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HomeMy WebLinkAboutProject Assistance Agreement - Patronicity - Disbursement of Matching Grant Funds to the City for MLK Monument1316 COUNTY -CITY BUILDING 227 W. JEFFERSON BOULEVARD SOUTH BEND. INDIANA 46601-1830 CITY OF SOUTH BEND PETE BUTTIGIEG, MAYOR BOARD OF PUBLIC WORKS March 14, 2017 Veronica Watson Director of Indiana Operations Patronicity 47 S. Meridian St. Indianapolis, IN 46204 RE: Project Assistance Agreement Dear Ms. Watson: PHONE 574/235-9251 FAX 574/235-9171 The Board of Public Works, at its meeting held on March 14, 2017, approved the above referenced agreement regarding disbursement of matching grant funds to the City for the Martin Luther King Jr./Father Hesburgh Monument Project in the amount not to exceed $20,000 paid to the City. Enclosed please find the original of the agreement for your signature. Please sign and return the original agreement to our office and retain a copy for your records. If you have any further questions regarding this matter, please call this office at (574) 235- 9251. Sincerely, Linda M. Martin, Clerk Enclosure c: Jitin Kain, Public Works GARY A. GILOT SUZANNA M. FRITZBERG ELIZABETH A. MARADIK JAMES A. MUELLER THERESE J. DORAU CreatINg Places Project Assistance Agreement THIS CreatINg Places Project Assistance Agreement (this "Agreement") is entered into by and between the Catalaunch, LLC d/b/a Patronicity, ("Patronicity"), and The City of South Bend, (the "Grantee"), as of this 7th day of March, 2017. WHEREAS, Grantee has applied to the Indiana Housing and Community Development Authority ("IHCDA") for a grant of Affordable Housing and Community Development Funds ("Development Funds") to receive matching funds for Place - based improvements, which are activities that focus on redevelopment and creation of quality public spaces that contribute to people's health, happiness, and well-being or Placemaking activities which are improvements that will assist in reimagining and reinventing public spaces as the heart of every community and strengthening the connection between people and the places they share in accordance with the CreatINg Places Program Manual; (the "Project"); WHEREAS, such Development Funds are State funds that are administered by IHCDA; and NOW, THEREFORE, in consideration of the mutual undertakings and covenants contained herein, Patronicity and the Grantee agree as follows: 1. TERM. This Agreement shall be effective as of the first date listed above (the "Effective Date") and shall extend through one (1) year and six months after the Effective Date (the Term"). Notwithstanding the foregoing, Grantee is required to complete the project in the time frame set forth in Subsection B of Section 13 of this Agreement. 2. USE AND DISBURSEMENT OF GRANT PROCEEDS. Patronicity agrees to use the Development Funds to provide a matching grant to the Grantee, in an amount not to exceed $20,000 ("the Grant Amount"). The Grantee agrees to use the Development Funds and the funds raised through Patronicity's crowdfunding platform for the Project described in Exhibit A, attached hereto and incorporated by reference into this Agreement and in accordance its application submitted to IHCDA for the CreatINg Places Program (the "Program"). 3. INELIGIBLE EXPENSES. The Grantee shall promptly repay IHCDA for any Development Funds it utilizes for expenses that are deemed "ineligible" by any of the following: IHCDA, Patronicity, or the CreatINg Places Program Manual. This section shall survive the expiration or termination of the Agreement. 4. INSURANCE. The Grantee must take reasonable means to protect from theft, vandalism or waste any personal and/or real property acquired and/or improved with funds received or raised through the Program and purchase insurance for said property at adequate limits, as applicable. This section shall survive the expiration or termination of the Agreement. 5. GRANTEE'S COOPERATION. Grantee agrees to cooperate with Patronicity and IHCDA and to provide either with information, records, and access to the Project. Patronicity and/or IHCDA will send representatives to monitor the Project. A. IHCDA or Patronicity may immediately suspend or terminate this Agreement if the Grantee fails to comply with any material term of the Agreement. B. This Agreement may be suspended and/or terminated immediately by IHCDA, if the Grantee has committed fraud or has misused or misappropriated funds received under this Agreement or another agreement between the Grantee and the IHCDA. In this event IHCDA may recapture or de -obligate all or any portion of this award. C. This Agreement may be terminated at any time, by either party, with or without cause, upon thirty (30) days written notice. Written notice of such termination must be sent to the other party by certified mail, return receipt requested, postage prepaid. D. In the event that this Agreement is terminated as set forth in herein, the Grantee shall be required to return any funds that have been advanced to it by Patronicity or IHCDA. This subsection shall survive the expiration or termination of the Agreement. 7. INDEMNIFICATION. The Grantee shall indemnify, save, and hold harmless IIICDA and Patronicity, their directors, officers, employees, and agents of and from any and all claims, losses, damages, or expenses (including reasonable attorneys' fees) arising out of or in any way related to failure or alleged failure of the Grantee to strictly and timely perform its services, duties, and obligations promptly and properly under this Agreement. This section shall survive the termination or expiration of this Agreement. 