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HomeMy WebLinkAboutAGMT - Pascal Chheng (A Ma Table Inc/DBA Bistro St Germain)COVID-19 EMERGENCY RELIEF SMALL BUSINESS GRANT AGREEMENT BETWEEN THE CITY OF SEAL BEACH AND AMA TABLE INC./DBA:BISTRO ST GERMAIN ROUND 3 This Small Business Grant Agreement ("Agreement") is entered into this 29th day of March, 2021 ("Effective Date"), by and between the City of Seal Beach, a California municipal corporation and Charter City ("City"), and AMA TABLE INC./DBA:BISTRO ST GERMAIN located at 302 MAIN STREET, SEAL BEACH, CA90740 ("Grantee"). City and Grantee are at times individually referred to as "Party" and collectively as "Parties" herein. RECITALS A. The City of Seal Beach Small Business Relief Grant 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. B. Grantee acknowledges it has reviewed the Small Business Relief Grant Program Guidelines ("Guidelines"), attached hereto as Exhibit A and incorporated herein by reference. C. Grantee requested a grant from the City for the Small Business Relief Grant 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 1.1. City awards to Grantee Grant Funds in the amount of $3,500.00 as requested by Grantee in the Grant Application attached hereto as Exhibit B 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 Small Business Relief Grant Program Guidelines. 2. TERM The term of this Agreement shall commence on the Effective Date and shall continue in full force and effect until July 31, 2021, 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 Exhibit A; 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 Grant Funds to the City. 3.4. Grantee and City expressly agree that any Grant Funds that are not used for Eligible Expenses by July 31, 2021, shall be returned to City by the Grantee by August 11, 2021, 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, 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 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. Page 2 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 July 31, 2021, 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 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, Page 3 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. GRANTEE INDEPENDENCE In the performance of this Agreement, the Grantee, and the agents and employees of Grantee, shall act in an independent capacity and are not officers, employees or agents of the City. The manner and means of performing the Approved Uses are under the control of Grantee, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. Nothing in this Agreement shall be deemed to constitute approval for Grantee or any of Grantee's employees or agents, to be the agents or employees of City. Grantee shall have the responsibility for and control over the means of performing the Approved Uses, provided that Grantee is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Grantee as to the details of the performance or to exercise a measure of control over Grantee shall mean only that Grantee shall follow the desires of City with respect to the results of the Approved Uses. 8. 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. 9. NOTICES 9.1. 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. Page 4 9.2. All notices, demands, requests or approvals from Grantee to City shall be addressed to the City at: Attn: City Clerk City of Seal Beach 211 8th Street Seal Beach, CA 90740 9.3. All notices, demands, requests or approvals from City to Grantee shall be addressed to Grantee at: Attn-. PASCALCHHENG AMA TABLE INC./DBA:BISTRO STGERMAIN 302 MAIN STREET, SEAL BEACH, CA 90740 10.TERMINATION 10.1. The City may terminate this Agreement if it determines that the Grantee has made any misrepresentations that relate in any way to the Application or expenditure of Grant Funds by providing Grantee with three (3) calendar days' notice of termination, in writing. 10.2. 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. 11. STANDARD PROVISIONS 11.1. Recitals. City and Grantee acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement. 11.2. 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. 11.3. 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. 11.4. 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. Page 5 11.5. 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. 11.6. 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. 11.7. 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. 11.8. 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. 11.9. 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. 11.10. 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. 11.11. 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. 11.12. 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. 11.13. 