19-204.00 Spokane Valley Summer Theater: Outside Agency Grant /-20q
OUTSIDE AGENCY GRANT AGREEMENT
WITH
THE CITY OF SPOKANE VALLEY
THIS AGREEMENT is made by and between the City of Spokane Valley,a non-charter code City
of the State of Washington, hereinafter referred to as "City," and Spokane Valley Summer Theatre,
hereinafter referred to as "Entity,"jointly referred to as "Parties."
DEFINITION
Fund(s). "Fund(s)" is defined as any amount of compensation derived from the monies of the City
of Spokane Valley granted to Entity.
IN CONSIDERATION of the terms and conditions contained herein, the Parties covenant and
agree as follows:
1. Purpose of Agreement. The purpose of this Agreement is for Entity to receive funds from
the City in order to provide economic development or social services within the City.
2. Administration. The City Manager or his designee shall administer and be the primary
contact for Entity regarding terms of this Agreement. For good cause, as solely determined by City, City
may direct that Entity is no longer entitled to the use of said funds and terminate this Agreement.
3. Representations. Entity shall use the funds received from City for economic development
or social services solely for the purposes and in accordance with the proposal submitted by Entity to the
• City and its presentation to the City Council on September 18, 2018, incorporated herein by reference as
well as the revised project scope(see Exhibit 2). Entity shall perform the services and work set forth in the
proposal and presentation and promptly cure any failure in performance.
City has relied upon the representations made by Entity in the proposal and presentation. By
execution of this Agreement, Entity represents that the funds will be used for economic development or
social services in accordance with all current laws, rules and regulations. No substitutions of purpose or
use of the funds shall be made without the written consent of City. City shall make decisions and carry out
its other responsibilities in a timely manner.
4. Reporting. Entity shall file an annual report outlining and describing the use of the funds
provided by City and the services provided and the benefits of such services to the community. The annual
report shall be filed no later than January 31,2020.
5. Modifications. City may modify this Agreement and order changes in the work whenever
necessary or advisable. Entity shall accept modifications consistent with state and local law when directed
orally or in writing by the City Manager or his designee.
6. Term of Contract. This Agreement shall be in full force and effect upon full execution,
and shall remain in effect until terminated when(a)Entity expends all of the funds granted by City and(b)
Entity provides the annual report required pursuant to Section 4 of this Agreement. Services and work set
forth in the proposal and presentation shall be completed from January 1,2019 to December 31,2019.
Either Party may terminate this Agreement by 30 days written notice to the other Party or with no
notice upon a determination by the City that the funds will not be or have not been used for the purpose as
stated in this Agreement. In the event of such termination,City shall cease and desist from distributing any
further funds to Entity for work performed or otherwise and Entity may be required to reimburse the City
for any funds expended for a purpose other than as stated in this Agreement.
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7. Compensation. City agrees to reimburse Entity for out of pocket costs incurred in an
amount not to exceed$5,000.
8. Payment. City shall reimburse Entity periodically upon presentation of an invoice to
City. Entity shall be responsible for showing that the City funds were used for economic development or
social services. Accordingly, the City shall not reimburse any expenses until Entity provides
summary/cover sheet, a detailed description of the services, goods,or other costs incurred and expended,
as well as copies of the invoices and receipts and proof of payment for which Entity is requesting
reimbursement. In the event no invoice was provided to Entity, Entity shall provide an affidavit under
penalty of perjury as to the detailed description of the use of the funds expended. Qualified expenditures
shall be expended in calendar year 2019.The proof of expenses shall be forwarded to the Finance Director
at the below stated address no later than January 15,2020.
If the amount awarded is less than the requested amount in the application, Entity shall be
reimbursed for line items or projects in the application up to the amount awarded. Also, Entity shall not
be reimbursed for specific line items or projects in an amount greater than the budget submitted for that
line item or project in the application.
Entity is an independent contractor and shall be solely responsible for all employee payroll related
costs or expenditures. No City funds may be used for employee payroll costs or expenditures. Entity shall
assume all responsibility for maintain complete payroll records on programs where City funds have been
used. if payroll costs are disallowed by the Washington State Auditor's office or another oversight agency,
Entity shall reimburse the City for any City funds used in the program.
