HomeMy WebLinkAboutItem No. 13 - Restricted Grant AgreementRESTRICTED GRANT AGREEMENT
Yuhaaviatam of San Manuel Nation
and
City of San Bernardino
This Restricted Grant Agreement (this “Agreement”) is made and entered into as of
September 01, 2025 (the “Effective Date”) by and between the Yuhaaviatam of San Manuel
Nation, a federally recognized Indian Tribe located at 26569 Community Center Drive,
Highland, California 92346 (“Tribe”), and City of San Bernardino, a charter city and municipal
corporation located at 710 North D Street, San Bernardino, California 92401(“Grantee”). Tribe,
on the one hand, and Grantee, on the other hand, are each referred to herein individually as a
“Party” and together as the “Parties.”
I. GRANTEE’S STATUS. This grant is specifically conditioned upon Grantee’s status as
an eligible grantee of Tribe.
II. AMOUNT AND PAYMENT OF GRANT. Subject to the terms and conditions of this
Agreement, Tribe hereby agrees to make a grant to Grantee equal to Two Hundred Thousand
Dollars ($200,000.00) (such amount and all income and gain earned thereon hereinafter
collectively referred to as the “Grant”), which shall be paid in accordance with the following
schedule, in each case, subject to Tribe’s prior receipt and written approval of all of Grantee’s
reports required hereunder:
Payment Date Amount
By September 01, 2025 $200,000
III. PURPOSE OF GRANT. The Parties acknowledge and agree that the purpose of the
Grant is to provide funding in support of Safety & Tribal Regional Analysis Center (STRAC)
(hereinafter the “Grant Project”), which shall be applied to the Grant Project from the Effective
Date until August 31, 2026 (the “Grant Period”). Grantee is strongly encouraged to provide
supplemental financial and other institutional support to extend the scope and success of each of
the initiatives of the Grant Project.
The Grant is made only for the specific charitable and educational purposes described in this
Agreement. The Grant may not be used for any other purpose without prior written approval
from Tribe.
IV. OBJECTIVES & EXPECTED OUTCOMES OF GRANT PROJECT
a. Objectives. Grantee shall use the Grant to undertake the activities described in
Attachment A: Goals, Objectives, Outcomes and Evaluations (“Attachment A”), attached hereto
and incorporated herein by reference, within the timeframe outlined in Attachment A and in
accordance with Attachment B: Yuhaaviatam of San Manuel Nation Grant Program/Project
Budget (“Attachment B”), attached hereto and incorporated herein by reference, unless
otherwise agreed by Tribe in writing.
b. Outcomes. Grantee shall measure and report the outcomes to Tribe as provided in
Attachment A.
V. RECOGNITION. In recognition of the Grant, Grantee will express its appreciation and
provide recognition publicly to Tribe as set forth in Attachment C: Recognition (“Attachment
C”), attached hereto and incorporated herein by reference. In addition, Grantee shall (i) ensure
that Tribe is clearly identified as a funder or supporter of Grantee in all published material
relating to the subject matter of the Grant and (ii) list Tribe as a funder or supporter in its annual
report, if any. Notwithstanding anything to the contrary in this Agreement or Attachment C, all
proposed Grantee external communications regarding Tribe shall be submitted first to Tribe for
its review and written approval.
VI. ADDITIONAL TERMS AND CONDITIONS OF GRANT. Grantee and Tribe hereby
agree that the Grant is subject to the following additional terms and conditions:
a. Expenditure of Grant.
1. Use and Management of Grant. Grantee will spend the Grant only for the
purposes of funding the Grant Project as described above. The investment, administration,
distribution and stewardship of any current-use fund established by the Grant will be
accomplished in accordance with applicable law and Grantee policies, which policies Grantee
may amend from time to time.
2. Expenditures. Any material changes to Attachment B require Tribe’s prior
written approval. Grantee must also report to Tribe any change, including, but not limited to,
changes in expenses, funding, personnel, materials, service area or population, or timelines (as
applicable), which impact at least two-and-one-half percent (2.5%) of the reported budget and
use of funds for the Grant Project detailed in Attachment B.
