R15-0041
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EM tj MID 11111 1131M $I= I I I DW#J N IM I I= :I IN 110110
I N - =' 1 M W allyj teRIVM
A
IN THE AMOUNT OF $1009000.00 FOR COPPER T
BREWERY LLC; AUTHORIZING THE MAYOR T I
SIGN THE AGREEMENT; AND PROVIDING A'
EFFECTIVE DATE.
requested ftmding in the amount of $ 100,000 for the purpose of purchasing equipment for the
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WHEREAS, this financial incentive will result in the creation of approximately 30
MIM Ism I a I IT4COMM a F, IN-Tar-Imm
WHEREAS, the City of Boynton Beach desires to enter into the Agreement with
Copper Top Brewery, LLC., for Copper Top Brewery, LLC., Purchase of Machinery &
Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
being true and correct and are hereby made a specific part of this Resolution upon adoption
Section 2. The City Commission of the City of Boynton Beach, Florida does
C:\Users\pylej\AppData\Local\Microsoft\Windows\Temporary Internet Files\Content.IE5\EO37NK33\Reso---CDBG--
-Copper�Jop_13rewery_S ubRecipient_Agreernent. doe
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business which will create approximately 30 above minimum wage jobs within the next three
I years.
Section 3.. The Mayor is hereby authorized to sign the Agreement on behalf of the
City, a copy of which is attached hereto as Exhibit "A".
Section 4. This Resolution will become effective immediately upon passage.
PASSED AND ADOPTED this Zt7*-day of ' W4 2015.
CITY OF BOYNTON BEACH, FLORIDA
YES NO
Mayor — Jerry Taylor
Vice Mayor — Joe Casello
Commissioner — David T. Merker
Commissioner — Mack cCray
Commissioner — Michael M. Fitzpatrick
ATTEST:
X� e Z FAL,
J, et M. Prainito, MMK
City Clerk
(Corporate Seal)
2
' .--()
VOTE �1111
C:\Users\pylej\AppData\Local\Microsofl\Windows\Temporary Intemet Files\Content.IE5\E037NK33\Reso---CDBG--
-Copper_Top_Brewery_.�SubRecipient_Agreement.doc
2
AGREEMENT
BETWEEN
CITY OF BOYNTON BEACH, FLORIDA
m
E
Copper .. Brewery,
F_Tei7►V l►yil ]kiIIva P1;kV/;4x*1:j 810011M-Itole] we] :I_10IN"-11111X"
THIS AGREEMENT made and entered and between the CITY OF BOYNTON BEACH, FLORIDA, a
municipal corporation of the State of Florida, (hereinafter "CITY") and Copper Top Brewery, LLC, a
for-profit organization authorized to do business in the State of Florida, its successors and assigns,
having its principal office at 151 Commerce Rd, Boynton Beach, FL 33426, and whose Federal I.D.
No. is 35-2475071 hereinafter "SUBGRANTEE.").
WITNESSETH:
NOW, THEREFORE, in consideration of the promises, covenants and payments herein, CITY and
SUBGRANTEE hereby agree as follows:
ARTICLE I
For the purposes of this Agreement and the various covenants, conditions, terms and provisions
which follow, the DEFINITIONS and IDENTIFICATIONS set forth below are assumed to be true and
correct and are agreed upon by the parties.
ASSURANCES: means those assurances made by SUBGRANTEE to CITY as specifically set forth
in this Agreement.
CITY OF BOYNTON BEACH COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM or
PROGRAM means the Community Development Program applied for by CITY OF BOYNTON
BEACH, FLORIDA and awarded by the United States Department of Housing and Urban
Development as authorized pursuant to Title I, Housing and Community Development Act of 1974,
Public Law 93-383, as amended.
CDBG FUNDS: means the Community Development Block Grant Funds; the funds given to
SUBGRANTEE pursuant to the terms of this Agreement.
BOARD: means the Boynton Beach City Commission as established by the City Commission of
the City of BOYNTON BEACH, Florida in accordance with Section 37.30 of the City of BOYNTON
BEACH Code of Ordinances, as amended from time to time.
CITY: means City of BOYNTON BEACH, Florida, a municipal corporation of the State of Florida.
DEPARTMENT: means the Development Department of the City of BOYNTON BEACH.
GRANTEE: means City of BOYNTON BEACH, Florida, as Grantee of the City of BOYNTON
BEACH Community Development Block Grant Program.
KUM.: means the United States Department of Housing and Urban Development.
PROJECT(S): means the project or projects set forth in Article III hereof and Exhibit "A" entitled
"Project Description".
CFR: m s
published in the Federal Register by the executive departments and agencies of the Federal
Governn,ent.
rp; •- I NOVO)AVATITAT- #r -V
of the President. It reports directly to the President and helps a wide range of executive
departments and agencies across the Federal Government to implement the commitments and
priorities of the President.
RULES AND REGULATIONS OF KUM.: means 24 CFR §570, "Community Development Blocri
Grant Regulations" and OMB Circular A-1 10, "Uniform Administrative Requirements", as amended
fnyiii tiue to tiue.
In order to establish the background, context and frame of reference for this
V 1: MR iP 0
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by the parties as essential elements of the mutual considerations upon which this Agreement is
bas&.
2.1 Title I of the Housing and Community Development Act of 1974, P. L. 93-383,
consolidated several existing categorical programs for community
development into a single program of Community Development Block Grants
("CDBG") for the purpose of allowing local discretion as to the determination
of needs and priorities for a community development program. The needs
and priorities of community development in CITY were determined by the
Commission participating in the City of BOYNTON BEACH Community
Development Block Grant Program.