City reserves the right to withhold payment of funds under this Agreement or to seek
reimbursement of funds distributed under this Agreement which are determined in the reasonable judgment
of the City Manager or his designee to be noncompliant with the scope of work, City standards, and City
ordinances,or federal or state law.
9. Notice. Notice shall be given in writing as follows or such change in address as provided
by either Party:
TO CITY: TO ENTITY:
Name:Chelsie Taylor,Finance Director Name: Yvonne Johnson
Phone Number: (509)720-5040 Phone Number: (414)699-8255
Address: 10210 E. Sprague Ave. Address: PO Box 1368
Spokane Valley, WA 99206 Spokane Valley, WA 99214
10. Applicable Laws and Standards. The Parties, in the performance of this Agreement,
agree to comply with all applicable federal,state,and local laws,ordinances,and regulations.
11. Relationship of the Parties. It is understood, agreed and declared that Entity, its
employees, agents and assigns shall be an independent contractor and not the agent or employee of City,
that City is interested in only the results to be achieved, and that the right to control the particular manner,
method, and means in which the services are performed is solely within the discretion of Entity. Any and
all employees who provide services to city under this Agreement shall be deemed employees solely of
Entity. Entity shall be solely responsible for the conduct and actions of all employees of Entity under this
Agreement and any liability that may attach thereto.
12. Indemnification and Hold Harmless. Entity shall,at its sole expense,defend,indemnify,
and hold harmless City and its officers, agents, and employees, from any and all claims, actions, suits,
liability, loss, costs, attorney's fees, costs of litigation, expenses, injuries, and damages of any nature
whatsoever relating to or arising out of the wrongful or negligent acts, errors, or omissions in the services
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provided by Entity, Entity's agents, subcontractors, subconsultants, and employees to the fullest extent
permitted by law, subject only to the limitations provided below.
Entity's duty to defend, indemnify, and hold City harmless shall not apply to liability for damages arising
out of such services caused by or resulting from the sole negligence of City or City's agents or employees
pursuant to RCW 4.24.115.
Entity's duty to defend, indemnify,and hold City harmless against liability for damages arising out of such
services caused by the concurrent negligence of(a) City or City's agents or employees, and (b) Entity,
Entity's agents, subcontractors, subconsultants and employees, shall apply only to the extent of the
negligence of Entity,Entity's agents, subcontractors,subconsultants,and employees.
Entity's duty to defend, indemnify, and hold City harmless shall include, as to all claims, demands, losses,
and liability to which it applies, City's personnel-related costs, reasonable attorneys' fees, the reasonable
value of any services rendered by the office of the City Attorney,outside consultant costs,court costs, fees
for collection,and all other claim-related expenses.
Entity specifically and expressly waives any immunity that may be granted it under the Washington State
Industrial Insurance Act,Title 51 RCW. These indemnification obligations shall not be limited in any way
by any limitation on the amount or type of damages, compensation, or benefits payable to or for any third
party under workers'compensation acts,disability benefit acts,or other employee benefits acts. Provided,
that Entity's waiver of immunity under this provision extends only to claims against Entity by City, and
does not include,or extend to,any claims by Entity's employees directly against Entity.
Entity hereby certifies that this indemnification provision was mutually negotiated.
13. Records. The City or State Auditor or any of their representatives shall have full access
to and the right to examine during normal business hours all of Entity's records with respect to all matters
covered in this Agreement. Such representatives shall be permitted to audit, examine and make excerpts
or transcripts from such records and to make audits of all contracts, invoices,materials,payrolls and record
of matters covered by this Agreement for a period of three years from the date final payment is made
hereunder.
14. Waiver. No officer, employee, agent or other individual acting on behalf of either Party
has the power, right or authority to waive any of the conditions or provisions of this Agreement. A waiver
in one instance shall not be held to be a waiver of any other subsequent breach or nonperformance. All
remedies afforded in this Agreement or by law,shall be taken and construed as cumulative,and in addition
to every other remedy provided herein or by law. Failure of either Party to enforce at any time any of the
provisions of this Agreement or to require at any time performance by the other Party of any provision
hereof shall in no way be construed to be a waiver of such provisions nor shall it affect the validity of this
Agreement or any part thereof.