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. IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: March 29, 2021 17 By: t le City Attorney CITY OF SEAL BEACH, A California municipal corporation Date: March 29, 2021 By: 9w., (A. Jill R. Ingram City Manager Page 6 ATTEST: Date: March 29, 2021 a�kw GRANTEE: Pascal Chheng'Mar 21, 202'r10 00 PDT' Date: 03/21/2021 Pascal Chheng/President Name Officer Title Date: 03/21/2021 , Aem Chheng/CFO Name Officer Title Attachment: Exhibit A: Small Business Relief Grant Program Guidelines Exhibit B: Grantee's Application [END OF SIGNATURES] Page 7 Exhibits Exhibit A Seal Beach Small Business Grant Program Guidelines ./Fwpp kill wilifillialp- a 11111 I �.. ; ip WE'RE OPEN SMALL BUSINESS RELIEF GRANT PROGRAM GUIDELINES ROUND 3 CITY OF SEAL BEACH SMALL BUSINESS RELIEF GRANT PROGRAM — ROUND 3 Program Overview About the Program The City of Seal Beach Small Business Relief Grant Program was established provide one- time funding to small businesses located within the city needing financial assistance in overcoming the temporary loss of revenue due to the COVID-19 outbreak. The program is based on the availability of funds, program guidelines and submission of all required information and supporting documentation. The County of Orange's Second Supervisorial District originally allocated more than $560,000 of federal Coronavirus Relief funds, made available through the Coronavirus Aid Relief and Economic Security Act (CARES Act), to the City to specifically provide grants to small businesses "to reimburse the costs of business interruption caused by required closures and unemployment insurance costs related to the COVID-19 public health emergency," if such costs are not otherwise reimbursed by the federal government. These funds were distributed to qualifying businesses in 2020. Additional funding in the amount of $77,000 was recently allocated by Orange County to the City of Seal Beach for the same purpose. The Seal Beach City Council has decided to allocate these grant funds to Seal Beach Businesses most impacted by the State's Regional Stay at Home Order that was put into place in early December 2020 and concluded January 25, 2021. As a result, Seal Beach small businesses within the restaurant, personal care and gym/fitness center business sectors with 30 or less employees (full or part time) may be eligible to receive a working capital grant of three thousand five hundred dollars ($3,500). The grant may be used for working capital to cover the day-to-day business operating expenses such as rent/lease payments, mortgage payments, utility expenses, inventory, Personal Protection Equipment (PPE) or other similar expenses that occur in the ordinary course of operations. The City's Community Development Department will be responsible for oversight of the Small Business Relief Grant Program and disbursement of funds will take place through the City's Finance Department. The City's Program Partner, the Orange County/Inland Empire Small Business Development Center (OCIE SBDC) will be responsible for program administration, marketing, application processing, underwriting, and review and approval of financial and business documentation for disbursement approval. City staff is obligated to fulfill the terms and conditions of the funds as established by the City Council, these program guidelines, and Federal, State, and local rules and regulations. Please carefully review these guidelines as successful applicants must submit complete applications before the deadline, provide documentation that they meet the eligibility requirements, terms and conditions; explain how the grant monies would be used toward 21page CITY OF SEAL BEACH SMALL BUSINESS RELIEF GRANT PROGRAM — ROUND 3 necessary COVID-19 related business expenses; and later provide documentation demonstrating that the grant funding was used toward those expenses. If the number of applications submitted exceeds the amount of funding that is available for disbursement, the City will implement a lottery system for all eligible small businesses. City Reserved Rights The City reserves the unqualified right, in its sole and absolute discretion at any time: (1) to amend or terminate this program with no recourse for any proposing applicant; (2) to choose or reject any or all applications received in response to this program; (3) to modify the application deadlines; (4) to request additional information of the applicants as deemed necessary and appropriate by the City; (5) to conduct further due diligence with applicants or any third party; (6) to modify the City's objectives or the scope of the program; (7) to modify program requirements, general terms and conditions, or eligible activities; and/or (8) to disqualify any proposing applicant on the basis of any real or perceived conflict of interest that is disclosed or revealed by materials submitted or by any data available to the City. Eligibility To be eligible to apply for the Small Business Relief Grant Program, a business must demonstrate the need for financial support due to the temporary loss of revenue resulting from the impact of the COVID-19 pandemic and the Stay at Home Order. An applicant will need to prove that their business has been affected by COVID-19 in one of the following ways: ■ The business was deemed non-essential and was forced to shut down by the state or local government; ■ Sales from the business are down