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HomeMy WebLinkAbout23351AGREEMENT INFORMATION AGREEMENT NUMBER 23351 NAME/TYPE OF AGREEMENT FACTORY GROUP, LTD DESCRIPTION EMERGENCY BUSINESS GRANT AGREEMENT / . - EMERGENCY RELIEF MICRO GRANT PROGRAM FOR THE PURPOSES OF BUSINESS DEVELOPMENT IN THE OMNI REDEVELOPMENT AREA / MATTER ID NO. 21-195 EFFECTIVE DATE February 3, 2020 ATTESTED BY TODD B. HANNON ATTESTED DATE 2/3/2021 DATE RECEIVED FROM ISSUING DEPT. 2/18/2021 NOTE 335' OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY INTER -OFFICE MEMORANDUM To Risk Management: (Frank Gomez) City Clerk: (Todd Hannon) City Attorney — ACA (Xavier Alban) From: Date: February 17th, 2021 Subject: Emergency Business Grant Agreement by and between the OMNI CRA and Factory Group Ltd. Jason Walker References Executive Director Enclosures: Grant Agreement Cc: Isiaa Jones Esq., Matter ID: 21-195 For your records, please find (1) copy of the Emergency Business Grant Agreement by and between the OMNI CRA and Factory Group Ltd. Should you have any questions regarding the attached, please feel free to contact our office at 305-679-6870. Thank you in advance for your assistance. Prepared by: Isiaa Jones Esq. EMERGENCY BUSINESS GRANT AGREEMENT tot THIS BUSINESS GRANT AGREEMENT is entered into as ofthe day of 2020 by and between the OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes, with a principal address at 1401 N. Miami Avenue, Miami, Florida 33136 ("CRA"), and Factory Group Ltd. ("GRANTEE") a Florida Limited Partnership located within the CRA boundaries at 31 NE 17th Street, Miami, FL 33132 ("PROPERTY"). RECITALS WHEREAS, the CRA through CRA-R-20-00 17, adopted September 24th 2020, by the Board of Commissioners ofthe CRA, attached and incorporated as Exhibit "A" ("Authorizing Resolution"), has authorized an Emergency Relief Micro Grant Program ("Program") for the purposes of business development in the OMNI Redevelopment Area ("Area"); and WHEREAS, pursuant to the Authorizing Resolution, the Program authorizes the Executive Director of the CRA ("Executive Director") to disburse funds from the Program, at his discretion, upon presentation of invoices and satisfactory documentation to qualifying businesses; and WHEREAS, GRANTEE submitted a grant application and proposals directly to the CRA requesting funds in the not to exceed amount of Ten Thousand Dollars ($10,000.00) to provide relief from Economic Distress ("Grant") as defined below; NOW, THEREFORE, in consideration ofthe promises and the mutual covenants contained herein, the parties agree to as follows: THE GRANT RECITALS. The recitals and all statements contained therein are true and correct and are hereby incorporated into this Agreement. GRANT. Subject to the terms and conditions set forth herein and GRANTEE's compliance with all of its obligations hereunder, the CRA agrees to make available to the GRANTEE the Grant to be used for small business economic relief, and as disbursed in the manner hereinafter provided. USE OF GRANT. The Grant shall be used by GRANTEE as follows: to aid in small business Page 1 of 12 economic relief, as described in Composite Exhibit "B", attached and incorporated herein by this reference, which includes GRANTEE'S 2020 Emergency Business Assistance Application. COMPLIANCE WITH POLICIES AND PROCEDURES. GRANTEE understands that the use of the Grant is subject to specific reporting, record keeping, administrative and contracting guidelines, audit, and other requirements affecting the activities funded by the Grant. GRANTEE covenants and agrees to comply with such requirements, and represents and warrants to the CRA that the Grant shall be used in accordance with all of the requirements, terms and conditions contained therein, as the same may be amended during the term hereof Without limiting the foregoing, GRANTEE represents and warrants that it will comply with, and the Grant will be used in accordance with, all applicable federal, state, and local codes, laws, rules and regulations. RECORDS, INSPECTIONS, REPORTS/AUDITS AND EVALUATION. To the extent required by law, the Inspection and Audit provisions set forth in Sections 18-101 and 18-102 of the Code of the City of Miami, as amended ("City Code"), are deemed as being incorporated by reference herein and additionally apply to this Agreement. GRANTEE understands, acknowledges, and agrees that: (a) the CRA must meet certain record keeping and reporting requirements with regard to the Grant and that in order to enable the CRA to comply with its record keeping and reporting requirements, GRANTEE shall maintain all records as required by the CRA; and (b) at the CRA's request, and no later than thirty (30) calendar days thereafter, GRANTEE shall deliver to the CRA such reports and written statements relating to the use of the Grant as the CRA may require from time to time; and (c) all costs and expenses shall be at actual cost with no markups; and (d) the CRA shall have the right to conduct audits of GRANTEE's records pertaining to the Grant and to visit and to inspect the business; and (e) GRANTEE's failure to comply with these requirements or the receipt or discovery (by monitoring, evaluation, or audit) by the CRA of any inconsistent, incomplete, or inadequate information shall be grounds for the immediate termination of this Agreement by the CRA. REVERSION OF ASSETS. Upon, the expiration, termination, or cancellation of the term of •4, Page 2 of 12 this Agreement, any unspent Grant funds shall immediately revert to the possession and ownership of the CRA and GRANTEE shall transfer to the CRA all unused Grant funds at the time of such expiration, termination, or cancellation. DISBURSEMENT OF GRANT. Subject to the terms and conditions contained in this Agreement, and at the time of execution of this Agreement, the CRA shall make