15. Assignment and Delegation. Neither Party shall assign, transfer or delegate any nor all
of the responsibilities of this Agreement or the benefits received hereunder without first obtaining the
written consent of the other Party.
16. Subcontracts. Except as otherwise provided herein, Entity shall not enter into
subcontracts for any of the work contemplated under this Agreement without obtaining prior written
approval of City.
17. Confidentiality. Entity may, from time to time, receive information which is deemed by
the City to be confidential. Entity shall not disclose such information without the prior express written
consent of the City or upon order of a Court of competent jurisdiction.
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18. Jurisdiction and Venue. This Agreement is entered into in Spokane County,Washington.
Disputes between the City and Entity shall be resolved in the Superior Court of the State of Washington in
Spokane County. Notwithstanding the foregoing,Entity agrees that it may,at the City's request,be joined
as a party in any arbitration proceeding between the City and any third party that includes a claim or claims
that arise out of,or that are related to Entity's services under this Agreement. Entity further agrees that the
Arbitrator(s)decision therein shall be final and binding on Entity and that judgment may be entered upon
it in any court having jurisdiction thereof.
19. Cost and Attorney's Fees. The prevailing party in any litigation or arbitration arising out
of this Agreement shall be entitled to its attorney's fees and costs of such litigation(including expert witness
fees).
20. Entire Agreement. This written Agreement constitutes the entire and complete agreement
between the Parties and supersedes any prior oral or written agreements. This Agreement may not be
changed,modified or altered except in writing signed by the Parties hereto.
21. Anti-kickback. No officer or employee of City,having the power or duty to perform an
official act or action related to this Agreement shall have or acquire any interest in this Agreement,or have
solicited,accepted or granted a present or future gift,favor,service or other thing of value from any person
with an interest in this Agreement.
22. Severability. If any section,sentence,clause or phrase of this Agreement should be held
to be invalid for any reason by a court of competent jurisdiction,such invalidity shall not affect the validity
of any other section,sentence,clause or phrase of this Agreement.
23. Exhibits. Exhibits attached and incorporated into this Agreement are:
Exhibit 1: Entity's original proposal
Exhibit 2: Entity's revised proposal
The Parties have executed this Agreement this day of 'Nxe.A,..../1o[a/ ,2019.
CITY OF SPOKANE VALLEY Entity:
fiztalitprm_ ( Zs/ 19 SOST-
Maik Calhoun,City Manager By:
Its: Authorized Representative
ATTEST: APPROVED AS TO FORM:
Christine Bainbridge,CityClerk Office of e Ci Atto
g , ty Y
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Exhibit 1: Entity's Original Proposal
•, SUMMER
THEATRE Spokane Valley Summer Theatre
City of Spokane Valley 2019 Economic Development and Social Services Grant
II.HISTORY
SVST Mission Statement:To enrich, entertain and serve our community in a safe,professional
environment.
Brief summary of organization history
SVST is a professional not-for-profit 501(c)3 summer theatre and acting conservatory
serving the Pacific Inland Northwest, specifically the City of Spokane Valley. It is in its third
season of operation,and is the only local performing arts organization.in Spokane County to
offer a summer lineup of shows(most community theatres in the region are dark in the summer).
The theatre functions under Executive Artistic Director Yvonne A.K. Johnson and stages its
shows and educational play-in-a-week camps at the Central Valley Performing Arts Center,821
S. Sullivan Road, Spokane Valley,WA. SVST employs professional local talent in acting,
design,backstage,tech crew,choreographers, administration,marketing and more in addition to
high school and college paid internships.
This season saw two mainstage offerings:Into the Woods (July 13-29)This season the
production ran for three weeks. A special event,SVST Broadway in Concert will also be held for
one night only on Wednesday,July 25. A portion of the proceeds benefitted the David Malinak
scholarship fund. David was a former student and actor at CVHS and Spokane Civic Theatre.