2
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1110116-1z] im [ON 121RO] INIFIROIN lZ*T1W;1WM-* 5411FIRVIURE11 0 � a 0 0 n -
(b) Activities which aid in the prevention or elimination of slums or
blight.
. - I --• I T a
a particular urgency because conjitions pose a serious and
immediate threat to the health or welfare of the community.
2.3 Under the Rules and Regulations of H.U.D., CITY is administrator for ft:
Program and CITY is mandated to comply with various statutes, rules and
regulations of the United States and the Rules and Regulations of H.U.D., as
to the allocation and expenditure of funds as well as protecting erests
of certain classes of individuals who reside in the City of BOYNTON BEACH,
Florida.
2.4 CITY is mandated by H.U.D. to conduct all programs and activities relating to
housing and community development in a manner which will affirmatively
further fair housing.
1 0 0 1 - : i i I a a I .,M-
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2.6 CITY is desirous of disbursing the funds to SUBGRANTEE. However, as
administrator for the Program, CITY desires to obtain the assurances from
SUBGRANTEE, and SUBGRANTEE so assures CITY that SUBGRANTEE
will comply with the statutes, rules and regulations of the United States, the
Rules and Regulations of H.U.D., the State of Florida, and applicable codes
and regulations of CITY relating to the Project(s) and the Program, as a
condition precedent to the release of such funds to SUBGRANTEE.
2.7 This Agreement is subject to the availability of funds as more specifically
described in Article IV and Article XI hereof.
WAJ11
k4i I [S]
I
.• I
Copper Top Brewery LLC
Purchase of Machinery & Equipment
This proposal was submitted and approved in the City of BOYNTON BEACH, Florida's Budget
2014/2015 year process. Such Project(s) is (are) more specifically described and set forth in Exhibit
0
"A" attached hereto and incorporated herein by reference and made a part hereof.
ARTICLE IV
WAbN&AAW, ML1F&JTqJWK§X#
4.1 The maximum amount payable by CITY under this Agreement shall be One
Hundred Thousand Dollars ($100,000). This shall be the maximum
expenditures authorized for payment by the City under this agreement. In no
event shall the City be liable for any sum exceeding the above stated
amount.
4.2 CITT agrees to fund SUBGRANTEE for the eligible Project(s) expenses
incurred as provided for in Exhibit "B" attached hereto, and incorporated
herein by reference, provided that a suspension of payment as provided for
in Article X11 has not occurred, and provided further that SUBGRANTEE
complies with the procedures for invoices and payments as set forth in Article
V.
4.3 CITY shall pay SUBGRANTEE as specific consideration for the
indemnification set forth in Article IX, the sum of ONE DOLLAR ($1.00) in
cash, the receipt of which is hereby acknowledged by SUBGRANTEE. This
sum is a separate, independent and distinct consideration given to
SUBGRANTEE, the receipt and sufficiency of which is hereby
acknowledged, for performance if it's duties under this agreement.
(a) SUBGRANTEE shall provide CITY with an executed original of any
contracts or subcontracts authorizing the work to be done on the
Project(s).
Agreement by reference. Proper documentation in
accordance with city, state and federal guidelines and
regulations must be submitted to and approved by the
Department prior to the execution of any subcontract
hereunder. In addition, all subcontracts shall be subject to all
applicable federal, state, county, city, and local laws,
regulations and ordinances.
2. Any of the work or services, including but not limited to
consulting work or services covered by this Agreement, shall
be submitted in writing prior to the first payment requesi
M
according to this contract.
It JWAW;I-i
and services shall be made by purchase order or by a written
• in conformity and in full compliance with ft-
procedures prescribed by federal laws and regulations.
(b) SUBGRANTEE shall not use the funds allotted underthis Agreement
for any purpose other than the purpose set forth in Article 111.
(d) CITY agrees to make payment and reimburse all budgeted costs
available under federal, state, city and county guidelines.
proper documentation and shall be submitted to the Department •
approval at closing.
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(g) For purposes of this section, true and correct copies closing
documents, evidence of indebtedness, or other materials shall be
considered proper documentation.
reports as provided in Exhibit "C", attached hereto and made a part
Wereof.
5.2 Upon receiving reports and other materials as described in this Article, tft
Department may audit ♦♦ • contracts, reports and invoices tA,
determine whether the items invoiced have been completed and that tN;
items are proper •- OMB circulars.
5.3 Upon determination by the Department that the services or material invoiced
has been received or completed, the Department shall authorize payment to
SUBGRANTEE or designee the amount the Department determines to be
payable, pursuant to the audit.
5.4 SUBGRANTEE shall have an adequate financial system and internal fiscal
controls in accordance with H.U.D. and CITY requirements.
5.5 For CDBG-funded construction projects, SUBGRANTEE agrees to notify the
Department in writing, at least forty-eight (48) hours in advance of the date
that work on the Project(s) will be initiated in order that on site inspections
may be conducted by CITY.
