06. Approve Reimbursement Agrmt w-Downey Kiwanis Foundation for Playground Renovations at Rio San Gabriel Park

Item No. 6.

TO:HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM:OFFICE OF THE CITY MANAGER
BY:JASON CHACON, DIRECTOR OF PARKS & RECREATION
DATE:FEBRUARY 24, 2026
SUBJECT:APPROVAL OF REIMBURSEMENT AGREEMENT WITH THE DOWNEY KIWANIS

FOUNDATION FOR PLAYGROUND RENOVATIONS AT RIO SAN GABRIEL PARK

EXECUTIVE SUMMARY

The City Council will consider approving a reimbursement agreement with the Downey Kiwanis Foundation for $300,000 over four years, to support the new playground at Rio San Gabriel Park. The playground project was previously approved by the City Council in June of 2023 and has already been purchased using City funds. The proposed reimbursement agreement allows the foundation’s contribution to be applied retroactively, reimbursing the City for a portion of the costs already incurred for the playground renovation.

RECOMMENDATION

That the City Council:

Authorize the City Manager to execute a Reimbursement Agreement with the Downey Kiwanis Foundation for $300,000, over four years, for the playground renovation project at Rio San Gabriel Park.

BACKGROUND

The Downey Kiwanis Foundation is a California nonprofit public benefit corporation with a long history of supporting youth, education, and community enhancement projects within the City of Downey. Consistent with its charitable mission, the Foundation expressed its desire to financially support the Rio San Gabriel Park playground project as a benefit to children and families in the community.

Rio San Gabriel Park, located at 9612 Ardine Street, is a City-owned public park that includes a playground area serving local families and children. On June 13, 2023, the City Council approved the purchase of new playground equipment and related improvements for Rio San Gabriel Park. The approved scope included the purchase and installation of new, modern play structures, safety surfacing, and associated site amenities. The City entered into contracts directly with vendors for the procurement and installation of the playground, and all project costs were paid by the City at that time.

ANALYSIS

The proposed Reimbursement Agreement formalizes the Foundation’s commitment to donate a total of $300,000 to the City to offset a portion of the playground project costs. While the playground project has already been approved by the City Council and paid for by the City through Special Revenue Funds (Grant Funding), the agreement allows the Foundation’s contribution to reimburse the City retroactively for eligible project expenses.

Under the terms of the agreement:

The City retains full ownership, control, and responsibility for the playground equipment and improvements.

The Foundation’s total contribution is capped at $300,000, and any project costs exceeding this amount remain the responsibility of the City.

The Foundation’s donation will be paid over a four-year period in equal annual installments of $75,000.

In recognition of the Foundation’s contribution, the playground project includes signage acknowledging the Downey Kiwanis Foundation, consistent with previously approved project specifications.

The agreement reflects a collaborative partnership between the City and a local nonprofit organization and provides meaningful financial support for a project that enhances recreational opportunities and quality of life for Downey residents.

CITY COUNCIL PRIORITIES

Quality of Life, Neighborhood & Infrastructure
Efficiency & Adaptability
Fiscal Responsibility

FISCAL IMPACT

Approval of the recommended action will result in an estimated revenue increase in the amount of $75,000 annually over four years or $300,000, within the CIP Grant Fund 26-6920-0520. There is no new or additional expenditures required as a result of this action.

Attachments
Attachment A - Downey Kiwanis Reimbursement Agreement.pdf

1 REIMBURSEMENT AGREEEMENT BY AND BETWEEN

THE CITY OF DOWNEY AND THE DOWNEY KIWANIS FOUNDATION

THIS REIMBURSEMENT AGREEMENT ("Agreement") is made and entered into as of the 24th day of February, 2026 by and between the CITY OF DOWNEY ("City"), a California municipal corporation and charter city, and the DOWNEY KIWANIS FOUNDATION (“Foundation”), a California Nonprofit Public Benefit Corporation. City and Foundation are collectively referred to herein as the “Parties”.

I. RECITALS

A. City currently owns and operates Rio San Gabriel Park, a public park located at 9612 Ardine St, Downey, CA. At Rio San Gabriel Park, the City operates a playground area for children (“Rio San Gabriel Park playground”).