more than 25 percent compared to the previous three months (Prior to March 1, 2020) or a comparable 3 -month period in 2019; ■ The business has had to lay off at least one of its employees (full- or part-time employee); or ■ One or more of the employees in the business have contracted COVID-19, while at work. Terms and Conditions The business applicant must meet the following minimum requirements to be considered for grant funding: • The business must be a restaurant, personal care service (hair salon, nail salon, massage, or similar) or gym/fitness center as identified by the State of California Blueprint for a Safer Economy; and • The business must be a for-profit business and physically located within Seal Beach city limits; and • The business must be located in a commercial or industrial space; and • The business must have an active City of Seal Beach business license for a minimum of six (6) months as of December 1, 2020; and • The business must have thirty (30) or fewer full time, or an equivalent combination of full and part-time employees (e.g. two part-time employees equal one full-time employee), including the owner; and 3 1 P a g e CITY OF SEAL BEACH SMALL BUSINESS RELIEF GRANT PROGRAM — ROUND 3 • The business must be in good standing with the City (current on any city accounts, no liens or judgements, no existing municipal code violations, etc.), unless directly correlated to COVID-19 impacts; and • The business must follow the State's and County of Orange's re -opening guidance for their industry; and • The business must submit a complete small business relief grant application and provide all required supporting documentation. City employees and elected and appointed officials are not eligible to participate in this program. Grant Amounts Applicants are eligible to receive a grant of $3,500 if the business has no more than 30 employees. Eligible Activities The grant 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 monies 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. o Applicants shall be prepared to provide documentation upon request that will detail how the funds will be spent within their business. o Applicants must sign and verify that the use of funds will be spent on business expenses, such as those listed above. o Applicants shall be prepared to provide documentation verifying that the grant funds were used toward credible business expenses related to COVID-19. Any use of funding other than that to support the business is strictly prohibited. The business must reimburse the program for any expenses found to be not in compliance with the program's list of eligible activities. The U.S. Department of Treasury has issued guidance on the use of funds and the following is a nonexclusive list of expenditures that shall not constitute Eligible Expenses payable from the grant amount: (1) Damages covered by insurance. (2) Payroll or benefits expenses for employees whose work duties are not substantially dedicated to mitigating or responding to the COVID-19 public health emergency. (3) Expenses that have been or will be reimbursed under any federal program, such as the reimbursement by the federal government pursuant to the CARES Act of contributions by States to State unemployment funds. (4) Reimbursement to donors for donated items or services. (5) Workforce bonuses other than hazard pay or overtime. (6) Severance pay. (7) Legal settlements. 4 1 P a a e CITY OF SEAL BEACH SMALL BUSINESS RELIEF GRANT PROGRAM — ROUND 3 Equal Opportunity Policy The City of Seal Beach and the OCIE SBDC shall not discriminate upon the basis of sex, age, race, creed, color, religion, national origin, marital status, ancestry or physical handicap in accepting applications and processing program application. Marketing and Outreach The City of Seal Beach and the OCIE SBDC will establish and release marketing and outreach pieces to promote the Small Business Relief Grant Program. The goal will be to inform small businesses throughout the City about the grant program and bring awareness to those small businesses that need this financial support. This effort will also be coordinated with the Seal Beach Chamber of Commerce. The Small Business Relief Grant Program outreach and marketing will include use of the City's website and social media channels and issuance of a press release. Grant Application and Award Process The grant application and award process will be as follows: 1. The program will be advertised and promoted from February 3 to February 19, 2021. OCIE SBDC will offer a video to help small business owners better understand the program and complete their applications, which will be posted on the City's website. 2. The application period will be open from Wednesday, February 10rd at 8 a.m. to Friday, February 19th at 5:00 p.m. Late applications will not be accepted. Applications will only be received electronically and are to be filed HERE 3. OCIE SBDC will review all applications received during the application period. If the number of qualifying applications received exceeds the amount of grant monies available, preference will be given to businesses who have not previously received COVID-19 related small business grant funding from the City of Seal Beach. OCIE SBDC will use a lottery system to randomly select and rank all other qualifying applications received. Once applications and eligibility have been approved, each application will be assigned a number and entered into the lottery. 