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6.1 SUBGRANTEE agrees to implement Project(s) and comply with the
timetable set forth in Exhibit "D", attached hereto, incorporated herein by
reference and made a part hereof. Failure to maintain the implementation
schedule within sixty (60) days of the checkpoints identified in the timetable
shall warrant a full review by Department staff. Such review shall be the first
step toward possible reprogramming of funds. Failure to maintain the
implementation schedule within ninety (90) days of check points shall be
cause for an attendant recommendation from the Department that all
uncommitted and unexpended funds be transferred to the contingency
account or be reprogrammed, consistent with this agreement and the
Housing and Community Development Act of 1974, as amended.
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7.2 SUBGRANTEE hereby agrees to submit to the Department at least two (2)
weeks prior to the actual date, written notification of all pre-bid conferences
and construction contracts.
7.3 SUBGRANTEE hereby agrees to comply with all applicable federal, state
and local laws, ordinances, codes, guidelines and regulations. Any conflict
or inconsistency between the above federal, state or local laws, guidelines or
regulations and this Agreement shall be resolved in favor of the more
restrictive laws, guidelines or regulations.
7A SUBGRANTEE hereby agrees to act in accordance with Title VI of the Civil
Rights Act of 1964, as amended from time to time, Title VIII of th-
- ,
RightAct as amended, Section 103 of Title I of the Housing and Community
Development Act of 1974, as amended, Section 504 of the Rehabilitation Act
of 1973, as amended, the Americans with Disabilities Act of 1990, as
amended from time to time, the Age Discrimination Act of 1975, as amended,
and any other applicable federal, state and local laws prohibiting
discrimination in employment, housing and project or program participation.
In accordance with federal and state regulations, SUBGRANTEE agrees that
no client or subcontractors of SUBGRANTEE will be excluded from
participation in, or be denied the benefits of participation on the grounds of
A
race, color, religion, creed, national origin, age, sex, familial status or
handicap; further that no person will otherwise be subjected to discrimination
under any program or activity for which SUBGRANTEE receives federal
financial assistance or SUBGRANTEE will immediately take any measures
necessary to effectuate this Agreement. If any real property or structure
thereon is provided or improved with the aid of federal financial assistance
extended to SUBGRANTEE, this assurance shall obligate SUBGRANTEE
or, in the case of any transfer of such property, any transferee, for the period
during which the real property or structure is used for a purpose for which the
federal financial assistance is extended or for another purpose involving the
provision of similar services or benefits.
7.5 SUBGRANTEE hereby agrees if applicable, to inform affected persons of
these benefits, policies, and procedures provided for under H.U.D.
regulations.
7.6 S 1 BG
from using positions for a purpose that is or gives the appearance of being
motivated by a desire for private material gain for themselves or others, with
whom they have family, business employment or other ties.
77 SUBGRANTEE hereby agrees further that it shall be bound by the standard
terms and conditions used in the Grant Agreements and such other rules,
regulations or requirements as H.U.D. may reasonably impose, in addition to
the aforementioned assurances provided at, or subsequent, to the execution
of this Agreement, by the parties hereto.
7.8 SUBGRANTEE hereby agrees to comply with OMB Circular A-1 10, as it
relates to the acquisition and disposition of nonexpenfid, able personal
property. OMB Circular A-1 10 incorporated herein by reference and made a
part hereof.
7.9 Except with respect to the rehabilitation or construction of residential property
designed for residential use for less than eight (8) households, where there is
construction work of over $2,000.00 financed in whole or in part with CDBG
Funds under this Agreement, SUBGRANTEE agrees to adhere to the Davis -
Bacon Act, 40 U.S.C. §276A -276A-5, as amended, which requires all
laborers and mechanics working on the Project to be paid not less than
prevailing wage rates as determined by the Secretary of Labor.
7.10 SUBGRANTEE hereby agrees that CDBG Funds shall not be used for
religious activities or provided to primarily religious entities for any activities,
including secular activities.
rA
7,12 SUBGRANTEE acknowledges it cannot use CDBG Funds for payment of
impact or similar fees, SUBGRANTEE must attempt to secure a waiver of
such impact fees. If SUBGRANTEE is unsuccessful in obtaining a waiver,
SUBGRANTEE hereby acknowledges that CDBG Grant Funds may not be
utilized for payment of impact fees.
713 SUBGRANTEE hereby agrees that applicants for rehabilitation assistance,
tenants whose housing is being rehabilitated and purchasers of HUD -
associated housing will be provided with information concerning the dangers
of Lead -Based Pa4t.
7.14 SUBGRANTEE hereby agrees that:
(a) Federally appropriated funds have not been paid or will not be pai
by or on behalf of the undersigned, to any person for influencing
attempting to influence an officer or employee of any agency,
member of Congress, an officer or employee of Congress, or
employee of a member of Congress in connection with the awardi
of any federal contract, the making of any federal grant, the makii
of any federal loan, the entering into of any cooperative agreeme
and the extension, continuation, renewal, amendment,
modification of any federal contract, grant, loan or cooperati
agreement.
(b) If any funds other than federal appropriated funds have b 'n id
ee
will be paid to any person for influencing or attempting to iriflue!nace
officer or employee of any agency, a member of Congress, an offic
or employee of Congress, or an employee of a member of Congre
in connection with this federal contract, grant, loan, or cooperati
agreement, the undersigned shall complete and submit Standa
Form — LLL., "Disclosure Form to Report Lobbying," in accordan
wift its i-istructio-ts.
fc
The undersigned shall require that the language of this certification
be included in the award documents for all sub -awards at all tiers
(including subcontracts, sub -grants, and contracts under grants,
loans, and cooperative agreements) and that all sub -recipients shall
certify and disclose accordingly.