8. NON-DISCRIMINATION. The Grantee covenants that it will not use the Project in a way to discriminate against person on the basis of race, color, national origin, religion, gender, age, disability, ancestry, creed, pregnancy, marital, parental status, familial status, sexual orientation, status as a veteran, physical, mental, emotional or learning disability, or any other characteristic protected by federal, state, or local law ("Protected Characteristics"). Furthermore, the Grantee certifies compliance with applicable federal laws, regulations, and executive orders prohibiting discrimination based on the Protected Characteristics in the provision of services. 9. POLITICAL ACTIVITIES. The Grantee will not use the Project to participate or intervene, directly or indirectly, in the campaign of any candidate or political party. 10. DISPARAGEMENT. The Grantee will not use the Project to publicly criticize, ridicule, disparage or defame any person or institution. 11. INDEPENDENT CONTRACTOR. The Grantee is performing as an independent entity under this Agreement. No part of this Agreement shall be construed to represent the creation of an employment, agency, partnership or joint venture agreement between the parties. Except as provided for in Section 6 above, neither party will assume liability for any injury (including death) to any persons, or damage to any property, arising out of the acts or omissions of the agents, employees or subcontractors of the other party. The Grantee shall provide all necessary unemployment and workers' compensation insurance for the Grantee's employees, and shall provide the IHCDA with a Certificate of Insurance evidencing such coverage, upon request. 12. REPRESENTATIONS AND WARRANTIES. The Grantee makes the following representations and warranties: A. All statements or information provided in Grantee's proposal and documents submitted in connection with its application and participation in the Program were and continue to be accurate in all material respects. Grantee certifies under the penalties of perjury and fraud that all information set forth herein and as provided in its application or any attachments or forms submitted with the Agreement is true, accurate and correct. If any information is determined to be false, incomplete or incorrect at any time, both Patronicity and IHCDA reserve the right to terminate any prior commitment either may have made to Grantee regarding granting it the Development Funds and Grantee may be required to return/ repay any of the Development Funds received by it from Patronicity or IHCDA. B. The Grantee has the legal power and authority to enter into and perform this Agreement and any related documents in which it is named as a party, to fulfill its obligations set forth herein and therein and to carry out the transactions contemplated hereby and thereby. This Agreement and any other documents delivered to IHCDA by the Grantee pursuant hereto are the legal, valid and binding obligations of the Grantee, enforceable against the Grantee in accordance with their respective terms. There are no actions, suits, proceedings, adverse findings or investigations pending or, to the knowledge of the Grantee, threatened, anticipated or contemplated (nor, to the knowledge of the Grantee, is there any basis therefor) against or affecting the Grantee before any court or governmental department, commission, board, bureau, agency or instrumentality, domestic or foreign, that call into question the validity of this Agreement or any action taken or to be taken in connection with the transactions contemplated hereby. Each of the representations and warranties of this section shall survive the advance of the Development Funds pursuant to this Agreement and the termination of this Agreement 13. AFFIRMATIVE COVENANTS. Without limiting any other covenants and provisions hereof or of any of the related documents, the Grantee covenants and agrees that for so long as this Agreement is in effect: A. The Grantee will perform and comply with all of the requirements set forth in the CreatlNg Places Program Manual, written guidance from Patronicity or IHCDA and this Agreement. B. Grantee will complete of the Project ("Project Completion") no later than one (1) year from date that the Development Funds are received by the Grantee. C. The Grantee will preserve and maintain its corporate existence, rights, franchises and privileges and remain in good standing in the State of Indiana. D. Grantee will inform Consultant and IHCDA of any significant changes in its Project, service or personnel. E. Grantee will continuously comply with all statutes, ordinances, laws, rules, regulations, orders or notices (collectively, the "Laws"), of any governmental authority, including without limitation, any political subdivision, department division, commission, agency or branch thereof, having jurisdiction over the Grantee. F. Grantee agrees that IHCDA has the unlimited right to make use of and disseminate all periodic, reports, case studies and any other deliverables and work products produced as part of the Program, including but not limited to Grantee's Project. G. At the request of