available to GRANTEE, on a reimbursement basis, or directly to grantee in an amount not to exceed Ten Thousand Dollars ($10,000.00) in Grant funds. Payments will be made only after GRANTEE has submitted to the CRA such invoices, (a) which shall be accompanied by sufficient supporting documentation and contain sufficient details, to constitute a "Proper Invoice" as defined by Florida Statutes Section 218.73 and 218.74, and (b) which are subject to verification by the CRA as acceptable. Grant funds shall not be used in any form inconsistent with the terms, conditions, obligations, and requirements contained herein. TERM. The term of this Agreement shall commence on the date first above written and shall terminate upon full disbursement of Ten Thousand Dollars ($10,000.00) from the Grant; provided, however, that all rights of the CRA to audit or inspect, to require reversion of assets, to enforce representations, warranties and certifications, to default remedies, to limitation of liability and indemnification, and to recovery of fees, expenses, and costs shall survive the expiration or earlier termination of this Agreement. REMEDIES FOR NON-COMPLIANCE. If GRANTEE fails to perform any of its obligations or covenants hereunder, or materially breaches any of the terms, conditions, obligations, or requirements contained herein, then the CRA shall have the right to take one or more of the following actions, irrespective of any remedies available to it in law and/or equity: (a) Withhold cash payments, pending correction of the deficiency by GRANTEE, or such more severe enforcement actions as the CRA determines is necessary or appropriate; (b) Recover payments made to GRANTEE; (c) Wholly or partially suspend or terminate the current Grant Program Funds awarded to GRANTEE; (d) Disallow (that is, deny the use of the Grant for) all or any part of the cost for the activity or action for the Project not in compliance; Page 3 of 12 (e) Withhold further awards; and (f) Take such other actions and/or remedies that may be legally permitted. NON-DISCRIMINATION. GRANTEE, for itself and on behalf of its contractors and sub- contractors, agrees that it shall not discriminate as to race, sex, color, religion, national origin, age, marital status, sexual orientation, or disability in connection with its performance under this Agreement. Furthermore, GRANTEE represents that no otherwise qualified individual shall, solely, by reason of his/her race, sex, color, religion, national origin, age, marital status, sexual orientation, or disability be excluded from the participation in, be denied benefits of, or be subjected to discrimination under any program or activity receiving financial assistance pursuant to this Agreement. CONFLICT OF INTEREST. GRANTEE has received copies of, or is familiar with, the following provisions regarding conflict of interest in the performance of this Agreement by GRANTEE. GRANTEE covenants, represents and warrants that it will comply with all applicable conflict of interest provisions including, but not limited to, the: (a) Code of the City of Miami, Florida, Chapter 2, Article V; and (b) Miami -Dade County Code, Section 2-11.1. ASSIGNMENT. This Agreement shall not be assigned by GRANTEE, in whole or in part without the prior written consent of the CRA, which may be withheld or conditioned, in the CRA's sole discretion. CONTINGENCY CLAUSE. Funding for this Agreement is contingent on the availability of funds and continued authorization for grant activities, and is subject to amendment or termination due to lack of funds or authorization, reduction of funds, and/or change in regulations. CERTIFICATIONS RELATING TO THE GRANT. GRANTEE certifies that: (a) All expenditures of the Grant shall be made in accordance with the provisions of this Agreement. (b) Reasonable accounting records shall be maintained by GRANTEE. (c) The expenditures of the Grant shall be properly documented and such documentation shall be maintained on file. (d) Periodic progress reports shall be provided to the CRA as requested from time to time. Page 4 of 12 (e) No expenditure of Grant funds shall be used for political activities. (f) GRANTEE shall be liable to the CRA for any amount of the Grant expended in a manner inconsistent with helping the small business. MARKETING. (a) GRANTEE shall consult with and receive approval from the CRA's Executive Director regarding all uses and displays of the recognition of the CRA. (b) GRANTEE shall prominently display signage acknowledging the CRA's Grant contribution to the business at GRANTEE's primary place of business, and for a period of two (2) years after expiration of this Agreement. (c) GRANTEE shall produce, publish, advertise, disclose, or exhibit the CRA's name and/or logo, in acknowledgement of the CRA's contribution to the business, in all forms of media and communications created by GRANTEE in relation to this Agreement and/or the business, for the purpose of publication, promotion, illustration, advertising, trade or any other lawful purposes, including but not limited to stationary, newspapers, periodicals, billboards, posters, email, direct mail, flyers, telephone, public events, and television, radio, or intereet advertisements or postings, or interviews. (d) The CRA shall have the right to approve the form and placement of all acknowledgements, which approval shall not be unreasonably withheld. (e) GRANTEE further agrees that the CRA's name and logo may not be otherwise used, copied, reproduced, altered in any manner, or sold to others for purposes other than those specified in this Agreement. Nothing in this Agreement, or in GRANTEE's use of the CRA's name and logo, confers or may be construed as conferring GRANTEE any right, title, or interest whatsoever in the CRA's name, identifying information, and logo beyond the limited