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HomeMy WebLinkAboutLucky's Barbershop - 2020-10-02 (2) GRANT AGREEMENT BETWEEN,THE CITY OF HUNTINGTON BEACH AAP 4144(101440 This Grant Agreement ("Agreement") is entered into this day of Oci{ -2OZO(CITY WILL INSERT EFFECTIVE DATE) ("Effective Date"), by and between the City of Huntington Beach, a California municipal corporation and Charter City ("City"), and \.. .p,,v } Ut C, ("Grantee"). Who is a: (Check One) (California Corporation or LLC or Rsole proprietorship) ,and the owner of L- rb e r"S li. y P located at t q .7 a 3 1 - -- c (40na 0,\I � t?c t : (-t&. 926 4/6 City and Grantee are at times individually referred to as 'Party" and collectively as "Parties" herein. RECITALS A. The City of Huntington Beach COVID-19 Small Business Relief Program ("Program") will provide one-time funding to small businesses located within the city that need financial assistance to aid in their recovery from the temporary loss of revenue due to the COVID-19 public health emergency. E3. Grantee acknowledges it has reviewed the COVID-1 9 Small Business Relief Program Guidelines ("Guidelines"), and incorporated herein by reference. C. Grantee requested a grant from the City for the COVID-19 Small Business Relief Program by submitting a Grant Application ("Grant Application"). D. As a condition to accepting grant funds from Program, Grantee agrees to abide by all terms and conditions set forth in this Agreement. NOW, THEREFORE, the Parties agree as follows: 1. GRANT eo 1.1. City awards to Grantee Grant Funds in the amount of �,vvD (CITY WILL INSERT DOLLAR AMOUNT) and incorporated herein by reference, or such other amount as authorized by the City Council. 1.2. Grant Funds shall be disbursed by City to, Grantee in accordance with COVID- 19 Small Business Relief Program Guidelines. 2. TERM Except for terms and conditions that shall remain after this agreement, the term of this Agreement shall commence on the Effective Date and shall continue in full force for a period of seven years unless terminated earlier as provided herein. Page 1 3. RESTRICTIONS ON USE OF FUNDS 3.1. The Grant Funds are subject to the following expenditure conditions ("Approved Uses"): 3.1.1. The Grant Funds shall be expended solely for the purposes provided in section 3.1.2 and must be incurred during the period of March 1, 2020 and December 1, 2020; 3.1.2. Grant Funds may be used for working capital to cover the business's day- to-day business operating expenses such as rent or lease payments, mortgage payments, utility , bills, payroll, inventory, technology, marketing/communication, or other similar expenses that occur in the ordinary course of operations. Grant Funds may also be used toward the cost of obtaining personal protective equipment for staff and customers as well as devices intended to enhance safety of staff and customers, such as hands- free payment devices, sanitation supplies, and plexiglass partitions (hereinafter"Eligible Expense"); 3.1.3. The Grant Funds shall not be used for any activity that would violate City, state or federal statutory or decisional law such as regulations affecting non- profit or tax exempt organizations exempt from taxation pursuant to Section 501(c)(3) of the Internal Revenue Code; and 3.2. Grantee further warrants to City that the Grant Funds will be_spent solely for the Approved Uses and the Grant Funds shall be used by Grantee during this Agreement's term otherwise the Grant Funds shall be returned to City, as provided in Section 5 below. 3.3. If the City determines Grant Funds have been used for an ineligible expense, as determined in the sole discretion of the City, the Grantee shall pay for the ineligible expenses out of their own funds and shall then use the Grant Funds for an Eligible Expense or return the improperly used Grant Funds to the City. 3.4. Grantee and City expressly agree that any Grant Funds that are not used for Eligible Expenses by December 1, 2020, shall be returned to City by the Grantee by December 11, 2020, or within ten (10) days of the City notifying the Grantee that the expenses are ineligible, as further set forth in Section 5.1. 3.5. Upon 72 hours' notice, Grantee will allow the City to inspect Grantee's business to verify that Grant Funds are being used in accordance with the Program requirements. 4. REPORTING AND ACCOUNTING REQUIREMENTS 4.1. At all times during the term of this Agreement, and for a period of seven years after the term of this agreement ends and/or is terminated, Grantee shall maintain true, proper, and complete books, records, and accounts (collectively, "Books and Records") in which shall be entered fully and accurately all transactions taken with Click here to enter text. Page 2 respect to the expenditure of the Grant Funds. Grantee shall make available to City such Books and Records within ten (10) calendar days of the City's request. 4.2. Grantee will be responsible for providing documentation, including receipts, to the City that accounts for how the entirety of the Grant Funds received were used to fund Eligible Expenses according to the timelines specified in the Guidelines. Grantee shall provide any additional information or documentation related to these expenditures requested by the City within ten (10) calendar days. 4.3. City reserves the right to designate its own employee representative(s) or its contracted representative(s) with a Certified Public Accounting firm who shall have the right to audit Grantee's accounting procedures and internal controls of Grantee's financial systems as they relate to the Grant Application and to examine any cost, revenue, payment, claim, other records or supporting documentation resulting from any items set forth in this Agreement. Any such audit(s) shall be undertaken by City or its representative(s) at mutually agreed upon reasonable times and in conformance with generally accepted auditing standards. Grantee agrees to fully cooperate with any such audit(s). 