IHCDA, Grantee will host Project site visits by IHCDA or its designees for any reasonable purpose, including but not limited to monitoring and evaluating the Project. H. The Grantee will collect and provide to Patronicity, any data or metrics reasonably requested by IHCDA and/or Patronicity concerning the Project, including, but not limited to, (i) the approximate number of square feet to be activated by the Project, (11) the projected number of new jobs created as a result of the project, (iii) the approximate number of visitors/attendees, etc. at a Project, (iv) before and after images of the space to showcase its transformation within three (3) months of Project completion and (v) any other data or metric reasonably requested by IHCDA and/or Patronicity. I. The Grantee will ensure that no single donor donates more than $10,000 or 35%, whichever is less, of the total crowdfunding amount. J. The Grantee also agrees that for costs of the Project financed by the Development Funds, the Grantee will require the general contractor or construction manager to certify in the contract with the Grantee that it has not and will not contract directly with subcontractors or other vendors listed as debarred or suspended on the Debarment Lists. The certification shall provide that the general contractor or construction manager understands and acknowledges that noncompliance may result in debarment from future IHCDA funded construction projects for a period of one year from the date of written notification of noncompliance. K. Grantee further agrees to credit IHCDA and the CreatlNg Places Program in all print, audio, video and internet materials, and all publicity materials (such as press releases, brochures, posters, advertisements and web sites). Stich credit shall indicate that funding for the Grantee's Project "has been provided in part by the CreatINg Places Program created by IHCDA". L. Grantee certifies under the penalties of perjury and fraud that all information set forth herein and as provided in its application or any attachments or forms submitted with the Agreement is true, accurate and correct. If any information is determined to be false, incomplete or incorrect at any time, both Patronicity and IHCDA reserve the right to terminate any prior commitment either may have made to Grantee regarding granting it the Development Funds and Grantee may be required to return/ repay any of the Development Funds received by it from Patronicity or IHCDA. M. This Agreement shall be governed by and construed in accordance with the Laws of the State of Indiana, without regard to the conflicts of laws principles thereof. N. This Agreement may be executed simultaneously in counterparts, each of which shall be deemed an original, but both of which together shall constitute one and the same instrument. O. This Agreement may not be amended, modified, altered or changed in any respect, except by formal agreement in writing, fully executed by all parties. 14. RECORDS. During the term of this Agreement and for seven (7) years thereafter, the Grantee shall keep and maintain, and shall give access to IHCDA and its representatives at all reasonable times upon reasonable advance notice to inspect, copy, audit and examine accurate books, records, accounts and other documents relating to the Project, including without limitation those relating to the receipt and disbursement of the Grant Amount. This section shall survive the expiration or termination of the Agreement. IN WITNESS WHEREOF, the Grantee and the Patronicity, through their duly authorized representatives, entered into this Agreement. Having read and understood the foregoing terms of this Agreement, the Grantee and Patronicity do by their respective signatures dated below agree to the terms thereof. Grantee: APPROVED ftud of Public Works 9 lT Date: Printed Name: Title: Catalaunch, LLC d/b/a Patronicity: Date: Printed Name: Title: EXHIBIT A PURPOSE AND USE OF FUNDS Please provide a brief narrative description of how the funding raised through crowdfunding platform and the Development Funds will be used. Also tell us the location of the Project. BOARD OF PUBLIC WORKS AGENDA ITEM REVIEW REQUEST FORM Date 3/7/17 Name Jitin Kain BPW Date 3/14/17 Department Public Works Phone Extension 5835 Legal Attorney Name Michael Schmidt Controller ❑ Controller review is required for all Contracts $5,000.00 or more and greater than one year in length per the City Purchasing Policy Purchasing ❑ � Agreement U Contract U Proposal ❑ Addendum ❑ Professional Services ❑ Resolution ❑ Bid Opening ❑ Bid Award ❑ Req. to Advertise ❑ Title Sheet ❑ Quote Opening ❑ Quote Award ❑ Change Order No. ❑ C/O & PCA No. ❑ PCA ❑ Ease/Encroach. ❑ Traffic Control I-1 Other: Company or Vendor Name Catalaunch, LLC d/b/a Patronicity New Vendor ❑ Yes ❑ No ❑ If Yes, Approved by Purchasing MBEANBE Contractor ❑ MBE ❑ WBE MBE/WBE Contractor Requested ❑ No ❑ Yes Name of Company Project Name MLK-Hesburgh Monument Project Number Funding Source Account No. Amount $ 20,000 Terms of Contract Purpose/Description Grant agreement with Patronicity for disbursement of funds for the MLK-Hesburgh monument in downtown South Bend. ❑ Required Contractor's Certification Form Attached (Non - Amount of I_I Increase ❑ Decrease Previous Amount Current Percent of Change: New Amount Total Percent of Change: Copy Original El E Linda Martin Jitin Kain Dispersal After Approval