right granted in this Agreement. DEFAULT. If GRANTEE fails to comply with any term or condition of this Agreement, or fails to perform any of its obligations hereunder, then GRANTEE shall be in default. Upon the occurrence of a default hereunder the CRA, in addition to all remedies available to it by law, may immediately, upon written notice to GRANTEE, terminate this Agreement whereupon all payments, advances, or other compensation paid by the CRA to GRANTEE while GRANTEE was in default shall be immediately returned to the CRA. GRANTEE understands and agrees that termination of this Page 5 of 12 Agreement under this section shall not release GRANTEE from any obligations accruing prior to the effective date of termination. NO LIABILITY OF THE CRA OR THE CITY. None of the respective officers, employees, agents, representatives, or principals, whether disclosed or undisclosed, of the CRA and of the City of Miami ("City") shall have any personal liability with respect to any of the provisions of this Agreement. Any liability of the CRA and of the City under this Agreement shall be subject to the limitations imposed by Section 768.28, Florida Statutes. SPECIFIC PERFORMANCE. In the event of breach of this Agreement by the CRA, the GRANTEE may only seek specific performance of the Grant Agreement and any recovery shall be limited to the actual amount of the costs not to exceed the amount of Grant funding authorized in this agreement. In no event shall the CRA be liable to GRANTEE for any additional compensation, other than that provided herein, or for any consequential or incidental damages. INDEMNIFICATION OF THE CRA AND THE CITY. GRANTEE hereby agrees to indemnify, protect, defend, save, release, and hold harmless the CRA, the City, and their respective officers, employees, agents, representatives, and principals from and against any and all claims, actions, damages, liability and expense (including fees, costs, and expenses of attorneys, investigators and experts) in connection with loss of life, personal injury, or damage to property arising out of the performance or non-performance of this Agreement and the Project, except to the extent such loss, injury or damage was caused by the gross negligence of the CRA, the City, or their respective officers, employees, agents, representatives, and principals. DISPUTES. In the event of a dispute between the CRA and GRANTEE as to the terms and conditions of this Agreement, the CRA and GRANTEE shall notify each in writing of the dispute and proceed in good faith to resolve the dispute within thirty (30) calendar days of such written notice. If the dispute is not resolved within such thirty (30) calendar days, the dispute shall be submitted to the CRA's Board of Commissioners ("Board") for resolution within ninety (90) calendar days thereof, or such longer period as may be agreed to by the parties to this Agreement. The Board's decision shall be deemed final and binding on the parties. CONSTRUCTION. Should the provisions of this Agreement require judicial or arbitral interpretation, it is agreed that the judicial or arbitral body interpreting or construing the same shall not Page 6 of 12 apply the assumption that the terms hereof shall be more strictly construed against one party by reason of the rule of construction that an instrument is to be construed more strictly against the party which itself or through its agents prepared same, it being agreed that the agents of both parties have equally participated in the preparation of this Agreement. COVENANTS. Each covenant, agreement, obligation, term, condition or other provision herein contained shall be deemed and construed as a separate and independent covenant of the party bound by, undertaking or making the same, not dependent on any other provision of this Agreement unless otherwise expressly provided. All of the terms and conditions set forth in this Agreement shall apply throughout the term of this Agreement unless otherwise expressly set forth herein. CONFLICTING TERMS. In the event of conflict between the terms of this Agreement and any terms or conditions contained in any attached documents, the terms of this Agreement shall govern. WAIVER. No waiver or breach of any provision of this Agreement shall constitute a waiver of any subsequent breach of the same or any other provision hereof, and no waiver shall be effective unless made in writing by the non -breaching party. SEVERABILITY. Should any provision contained in this Agreement be determined by a court of competent jurisdiction to be invalid, illegal, or otherwise unenforceable under the laws of the State of Florida, then such provision shall be deemed modified to the extent necessary in order to conform with such laws, or if not modifiable to conform with such laws, that same shall be deemed severable, and in either event, the remaining terms and provisions of this Agreement shall remain unmodified and in full force and effect. NO THIRD -PARTY BENEFICIARY RIGHTS. No provision of this Agreement shall, in any way, inure to the benefit of any third parties so as to constitute any such third party a beneficiary of this Agreement, or of anyone or more of the terms hereof, or otherwise give rise to any cause of action in any party not a party hereto. AMENDMENTS. No amendment to this Agreement shall be binding on either party, unless in writing and signed by the authorized representatives of both parties. OWNERSHIP OF DOCUMENTS. Upon request by the CRA, all documents developed by GRANTEE shall be delivered to the CRA upon completion of this Agreement, and may be used by the CRA, without restriction or limitation. GRANTEE agrees that all documents maintained and generated Page 7 of 12 pursuant to this Agreement shall be subject to all provisions of the Public Records Law, Chapter 119, Florida Statutes. It is