3. Payment of Funds to Related Parties of Tribe. No part of the Grant may be paid
directly to any director, officer, employee or citizen (or their family members) of Tribe for any
purpose.
b. Return of Grant. Grantee shall return to Tribe all or any portion of the Grant not
previously spent or irrevocably committed in compliance with and in reliance on this Agreement,
and Tribe shall have the right to suspend or withhold unpaid installments of the Grant if:
1. Tribe, in its reasonable discretion, determines that Grantee has not performed in
accordance with this Agreement;
2. Any portion of the Grant is not used for the Grant Project; or
3. Necessary to comply with any applicable requirements of law.
In addition, Grantee shall return any unused portion of the Grant promptly to Tribe upon the
completion of the Grant Period, unless Tribe agrees in writing to extend the Grant Period or
repurpose the funds.
c. Records, Audits, Site Visits. The Grant provided by Tribe will be accounted for
separately in Grantee’s books and records. A systematic accounting record shall be kept by
Grantee of the receipt and use of the Grant. Grantee will retain original substantiating
documents related to Grant expenditures and will make these records available for Tribe’s
review upon its reasonable request. Grantee will be responsible for maintaining adequate
financial records pertaining to the Grant throughout the Grant Period and for at least five (5)
years following the completion of the Grant Period. Tribe or a designated representative of Tribe
shall have the right to conduct a site visit and/or audit Grantee’s books and records relating to the
expenditure of the Grant upon Grantee’s receipt of reasonable written notice from Tribe.
d. Reports.
1. Grantee will complete all reporting required by this Section VI.d. and
Attachment A. In the event of any inconsistency between this Section VI.d. and Attachment A,
the more comprehensive reporting requirement will apply. All reports and the assessment of
progress toward Goals, Objectives, and Outcomes are subject to the approval and acceptance of
Tribe in its sole and absolute discretion and approval and acceptance of all such reports due on or
prior to any payment of a portion of the Grant.
2. Grantee will submit written semi-annual summative reports to Tribe by March
15 and September 15 of each year during the Grant Period and will submit a final report to Tribe
within sixty (60) days after the completion of the Grant Period (or the earlier termination of this
Agreement, if applicable). Such written reports must be signed by an authorized officer of
Grantee and shall conform to the report templates provided by Tribe’s Community Outreach
Department. In particular, the reports shall describe in detail Grantee’s use of the Grant,
compliance with the terms of the Grant and the progress made by Grantee toward achieving the
purposes for which the Grant was made.
e. Subgrantee Compliance. Grantee hereby confirms that it has the ability to cause
and will cause any subgrantee of the Grant to comply with this Agreement (e.g., if and to the
extent a subgrantee is contemplated in Attachment A).
f. Licensing and Credentials. Grantee will maintain or cause to be maintained, in full
force and effect, all required governmental or professional licenses and credentials for itself, its
facilities, its employees and all other entities and individuals engaged in work in conjunction
with the Grant.
g. Management and Organizational Changes. Grantee will provide immediate written
notice to Tribe if significant changes or events occur during the Grant Period which could
potentially impact the progress or outcome of the Grant, including, without limitation, changes in
Grantee’s management personnel or losses of funding from any other sources.
h. Termination. Either Party hereto may terminate this Agreement upon not less than
thirty (30) days’ prior written notice to the other for failure on the part of such Party to perform a
material obligation hereunder, or for a breach of any of such Party’s representations or
warranties made in this Agreement. Tribe may terminate this Agreement upon not less than
thirty (30) days’ prior written notice to Grantee for (i) Grantee’s change in its tax-exempt status
or fundamental mission, or (ii) Grantee’s implication in an event, or series of events, of such
notoriety or opprobrium that the continuation of this Agreement has or will have a negative
impact upon Tribe, its image or reputation, or (iii) Grantee’s inability to fulfill the requirements
set forth in this Agreement. In the event of any termination of this Agreement, Grantee shall
return all Grant funds received excluding all expenditures and contractual encumbrances made
consistent with this Agreement and incurred by Grantee in reliance on this Agreement.
If Tribe terminates this Agreement, Grantee will remove all signage and other
identification from the facilities and all other places, things (including current-use and endowed
funds) and sites wherever there are references to Tribe (collectively, “All Identification”), at
Grantee’s sole cost and expense, unless otherwise agreed in writing by Tribe in its sole
discretion. The removal of All Identification will be completed as soon as reasonably practical,
but in no event later than thirty (30) days after the notice of termination, unless otherwise agreed
in writing by Tribe in its sole discretion.
