” 2019 EAF SC Grant Agreement – CCWRO 20 GRANT AGREEMENT THE STATE BAR OF CALIFORNIA OFFICE OF ACCESS & INCLUSION EQUAL ACCESS FUND IOLTA FORMULA GRANT This Grant Agreement ( Agreement ) is made as of January 1, 2019, ( Effective Date ) between The State Bar of California, a California public corporation, with a principal place of business at 180 Howard Street, San Francisco, CA 94105 ( State Bar ), and Coalition of California Welfare Rights Organizations, a California nonprofit corporation, with a principal place of business at 1111 Howe Avenue, Suite 150, Sacramento, CA 95825-8551 ( Recipient ). RECITALS Pursuant to California Business and Professions Code Section 6210-6228 ( Act ), and Title 3, Division 5, Chapter 2 of the Rules of the State Bar of California ( Rules ), a Legal Services Trust Fund Program ( Program ) has been established in the State of California. The Office of Access & Inclusion administers the Program. The Program includes an Equal Access Fund ( Fund ) that is funded pursuant to the annual California Budget Act ( Budget Act ) and the Uniform Civil Fees and Standard Fee Schedule Act of 2005 ( Fee Schedule Act ). Recipient has completed, executed, and submitted to the State Bar an Application for Funding under the Program and Fund. As part of the Application for Funding, Recipient has completed, executed, and submitted to the State Bar, Certifications, Assurances, Attachments, and a Proposed Budget (collectively, including the Application for Funding, Application Materials ). In reliance upon the representations and agreements made in the Application Materials, the State Bar has determined that Recipient is eligible for an IOLTA-Formula Equal Access Fund grant under the Program and the Fund for the period commencing on January 1, 2019 and ending on December 31, 2019 ( Grant Period ). The governing board, the officers, and similarly empowered staff of Recipient have read and understand the Act, Budget Act, Rules, Application Materials, Legal Service Trust Fund Eligibility Guidelines ( Eligibility Guidelines ), and the Legal Services Trust Fund Program General Grant Provisions ( Grant Provisions ). Recipient has familiarized appropriate staff with the requirements of the Act, the Rules, the Grant Provisions, and the Application Materials. AGREEMENTS 1. Pursuant to the Act, Rules, and Fund, and in reliance upon the promises and representations made by Recipient, the State Bar grants to Recipient $157,090 ( Grant Amount ). 2. The Act, Budget Act, Fee Schedule Act, Rules, Grant Provisions, Eligibility Guidelines, and Application Materials, including any additions or amendments made to the Application Materials by agreement between the State Bar and Recipient, are incorporated into this Agreement as if set forth in their entirety in this Agreement. Recipient agrees to comply with Coalition of California Welfare Rights Organizations: #20 1 of 6 the Act, Budget Act, Fee Schedule Act, Rules, Grant Provisions, Eligibility Guidelines, Assurances, and other agreements made in the Application Materials. Recipient agrees to comply with all lawful statutes, rules, regulations, guidelines, policies, instructions, and similar directives pertaining to the Program and the Fund (collectively, Directives ) issued by the State of California, the Supreme Court of the State of California or the State Bar, including without limitation, any Directive adopted after the Effective Date. 3. Recipient acknowledges that the terms of this grant, including Grant Provision Article 4.05, Regulating Rule 3.680(E)(1), and Business and Professions Code Section 6222, require Recipient to submit to the State Bar a financial statement that has been audited or reviewed by a certified public accountant within ninety (90) days of the close of Recipient’s fiscal year. 4. The State Bar will pay the Grant Amount in accordance with the Grant Provisions. However, under no circumstances will the State Bar bear any liability to Recipient or to other persons or entities for delays in payments. 5. Notwithstanding the Grant Provisions or any other provision of this Agreement regarding the payment of grants, Recipient acknowledges that the Grant Amount and all payments thereof shall be made from funds received by the State Bar pursuant to the Budget Act and Fee Schedule Act ( State Funding ), and are contingent upon the availability and sufficiency of such funds, as determined by the State Bar in its sole discretion. Consequently, Recipient shall not be guaranteed any specific dollar amount in grant funds, or any grant funds at all, if funds received pursuant to State Funding are insufficient or unavailable to the State Bar. This Agreement shall terminate automatically if State Funding becomes unavailable. The State Bar will not assume any liability whatsoever to Recipient for any failure to pay the Grant Amount or any part thereof that results because funds are insufficient or unavailable. 6. Recipient must spend funds received in connection with the Program and Fund in each county served in the amounts set forth in Attachment A Grant Allocation Detail, which attached hereto and incorporated herein by reference. 