further understood by and between the parties that any document which is given by the CRA to GRANTEE pursuant to this Agreement shall at all times remain the property of the CRA, and shall not be used by GRANTEE for any other purposes whatsoever, without the written consent of the CRA. PUBLIC RECORDS. GRANTEE understands that the public shall have access, at all reasonable times, to all documents and information pertaining to the CRA, subject to the provisions of Chapter 119, Florida Statutes, and any specific exemptions there from, and GRANTEE agrees to allow access by the CRA and the public to all documents subject to disclosure under applicable law unless there is a specific exemption from such access. GRANTEE's failure or refusal to comply with the provisions of this section shall result in immediate termination of the Agreement by the CRA. Pursuant to the provisions of Section 119.0701, Florida Statutes, GRANTEE must comply with the Florida Public Records Laws, specifically the GRANTEE must: A. Keep and maintain public records that ordinarily and necessarily would be required by the public agency in order to perform the service. B. Provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law. C. Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law. - D. Meet all requirements for retaining public records and transfer, at no cost, to the public agency all public records in possession of the GRANTEE upon termination of the contract and Page 8 of 12 destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. E. All records stored electronically must be provided to the CRA in a format compatible with the information technology systems of the public agency. GRANTEE agrees that any of the obligations in this section will survive the term, termination and cancellation hereof. IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT 305-679-6870, IJONES@MIANIIGOV.COM, AND 1401 NORTH MIAMI AVENUE, MIAMI, FLORIDA 33136. AWARD OF AGREEMENT. GRANTEE warrants that it has not employed or retained any person employed by the CRA to solicit or secure this Agreement, and that it has not offered to pay, paid, or agreed to pay any person employed by the CRA any fee, commission percentage, brokerage fee, or gift of any kind contingent upon or resulting from the award of the Grant. NON-DELEGABILITY. The obligations of GRANTEE under this Agreement shall not be delegated or assigned to any other party without the CRA's prior written consent which may be withheld by the CRA, in its sole discretion. CONSTRUCTION OF AGREEMENT, GOVERNING LAW, AND VENUE. This Agreement shall be construed and enforced in accordance with Florida law without regard to its conflicts of law provisions. In the event of litigation, controversies, or legal problems arising out of or as a result of this Agreement, shall be submitted to the jurisdiction of the State of Florida courts in the Eleventh Judicial Circuit in and for Miami -Dade County, Florida. The venue shall be Miami -Dade County, Florida. Each party shall be responsible for its own attomey's fees, costs, and expenses. Moreover, GRANTEE acknowledges that it shall adhere to any and all state, local, and federal laws, rules and regulations and in complying with this Agreement, to include the Code of the City of Miami, Florida, as amended. Page 9 of 12 WAIVER OF JURY TRIAL. GRANTEE and the CRA hereby knowingly, irrevocably, voluntarily, and intentionally waive any right either may have to a trial by jury in respect to any action, proceeding, claim, or counterclaim based on this Agreement, or arising out of, under, or in connection with this Agreement, any renewal(s) hereof, any amendment, extension, or modification of this Agreement, or any other agreement executed between the parties in connection with this Agreement or any other course of conduct, course of dealing, statements (whether verbal or written), or any other actions of any party hereto. This waiver is a material inducement for the CRA and the GRANTEE to enter into this Agreement. TERMINATION OF CONTRACT FOR CONVENIENCE. The CRA retains the right to terminate this Agreement at any time for convenience, without penalty to the CRA. In that event, the CRA shall give five (5) days written notice of termination to GRANTEE. NOTICE. All notices or other communications which shall or may be given pursuant to this Agreement shall be in writing and shall be delivered by personal service, or by registered mail, addressed to the party at the address indicated herein or as the same may be changed from time to time. Such notice shall be deemed given on the day on which personally served, or, if by mail, on the fifth (5th) day after being posted, or the date of actual receipt, whichever is earlier. To CRA: Omni Redevelopment District Community Redevelopment Agency 1401 North Miami Avenue, Miami, FL 33136 Attn: Executive Director To GRANTEE: Attn: Matthew Giles Factory Group Ltd. 31 NE 17th Street Miami, Florida 33132 INDEPENDENT CONTRACTOR. GRANTEE, its contractors, subcontractors, employees, and agents shall be deemed to be independent contractors, and not agents or employees of the CRA or City, and shall not attain any rights or benefits under the civil service or pension programs of the CRA or City, or any rights generally afforded its employees; further, they shall not be deemed entitled to Florida Workers' Compensation benefits as employees of the CRA or City. SUCCESSORS AND ASSIGNS. This Agreement shall be binding upon the parties hereto, and their respective heirs, executors, legal representatives, successors, and assigns. Page 10 of 12 AUTHORITY. Both the CRA and GRANTEE certify that each possesses the legal authority to enter into this Agreement. A resolution, motion or similar action has been duly adopted as an official act of each party as a governing body, authorizing the execution of