12 1 g ul g Lei ul 0 :4 el g su I
8.1 SUBGRANTEE hereby gives CITY, H.U.D., and the Comptroller General,
through any authorized representative, access to and the right to examine all
records, books, papers, or documents relating to the Project(s).
8.2 SUBGRANTEE hereby agrees to maintain books, records and documents in
accordance with standard accounting procedures and practices which
1.1
sufficiently and properly reflect all expenditures of funds provided by CITY
under this Agreement.
4 In accordance with OMB Circular A-1 33 incorporated herein by reference, -ff
SUBGRANTEE receives in excess of $300,000 in Federal funds from the
CITY, SUBGRANTEE agrees to provide a program specific audited financial
statement prepared by a certified public accountant. If SUBGRANTEE
receives in excess of fifty percent (50%) of its organizational funding through
grant sources, SUBGRANTEE shall agree to provide to the CITY an
organization -wide audited annual financial statement. All grant funds from
the CITY should be shown via explicit disclosure in the annual financial
statements and/or the accompanying notes to the financial statements. The
cash match and in-kind contributions should also be shown. Such financial
disclosure information shall be filed with CITY within ninety (90) days after
the close of SUBGRANTEE'S fiscal year. SUBGRANTEE is responsible for
costs associated with the above-mentioned audit. Only costs associated with
an audit of CIDIBG Funds shall be charged as an eligible program cost.
However, any costs associated with an audit of CDBG Funds must be
incurred prior to the expiration or termination of this Agreement. These costs
may be charged on a direct basis or by proration or cost allocation. To
ensure compliance with these auditing requirements, SUBGRANTEE should
initiate the audit process prior to the end of the fiscal year. Selection of an
auditor should be completed by the end of the third quarter of
SUBGRANTEE'S fiscal year.
8.5 SUBGRANTEE hereby agrees and understands that all funding authorization
through a CIDBG shall be used only for eligible activities specifically outlined
in this Agreement. SUBGRANTEE shall demonstrate significant material
progress within the timetable in Exhibit "ID", attached hereto incorporated
herein by reference and made a part hereof. In the event such material
progress is neither evidenced nor commenced within said timetable, the
CDBG Funds shall revert to CITY as provided in this Agreement, and shall
be used by CITY at its discretion for reallocation to other eligible CDBG
projects.
8.6 Program income generated as a result of receipt of CIDBG Funds shall be
retained by the SUBGRANTEE. Additionally, this income should be added
to funds committed to the Project(s) by the SUBGRANTEE and used
proportionally to the original funding allocation to further eligible program
objectives. Expenditure of program income is subject to the conditions
prescribed by H.U.D. and by the terms of this Agreement.
for a subsequent period.
.01
8.7 CITY shall have the right to audit and monitor any Project(s) income as a
result of a CDBG activity.
0 0 .
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]FRETOORN =*- toll 0
9 Any real property under the SUBGRANTEE'S control that was acquired QT.
improved in whole or part with Federal Funds in excess of $300,000.00 shall
either
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(b) Disposed of in a manner that result in CITY being reimbursed in the
amount of the current fair market value of the property less any
portion of the value attributable to the expenditure of non-CDBG
Funds for acquisition of or improvement to the property.
ARTICIL
31 To the extent allowed by law, the SUBGRANTEE agrees to indemnif�-,
defend and hold harmless the CITY, its officers, agents and employees
against any loss, damage or expense (including all costs, reasonable
attorneys and appellate fees) suffered by CITY from (a) any claim, demand,
judgment, decree, or cause of action of any kind or nature arising out of any
error, omission, or negligent act of SUBGRAINITEE, its agents, servants, or
employees, in the performance of services under this Contract, (b) any
breach or misconduct by the SUBGRANTEE of this Contract, (c) any
inaccuracy in or breach of any of the representations, warranties or
covenants made by the SUBGRANTEE herein, (d) any claims, suits, actions,
damages or causes of action arising during the term of this Contract for any
personal injury, loss of life or damage to property sustained by reason or as a
result of performance of this Contract by the SUBGRANTEE and the
SUBGRANTEE'S agents, employees, invitees, and all other persons, claims,
suits, actions, damages or causes of action for any personal injury, loss of
life or damage to property sustained by reason or as a result of the presence
of the SUBGRANTEE and the SUBGRANTEE'S agents, employees,
invitees, and all other persons, and (e) any SUBGRANTEE acknowledges
and agrees that CITY would not enter into this contract without this
indemnification of CITY by SUBGRANTEE, and that CITY'S entering into this
contract shall constitute good and sufficient consideration for this
indemnification. Such obligation to indemnify and hold harmless shall
continue notwithstanding any negligence or comparative negligence on the
part of the CITY relating to such loss or damage and shall include all costs,
expenses and liabilities incurred by the CITY in connection with such claim,
suit, action or cause of action, including the investigation thereof and the
defense of any action or proceedings bought thereon and any order,
judgment or decree which may be entered in any such action or proceeding
R
9.2 The CITY gives as independent and specific consideration the sum of $10.00
for the granting of this indemnification/hold harmless. The receipt and
sufficiency of this consideration is acknowledged by SUBGRANTEE. If
construction and/or design work is being funded by this contract these
provisions will be interpreted to comply with the applicable provisions of
§725.06 and §725.08, Florida Statutes, applicable. This indemnification/hold
harmless shall not include claims arising directly from the gross negligence,
willful, wanton, or intentional misconduct or act of the City, its employees or
agents. This indemnity/hold harmless shall be limited to either the
construction cost of the project or $1,000,000.00, whichever is less.