4. Potential grant recipients will be contacted by email, phone and/or letter starting March 3, 2021. 5. An OCIE SBBC representative will work with the selected applicants, in the order they are ranked, to collect the required documentation. A two week time period will be provided for completion and submission of all required paperwork. 6. Once all required documentation is received and a grant agreement is completed, the City will release payment to the grant recipient. 7. The grant recipient must agree to an inspection by the City and/or provide any requested documents identified in the document requirements section, which is intended to verify that the grant monies are being used in accordance with the program requirements. 5 1 P a g e CITY OF SEAL BEACH SMALL BUSINESS RELIEF GRANT PROGRAM - ROUND 3 Documentation Requirements An OCIE SBDC representative will contact each selected applicant to discuss and collect all required documentation. The documentation will be used to verify the business meets the program eligibility requirements, terms and conditions as provided in these guidelines. Grantees shall provide all necessary documentation within 14 days of receiving notification of grant awarding. Documentation requirements will vary depending upon how the business chooses to demonstrate revenue loss due to the COVID-19 pandemic (as described in the Eligibility section). Documentation of receipts provided for qualifying expenses post March 1, 2020 shall be equal to or exceed the grant awarding amount. Applicants shall be prepared to provide the following documentation upon request: • Demonstrate a decline in sales of more than 25 percent compared to the previous three months (Prior to March 1, 2020) or a comparable 3 -month period in 2019 will be asked to provide: o Monthly financial records (P&L, Balance Sheet) for the three months ending May 2020 (Mar 2020, April 2020, May 2020) and the prior three months, ending February 2020 (Dec 2019, Jan 2020, Feb 2020). OR o Monthly financial records for the three months ending May 2020 (Mar 2020, April 2020, May 2020) and for the three months ending May 2019 (Mar 2019, Apr 2019, May 2019). • Demonstrate that the business has had to lay off at least one of its employees (full- or part-time employee) will be asked to provide: o 2019 and 2020 — Form 940 and Form 941 report for employment verification. • Be able to prove that the business was considered non-essential by the Federal or State Government and was forced to shut down. • Be able to prove that one or more employees contracted COVID-19 while at work. • Be able to provide documentation identifying there are not more than 30 full-time or full- time equivalent employees. All applicants shall provide the following with their application: Proof that the business has had an active Seal Beach business license for a minimum of six (6) months prior to December 1, 2020; and • Copy of latest bank statement; and Copy of lease/lease payment or grant deed demonstrating proof of commercial/industrial business address. Please be aware that the application and any documentation submitted may be considered a public record under the California Public Records Act. 61°age CITY OF SEAL BEACH SMALL BUSINESS RELIEF GRANT PROGRAM — ROUND 3 Post Grant Follow Up The OCIE SBDC will continue to work one-on-one with each grantee, throughout the next 12 months. All awardees will be required to update the City on their business and if additional employees have been hired or employees retained. A six-month and twelve-month report will be created by the OCIE SBDC and the City of Seal Beach, to document the success of the program. Program Complaint and Appeal Process Complaints concerning the Small Business Emergency Grant Program should be made to the City of Seal Beach Community Development Department. If unresolved in this manner, the complaint or appeal shall be made in writing and filed with the City Manager's Office. Contact Information If you have any questions about the Small Business Relief Grant Program, please contact: Les Johnson, Community Development Director City of Seal Beach (562) 431-2527 x1313 liohnson(a�sealbeachca.gov For questions about the guidelines and application or assistance in completing the Small Business Emergency Grant application and to set up a one-on-one consultation (at no cost), please contact: Manal Richa, Regional Director Orange County Small Business Development Center (800) 616-7232 (657) 256-3874 manal. rich a(W-ociesbdc.com 7 1 P a g e Exhibit B Grantee's Application Grantee's Application is held by the City of Seal Beach. Application information is available upon request. Please contact the Community Development Department for additional information.