this Agreement, and identifying the official representative of each to act in connection herewith and to provide such additional information as may be required by the terms of this Agreement. SURVIVAL. All obligations (including but not limited to indemnity and obligations to defend, release, and hold harmless) and rights of any party arising during or attributable to the period prior to expiration or earlier termination of this Agreement shall survive such expiration or earlier termination. CAPTIONS. The captions in this Agreement are for convenience only and are not a part of this Agreement and do not in any way define, limit, describe, or amplify the terms and provisions of this Agreement or the scope or intent thereof. ENTIRE AGREEMENT. This instrument and its attachments constitutes the sole and entire agreement of the parties hereto relating to the Grant, and correctly set forth the rights, duties, and obligations of the parties. There are no collateral or oral agreements or understandings between the CRA and GRANTEE relating to this Agreement or the Grant. Any promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. This Agreement shall not be modified in any manner except by an instrument in writing executed by the authorized representatives of the parties. The CRA's authorized representative is the Executive Director. GRANTEE's authorized representative is Matthew Giles in accordance with GRANTEE's corporate authorization, attached and incorporated as Composite Exhibit "C", which includes GRANTEE's Corporate Status Update. COUNTERPARTS; ELECTRONIC SIGNATURES. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. Facsimile, .pdf and other electronic signatures to this Agreement shall have the same effect as original signatures. [SIGNATURES APPEAR ON THE FOLLOWING PAGE] {Remainder of Page Intentionally Left Blank} Page 11 of 12 IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their respective officials thereunto duly authorized as of the day and year above written. ATTEST: COMPANY: Factory Group Ltd. ATTEST: By: Name: Matthew Gill (� �, Title: G-act,A�c�C wl OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY of the City of Miami, a public agency and body corporate created pursuant to Section 163.356, Florida Statutes ("CRA") By: By: Todd B. Hannon, Clerk of the Board Jason Walker, > secutive Director Date: APPROVED AS TO LEGAL FORM AND CORRECTNESS: By: 5aAi Z a/' / Victoria 1Vrendez, General Counsel 1. EXHIBIT A - OMNI CRA-R-20-0017, adopted September 24, 2020 2. EXHIBIT B - GRANTEE APPLICATION 3. EXHIBIT C - GRANTEE'S Certificate of Corporate Authorization & Corporate Status Update Page 12 of 12 Exhibit A OMNI CRA-R-20-0017, adopted September 24, 2020 Of,r ::'::.Itrcf'hi Cl7Prfl•Latm �`'► Print Thls Page i Miami FL OMNI CRA Resolution CRA-R-20-0017 A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE OMNI REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY ("CRA") CREATING AN EMERGENCY RELIEF MICROGRANT PROGRAM ("PROGRAM") TO PROVIDE RELIEF FROM ECONOMIC DISTRESS FOR SMALL BUSINESSES IN THE OMNI REDEVELOPMENT AREA AFFECTED BY VARIOUS FACTORS INCLUDING BUT NOT LIMITED TO THE COVID-19 PANDEMIC ("PANDEMIC"); ALLOCATING ONE MILLION DOLLARS ($1,000,000.00) FROM PAGE 5, LINE ITEM 24 OF THE 2020-2021 OMNI CRA BUDGET FOR THE PROGRAM; ALLOWING AND AUTHORIZING THE DISBURSEMENT OF FUNDS, SUBJECT TO THE EXECUTIVE DIRECTOR'S DISCRETION, TO ELIGIBLE BUSINESSES IN AN AMOUNT NOT TO EXCEED TWENTY FIVE THOUSAND DOLLARS ($25,000.00) PER BUSINESS UPON THE PROVISION OF SATISFACTORY DOCUMENTATION FOR THE PURPOSES STATED HEREIN. Information Department: OMNI Community Redevelopment Agency Category: Grant Attachments Agenda Summary and Legislation 7932 COVID-19 Emergency Grant Application Sponsors: Body/Legislation WHEREAS, the Omni Redevelopment District Community Redevelopment Agency ("CRA") is responsible for carrying out community redevelopment activities and projects within the Omni Redevelopment Area ("Area') in accordance with the 2010 Omni CRA Redevelopment Plan ("Plan"); and WHEREAS, Section 4.4, C., D-1, at page 41 of the Plan; Section 4.4, D., A02, at page 42 of the Plan; and Section 4.4, E., D-7, at page 42 of the Plan all list maximizing conditions for residents to live in the Area, the elimination of conditions which contribute to blight, and minimizing condemnation and relocation as stated redevelopment objectives; and WHEREAS, Section 5 of the Plan, titled "Projects and Strategies°, also authorizes the CRA to further authorize "small business development through the creation of financial resource pools"; and WHEREAS, Page 97 of the Plan also authorizes the CRA to engage in the 'encouragement of small business opportunities" in the Area; and WHEREAS, on March 11, 2020, the World Health Organization declared the Coronavirus Disease 2019 ("COVID-19") a pandemic; and WHEREAS, the City of Miami ("City") declared a State of Local Emergency on March 12, 2020 resulting in the closure of non -essential businesses and stay at home orders; and WHEREAS, during March 2020, Florida Governor Ron DeSantis entered several Executive Orders restricting non -essential local businesses within the City and the Area, restrictions specifically affecting numerous retail and food service establishments; and WHEREAS, the CRA has previously engaged in an extensive campaign to foster walkable ground -floor activations, particularly focusing on retail, restaurants, and other businesses which have been heavily impacted by restrictions related to the Pandemic; and WHEREAS, these businesses are vital to the healthy redevelopment of the Area; and WHEREAS, the Board of Commissioners wishes tO create a grant program to provide assistance and relief to affected small businesses in the Area ("Program"); and WHEREAS, the Board of Commissioners wishes to atiocate one million