CITY AND COUNTY OF SAN FRANCISCO San Francisco Public Works GRANT AGREEMENT between, CITY AND COUNTY OF SAN FRANCISCO. and URBAN ALCHEMY ‘THIS GRANT AGREEMENT (this “Agreement") is made this OCTOBER 1, 2019, in the City and County of San Francisco, State of Califomiia, by and between Urban Alchemy (“Grantee”) and the CITY AND COUNTY OF SAN FRANCISCO, a municipal corporation (“City”) acting by and through the Agency (as hereinafter defined), WITNESSETH: WHEREAS, Grantee has submitted to the Agency the Application Documents (as hereinafter defined) secking a Tenderloin Neighborhood Litter Reduction and Workforce Development Grant for the ‘Purpose of funding the matters se forth in the Grant Plan (as hereinafter defined); and summarized briefly as follows: The primary focus of this grant program is twofold: 1) support the City’s efforts to provide safe, clean, and inviting public spaces by cleaning and diverting litter and other waste from public spaces and rights- ‘of-ways, and 2) provide job training, employment, and workforce development opportunities to formally incarcerated at risk local residents/ parolees who are eligible to work but facing barriers to employment, WHEREAS, City desires to provide such a grant on the terms and conditions set forth herein: NOW, THEREFORE, in consideration of the premises and the mutual covenants contained in this Agreement and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties hereto agree as follows: ARTICLE 1 DEFINITIONS 1.1 Specific Terms. Unless the context otherwise requires, the following capitalized terms (whether singular or plural) shall have the meanings set forth below: (2) “ADA” shall mean the Americans with Disabilities Act (including all rules and regulations thereunder) and all other applicable federal, state and local disability rights legislation, as the same may bbe amended, modified or supplemented from time to time. G-100 (9-15) 10f27 October 1, 2019(6) “Agency” shall mean SAN FRANCISCO PUBLIC WORKS, (©) “Application Documents” shall mean collectively: (i) the grant application submitted by Grantee, including all exhibits, schedules, appendices and attachments thereto; (ii) all documents, ‘correspondence and other written materials submitted in respect of such grant application; and (ii) all amendments, modifications or supplements to any of the foregoing approved in writing by City. (6) “Budget” shall mean either the budget attached hereto as part of Appendix B, if any, or the ‘budget included in the Application Documents, to the extent expressly approved by the Agency (©) “Charter” shall mean the Charter of City. (® “Controller” shall mean the Controller of City. (e) “Eligible Expenses” shall have the meaning set forth in Appendix A. (h) “Event of Default” shall have the meat 1g set forth in Section 11.1. (i) “Fiscal Quarter” shall mean each period of three (3) calendar months commencing on. July 1, October 1, January 1 and April 1, respectively. ()_ “Fiseal Year” shall mean each period of twelve (12) calendar months commencing on July 1 and ending on June 30 during all or any portion of which this Agreement is in effect. (&) “Funding Request” shall have the meaning set forth in Section 5.3(a) () “Grant Funds” shall mean any and all funds allocated or disbursed to Grantee under this ‘Agreement. (m) “Grant Plan” shall have the meaning set forth in Appendix B or shall mean the plans, performances, events, exhibitions, acquisitions or other activities or matter deseribed in the Application documents; provided, however, that in the event of any inconsistency in such description, the most recent of the conflicting documents shall govern. (ct) “HRC” shall mean the Human Rights Commission of City, or, in light of legal changes in the governing structure, shall mean “CMD” or the Contract Monitoring Division of the City. (0) “Indemnified Parties” shall mean: (i) City, including the Agency and all commissions, departments, agencies and other subdivisions of City; (i) City's elected officials, directors, officers, ‘employees, agents, successors and assigns; and (ii) all persons or entities acting on behalf of any of the foregoing. (P) “Losses” shall mean any and all liabilities, obligations, losses, damages, penalties, claims, ‘actions, suits, judgments, fees, expenses and costs of whatsoever kind and nature (including legal fees and expenses and costs of investigation, of prosecuting or defending any Loss described above) whether or not such Loss be founded or unfounded, of whatsoever kind and nature. G-100 (9-15) 20627 October 1, 2019(@) “Publication” shall mean any report, article, educational material, handbook, brochure, pamphlet, press release, public service announcement, web page, audio or visual material or other communication for public dissemination, which relates to all or any portion of the Grant Plan or is paid for in whole or in part using Grant Funds. (©) “Contractor” shall mean “Grantee” as certain Cit Grants of the City of San Francisco. Contracting requirements also apply to 1.2 Additional Terms. The terms “as directed,” “as required” or “as permitted” and similar terms shall refer to the direction, requirement, or permission of the Agency. The terms “sufficient,” “necessary” or “proper” and similar terms shall mean sufficient, necessary or proper in the sole judgment of the Agency. ‘The terms “approval,” “acceptable” or “satisfactory” or similar terms shall mean approved by, ‘or acceptable to, or satisfactory to the Agency. ‘The terms “include,” “included” or “including” and similar terms shall be deemed to be followed by the words “Without limitation”. The use of the term “subcontractor,” “successor” or “assign” herein refers only to a subcontractor (“subgrantee”), successor or assign expressly permitted under Article 13 1.3 References to this Agreement. References to this Agreement include: (a) any and all appendices, exhibits, schedules, attachments hereto; (b) any and all statutes, ordinances, regulations or other documents expressly incorporated by reference herein; and (c) any and all amendments, modifications or supplements hereto made in accordance with Section 17.2. References to articles, sections, subsections or appendices refer to articles, sections or subsections of or appendices to this Agreement, unless otherwise expressly stated, Terms such as “hereunder,” herein or “hereto” refer to this Agreement as a whole. ARTICLE 2 APPROPRIATION AND CERTIFICATION OF GRANT FUNDS; LIMITATIONS ON CITY'S OBLIGATIONS 21 Risk of Non-Appropriation of Grant Funds. This Agreement is subject to the budget and fiscal provisions of the Charter. City shall have no obligation to make appropriations for this Agreement in lieu of appropriations for new or other agreements. Grantee acknowledges that City budget decisions are subject to the discretion of its Mayor and Board of Supervisors. Grantee assumes all risk of possible non- appropriation or non-certification of funds, and such assumption is part of the consideration for this Agreement, 2.2 Certification of Controller; Guaranteed Maximum Costs. No funds shall be available under this Agreement until prior written authorization certified by the Controller. In addition, as set forth in Section 21.10-1 of the San Francisco Administrative Code: City's obligations hereunder shall not at any time exceed the amount certified by the Controller for the purpose and period stated in such certification, Except as may be provided by City ordinances governing emergency conditions, City and its employees and officers are not authorized to request Grantee to perform services or to provide materials, equipment and supplies that would result in Grantee performing services or providing materials, equipment and supplies that are beyond the scope of the services, materials, equipment and supplies specified in this Agreement unless this Agreement is amended in writing and approved as required by law to authorize the additional services, materials, equipment or supplies. City is not required to pay Grantee for services, ‘materials, equipment or supplies that are provided by Grantee which are beyond the scope of the services, ‘materials, equipment and supplies agreed upon herein and which were not approved by a written amendment to this Agreement having been lawfully executed by City. City and its employees and officers are not authorized to offer or promise to Grantee additional funding for this Agreement which would exceed the maximum amount of funding provided for herein. Additional funding for this Agreement in excess of the maximum provided herein shall require lawful approval and certification by G-100 (9-15) 30f 27 October 1, 2019