B. City desires to purchase and install new play equipment for the Rio San Gabriel Park playground in accordance with the Project specifications attached hereto as Exhibit A (the “Project”). The entire cost of the Project shall be borne by the City.

C. As part of its charitable purpose, Foundation wishes to assist City in the Project costs by donating to City in the amount of $300,000 to be paid to City over a four-year period.

D. The purpose of this Reimbursement Agreement is to set forth the terms and conditions of Foundation’s reimbursement to City for a portion of the Project costs.

E. Foundation understands that its promises and obligations as set forth in this Agreement were a material inducement for the City to proceed with the Project and City would not have entered into this Agreement without Foundation’s promises and obligations as set forth herein.

II. AGREEMENT

ln consideration of the foregoing recitals and for other good and valuable consideration, the Parties hereby agree as follows:

A. CITY’S OBLIGATIONS.

(1) To complete the Project, City will contract directly with the general contractors, sub-contractors, and/or vendors (collectively, “Contractors”) for the purchase, construction, and installation of the Project. The Project will be installed substantially in accordance with the specifications appearing in Exhibit A. City will solely manage the Project, making payments directly to the Contractors.

(2) City shall pay the total cost of the Project, and shall be reimbursed by Foundation for a portion of the Project cost as set forth in Paragraph B.

Docusign Envelope ID: 73E855E9-86DB-4472-BEE8-A4CF5628E924

2 (3) To acknowledge the Foundation’s support for the project, City shall incorporate in the Project signage depicting the name of the Foundation and Foundation’s official logo. The size, design and specifications of the Foundation name and logo have been approved by the Parties and are included in the Project Specifications attached hereto as Exhibit A. Foundation and City shall approve any change to the size, design and specification of the Foundation’s name and logo.

(4) City shall retain ownership over the play equipment and other improvements made to the Rio San Gabriel Park playground. This Agreement shall not be construed as granting to Foundation any ownership or other rights in the play equipment and improvements resulting from the Project.

B. FOUNDATION’S OBLIGATIONS.

(1) Foundation shall reimburse City in the total amount of $300,000 for the Project in accordance with the following payment schedule:

• On or before May 15, 2026 $75,000

• On or before May 15, 2027 $75,000

• On or before May 15, 2028 $75,000

• On or before May 15, 2029 $75,000
_________________
TOTAL: $300,000

(2) Each payment made by Foundation to City shall be made by check or money order made payable to the “City of Downey” and delivered to the Downey Finance Department located at 11111 Brookshire Avenue, Downey, CA 90241.

(3) The Foundation will be responsible for reimbursing City for Project costs in the amount of $300,000. The cost of the Project which exceeds $300,000 shall be borne by the City and Foundation shall have no obligation to reimburse the City for such additional costs.

C. INDEMNITY.

To the fullest extent permitted by law, City shall indemnify, hold harmless and defend Foundation, and any and all of its respective officers, directors, employees and agents from and against any and all claims, losses, costs or expenses, including attorneys’ fees and costs, arising out of or in any way related to the alleged intentional, reckless, negligent or otherwise wrongful acts or omissions of City and City’s officers, employees, servants, agents, contractors or subcontractors in the performance of the Project.

Docusign Envelope ID: 73E855E9-86DB-4472-BEE8-A4CF5628E924

3 D. NOTICES.

Any notices, bills, invoices or reports required by this Agreement shall be deemed received on: (1) the date if delivered by hand, facsimile or overnight courier service during Foundation’s or City’s regular business hours; or (2) on the third business day following deposit in the United States mail if delivered by mail, postage prepaid, to the addresses listed below (or such other addresses as the parties may, from time to time designate in writing):

TO CITY: City of Downey
11111 Brookshire Avenue
Downey, CA 90241
Attn: City Manager

With courtesy copy to: City of Downey
City Attorney’s Office
11111 Brookshire Avenue
Downey, CA 90241

TO FOUNDATION: Kiwanis Foundation
P.O. Box 793
Downey, CA 90241

E. BINDING EFFECT.

This Agreement shall be binding upon the parties hereto and their successors in interest.