4.4. Grantee agrees to exercise prudent financial management processes including proper oversight of all assets, budget preparation, and timely reporting including budget-to-actual-comparisons. 4.5. All Approved Uses shall be performed by Grantee or under Grantee's supervision. Grantee represents that it possesses the professional and technical skills required to perform the services required by this Agreement, and that it will perform all services with a standard of care and in a manner commensurate with the community professional standards and with the ordinary degree of skill and care that would be used by other reasonably competent practitioners of the same discipline under similar circumstances. 5. USE OF GRANT FUNDS 5.1. The Grant Funds shall be used solely by Grantee for the Approved Uses and for no other use. In the event that the Grant Funds are not used for the Approved Uses or are not expended by December 1, 2020, Grantee shall notify the City in writing, and shall be obligated to return the Grant Funds to City within ten (10) days. 6. INDEMNIFICATION 6.1. To the fullest extent permitted by law, Grantee shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers, and employees (collectively, the "Indemnified Parties") from and against any and all claims (including,without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, .causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims"), which may arise Click here to enter text. Page 3 from or in any manner relate (directly or indirectly)to misrepresentations by Grantee, the expenditure of Grant Funds, the Application, or the Agreement (including the negligent and/or willful acts, errors and/or omissions of the Grantee, its principals, officers, agents, employees, vendors, suppliers, consultants,subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them). 6.2. Notwithstanding the foregoing, nothing herein shall be construed to-require Grantee to indemnify the indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms set forth in the Agreement This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Grantee. Notwithstanding the foregoing, nothing herein shall be construed to require Grantee to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Grantee. 7. PROHIBITION AGAINST TRANSFERS Grantee shall not assign, sublease, hypothecate or transfer this Agreement or any of the services to be performed under this Agreement, directly or indirectly, by operation of law or otherwise without prior written consent of City. Any attempt to do so without written consent of City shall be null and void. 8. NOTICES 8.1._ All notices, demands, requests or approvals to be given under this Agreement shall be given in writing and conclusively shall be deemed served when delivered personally or on the third business day after the deposit thereof in the United States mail, postage prepaid, first class mail, addressed as hereinafter provided. 8.2. All notices, demands, requests or approvals from Grantee to City shall be addressed to the City at: Attn: City Manager City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 8.3. All notices, demands, requests or approvals from City to Grantee shall be addressed to Grantee at: Click here to enter text. Page 4 Payment to be made to (must match W9): 1_ W e y'5 1 4trbe r J"h�p Insert Grantee Business Name t-uckys Out.v bJ, YS1'Le, p Address Payment to be mailed to I Z 13fci. 1 yr1`: *'ct 9. TERMINATION 9.1.The City may terminate this Agreement by providing Grantee with three (3) calendar days' notice of termination, in writing. 9.2.Specific Performance. Grantee agrees that the City has the legal right, and all necessary conditions have been satisfied, to specifically enforce Grantee's obligations pursuant to this Agreement. 10.STANDARD PROVISIONS 10.1. Recitals. City and Grantee acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 10.2. Compliance With all Laws. Grantee shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted and comply with all state and county guidance for re-opening. Any dispute regarding this contractual agreement shall have a venue of Orange County. 10.3. Waiver. A waiver by either Party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 10.4. Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 10.5. Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Grant Application or any other attachments attached hereto, the terms of this Agreement shall govern. 10.6. Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. CE4ck here to enter text. Page 5 10.7. Amendments. This Agreement may be modified or amended only by a written document executed by both Grantee and City and approved as to form by the City Attorney. 10.8. Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. • 10.9. Controlling Law And Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California. 10.10. Equal Opportunity Employment. Grantee represents that it is an equal opportunity employer and it shall not discriminate against any contractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age or any other impermissible basis under law. 10.11. No Attorney's Fees. In the event of any dispute or.legal action arising under this Agreement, the prevailing party shall not be entitled to attorney's fees. 10.12. Taxes. The City and Grantee expressly agree that the Grantee shall be responsible for all taxes that are associated in any way to the Application of the Grant Funds. 10.13. Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. [SIGNATURES ON NEXT PAGE] Chet;here to enter text. Page 6 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY OF HUNTINGTON BEACH, CITY ATTOR Y' OFFICE A Californi mu 'cipal corporation Date: ° r av Date: 7 f29 2-v By: kLJ.L. By: 4o'Michael Gates Oliver Chi City Attorney City Manager jj ATTEST: GRANTEE �'`� ��,t,� t ri Co+.i r1e t'7�..�.�.N- C-`-t1^$4-- Date:9-,2 9&#c Date: 9 /7 iZ Z..• By: a By: Rob n Estanislau Name City Clerk Officer Title Date: By: Name Officer Title [END OF SIGNATURES] �— [Abstract] Farm ta� '}(�q es't for T..xpayer Give Form to the (Rev.October2018) Ddefntific ltf®n Number and Cefr{C6f c )t on requester.Do not Department of the Treasury send to the IRS. Internal Revenue Service ©Go to www.irs.gov/FormW9 for instructions and the latest jnformation. 1 Nam (as shown on your income tax return):Name Is required on this line;,do not leave this line blank. 2 Business nam disregarded entity name,if dlffgrent from a ove Lvccy's ' Rc f e_v,.5 t�0p m 3 Check appropriate box for federal tax classification of the person whose name is entered on line 1.Check only one of the 4 Exemptions(codes,apply only to tifollowing seven boxes. certain entities,not Individuals;see O. ramInstructions.on page 3): / o LE.7 Individual/sole proprietor or ❑ C Corporation 0 S Corporation 0 Partnership . ❑Trust/estate to single-member LLC Exempt payee code(if any) o.o Z. ❑ Limited liability company.Enter the tax classification(C=C corporation,S=S corporation,P=Partnership)I> o, Note:Check the appropriate box in the line above for the tax classification of the single-member owner. Do not check Exemption from FATCA reporting in LLC if the LLC Is classified as a single-member LLC that Is disregarded from the owner unless the owner of the LLC is code if an a, another LLC that Is not disregarded from the owner for U.S.federal tax purposes.Otherwise,a single-member LW that y) F. Is disregarded from the owner should check the appropriate box for the tax classification of Its owner. y ❑ Other(see instructions)I* Replies to accounts maintained outside the U.S) m 5 Address(number,street.and apt.or suite no.)See instructions. t Requesters name and address(optional) 83 k ' o7a 6e et.r�1 61ic1 .cn T�- 6 Clt./,state,and ZIP code I-- un.1- iYl ci fo n Rc1 , ) C .- 9Z (�[ $ 7 List account number(s) ere(optional) Part I Taxpayer Identification Number(TIN) Enter your TIN in the appropriate box.The TIN provided must match the name given on line 1 to avoid I Social security number backup withholding.For individuals,this is generally your social security number(SSN).However,for a ' .1 - - resident alien,sole proprietor,or disregarded entity,see the instructions for Part I,later.For other - entities,It is your employer identification number(EIN).If you do not have a number,see How to get a - 'TIN,later. or Note:If the account is in more than one name,see the instructions for line 1.Also see What Name and Employer Identification number Number To Give the Requester for guidelines on whose number to enter. • 'Pa'rt II Certification Under penalties of perjury,I certify that: 1.The number shown on this form is my correct taxpayer identification number(or I am waiting for a number to be issued to me);and 2.I am not subject to backup withholding because:(a)!am exempt from backup withholding,or(b)I have not been notified by the Internal Revenue Service(IRS)that i am subject to backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has notified me that I am no longer subject to backup withholding;and 3.1 am a U.S.citizen or other U.S.person(defined below);and 4.The FATCA codes)entered on this form(if any)indicating that I am exempt from FATCA reporting is correct. Certification instructions.You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return.For real estate transactions,item 2 does not apply.For mortgage interest paid, acquisition or abandonment of secured property,cancellation of debt,contributions to an individual retirement arrangement(IRA),and generally,payments other than interest and dividends,you are not required to sign the certification,but you must provide your correct TIN.See the instructions for Part II,later. Sign Signature of ff - Here U.S.person© A.= _ -_—. l Date D 9/ / / 2 o a a General Instructions o Form 1099-DIV(dividends,including those from stocks or mutual - funds) Section references are to the Internal Revenue Code unless otherwise o Form 1099-MISC(various types of income,prizes,awards,or gross noted. proceeds) Future developments.For the latest information about developments G Form 1099-B(stock or mutual fund sales and certain other related to Form W-9 and its instructions,such as legislation enacted transactions by brokers) after they were published,go to www.irs.gov/FormW9. o Form 1099 5(proceeds from real estate transactions) Purpose of Form a Form 1099-K(merchant card and third party network transactions) An individual or entity(Form W-9 requester)who is required to file an a Form 1098(home mortgage interest),1098-E(student loan interest), information return with the IRS must obtain your correct taxpayer 1098-T(tuition) identification number(TIN)which may be your social security number a Form 1099-C(canceled debt) (SSN),individual taxpayer identification number(ITIN),adoption a Form 1099-A(acquisition or abandonment of secured property) taxpayer identification number(ATIN),or employer identification number (EIN),to report on an information return the amount paid to you,or other Use Form W-9 only if you are a U.S.person(including a resident amount reportable on an information return.Examples of information alien),to provide your correct TIN. returns include,but are not limited to,the following. If you do not return Form W-9 to the requester with a TiN,you might O Form 1099-INT(interest earned or paid) be subject to backup withholding.See What is backup withholding, later. Cat.No.10231X Form W-9(Rev.10-2018)