7. Recipient represents and warrants that Recipient’s Application Materials for a grant under the Program and Fund does not misstate or omit any material fact in the Application Materials. Recipient will notify the State Bar promptly (but in no event more than three (3) business days) in writing of any change in any material fact affecting Recipient’s eligibility to receive funds under the Program and Fund, including without limitation, any change that affects the accuracy of any statement made in conjunction with Recipient’s application for a grant under the Program and Fund. Recipient will also notify the State Bar promptly (but in no event more than three (3) business days) in writing of any material change in the planned activities or proposed budget contained in the Application Materials or any revision thereto. 8. In support of the State Bar’s obligation to the Judicial Council to ensure full participation by Program recipients in maintaining and using statewide on-line resources for legal advocates and consumers of legal services, Recipient will: a) Ensure that, during the Grant Period, Recipient is accurately identified on the statewide legal services websites, including, as appropriate, in the: i. Client referral directory on LawHelpCalifornia.org; ii. Legal Services Directories (support center and field program directories); and Coalition of California Welfare Rights Organizations: #20 2 of 6 iii. Pro Bono Programs Guide on CaliforniaProBono.org; b) Include information about LawHelpCalifornia.org and CALegalAdvocates.org in trainings for new staff advocates, circulate information received from state coordinators about these sites to appropriate staff members, encourage staff to join the CALegalAdvocate.org site, and must encourage participation in brief trainings about the sites as available; and c) Provide a link to LawHelpCalifornia.org on its own program website. 9. Recipient will permit the State Bar’s agents to inspect at any time any office or other premises maintained by Recipient or used by Recipient in connection with the expenditure of the Grant Amount received under the Program. Recipient will cooperate with the State Bar’s agents during such inspections and will furnish the agents with any information that the agents reasonably request as relevant to determining Recipient’s compliance with this Agreement. The State Bar’s right of access to Recipient’s records for purposes of compliance will survive the expiration of the Grant Period. In complying with disclosure requirements of this Agreement and of the Program and Fund, Recipient may withhold any client-identifying information when Recipient reasonably determines that disclosure would violate the Act, the Rules, or a rule of professional responsibility. 10. The Act, Budget Act, Fee Schedule Act, Rules, Grant Provisions, Eligibility Guidelines, and Directives set forth requirements concerning the use of Program funds and payment for subcontracts to provide legal services ( Subcontracted Services ). Recipient acknowledges its obligation to inform all providers of Subcontracted Services of the requirements of the Program and to obtain from all Subcontracted Services providers a written agreement to comply with all requirements of this Agreement as if that provider is the Recipient. Recipient assigns to the State Bar all rights that Recipient has or will acquire to inspect the premises and records of providers of Subcontracted Services to ensure compliance with Program; provided, however, that disclosure of client-identifying information by a provider of Subcontracted Services shall be governed by the provisions of Section 9 above. 11. (a) Recipient shall not represent or in any way suggest that it may obligate or pledge the credit of the State of California or of the State Bar. (b) Recipient agrees to indemnify, defend, and hold harmless State Bar (including its Board of Trustees, officers, agents, and employees, as the same may be constituted now and from time to time hereafter) from and against any and all liabilities, losses, damages, expenses or costs, whatsoever (including reasonable attorneys’ fees, costs, and expenses), which may arise against or be incurred by the State Bar as a result of or in connection with (i) claims by any and all contractors, subcontractors, providers of consulting services, materialmen, laborers, or any other person, firm, or corporation retained by Recipient to furnish or supply work, service, materials, or supplies in connection with the performance of this Agreement; and (ii) claims by any person, firm, or corporation for injury or damage by Recipient or Recipient’s agents in connection with the provision of legal services pursuant to this Agreement. Recipient shall further defend, indemnify, and hold harmless the State Bar from and against all liabilities, losses, damages, expenses, or costs, whatsoever (including reasonable attorneys’ fees, costs, and expenses), arising from or in connection with the State Bar’s enforcement of its rights under this Section 11(b). This indemnity provision shall survive the termination or Coalition of California Welfare Rights Organizations: #20 3 of 6 expiration of this Agreement. (c) Recipient will use reasonable efforts to have the State Bar named as an insured party to any liability insurance policies purchased by or for Recipient and shall provide the State Bar with these certificates of insurance. 12. This Agreement does not impose on the State Bar any obligation to provide Recipient funds in excess of the Grant Amount or beyond the end of the Grant Period. 13. (a) All notices given in connection with the terms of this Agreement will be in writing, and both emailed and delivered personally or by first-class, certified, registered, or overnight mail addressed to the parties at the addresses stated below: State Bar: The State Bar of California 180 Howard Street San Francisco, California 94105-1617 Attention: Doan Nguyen, Program Supervisor Office of Access & Inclusion
