parties hereto with respect to the subject matter covered herein and contains all of the covenants and agreements between the parties with �espect to the Grant purpose and Project in any manner whatsoever.Each party to this MOU acknowledges that no representations,inducements,promises,or agreements,orally or otherwise,have been made by any party, or anyone acting on behalf of any party,which is not embodied herein,and that no other agreement,statemen#, or promise not contained in this MOU shall be valid or binding. Any modification of this MOU will be effective only if it is in writing signed by the parties hereto. Any changes,additions or deletions to this MOU,including the Project,must be appro�ed in writing by all the parties. This MOU and all amendments may be signed in counterparts,each of which will constitute one and the same document. Any signature detivered via facsimile or other electronic means shall be deemed an original signature to this MOU.The section headings tontained in this MOU are for reference purposes only and shall not affect in any way the meaning or interpretation of this MOU. 17.Severability If any term,covenant,or condition of this MOU or the application thereof to any person or circumstance shall, to any extent,be invalid or unenforceable,the remainder of this MOU,or the application of such term, covenant,or condition to persons or circumstances other than those as to which it is held invalid or unenforceable,shall not be affected thereby,and each and every remaining term,covenant,or condition of this MOU shall be valid and en#orced to the fullest extent permitted by 1aw. These partles have caused this MOU to be signed by their duly authorized representatives os of the/ast date set forth below. National Recreation and Park Association Pasco Parks and Recreation Department By: BY� Printed Name: Printed I�ame: Title: Title: Date: Date: iGrant B 0 e • - This column should tnclude IJRPA's granf !n this column,onty incfude the pieces of investment but should be greoter oreqval your project thot wifJbe covered with to the tota!and amounts in the MRPA the NRPA gmnt This omount shoufd o1lncotian column. totol exacd $20,000. kem _ Cansultant to wndud agency equity assessmerrt 520,000.00 $20,000.00 StafF Wa�es&OH $ZSU0.00 50.00 Supplies(for communiry outreach and feedback sesslons) $5UD.00 50.� _ T f ne�m Indirect Costs�lU%{maximum indirect is 1096,if you have no indirect costs,please remove this Iine? x - — - � , c� �� � This should be grearer or equaJ to$20,000. This should totaf 520,U00. Corporate: 100 ist Ave West • PO Box 808 • Oskaloosa, IA 52577 • 641/6r3-0411 • 800/825-6020 • Fax:6411673-4740 Manufacturing:2107 Stewart Road PO Box 260 • I�uscatine, IA 52761 � 563/263-2281 • 800l756-�205 • Fax:800/374-6402 Web:www.musco.com • Email:IighCing�musco.com �V`�.� mu �. , , � r Dear Brent, Congratulations! Pasco Parks and Recreation Department has been awarded a value-in-kind grant from Musco Sports Lighting as part of the National Park and Recreation Association's Youth Sports Equity Program. This grant,valued at$100,000,is for a field lighting project in Pasco and reflects the many hours and resources you have invested in creating and/or enhancing a space in the local community that will advance equitable access to youth sports.Your diligent work in this area is helping to positively impact the lives of youth and families in your community,and we at Musco are proud to assist in this important work. CLAIMING YOUR AWARD We have informed your Musco representative,Tim Butz,that you were awarded a grant for$100,000. This will be reflected as a discount on both your purchase agreement and your final invoice when purchasing the Musco materials for your project. TIMELINE Our expectation is that your project will be fully complete within one year. Please communicate with your Musco representative about any changes to your timeline, particularly if you think that your project will be delayed. If you have any additional questions about your grant,please contact Brittany Clarahan (. -- - ,�.:_— ). Sincerely, � . , �7'Le.CG(_ Heidi Tegtmeier Marketing Operations Manager lighting .� . We Make It Happen.