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HomeMy WebLinkAbout2021-01-26 MMSBG approval of 16 Applicant's (CARES) Act Funding. Item#12. C� fIEN , IN4, IDAHG-. MEMO TO CITY COUNCIL Request to Include Topic on the City Council Agenda From: Tori Cleary, Community Development Meeting Date: January 26, 2021 Presenter: Tori Cleary Estimated Time: 0.0 Topic: Approval of Grantee Agreements for the Meridian Small Business Grant Program Recommended Council Action: Approve 16 Grantee Agreements for the Meridian Small Business Grant Program. The following Grantees have been approved through the City's Municipal Small Business Grant Program made possible through Coronavirus Aid, Relief, and Economic Security Act (CARES) Act funding. The Grantees, grant amounts, and grant purposes are listed below: Amount Grantee Approved PPE Testing Inventory Equipment Rent Utilities Apple LLC $15,000.00 X Belara LLC dbo The Goddard School $734.39 X X Big Al'5IF,Inc. $15,000.00 X Boise Basin Landscape&Maintenance Company LLC $15,000.00 X Bright Eyes Coffee,LLC $15,000m X C75 LLC $15,000.00 X FCO Meridian LLC $15,000.00 X Homestead Bar and Grill LLC $5,000,00 X KEXC Inc.dba Express Cafe $10,904.06 X X Meridian Chamber of Commerce $4,544.04 X X Muscle Foods LLC $1,450.00 X PACTT Inc. $15,000.00 X Pivot Operations LLC $15,000.00 X Ritchie Agency LLC $12,313.98 X X Treasure Valley Foot and Ankle $5,000.00 X Vertical View LLC 1 $4,497,081 X X Background: This is the seventh group of Agreements for approval under the Meridian Small Business Grant Program, created through the City Council designation of$1 million of the City's CARES Act funding allocation. Following staff review of applications and confirmation of business/organization eligibility and documentation of qualifying business expenses,grant applications are sent to a Review Committee comprised of the Chief of Staff, Finance Director, and a representative from the Chamber of Commerce Economic Development Committee.Applications are then sent to the State Coronavirus Financial Advisory Committee for approval and funding. With more than $1.2 million in requests in the application queue, the Program officially closed on December 30. There are 15 applicants on a waiting list should some of the applications in the queue not fund at the full amounts requested. To-date, all 87 of the 117 applications forwarded to the State have been approved,totaling$659,747.19 in grant awards. Page 250 Item#12. AGREEMENT BETWEEN CITY OF MERIDIAN AND APPLE,LLC FOR IDAHO REBOUNDS—MUNICIPAL SMALL BUSINESS GRANT FUNDS This Agreement is entered into this day of_JaA+!"f , 2021 by and between the City of Meridian, a municipal corporation organized under the laws of fhe state of Idaho("City")and Apple, LLC, a limited liability company organized under the laws of the state of Idaho ("Grantee"). WHEREAS, having received federal financial assistance, as such term is defined in 2 CFR § 200,40,from the Coronavirus Relief Fund, designated within Title V, section 5001 of the Coronavirus Aid, Relief, and Economic Security Act, P.L. 1 ld-136, 42 U.S.C. § 601 et seq. (the "CARES Act"),the State of Idaho ("State") created the Idaho Rebounds—Municipal Small Business Grant ("MSBG") program to help local businesses and organizations affected by COVID-19 pandemic, enabling cities and counties to provide aid within their community, including by the provision of economic support to those suffering from employment or business interruptions due to COVID-19-related business closures or limitations; and WHEREAS,pursuant to the State's approval of Meridian's MSBG program on September 11, 2020, City seeks to disburse MSBG funds to Meridian small businesses for the reimbursement of expenses incurred due to the COVID-19 pandemic, as set forth in Title V, section 5001 of the CARES Act;Idaho Governor's Executive Order Nos. 2020-07, 2020-08, and 2024-0$A;U.S. Treasury's Coronavirus Relief Fund Guidance for State,Territorial, Local, and Tribal Governments (Dated June 30, 2020);Idaho Rebounds—Municipal Small Business Grant Program Description and Guidance; and the City's MSBG program guidelines(collectively, "MSBG Rules"); and WHEREAS, Grantee submitted to City a complete application for MSBG funds, including all related materials;and City and Grantee wish to enter into a cooperative agreement for the investment of MSBG funds For the purposes described therein; and WHEREAS, it is acknowledged by the Parties that although the State has approved the Meridian MSBG program and has generally committed the funds as set forth in this Agreement for such purpose, availability of these funds to City, and thus to Grantee, is subject to the State"s approval of Grantee's application and release of such funds to City, and that City's obligation to provide funding to Grantee under this Agreement is provisional,pending the approval and release of such funds to City; NOW, THEREFORE, in consideration of the mutual covenants of the parties, the Parties agree as follows: I. STATEMENT OF WORD A. Activities. Grantee shall use City's MSBG funds in an amount not to exceed fifteen thousand dollars($15,000), for the approved expenses, as set forth in Exhibit A. Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement, the MSBG Rules. B. Current eligibility. Grantee certifies that Grantee is eligible to receive MSBG funds, and that Grantee meets each of the following criteria: 1. Grantee has 500 or fewer employees. 2. Grantee is a business operating in the City of Meridian, Idaho city limits. MSBG GRANTEE AGREEMENT PAGE l Page 251 Item#12. 3. Grantee has an official EIN. 4. Grantee is an Idaho-domiciled business. 5. Grantee incurred and paid the expenses for which the MSBG funds are awarded. b. Grantee has incurred expense caused by COVID-19 related incidents, decisions, or qualified business interruption(e.g., local closure orders, need for personal protective equipment, social distancing requirements, increased costs, disrupted supply network, etc.). 7. The expenses for which the MSBG funds are awarded were incurred between June 20, 2020 and December 30, 2020. 8. Grantee has not received funds for the expenses for which the MSBG funds are awarded from other COVID-19 grant programs. 9. Grantee does not exist for the purpose of advancing partisan political activities or the business does not directly lobby federal or state officials, defined as having had a registered lobbyist at any point during 2020. 10. Grantee is compliant in all respects with all COVID-19 related orders, laws, ordinances, and regulations. C. Ongoing eligibility; duplication of benefits. Grantee shall notify City immediately if, for any reason, Grantee no longer qualifies for MSBG funds due to a change in compliance with one or more of the enumerated eligibility criteria. If Grantee receives or applies for other funding sources for the expenses described in this Agreement, Grantee shall immediately notify the City's Economic Development Administrator. D. Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses, as set forth in Exhibit A, up to fifteen thousand dollars($15,000.00), within thirty(30) days of receipt of the specified funds by City. E. Disclosure and retention of records. Grantee acknowledges and understands that records submitted for the purposes of applying for MSBG funds; compliance with the terms of this Agreement or law;and/or audit by City, State, or federal agency shall be public records subject to disclosure by City and/or State pursuant to such agencies' respective obligations to comply with the Idaho Public Records Act ("IPRA7), and may be posted online by the State of Idaho, Insofar as such records are exempt from disclosure under IPRA or other provision of law, City shall make reasonable efforts to avoid and/or prevent their disclosure. Grantee shall retain all records pertinent to the expenditures incurred under this Agreement for a period of five(5)years after completion of all activities funded under this Agreement. The name of the business and the amount of grant funds received will be identified on the transparent.idaho.gov website and on the City of Meridian's Economic Development webpage, and may be disclosed upon request in accordance with the Idaho Public Records Act. II. GENERAL CONDITIONS A. Contingent on funding. It is acknowledged by the Parties that although the State has approved the Meridian MSBG program and the State has generally committed the funds as set forth in this Agreement for such purpose, availability of MSBG funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City_ Unless and until the State approves Grantee's application and releases the funds to City, City shall have no contractual, legal, or equitable obligation to Grantee, whether under this Agreement or by any other legal or equitable claim. In the event that MSBG funds for the purposes set forth in this Agreement MSBG GRANTEE AGREEMENT PAfrE 2 Page 252 Item#12. are:not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee,whether under this Agreement or under any legal or equitable claim. B. Notices. All notices required to be given by either of the parties hereto shall be in writing and be deemed communicated when personally served, or mailed in the United States mail, addressed as follows: If to City: If to Grantee: City of Meridian Apple, LLC