dollars ($1,000,000.00) to the Program; and WHEREAS, funds are available from page 5, line item 24 Of the 2020-2021 CRA's budgetfor the Program; and WHEREAS; the Executive Director is requesting discretionary authority tO disburse funds from the Program to eligiblesMall businesses within the Area upon presentation of satisfactory documentation without the need for further approval from the Board of Commissioners; and • WHEREAS; each eligible small business entity shall receive an amount not to exceed twenty, five thousand dollars ($25,000.00) from the Program; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COMMISSIONERS OF THE OMNI, REDEVELOPMENT DISTRICT COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF MIAMI, FLORIDA: Section i The recitals and findings Contained in the Preamble of this Resolution are adopted by referenda hereto and incorporated herein as if fully set forth in We Section. Section 2. The program is hereby established with funds in the amount of one million dollars (31,000,000.90) allocated from page 5, line item 24 of the 2020-2021 CRA budget. Section 3. The Executive Director is authorized to disburse funds te eligible small businesses, either directly, on a reimbursement bap's, or directly to venders, upon presentation of invoices and satisfactory dOcunientation, solely within his discretion, In an amount not to exceed twenty five thousand dollars ($25,000.00) per business frOm the Program. Section 4. The Executive Dire tor is aUthorized to negetiate and execute any and all documents necessary to effectuate the Program, all in forms acceptable to the General Counsel. Section 5. This Resolution shall become effective immediately upon its adoption. Meeting History Sep 24, 2020 9:00 AM OMNI Community ment Regular Meeting Redevelop Agency RESULT: ADOPTED WITH MODIFICATION(S) [UNANIMOUS] MOVER: Manolo Reyes; Board Member, District Four SECONDER: Ken Russell, Board Member, District Two AYES: • Alex Diaz de la Portilla; Joe carollo, Ken Russell, Manolo Reyes, Keon Hardemon • Select Language v Powered by Dy4ole Translate Draft Exhibit B GRANTEE APPLICATION �t .014 Omni CRA Emergency Business Microgrant BUSINESS NAME Factory Group Ltd d/b/a: 'AMPERSAND STUDIOS' SMALL BUSINESS EMERGENCY MICROGRANT APPLICATION Applicants must meet the below criteria: O Locally owned and independently operated O Physically established within the Omni CRA Redevelopment Area (Check if your business address meets eligibility) O Be an Eligible Business, including, but not limited to: • Independent restaurants, (includes full -service, limited service, and cafe establishments) ■ Hotels/motels • Bar/nightclub ■ Small retail • Galleries ■ Hair, beauty, and other personal services (salons / spas, barbers, massage therapist, tattoo, etc.) ■ Cleaning and laundry services ■ Fitness centers and gyms • Personal care services (child/daycare, disabled, & elderly care services, funeral services, etc.) ■ Event spaces & services (event planners, caterers & staffing agencies, coworking spaces) O Been opened and operational for a minimum of one year O Have applied for one or more of the SBA financial products targeted to COVID-19 relief, if eligible O Have 50 employees or fewer O Affirm a loss of revenue due to COVID-19 Omni Community Redevelopment Agency • Alex Diaz de la Portilla, Chairman Jason Walker, Executive Director 1401 N. Miami Ave., 2^d Floor, Miami, FL 33136 • www.omnicra.com • 305.679.6868 2 Omni CRA Emergency Business Microgrant BUSINESS NAME Factory Group Ltd. d/b/a: 'AMPERSAND STUDIOS' To receive funding through this program, each business will be required to clearly articulate a plan for utilizing CRA funds for an eligible use. The grant award can be used for the following: O Commercial Lease payments with documentation of attempted deferral of lease payments. O Commercial Mortgage and high interest loan payments with documentation of attempted deferral of repayment. O Employee Salary and Benefits and funding existing Payroll or rehiring of staff which were laid off or furloughed due to COVID-19 quarantines O Other Sales, General, and Administrative expenses (SGA) deemed critical for business operations O New equipment needed to assist the business to a temporary digital or takeout transition (e.g. webcams for virtual trainings, software licensing for videoconferencing, etc.) O Utility payments Further stipulations of the Grant O Recipients only use the funding on business location(s) within the Omni CRA redevelopment area O Business may not issue any shareholder dividends for one year after reception of grant O The business is required to remain open for the period of the Emergency, if possible O The recipient of the grant must keep detailed records of the use of the funding, which shall be mailed to the CRA at the end of the loan period O If appropriate the business may be requested to provide in -kind services to the CRA for redevelopment efforts, at a later date Omni Community Redevelopment Agency Alex Diaz de la Portilla, Chairman Jason Walker, Executive Director 1401 N. Miami Ave., 2"d Floor, Miami, FL 33136 www.omnicra.com 305.679.6868 3 /6... 