The Acting Conservatory is for students entering grades 1-8. They produce play-in-a-
week courses culminating into a Friday performance for friends and family.The curriculum,
developed by Yvonne A.K.Johnson included adaptations of: The Stories of Dr. Seuss,
Adventures of Harry Potter and Friends and Charlie and the Chocolate Factory.
Productions for the 2019 season are still in negotiation with publishing houses. We hope
to stage three main-stage musicals for two-three weeks each, and at least five weeks of
Conservatory play-in-a-week camps. This is dependent on the Central Valley School district
schedule and theatre availability. No matter what shows are finally selected,you can expect
another season of high quality,professionally staged family friendly shows!
Brief summary of organization mission and goals
At SVST,we hope to inspire artistic excellence among the youth of our community in a
professional environment.They are the future! We prepare students and interns to step into their
perspective career field with the appropriate resources,fundamental tools,and decision making
abilities to continue their interests and passions on their own during the school year. Each
individual student will receive training in specific technical skills to set them above the bar in a
competitive field.Through routine practice of physical and mental discipline,they will develop
an awareness as they learn from each others' strengths and weaknesses while setting aside
differences and learning by example to come together to achieve a common goal.
Exhibit 1: Entity's Original Proposal
--� As the City of Spokane Valley continues to establish its rich identity,SVST also hopes to
establish an arts presence in the niche market between Spokane and Coeur d'Alene. The City of
Spokane Valley Chamber of Commerce has been a great asset to the theatre in this regard.
III.PROJECT SUMMARY
Description of funding purpose
SVST hopes to secure an Economic Development or Social Services grant of$5,000 to
assist with the operation of the Conservatory,the theatre arts play-in-a-week program for youth.
Specifically,the grant would assist with purchasing supplies for sets/props and marketing
materials/handouts/flyers/ads,mailings—electronic and direct and online registration per our
website).
As SVST educators,we care for,take risks and dream with our students while expecting
artistic excellence as a habit,not a moment. Our priority is always the educational component.
A$5,000 grant would represent approximately 3%of our annual$165,000 budget.
IV. SCOPE OF WORK
Projected goals,objectives,timeline,anticipated impact,population served,geographic
area served
The Conservatory can serve a maximum of 120 students in a summer season, and each
student pays$170 in tuition. SVST hopes to at least attract 100(but, some students wish to
attend more than one camp,or families have siblings who want to participate,and some even
want to perform with us on the Main Stage). Our goal is to enroll the maximum number of
students who want to participate,regardless of financial need, and to provide those students with
the highest quality instructors available.
The timeline is,of course, Summer 2019 for both mainstage shows and the summer
camps(auditions are in March,rehearsals begin in late May, and end with the close of the final
show in August).The population served in the Conservatory is first-grade through college-aged
students. The population served on the mainstage are culture loving residents of the City of
Spokane Valley, especially families,who love to see professional live theatre without travelling
a great distance.
Anticipated impact,though,is limitless! Performing arts students from our region have
gone on to have amazing careers in stagecraft and the performing arts. Many high profile Inland
Northwesterners have performed on Broadway,London's West End, and in film and television.
And many more have gone on to be accepted in highly competitive theatre arts programs at
selective colleges and universities. The City's contribution could help produce the next Tony,
Emmy or Oscar winner!
The link between SVST and the City of Spokane Valley
The direct contact that SVST has with City of Spokane Valley citizens is fairly
straightforward. We fill a niche for quality professional theatre in between the markets of
Spokane and Coeur d'Alene. In addition, SVST provides superior summer youth theatre
education for the Valley's up and coming stars. So whether an audience member or a parent,
Exhibit 1: Entity's Original Proposal
Valley citizens now have a professional local arts venue to attend without taking their business to
the City of Spokane or to Coeur d'Alene. SVST looks forward to a partnership with the City of
Spokane Valley.
V.BUDGET
• We do not have a profit/loss statement for 2018 as we are just closing the season but a
working budget for the 2019 summer season is attached. (We're still securing rights to .
the main stage shows) But for your information...