ARTICLE X
EVALUATION AND MONITORING
10.1 SUBGRANTEE agrees thatthe Departmentwill carry out periodic monitoring
and evaluation activities as determined necessary by the Department. The
continuation of this Agreement is dependent upon satisfactory evaluation
conclusions. Such evaluation will be based on the terms of this Agreement,
comparisons of planned versus actual progress relating to Project(s)
scheduling, budgets, in-kind contributions and output measures. Upon
request SUBGRANTEE agrees to furnish to the Department Director, CITY
or their designees, such records and information, including copies and/or
transcripts, as is determined necessary by the Department or CITY.
SUBGRANTEE shall submit on a quarterly basis, and at other times upon
the request of the Department Director, information and status reports
required by Department, CITY or H.U.D. on forms approved by the
Department Director.
ARTICLE XI
so
11.1 This Agreement is contingent upon the availability of funds. Shouldfundsno
longer be available, this Agreement shall terminate upon no less than twenty-
four (24) hours' notice in writing to SUBGRANTEE. Said notice shall be
delivered by certified mail, return receipt requested, or in person, with proof
of delivery. CITY shall be the final authority as to the availability of funds.
CITY shall not be liable to SUBGRANTEE if funding is not available.
11.2 If, through any cause, SUBGRANTEE fails to commence work on the
Project, as set forth in Exhibit "D", within three (3) months from the date of
execution of this Agreement, or fails to fulfill in timely and proper manner its
11
ni greertienr,=6 6 -&Wrl
covenants, terms or conditions, or stipulations of this Agreement, CITY shall
ur sispension QI PaJrMerJJ drJU 5peLgTying Ine eTJeGJJJ,e Uale Irlureul, MGM
five (5) days before the effective date of termination or suspension. If
payments are withheld, the Department shall specify in writing the actions
that must be taken by SUBGRANTEE as a condition precedent to
resumption of payments and should specify a reasonable date for
compliance.
11.3 In the event of termination, and upon expiration of this contract, all finished or
unfinished documents, date studies, surveys, drawings, maps, models,
photographs, reports prepared, capital equipment and any other assets
secured • SUBGRANTEE with CDBG Funds under this contract shall be
promptly given to the CITY within thirty (30) days of the expiration or
• date.
11.4 Notwithstanding the above, SUBGRANTEE shall not be relieved of liability to
CITY for damages sustained by CITY by virtue of any breach of this
Agreement by SUBGRANTEE, and CITY may withhold any payments to
SUBGRANTEE, for the purposes of set-off until such time as the exact
amount of damages is determined.
11.5 In the best interests of the program and in order to better serve the people in
the target areas and fulfill the purposes of the Act, either party may terminate
this Agreement upon thirty (30) days notice in writing of intent to terminate,
• the party's reasons for doing R. In the event CITY terminates the
Agreement, CITY shall pay SUBGRANTEE for documented committed
eligible • subject to the conditions set forth in subsection 11.4 above.
ARTICLE XI I
19��*
12.1 The parties hereby agree that the following events are sufficient cause for
suspension of payments. Such events include but are not limited to:
(a) Ineffective or improper use of CDBG Funds;
(b) Failure to comply with the work program or terms of this
Agreement;
(c) Failure to submit reports as required, including a favorable
audit report; and
(d) Submittal of incorrect or incomplete reports in any material
respect.
12
(e) Breach of this Agreement by SUBGRANTEE.
ARTICLE XIII
13.1 SUBGRANTEE is and shall be, in the performance of the project(S) under
this agreement an independent contractor, and not an employee, agent, or
servant of the CITY. Services provided by SUBGRANTEE shall be
performed by employees of SUBGRANTEE and subject to supervision by
SUBGRANTEE, and shall not be deemed officers, employees, or agents of
CITY. All persons engaged in any of the work or services performed pursuant
to this Agreement shall at all times, and in all places, be subject to
SUBGRANTEE'S sole direction, supervision and control. Personnel policies,
tax responsibilities, social security and health insurance, employee benefits,
purchasing policies and other similar administrative procedures applicable to
services rendered under this Agreement shall be those of SUBGRANTEE,
which policies of SUBGRANTEE shall not conflict with CITY, H.U.D., or
Federal policies, rules or regulations relating to the use of CIDBG funds
provided for herein. The City and the SUBGRANTEE are not partners, joint
ventures or affiliated entities.
ARTICLE XIV
,&LL PRIORAGZEEMtff2:atE�-�
14.1 This document incorporates and includes all prior negotiations,
correspondence, conversations, agreements, or understandings applicable
to the matters contained herein and the parties agree that there are no
commitments, agreements, or understandings concerning the subject matter
of this Agreement that are not contained in this document. Accordingly, it is
agreed that no deviation from the terms hereof shall be predicated upon any
prior representations or agreements whether oral or written.
13
0611011MRis
15.1 Whenever either party desires to give notice unto the other, such notice must
be in writing, either by hand with proof of delivery, by electronic mail with
receipt of delivery, or sent by certified United States mail, return receipt
requested, addressed to the party for whom it is intended, at the place last
specified, and the place for giving of notice shall remain such until it shall
have been changed by written notice in compliance with the provisions of this
paragraph. For the present, the parties designate the following as the
respective places for giving of notice, to -wit:
For City: Development Department
Community Improvement Division
100 E. Boynton Beach Blvd.
Boynton Beach, Florida 33435
For City Attorney: James Cherof, City Attorney
City of Boynton Beach
100 E. Boynton Beach Blvd.
Boynton Beach, Florida 334W
For Sub -grantee: Alfred Lettera, Jr.