The foregoing rights and remedies are cumulative of, and in addition to, any rights,
remedies or recourses to which the terminating Party may be entitled at law or in equity.
i. Knowing Assumption of Obligations. Grantee acknowledges that it understands its
obligations imposed by this Agreement and hereby agrees that if Grantee has any doubts about
its obligations under this Agreement, Grantee will promptly contact Tribe.
j. Terrorist Activity. Grantee represents and warrants that it does not support or
conduct, directly or indirectly, violence or terrorist activity of any kind.
k. Confidentiality. The terms of the Grant and this Agreement are confidential.
Grantee must seek Tribe’s prior written approval before sharing any terms of the Grant or this
Agreement with third parties who do not have a need to know in order to further the purpose of
the Grant Project.
l. Tribe’s Publicity of Grant Project. Grantee hereby grants to Tribe an irrevocable,
non-exclusive license to use Grantee’s name and marks in publicity materials in all forms of
media pertaining to Grantee’s organization, the Grant Project and any results or outcomes of the
Grant, for internal presentations and external dissemination to the public.
m. Ownership and Use of Marks.
1. License. Grantee acknowledges and agrees that Tribe is the owner of all right,
title and interest in and to Tribe’s name and logo (collectively, the “Marks”) and that Grantee’s
use of the Marks pursuant to this Agreement inures to the benefit of Tribe. Tribe hereby grants
Grantee a non-exclusive and non-transferable license, without the right to sublicense, to use the
Marks solely in connection with providing recognition of the Grant pursuant to this Agreement.
Grantee will have no rights in or to the Marks, except as expressly granted herein. Tribe
expressly reserves to itself all rights in and to the Marks not expressly granted to Grantee
pursuant to this Agreement. The manner and use of the Marks shall comply with all federal and
state laws pertaining to trade names, trademarks and service marks in force at any time and shall
clearly indicate Tribe’s ownership of the Marks as requested and approved by Tribe.
2. Approval Rights. Notwithstanding anything to the contrary in this Agreement,
all uses of the Marks by Grantee are subject to the prior written approval of Tribe. Grantee will
submit to Tribe for approval, at least ten (10) business days prior to its intended first use, all
materials which contain the Marks (whether in print media, direct mail, television, radio,
internet, email, billboard or in any other form, media or channel). Tribe will have the right to
review and approve any copy containing reference to Tribe or including the Marks prior to its
use by Grantee. Tribe will use its reasonable efforts to promptly review materials sent by
Grantee for approval and will not unreasonably withhold or delay its approval. In no event shall
Grantee make any unapproved changes to the Marks.
n. Selection of Subgrantees. With regard to the selection of any subgrantees to carry
out the purposes of the Grant, Grantee retains full discretion and control over the selection
process, acting completely independently of Tribe. There is no agreement, written or oral, by
which Tribe may cause Grantee to choose any particular subgrantee.
o. No Agency. Grantee is solely responsible for all activities supported by the Grant,
the content of any product created with the Grant, and the manner in which any such product
may be disseminated. The relationship between Tribe and Grantee is that of grantor and grantee,
and this Agreement shall not be deemed to create any other type of relationship, including, but
not limited to, a partnership, joint venture, employment, independent contractor or principal and
agent relationship.
p. Remedies. If Tribe determines, in its reasonable discretion, that Grantee has
materially violated or failed to carry out any provision hereof, Tribe may avail itself of any
remedies available at law in addition to those contained in this Agreement.
q. Waiver of Claims and Indemnification. Grantee hereby waives any and all claims
and recourse against Tribe, including the right of contribution for loss or damages to persons or
property arising from, growing out of, or in any way connected with or incidental to fulfillment
of the terms and conditions specified in this Agreement. Additionally, Grantee will indemnify,
defend, protect and hold Tribe and its directors, officers, managers, members, employees, agents
and representatives, harmless from any cost, expense, claim, demand, liability and/or damage,
including reasonable attorney’s fees and costs (“Claims”), arising out of or in connection with,
in whole or in part, (i) any false or misleading representation made by Grantee, its agents,
directors, trustees, officers, employees or delegated representatives in connection with this
Agreement, (ii) its breach of any term of this Agreement, (iii) the performance of Tribe’s
obligations pursuant to this Agreement, or (iv) any claims or actions brought by third parties,
including, but not limited to, parties set forth below, in connection with this Agreement. Grantee
further waives any and all Claims to the extent resulting from, relating to or arising out of (i) the
facilities where programs are delivered and/or the operational activities of Grantee therein,
including, without limitation, any disputes by, between or among participants, users, guests or
any other attendees and Grantee (or Grantee’s respective agents, subcontractors (if any),
directors, trustees, officers and employees) or its products and services, any personal injuries
sustained by any person at or in connection with the facilities where programs are delivered,
and/or any agreements with third parties entered into by Grantee or its agents in connection with
the operation of the same facilities, or (ii) the negligent acts or omissions or willful misconduct
of Grantee or its agents, subcontractors (if any), directors, trustees, officers or employees in
connection with the subject matter of this Agreement, except to the extent those Claims are
directly caused by the negligence or willful misconduct of Tribe or its agents, directors, officers
or employees.