11111 Omni CPA Emergency Business Micrograr, BUSINESS NAME Factory Group Ltd. d/b/a: 'AMPERSAND STUDIOS' CONTACT INFO Contact Name MATTHEW GILES Contact Mailing Address 31 NE 17TH ST MIAMI FL 33132 Contact Telephone 786-493-9008 Contact Email mafthew@amperstudios.com BUSINESS INFO Property Owner Name MATTHEW GILES Business Address 31 NE 17TH ST MIAMI FL 33132 Start of Business Date Company filing: 08/23/2017 Opening of business: 07/11/2018 ♦`""""- Employees Jan 1, 2020 2 Total Retail (Sq. Ft.) 21,452 sq ft Remaining Employees 1 Description of the business Ampersand Studios is a co -working business with Event Space and production facilities servicing and supporting local small and mid -size businesses and organizations. Omni Community Redevelopment Agency • Alex Diaz de la Portilla, Chairman • Jason Walker, Executive Director 1401 N. Miami Ave., 2^" Floor, Miami, FL 33136 www.omnicra.com • 305.679.6868 4 Omni CRA Emergency Business Microgrant Required documentation: BUSINESS NAME Factory Group Ltd. d/b/a: `AMPERSAND STUDIOS' © State of Florida business registration with Current Status from the Florida Division of Corporations ® Most recent Annual or Quarterly Balance Sheet or Profit & Loss Statement ® Current City of Miami Business Tax Receipt ® Full employee list (as of January 31, 2020 and date of application) O Copy of most recent Utility Bill statement or current General Liability Insurance Policy. O W-9 O Completed ACH Form Omni Community Redevelopment Agency • Alex Diaz de la Portilla, Chairman • Jason Walker, Executive Director 1401 N. Miami Ave., 2^d Floor, Miami, FL 33136 www.omnicra.com • 305.679.6868 5 /' Omni CRA Emergency Business Microgrant BUSINESS NAME Factory Group Ltd: d/b/a: 'AMPERSAND STUDIOS' GRANT NARRATIVE (clearly articulate a plan for utilizing grant funds for an eligible use) To Whom It May Concern, Due to the impact of Covid-19, including the shut down, the business has been greatly affected. In an effort to keep the business operational, I plan to use the grant funds for the following eligible uses for the business, as follows: 1. Employee Salary: funding existing Payroll - the grant funds will be used to continue to fund existing payroll. 2. SGA: - Insurance: we have monthly insurance payments for property and liability insurance. - Marketing: grant funds will go towards the Marketing of the business which is crucial to advertising for the business and in turn in building back up the significant lost revenue. 3. Utilities: Grant monies will be used to pay towards utilities, for example: FPL electricity, AT&T for Phone and IT systems and Vector for security systems I anticipate that S25,000 will cover the above eligible uses for approximately 1-2 months so it would be very much appreciated and we would be most grateful. We support many small and mid -sized businesses in the building so have many individuals and companies relying on us to stay open and operational. Thank you, Matthew Giles As a current business owner in this community who has suffered a loss of revenue due to the COVID- 19 pandemic, and closures resulting thereof, I wish to participate in the OMNI CRA EMERGENCY BUSINESS MICROGRANT PROGRAM. I understand that this application does not imply acceptance in the program and, that my application is reviewed by the CRA for possible approval. I acknowledge that I have received a copy of the Grant Program Procedures and will comply with all requirements should I be awarded a grant. Signature / Print Name for Business Owner Name Date 09/29/2020 Omni Community Redevelopment Agency Alex Diaz de la Portilla, Chairman • Jason Walker, Executive Director 1401 N. Miami Ave., 2"d Floor, Miami, FL 33136 • www.omnicra.com • 305.679.6868 6 1-. 'fir Omni CRA E rnergency Business Microgr& BUSINESS NAME Factory Group Ltd. d/b/a: 'AMPERSAND STUDIOS' Applications will may be disqualified for approval for the following reasons: O Applicant did not provide documentation demonstrating that the eligibility criteria have been met. O Grant would not support redevelopment of the CRA O The business is not located in the Omni CRA Redevelopment Area. O The grant will provide funds for speculation in any kind of property, real or personal, tangible or intangible; O If the applicant is a charitable institution or non-profit enterprise: O If the purpose of the grant is to finance the acquisition of real property or land. O If the Applicant and/or its principals are in debt to the City of Miami. O If the Applicant and/or business owner have been debarred from doing business with federal, state, county or local government. O Lack of funds. OFFICE USE ONLY Date Received: '0A/211) Approve / Denied Omni Community Redevelopment Agency • Alex Diaz de la Portilla, Chairman • Jason Walker, Executive Director 1401 N. Miami Ave., 2"d Floor, Miami, FL 33136 • www.omnicra.com • 305.679.6868 7 •s� Omni c Il A Emergency Business Microgrant Award Criteria The Omni CRA's mission to prevent conditions giving rise to slum and blight, to reduce crime, and to improve the quality of life for residents and visitors to the Redevelopment Area, makes the Business Improvement Grant Program an important tool in improving the district. Grants are generally awarded on a rolling basis as funding permits and the program is renewed each fiscal year. Omni CRA's Emergency Business Microgrant Applications are reviewed by CRA staff and recommended to the Executive Director for award based on a set of criteria, including but not limited to neighborhood of the business, specific commercial corridor of business, ownership of the property, historical track record of the business owners, employment projections and/or track record of the business, ability for business to attract visitors to the neighborhood, long term vision and connection to the neighborhood, ability of business to serve unmet needs of residents and stakeholders in the neighborhood, activation of underutilized spaces throughout the neighborhood, previous grants awarded to and projected aesthetic or street level improvements, as well as how impacted the business has been by the emergency closures and changes in economy due to the Emergency. Each project application is judged by the Executive Director on its individual merits, and how it fits into the CRA's dynamic vision for improvement of the neighborhood. Name of Business: FM 601449 Amount of Grant Approved: 410,61Tb • Reasons to Award Grant: Date of Application: 1 l I O Grant would support redevelopment of the CRA O Secure previous investment by CRA O Ensure important