Copper Top Brewery, LLC
151 Commerce Rd.
A .
I ol Yj M g SPENERM Lei Min M Z I
16.1 It is understood that CITY, as Grantee, is responsible to H.U.D. for the
administration of CDBG Funds and may consider and act upon
reprogramming recommendations as proposed by its SUBGRANTEE or the
Department after appropriate referral to the Board. In the event that CITY
approves any modification, amendment, or alteration to the funding
allocation, SUBGRANTEE shall be notified pursuant to Article XV and such
notification shall constitute an official amendment.
16.2 CITY may, in its discretion, amend this Agreement to conform with changes
in federal, state, CITY and/or H.U.D. guidelines, directives, and objectives.
Such amendments shall be incorporated by written amendment as a part of
this Agreement and shall be subject to approval by the City of BOYNTON
BEACH City Commission.
16.3 The Department Director or his/her designee shall be authorized to approve
any changes to Exhibit "B" necessary to enhance the performance of the
project set out in Exhibit "A", provided such changes do not result in
M
substantial change in the project, and are compliant with CDBG regulations.
'16.4 It is agreed that contract amendments including budget transfers which do
• result in a substantial change in the • should •- executed in the
• manner:
(a) The transfer request shall originate from SUBGRANTEE a
shall
•- forwarded to the Department for processing. I
(b) The request shall include a narrative justification for the
proposed transfer.
(c) The request shall be forwarded to the Department Director
and/or His/Her designee
16.5 SUBGRANTEE shall not transfer or assign the performance of services
called for in this Agreement without the prior written consent of CITY.
16.6 Except as expressly provided in this Article it is agreed that no modification,
amendment or alteration in terms or conditions contained herein shall be
effective unless contained in a written document executed by the parties with
the same formalities as employed in this agreement.
I
WIN 11111"MMMMMM 1:41 1
1761 All reports, plans, surveys, information, documents, maps and other data or
procedures developed, prepared, assembled or completed by
SUBGRANTEE for the purposes of this Agreement shall become the
property of CITY without restriction, reservation or limitation of their use and
shall be made available by SUBGRANTEE at any time upon request by CITY
or the Department. Upon completion of all work contemplated under this
Agreement, copies of all of the above data shall be delivered to the
Community Improvement Division upon his/her written request.
ARTICLE XVIII
CONFLICT OF INTEREST
18.1 SUBGRANTEE covenants that no person who presently exercises any
functions or responsibilities in connection with the Project(s) has any
personal financial interest, direct or indirect, in the Project during their tenure
or
• one (1) year thereafter as provided for in 24 CIFIR §570.611 (b) which
would conflict in any manner or degree with the performance of this
Agreement and that no person having any conflicting interest shall be
employed or subcontracted. Any possible conflicting interest on the part of
SUBGRANTEE or its employees shall be disclosed in writing to the
Department. It shall not be deemed a conflict as long as all purchasing for
consumables, capital equipment and services are obtained in conformance
with Article V.
"A-
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IN•
19.1 This document shall be executed in three (3) counterparts, each of whi&
shall be deemed to be an original.
1010164 KIM 011 M K-Offily] :4 NJ 011" 1 to] k, I
20.1 SUBGRANTEE hereby irrevocably submits to the jurisdiction of any Florida
state or federal court in any action or proceeding arising out of or relating to
this Agreement, and hereby irrevocably agrees that all claims in respect to
such action or proceeding may be heard and determined in such court. Each
party further agrees that venue of any action arising out of this Agreement
shall lie in Palm Beach County, Florida. The parties, in order to expedite
litigation, waive their claim or rights to trial by jury in any action between
them. Each party shall bear its own attorney's fees.
21,11 The parties agree this Agreement shall be construed in accordance with and
governed by the laws of the State of Florida. If this agreement is between t,,r&#,
governmental agencies, the parties will abide by Chapter 164, Florida
Statutes ("Florida Governmental Conflict Resolution Act").
N, ansil
MAJ79-U—M-11411
22.1 If any term or provision of this Agreement, or the application thereof to any
person or circumstances shall, to any extent, beheld invalid or
unenforceable, the remainder of this Agreement, or the application of such
terms or provision, to persons or circumstances other than those as to which
it is held invalid or unenforceable, shall not be affected, and every other term
and provision of this Agreement shall be deemed valid and enforceable to
the extent permitted by law,
W.
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement on the
respective dates under each signature: CITY OF BOYNTON BEACH, Florida through its CITY
COMMISSION, signingnband through its Mayor, authorized to execute same by Commission action
on the go day of 2.nU6Lr%j '1 2015 and
signing by and through its President duly authorized to execute same.
W --J) 4 VA� PDA
Gerald Taylor, MAYOil
I Aim
APPROVED AS TO FORM AND
LEGALITY (FOR AND APPROVED BY:
RELIANCE OF C OF
BOYNTON 141� FRIDA ONLY)
James Cherof, C
ir.