r. Survival. Notwithstanding anything to the contrary in this Agreement, the
obligations in Section VI.c., Section VI.d.2. with respect to the final report, Section VI.h.,
Section VI.k., Section VI.l., and Sections VI.p. through Section VI.bb. shall survive any
termination of this Agreement.
s. Notices. All notices, requests, demands or other communication permitted or
required to be given under this Agreement shall be in writing and shall be deemed given or made
when sent by United States certified or registered mail, return receipt requested and postage
prepaid, or by a nationally recognized overnight courier, delivery fee prepaid, and in either case
to the persons and at the addresses specified below:
If to Tribe:
Yuhaaviatam of San Manuel Nation
Strategic Philanthropy Department
674 E. Brier Dr.
San Bernardino, CA
If to Grantee:
Eric Levitt
City Manager
City of San Bernardino Police Department
710 North D Street, San Bernardino, CA 92401
The persons and addresses set forth above, from time to time, may be changed by written notice
sent as aforesaid to the other Party.
t. Captions. All captions and headings in this Agreement are for the purposes of
reference and convenience only. They shall not limit or expand the provisions of this
Agreement.
u. Entire Agreement; Amendments and Modifications. This Agreement constitutes
the entire agreement of the Parties with respect to the subject matter hereof and supersedes any
and all prior and contemporaneous oral, written and other agreements between the Parties. This
Agreement may not be amended or modified, except in a writing signed by both Parties.
v. Governing Law/Jurisdiction. This Agreement shall be governed by applicable
tribal, federal and State of California law, in that order, without giving effect to any choice or
conflict of law provision or rule that would cause the application of the laws of any other
jurisdiction. Nothing in this Agreement shall be construed as a waiver of Tribe’s immunity to
unconsented suit.
w. Non-Assignment. The Parties agree that none of the provisions of this Agreement
shall be assigned or delegated to any other individual or entity without the prior written consent
of the other Party, which consent will be in the Party’s sole and absolute discretion.
x. Successors and Assigns. The Parties agree that this Agreement shall be binding
upon them and each of their respective successors and permitted assigns.
y. Waiver. No waiver hereunder will be valid unless set forth in a writing signed by
the Party to be bound thereby. Neither the failure nor any delay on the part of either Party to
exercise any right or remedy under this Agreement shall operate as a waiver thereof.
z. Force Majeure. Each of the Parties shall be excused from performing its
obligations under this Agreement if its performance is delayed or prevented by any event beyond
such Party’s reasonable control, including, but not limited to, acts of God, earthquake, fire,
explosion, weather, disease, war, insurrection, civil strife, riots, government actions or power
failure, provided that such performance shall be excused only to the extent of and during such
disability.
aa. Severability. In the event any portion of this Agreement or any amendments,
addenda or attachments hereto shall be held illegal, void or ineffective, the remaining portions
hereof shall remain in full force and effect. If any of the terms or conditions of this Agreement is
in conflict with any applicable statute or rule of law, then such term or condition shall be deemed
inoperative to the extent that it may conflict therewith and shall be deemed to be modified to
conform to such statute or rule of law.
bb. Counterparts. This Agreement may be executed in two or more counterparts, each
of which is deemed an original, but all of which taken together shall constitute one and the same
instrument.
[Signature Page Follows]
The Parties have executed this Agreement as of the date first written above.
YUHAAVIATAM OF SAN MANUEL CITY OF SAN BERNARDINO POLICE
DEPARTMENT
NATION
By: By:
Name:__________________ Eric Levitt
Title:___________________ City Manager