• SVST is a professional non-profit summer-stock theatre and acting conservatory that
serves a market niche in the City of Spokane Valley in two unique ways:
o We are the lone theatrical company to perform during summer(most local
theatres are dark)
o We are a budding center for the performing arts between Spokane and Coeur
d'Alene.
• SVST has completed three seasons(summer 2019 will be our fourth)
o Season ticket sales increased 14%from 2016 to 2017 and an additional 15%from
2017 to 2018
o The season-opening jukebox musical show increased in sales by 16%from 2016
to 2017
o The family musical increased 21%in ticket sales from 2016 to 2017
o The fundraising Broadway Musical revue was up 19%from season one to season
2
o And finally, the summer camp attendance(the Conservatory)was up 20%from
summer 2016 to summer 2017 and 30%from summer 2017 to summer 2018.
Those are paid tuition vs. scholarship.
• BUT,we still need the community's assistance.
• We are asking for a$5K grant for the operation of the performing arts play-in-a-week
camps.
• The grant funds would be used mainly towards marketing expenses for more efficient and
reliable communication with families as the Conservatory continues to grow.
0
VI. METRICS
o Specifically,the grant would assist with purchasing supplies for sets/props and
marketing support for the Conservatory play-in-a-week program to continue to •
expand with additional camp offerings so that more children could participate.
This past summer,two camps were completely sold out as camps have a limited
number. More offerings and better communication with families is needed to
provide additional programming which the grant would assist us with.
L
r i
Exhibit 1: Entity's Original Proposal
o Next season we plan to offer five play-in-a-week summer camps including
adaptations of Harry Potter,The Lion,the Witch and the Wardrobe,Wizard of
Oz, Lord of the Rings and Peter Pan.
• The City of Spokane Valley continues to hone its community-minded identity and fosters
excellence in all areas. We all know an important part of any strong community is a
healthy arts program.As we enter season four,we hope to continue to establish a
presence for students of all ages interested in the performing arts at all levels.
•
Exhibit 2: Entity's Revised Proposal
1,N*
,
sysummertheatre.com
Yvonne@sysummertheatre.com
414-699-8255
Dear Spokane Valley City Council,
Thank you for your gracious continued support of Spokane Valley Summer Theatre
through the Economic Development and Social Services Grant. We are writing to
request that the 2019 grant of$5,000.00 be reallocated for programming other than our
camps (as per the grant request)due to not being permitted/able to offer summer camps
this season with the venue change to University High School. The decision was made
this past fall,which was after the summer grant submission before we knew there was an
HVAC issue at CVHS that had to undergo repairs this summer 2019.
We would like to ask that the funds be reallocated towards other programming expenses
incurred this summer towards the operations of SVST. Producing an extensive three
show summer musical season in an offsite space took additional financial resources in
the forms of marketing,truck rentals, additional personnel, cleaning/janitorial, set and
lighting expenses. Would the Council consider the grant funds towards our costume and
set rentals? Our costume rentals are $8,000.00 and scenic backdrop rentals for The
Sound of Music were approximately$5,500.00. Royalties to have the rights to produce
the three shows this summer were near$30,000.00. We believe in producing
professional, high quality, family-oriented productions at an affordable value for all.
Due to the challenges that we faced with not being able to provide camps this summer
which also had an economic impact on the organization, we hope that you will consider
approving the grant funding of$5,000 to be used for programming expenses in
2019. We will return to the Central Valley Performing Arts Center next summer with a
full line-up of summer camp offerings for grades 2-12. Thank you for your belief in
SVST and understanding. We are looking forward to our fifth season in 2020!
My best,
Yvonne A.K. Johnson
Executive Artistic Director
Spokane Valley Summer Theatre
Business address: Mailing address:
Central Valley High School Performing Arts Center Spokane Valley Summer Theatre
c/o Michael J.Muzatko,Theatre Director P.O.Box 1368
821 S.Sullivan Road Spokane Valley,WA 99037
Spokane Valley,WA 99037