F. ASSIGNMENT

(1) Foundation shall not assign, transfer, convey, pledge or otherwise dispose of its rights or obligations hereunder without prior written consent of City. (2) The consent of City to an assignment shall not be unreasonably withheld, but prior to approving any assignment involving the performance of any obligations pursuant to this Agreement, City shall be satisfied by competent evidence that the assignee is financially able to perform those obligations proposed to be assigned. (3) In the event of such assignment, City may condition the same so as to ensure compliance with the provisions of this Agreement. (4) City’s consent to one assignment shall not be deemed to constitute consent to future assignments. Foundation acknowledges that City’s written consent must be first obtained prior to each assignment, transfer, conveyance, pledge or other disposition.

G. ENTIRETY OF AGREEMENT

This Agreement contains the entire Agreement of City and Foundation with respect to the subject matter hereof, and no other agreement, statement, or promise made by any party, or to any employee, officer, or agent of any party, which is not contained in this Agreement shall be binding or valid. Amendments or modifications to this Agreement shall be effective and binding only if made in writing and executed by Docusign Envelope ID: 73E855E9-86DB-4472-BEE8-A4CF5628E924

4 both parties.

H. NO THIRD PARTY BENEFICIARIES

This Agreement is for the sole and exclusive benefit of City and Foundation. No person or entity not a part of this Agreement is intended to be benefitted by any provision of this Agreement and no person or entity not a party to this Agreement shall have any rights, causes of action, or claims against either City or Foundation due to the fact either City and/or Foundation’s entry into and performance or non-performance pursuant to this Agreement.

I. RELATIONSHIP BETWEEN THE PARTIES

City and Foundation agree that no party is intended to be or shall be construed as a partner, joint venture, alter ego, manager, controlling person or other business associate or participant of any kind of any other party and no party intends to ever assume such status.

J. REMEDIES FOR BREACH

Unless otherwise prohibited by law, the City shall have the right to seek all available legal and equitable remedies to enforce the terms of this Agreement.

K. ATTORNEYS’ FEES.

In the event that any action or proceeding is instituted for the breach of this Agreement, the prevailing party shall be entitled to reasonable attorneys’ fees and costs.

L. VENUE.

In the event that suit shall be brought by either party to this Agreement, the Parties agree that venue shall be exclusively vested in the State courts of the County of Los Angeles or where appropriate, in the United States District Court, Central District of California, Los Angeles, California.

M. COUNTERPARTS.

This Agreement may be executed in counterparts, each of which shall be an original, but together shall constitute one and the same instrument.

N. INTERNAL INCONSISTENCIES.

If this Agreement contains any errors, inconsistencies with any attachments, ambiguities, or discrepancies, including typographical errors, Foundation shall request a clarification of those items by writing to the City Manager whose decision shall be binding upon the Parties.

O. CAPTIONS AND HEADNOTES.

The captions and headnotes or sections of this Agreement, and marginal notes are intended for convenience and reference purposes only and in no way define, limit or Docusign Envelope ID: 73E855E9-86DB-4472-BEE8-A4CF5628E924

5 describe the scope or intent of this Agreement.

IN WITNESS WHEREOF, this Agreement has been duly authorized and executed by the Parties hereto on the day and year first herein above written.

"CITY"
City of Downey

By: ________________________________
Roger Bradley, City Manager
ATTEST:

_______________________
Maria Alicia Duarte, CMC
City Clerk

APPROVED AS TO FORM:

________________________
John M. Funk
City Attorney

"FOUNDATION"
Downey Kiwanis Foundation

By: _______________________________
Carmen Vasquez
President

Docusign Envelope ID: 73E855E9-86DB-4472-BEE8-A4CF5628E924

6 EXHIBIT A

PROJECT SPECIFICATIONS
Docusign Envelope ID: 73E855E9-86DB-4472-BEE8-A4CF5628E924

Docusign Envelope ID: 73E855E9-86DB-4472-BEE8-A4CF5628E924

Downey City CouncilFebruary 24, 2026

Downey City Council
February 24, 2026