local business O Employment retention or rehiring O Business networking/online improvements O Physical buildout O Payment of utilities/rent in arrears O Assist general business costs I do hereby ap o this busin - s as a grant awardee. Jason Walker, Date Executive Director, Omni CRA Omni Community Redevelopment Agency Ken Russell, Chairman • Jason Walker, Executive Director 1401 N. Miami Ave. Miami, Ft 33136 • www.omnicra.com • 305.679.6868 Exhibit C GRANTEE'S Certificate of Corporate Authorization And Corporate Status Update CERTIFICATE OF AUTHORITY. STATE OF FLORIDA ) COUNTY OF MIAMI-DADE SS / E1N: 82-2883592 1 HEREBY CERTIFY that a meeting of the members of FACTORY GROUP, LTD, a Florida Limited Partnership (the "Company"), whose mailing address is 31 NE 17* Street, M, iyrrii, FL 33132 organized end existing tinder the laws of the State of Florida held on an of 2029,E oolowing resolution was duly passed and adopted: RESOLVED the following: 1. Matthew Giles owner of Wingstone, LLC owner of Factory Group LTD is physically located within the boundaries ofthe Omni CRA at 31 NE. I7th Street, Miami, FL 33132, DBA "Ampersand Studios. 2.. Matthew Giles as owner of W ingstone, LLC owner of Factory Group LTD is authorized to execute all grant agreement, each made by the Omni Redevelopment District Community Redevelopment Agency ("CRA") to the Factory Group LTD and dated on or about the date hereof." I further certify that said ressolution is now in full force and effect. IN WITNESS WHEREOF, the undersigned has hereunto set its hand es of the day and year first above written. (Printed typed or stamped commissioned) FACTORY GROUP, LTD. a Florid -Limited Partnership By:::. Print Name: Wingstone, LLC owned by Matthew Giles Title: Partner. of Factory Group LTD. Sworn to and subscribed before me this day of7pivjaiiy 2021, Matthew Giles, Winger of FACTORY GROUP, LTD, on behalf of said entity_ who is ( ) nationally known by me or /if has provided the following identification.. :ALFONSO JOSE ESCGACUI.IR Notary. Publk • State of Florida CgaMlnfon tt NH 026124 My Corms: Expk.s Sep 22, 2024 IWO through antonal Not* Arad. (Prm't3,rypr� iiliiru npgt i ned State My commission expires Detail by Entity Name Page 1 of 2 Florida Dec-artrnemQ( State HM ti/I►Nrrf 7$if, q7itifaii6 &PiCIIri, Depatrnent of,Stata / pvision of co,paraUorw / Search Rectata r Search by Entity Naane DIVISION OF CORPORATIONS Detail by Entity Name Florida Limited Partnership FACTORY GROUP, LTD Rift Information Document Number A17000000395 FEUEIN Number 82-2883592 Date Flied 08/23/2017 State FL Status ACTIVE Last Event LP STATEMENT OF DISSOCIATION Event Date Filed 12/10/2020 Event Effective Date NONE Principaf Address 31 NE 17TH STREET MIAMI, FL 33132 Changed: 10/12/2017 Mailing Address 31 NE 17TH STREET MIAMI, FL 33132 Changed: 10/12/2017 Registered Agent Name & Address GILES, MATTHEW 31 NE 17TH STREET MIAMI, FL 33132 Name Changed: 06/29/2020 Address Changed: 06/29/2020 General Partner Detail Name & Address Document Number L14000175879 WINGSTONE LLC 3334 Garden Ave MIAMI, FL 33131 http://search. sunbiz.org/Inquiry/CorporationSearch/SearchResultDetail?inquirytype=Entit... 12/18/2020 Detail by Entity Name Page 2 of 2 Annual Reports Report Year Filed Date 2018 05/01/2018 2019 02/1212019 2020 08/29/2020 Document !magma mimeo— LP $tafement of OfasociatIon Wilg020 — ANNU6L REPORT 02/12/2019 —ANNUAL REPORT 051D1121113 — ANNUAL REPORT PANGZ017 — Domestic LP , VIM Irma In PDF formal • View Insane rn POF form! Vie!ir Ernago PDFformat • View 'mane h PDF formal , ViewImaeInPDPtonnI noildaMparhymniOSUMMrtalmoiOmpareami' http://search.sunbiz.org/Inquiry/CorporationSeareb/SearchResultDetail?inquirytype=Entit... 12/1812020 DIVISION OF CORPORATIONS got A 414li J, • rg 'O;) PUJ A'►'f J! (. milt,. its! :duff "1 j7•YI'10 .Ir1•..1. Department of State / Division of Corporation§ / Search Record; / Search by Enity Name / Detail by Entity Name Florida Limited Liability Company WINGSTONE LLC Filing Information Document Number L14000175879 FEI/EIN Number 37-1769695 Date Filed 11/13/2014 State FL Status ACTIVE Principal Address 3334 Garden Ave Miami, FL 33140 Changed: 06/29/2020 Mailing Address 3334 Garden Ave Miami, FL 33140 Changed: 06/29/2020 BeglstelegtAgsnt Name & Address Giles, Matthew 3334 Garden Ave Miami, FL 33140 Name Changed: 06/29/2020 Address Changed: 06/29/2020 Authorized Person(s) Detail Name & Address Title Member Giles, Matthew 3334 Garden Ave Miami, FL 33140 Annual Reports Report Year Flied Date 2018 05/01/2018 2019 05/01/2019 2020 06/29/2020 Document Imageg 0e/2912020 --ANNUAL REPORT View image in PDF format P5/01/2019 — ANNUAL REPORT View image in PDF format ') 05/01/2018 -:.ANNUAL REPORT View image i11 PDF format 1 04/19/2017 — ANNUAL REPORT View image in.PDF format 04/18/2016=ANNUAL REPORT View Image in PDF format 04/16/2015 —ANNUAL REPORT View image in PDF format 1 11/13/2014 - Fbrida Limited Liability View image in PDF format 1 Florida Department of State, Division of Corporations � 33 sl DIVISION OF CORPORATIONS Ah‘fit/;lr�i (ref g,Firipgj.org Cup rr'��,� ��-[t I f Previous on List Next on List Return to List No Filing History Fictitious Name Detail Fictitious Name AMPERSAND STUDIOS Filing Information Registration Number G18000100006 Status ACTIVE Filed Date 09/10/2018 Expiration Date 12/31/2023 Current Owners 1 County MULTIPLE Total Pages 1 Events Filed NONE FEI/EIN Number NONE Mailing Address 31 NE 17TH ST MIAMI, FL 33132 Owner Information FACTORY GROUP LTD 31 NE 17TH ST MIAMI, FL 33132 FEI/EIN Number: 82-2883592 Document Number: A17000000395 Document Images 09)10/2018 -- Fictitious Name Filing New image in PDF format Previous on List Next on List Return to List No Filing History .,/ I h„fill, nr/+ u= Florida Department of State, Division of CorporeGons Fictitious Name Search Submit Fictitious Name Search Submit