As To Copper Top Brewery, LLC
im
As To Copper Top Brewery, LLC
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SUBGRANTEE
im
9
M
im
Title:
(President or other authorized Officer)
Date:
all
[0113112016]). For year two (2) and year three (3), the SUBGRANTEE
will only submit annual reports (due by [01131120171 and [0113112018,
respectively). The SUBGRANTEE and City agree that the frequency,
type and due dates of all reports are at the sole discretion of the City
and can be changed and altered as necessary by City without written
amendment to this Agreement.
2) Written verification of job creation, satisfactory to Community
Improvement at Community Improvement's sole discretion. Verification
shall include job title, salary, fringe benefits, full-time equivalency status,
name and address of person hired, proof that said person is of low- and
moderate -income, and dates of employment. Said written verification
shall be provided to EDO at the completion of the activity funded under
this Agreement and annually thereafter for a period of three (3) years
commencing with the completion of the activity. The Record of Hiring
Form (Exhibit E) must be completed for each employee hired under
this Agreement.
3) The list of equipment as described in this Agreement and the working
condition of each piece of equipment (if applicable).
A. Provide up to One Hundred Thousand Dollars ($100,000) in funding for the
acquisition of machinery & equipment located at 151 Commerce Rd., Boynton
Beach, FL 33426.
B. Provide project administration and inspection to the SUBGRAINITEE to ensure
compliance with U.S. HUD, the Department of Labor, and applicable State, Federal
and City laws and regulations.
C. Monitor the SUBGRANTEE at any time during the term of this Agreement. Visits
may be scheduled or unscheduled as determined by the Community Improvement
Division, be conducted by Community Improvement staff or its subcontractors, and
will serve to ensure that planned activities are conducted in a timely manner, to veri-
fy the accuracy of reporting to Community Improvement on program actives and
compliance with U.S. HUD regulations.
21
ffil:V
11 • • - 11 - , 0
"'NIM"a A
FROM: ••- ''• Brewery LLC
151 Commerce '•
Boynton Beach, FIL 33426
Phone •'
SUBJECT: Reimbursement Request
Contract
-------- -------
............ .......
Attached, you will find Invoice # , requesting reimbursement for $
The expenditures for this invoice covers the period of through You
will also find attached, back-up original documentation relating to the expenditures being
involved.
Octavia S. Sherrod
22
MAWK10
ANNUAL INCOME LIMITS
,.
D Income Limits 2014
• . Department of Housing and UrbanDevelopment
D - December
2014 ANNUAL INCOME LIMITS
' Number of
1Persons In
! 1 Very Low Income - ^ Low Income -- Moderate Income - 120%
1 S 50% 80%
Household
1
$22,900
$36,650
$54,960
�_-----------__ _---4.444____------
{ 2
--
$26,150
�- - ----$41,850- ^--�--�-
$62,760
.3$29,400
F..__.___$47,100._
----$70,560
e �
4
$32,650
$52,300
I $78,360
5
$35,300
j $56,500
j $84,720
4 6�__---$37,900
' $60,700
$90,960
7
$40,500
$64,900
i _ $97,200
8 j
$43,100
--F--'-$69,050
— $103,440
23
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EXHIBIT "D"
JOB LIST FOR POSITIONS TO BE CREATED
Job Title
# of Employees (to be
hired
Full -Time Equivalency (select one)
Testing
Brewery
5
Full Time or Part Time
Testing
8
Full Time or Part Time
Ofice/Sales/Supply Chain
2
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
Full Time or Part Time
24
IgAnImMA
Record of Employee Hiring for I
LMLTJ.��CATWNOTJMT.&_JLLZ
(Business Name)
Employee Name:
WOM-m-
Fringe Benefits:
Date of Hire:
Income Status at time of Hire:
MIN= maw 0 - 0
•- • Persons in Household: Family/Household Income: I
Identify documentation used to establish very -low, low and moderate income status at time
of hire. Retain copies of that documentation in company files for four (4) years for future
City or Federal Audits.
25
Octavia Sherrod, Community Improvement Manager
City of Boynton Beach
100 E. Boynton Beach Blvd., Boynton Beach, Florida 33435
DECLARATION OF RESTRICTIONS
1. The undersigned, Copper Top Brewery, LLC, DIBIA Copperpoint Brewing Company., a
corporation duly authorized to do business in the State of Florida, having its principal office at
161 Commerce Rd., Boynton Beach, FL 33426 , hereinafter referred to as "Declarant", for the
property described below, in consideration of funding up to the amount $100,000 dollars
($100,000) received from the City of Boynton Beach Commissioners (the does hereby
grant to the City the following restrictions against the machinery and equipment funded in part
with CDBG dollars, hereinafter referred to as "the Equipment," and tentatively described as:
Beer Filter
Filtering System for Higher Quality Brewing
Keg Washer
Keg Cleaning Automation
Fork Lift
Moving Product and Raw Materials
Growler Filler
Safest/Sanitized/Quality Beer Filler
Compressor
Malt Handling
Movement of malt into brewing process
Bottling Line
-- "W
110pa V77V=.L17Tj-kN - - - - Alui
(in CDBG dollars) as provided through a grant Agreement with the City dated January 20, 20151,
hAW "'11W
agrees to maintain insurance as required in the grant Agreement.