[email protected] Recipient: Coalition of California Welfare Rights Organizations 1111 Howe Avenue, Suite 150 Sacramento, CA 95825-8551 Attention: Kevin Aslanian Executive Director
[email protected] Changes in address for purposes of giving notice will be effective two (2) weeks after giving notice of the change in address. (b) This Agreement, together with the Application Materials, Rules, Grant Provisions, Eligibility Guidelines, and Directives, contains and constitutes the entire agreement between the State Bar and Recipient regarding the State Bar’s grant of Equal Access Fund monies to Recipient and supersedes all prior negotiations, representations, or agreements, either written or oral. This Agreement shall be binding upon agents and successors of both parties. No alteration of the terms of this Agreement will be valid or effective unless in writing and executed by each party. (c) This Agreement was made and entered into by the parties in the State of California and shall be construed according to the laws of that state. Any action or suit brought to interpret, construe, or enforce the provisions of this Agreement shall be commenced in the Superior Court of the State of California, in and for the County of San Francisco. Coalition of California Welfare Rights Organizations: #20 4 of 6 (d) Each party has full power and authority to enter into and perform this Agreement and the person signing this Agreement on behalf of each party has been properly authorized and empowered to enter into this Agreement. Each party further acknowledges that its Directors, Trustees, or similarly empowered persons have read this Agreement, understand it, and agree to be bound by it. (e) No term or provision herein shall be deemed waived and no breach excused unless such waiver or consent is in writing and signed by the party claimed to have waived or consented. No consent or waiver by one party to a breach of this Agreement by the other party, whether expressed or implied, shall constitute a consent to, waiver of, or excuse for any other, different, or subsequent breach. No amendment, consent, or waiver on behalf of the State Bar shall be binding upon the State Bar unless it is executed by the Executive Director of the State Bar or the Executive Director’s designee. (f) This Agreement may be executed in any number of counterparts, each of which will be deemed to be an original, and all of which, together will constitute but one and the same instrument. Delivery of an executed counterpart of this Agreement by facsimile, email or any other reliable means will be effective for all purposes as delivery of a manually executed original counterpart. Either party may maintain a copy of this Agreement in electronic form. The parties further agree that a copy produced from the delivered counterpart or electronic form by any reliable means (for example, photocopy, facsimile, or printed image) will in all respects be considered an original. By executing this Agreement below, the parties agree to its terms. THE STATE BAR OF CALIFORNIA RECIPIENT By: _________________________________ By: ______________________________ ____________________________________ Print Name of State Bar Executive Officer _________________________________ Print Name of Executive Director ____________________________________ Print Title of State Bar Executive Officer By: ______________________________ _________________________________Print Name of Board Officer _________________________________Print Title of Board Officer Coalition of California Welfare Rights Organizations: #20 5 of 6 THE STATE BAR OF CALIFORNIA OFFICE OF ACCESS & INCLUSION EQUAL ACCESS FUND IOLTA FORMULA GRANT ATTACHMENT A GRANT ALLOCATION DETAIL The below indicates the amount of the total grant award to be allocated to each county in which Recipient provides services, if applicable. Recipient: Coalition of California Welfare Rights Organizations Equal Access Fund Grant Period: January 1, 2019 – December 31, 2019 Grant Amount: $157,090 County QualifiedExpenditures Basic Allocation Pro Bono Allocation Total Allocation Statewide $233,246 $157,090 $0 $157,090 Coalition of California Welfare Rights Organizations: #20 6 of 6 2019 EAF SC Grant Agreement – CCWRO 20 GRANT AGREEMENT THE STATE BAR OF CALIFORNIA OFFICE OF ACCESS & INCLUSION EQUAL ACCESS FUND IOLTA FORMULA GRANT RECITALS AGREEMENTS THE STATE BAR OF CALIFORNIA OFFICE OF ACCESS & INCLUSION EQUAL ACCESS FUND IOLTA FORMULA GRANT ATTACHMENT A GRANT ALLOCATION DETAIL WAbNutuazfcL_A4cAiXHwPYEA: Seth Blackmon WAbNutuazfcL_NlD1AcPWLWQN: January 12, 2019 WAbNutuazfcL_P7sboTvg0rkK: President 2019-01-12T21:20:56+0000 Client IP: 67.172.190.73, Transaction ID: 74bm9jU_kDOjc8vm555lUIYyIww= eSignLive E-SIGNED by
[email protected], ID: f5ca1646-dee1-43d6-88d8-3cbbec5c83ac y76UfPVVmyAU_nS6zQUL45vY4: January 14, 2019 y76UfPVVmyAU_osFONRbk4xUN: Chief Administrative Officer y76UfPVVmyAU_SI8lXPbcqOwO: Steve Mazer 2019-01-14T16:28:31+0000 Client IP: 12.52.15.2, Transaction ID: 74bm9jU_kDOjc8vm555lUIYyIww= eSignLive E-SIGNED by
[email protected], ID: 32502db0-cdd4-46dd-a34e-a5f2d9297d06 z8v6qf1qi3UN_8z7HaYAXnlM1: December 01, 2018 z8v6qf1qi3UN_YNX4E4L3DQk8: Kevin Aslanian 2018-12-01T00:29:25+0000 Client IP: 162.229.170.208, Transaction ID: 74bm9jU_kDOjc8vm555lUIYyIww= eSignLive E-SIGNED by
[email protected], ID: fee6c39e-9c8b-4652-a7a6-c76fdf4dbd67 ”