3. The Declarant agrees in regard to the use of the Equipment whose acquisition was funded
through the grant Agreement that for a period not less than ten (10) years afterthe expiration date of
said Agreement, January 20, 2020 (as may be amended from time to time):
(a) The Declarant shall not change the use or planned use, or discontinue use, of the
Equipment (including the beneficiaries of such use) from that for which the acquisition or
notice of, and opportunity to comment on, any such proposed change and either:
M- Ode- 00 Ass—s---
(b) If the Declarant determines, after consultation with affected citizens, that it is appropriate
to change the use of the Equipment to a use which does not qualify under paragraph 3(a)(1)
of this section or discontinue use of the Equipment, it may retain or dispose of the facility for
such use if the City is first reimbursed in the amount of One Hundred ]Thousand Dollars
($100,000) plus the highest legal rate of interest from the time of release of funds by the City
to the Declarant for acquisition of, or improvements to the Equipment. The final
determination of the amount of any such reimbursement to the City under this paragraph
shall be made solely by the City,
9.1
IIJJI!!!lII;IIIIlI!!!J ; %Am
the City shall then release these restrictions as described above.
The Declarant shall obtain approval of the City, through its Economic Development Office in the
event of any proposed sale, conveyance or transfer of the subject Property, Any approved sale or
i n G rece i pi OT a CC) M F I i i i M G n t, eXeC
acceptance of the restrictions and conditions provided herein for the duration of this Declaration.
Lv, with the land whether or not
such commitment is obtained from a subsequent owner.
4. The Declarant agrees to notify the City of any litigation, suits, liens, judgments or pending
Declarant.
5. The Declarant acknowledges and covenants that the provisions specified below constitute
a default under this Declaration for which there may be a forfeiture of the Declarant's title to the
Equipment:
(a) Failure of the Declarant to perform any covenant, agreement, term, or condition
contained herein or in the grant Agreement referenced in Section 2 above.
09"MIM111109 --PAIN IMI
three (3) months of expenditure of such funds by the City. The City shall also become subrogated to
whatever rights the holders of a prior lien might have under such instrument.
39EC I MUrm I I TRS�k'V_Mwl 2
-.et forth herein, for any breach of this Declaration, the City shall have the right to file in a court of
competent jurisdiction in Palm Beach City an action for:
(a) Forfeiture of all the Declarant's rights, title, and interest in the Equipment for a breach of
the restrictive covenants contained in this Declaration;
(b) Due and unpaid real estate taxes, assessments, charges and penalties for which the
Declarant is obligated to pay.
VITJ 9 k 11r.11 0 a to) 4 _X*)M 4 a r-Ap M V I I I I KOM a I 101 KI I I L_710 IM STAI I M 1 W14 Lai is I LOIR Lor -MI -I IN 110 =0 I VININ I rel I ira 0-
27
address shown above. The Declarant shall then have ten (10) working days from the date such
notice is given to cure or correct any default.
with the terms ♦ the • Agreement and this Declaration • Restrictions.
8. Declarant relinouishes all ri hts to alter amend modifj� or release these covenants prior to the
completion of the ten year period described above unless the amendments are in writing and
consented to • the City in writing.
9. In the event of any litigation to enforce the terms of the Declaration, the Declarant agrees to
reimburse the City for all attorney's fees and costs associated with litigation.
M
Executed this —day of 2013
IK ZkOd *IQ ir. 10 RI I Re III kymp t; I I I re-giv I a L� Ir4� 110 Lei g W4� a (OR$ LOA no b -I Is Iggs-I I am
BY:
[name], [title]
ATTEST:
Witness Name
Signature
Witness Name Signature
The forgoing instrument was acknowledged before me this day of
by , who is personally known to me or has produced as
identification and who did (did not) take an oath.
(Signature)
(Print Name)
Notary Public State of Florida at Large
My Commission Expires: (NOTARY SEEA[..)
29
I RESOLUTION R14-066
2
3 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF
4 BOYNTON BEACH, FLORIDA, ADOPTING THE CITY OF
5 BOYNTON BEACH'S COMMUNITY DEVELOPMENT BLOCK
6 GRANT ONE YEAR ACTION PLAN FOR FISCAL YEAR
7 2014/2015; AUTHOR1[ZING THE CITY MANAGER TO SIGN THE
8 AGREEMENTS WITH THE SUB -GRANTEES; AND PROVIDING
9 AN EFFECTIVE DATE.
10
II
12 VMEREAS, the City of Boynton Beach is in its eighteenth year of receiving Federal
13 Grant Funds; and
14 WHEREAS, the One Year Action Plan has been developed with the activities
15 recommended and approved by the City Comn-dssion at their June 3, 2014 meeting; and
16 WHEREAS, approval of the One Year Action Plan will fund services to the
17 community that are eligible under the CDBG program and provided to our community by
is various organizations.
19 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF
20 THE CITY OF BOYNTON BEACH, FLORIDA, THAT:
21 Section 1. The foregoing "Whereas" clauses are hereby ratified and confirmed as
22 being true and correct and are hereby made a specific part of this Resolution upon adoption
23 hereof.
24 Section 2. The City Commission of the City of Boynton Beach. Florida does
25 hereby approve the adoption of the City of Boynton Beach's Community Development Block
26 Grant (CDBG) One Year Action Plan for fiscal year 2014/15, a copy of is is attached
27 1 hereto.
MappO city ebb\autoData\217\jtcms\208\3081\3981\kescr _CD BO-One-Yur-Achon-Plan-2014-15 doc
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Section 3. The City Manager is authorized to sign the Agreements between the
ifto
SAM
Lwlidfr,
or, --,Joe Casello,
k
Commissibner — David T. er
mrnissio
;o —
ssio C M y
Commissioner —Michael AM. Fi