Attn: Economic Development Administrator ATTN: Blaine Jacobson 33 E. Broadway Avenue 2233 E Bluestem Ln Meridian, Idaho 83642 Boise, ID 83706 Either party may change its authorized representative and/or address for the purpose of this paragraph by giving written notice of such change to the other party in the manner herein provided. C. Indemnity. Grantee, and each and all of its employees, agents, contractors, officials, officers, servants, guests, and/or invitees shall hold harmless, defend and indemnify City from and for all losses, claims,actions, liabilities, and/or judgments for: damages or injury to persons or property and/or losses and expenses caused or incurred by Grantee and/or its employees, agents, contractors, officials, officers, servants, guests, and/or invitees; and other costs, including litigation costs and attorneys' fees, arising out of, resulting from, or in connection with the performance of this Agreement and not caused by or arising out of the tortious conduct of City or any employee, contractor, or agent thereof. Grantee acknowledges that participation in this program carries risks, some of which may be unknown, and does agree to assume all such known or unknown risks. D. Uniform compliance requirements. Grantee shall comply with applicable uniform administrative requirements, cost principles, and audit requirements for federal awards, as described in 2 CFR§§ 200 et. seq. E. Nondiscrimination. Grantee will not discriminate against any employee or applicant for employment or services because of race, color, creed,religion, ancestry, national origin, sex, disability or other handicap,age, marital status or status with regard to public assistance. F. Termination. Either Party may terminate this Agreement for cause by providing written notice to the other of the basis of termination. The defaulting Party shall have five (5) days to cure the deficiency or non-compliance. If the deficiency or non-compliance is not cured within this time period,the other Party shall terminate this Agreement for cause. In addition to termination of this Agreement and/or any other remedies as provided by law, City may declare Grantee ineligible for any further participation in City grant programming. 1. Termination for convenience. City may terminate this Agreement by, at least thirty(30) days before the effective date of such termination, giving written notice to Grantee of such termination and specifying the effective date thereof. 2. Termination for cause. Termination of this Agreement, in whole or in part,may occur for cause,which shall include, but shall not be limited to, the following: a. Failure to comply with any provision of this Agreement, the MSBG Rules, or any rule, regulation, statute,executive order,or U.S. Treasury, State,or City guideline, policy or directive as may become applicable at any time; b. Failure to fulfill in a timely and proper manner its obligations under this Agreement; MSBG GRANTEE AGREEMENT PAGE 3 page 253 c. Improper use of funds provided under this Agreement; or d. Submission of receipts, reports,or documents that are incorrect or incomplete in any material respect. 3. Void if funds not available. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee,whether under this Agreement 6r under any legal or equitable claim. G. Repayment. In the event of termination-for cause attributable to Grantee's acts or omissions, Grantee shall, within fourteen(14) days of City's demand, reimburse City for all MSBG funds disbursed. H. Assignment. Grantee shall not assign or transfer any interest in this agreement without prior written consent of City. I. Non-waiver. Failure of either party to promptly enforce the strict performance of any term of this Agreement shall not constitute a waiver or relinquishment of any party's right to thereafter enforce such term, and any right or remedy hereunder may be asserted at any time,notwithstanding delay in enforcement. J. Compliance with law. Throughout the course of this Agreement, Grantee shall comply with any and all applicable federal, state, and local laws. K. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. L. Entire Agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral or written, whether previous to the execution hereof or contemporaneous herewith. The parties hereto may amend this Agreement at any time provided that such amendments are executed in writing, approved by City's governing body, and signed by a duly authorized representative of each party. IN WITNESS WHEREOF,the parties shall cause this Agreement to be executed by their duly authorized officers to be effective as of the day and year first above written. GRANTEE: Apple, LLC - at.,- Blaine Jacobson CITY: City of Meridian Attest: By: Robert E. Simison, Mayor 1-26-2021 Chris Johnson, City Clerk 1-26-2021 MSBG GRANTEE AGR.EEmENT PAGE 4 Page 254 Item#12. EXHMIT A: APPROVED EXPENSES Eligible Expense Amount Rent 9/1/2020 $3,910.00 10/1/2020 $3,910.00 11/1/2020 $3,910.00 12/3/2020 $3,910.00 Total Eligible Expenses $15,640.00 Approved Amount $15,000.00 MSBG GRANTEE AGREEMENT PAGE 5 Page 255 Item#12. FIRST AMENDMENT TO AGREEMENT BETWEEN CITY OF MERIDIAN AND BALARA LLC DBA THE GODDARD SCHOOL FOR IDAHO REBOUNDS—MUNICIPAL SMALL BUSINESS GRANT FUNDS This First Amendment to Agreement Between City of Meridian and Balara LLC DBA The Goddard School fo^r Idaho Rebounds—Municipal Small Business Grant Funds ("First Amendment") is entered into this-I-day of -SpgjVA9 y, 2021 ("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ( "City') and Balara LLC DBA The Goddard School, a limited liability company organized under the laws of the state of Idaho ("Grantee"). WHEREAS,the Parties seek by this First Amendment to modify the Agreement Between City of Meridian and Grantee for Idaho Rebounds-- Municipal Small Business Grant Funds ("Agreement"); NOW, THEREFORE, in consideration of the mutual covenants of the parties, the Parties agree as follows: I. SECTION I.A.AMENDED. Section I.A of the Agreement shall be amended to read as follows: A. Activities. Grantee shall use City's MSBG funds in an amount not to exceed seven hundred thirty four dollars and thirty nine cents ($734.39), for the approved expenses, as set forth in Exhibit A. Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement,the MSBG Rules. II. SECTION LD AMENDED. Section I.D of the Agreement shall be amended to read as follows: D. Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses, as set forth in Exhibit A, up to fifteen thousand dollars ($15,000.00), within thirty (30) days of receipt of the specified funds by City. III.NO ADDITIONAL.MODIFICATIONS. The Parties agree that except as expressly modified by this First Amendment, all provisions of the original Agreement, including recitals and exhibits thereto, shall remain in full force and effect. No other understanding, whether oral or written, whether made prior to or contemporaneously with this First Amendment shall be deemed to enlarge, limit or otherwise affect the operation of the Agreement or this amendment thereto, IN WITNESS WHEREOF, the parties shall cause this First Amendment to be executed by their duly authorized officers to be effective as of the Effective Date first above written. GRANTEE: Balara LM DBA The Goddard School Rick Antl, Owner CITY OF MERIDIAN: BY: Attest: Robert E. Simison, Mayor 1-26-2021 Chris Johnson, City Clerk 1-26-2021 FIRST AMENDMENT TO MSBG AGREEMENT Paul: I Page 256 Item#12. EXHIBIT A: APPROVED EXPENSES Previously Requested Expenses Eligible Expense Amount Idaho Power-June 33.32 Idaho Power-July 498.68 Idaho Power-August 636.61 Idaho Power-September 445.09 Walmart-Face Masks 211.89 Target-Face Masks 127.20 Walmart-Thermometer 116.58 Amazon-Thermometer 127.18 Waxie-6/24/20 Invoice-PPE 69.61 Waxie-6/29/20 Invoice-PPE 272.37 Waxie-7/6/20 Invoice-PPE 188.67 Waxie-7/9/20 Invoice-PPE 125.78 Waxie-7/22/20 Invoice-PPE 301.18 Waxie-8/25/20 Invoice-PPE 125.78 Waxie-8/31/20 Invoice-PPE 57.99 Waxie-8/31/20 Invoice-PPE 219.59 Waxie-8/11/20 Invoice-PPE 311.47 Waxie-8/25/20 Invoice-PPE 283.96 Waxie-9/17/20 Invoice-PPE 189.38 Waxie-9/18/20 Invoice-PPE 475.47 Waxie-9/22/20 Invoice-PPE 67.56 Waxie-9/22/20 Invoice-PPE 222.49 Waxie-10/2/20 Invoice-PPE 178.50 Waxie-10/13/20 Invoice-PPE 87.16 Waxie-10/13/20 Invoice-PPE 244.16 Walmart-Gloves 362.52 Total Eligible Expenses 5,980.19 Current Request Eligible Expense Amount Idaho Power-December 336.14 Waxie-11/19/20 Invoice-PPE 127.20 Waxie-11/19/20 Invoice-PPE 145.27 Waxie-11/23/20 Invoice-PPE 125.78 Total Eligible Expenses 734.39 FIRST AMENDMENT TO MSBG AGRFIiMENT PAGE.2 page 257 Item#12. AGREEMENT BETWEEN CITY OF MERIDIAN AND BIG AL'S III, INC. FOR IDAHO REBOUNDS—MUNICIPAL SMALL BUSINESS GRANT FUNDS This Agreement is entered into this 26th day of January 2021 by and between the City of Meridian, a municipal corporation organized under the laws of the state of Idaho ("City")and Big Al's III, Inc., a general business corporation organized under the laws of the state of Idaho ("Grantee"). WHEREAS, hating received federal financial assistance, as such term is defined in 2 CFR § 200.40, from the Coronavirus Relief Fund, designated within Title V, section 5001 of the Coronavirus Aid, Relief, and Economic Security Act, P-L. 116-136,42 U.S.C. § 601 et seq. (the"CARES Act"),the State of Idaho ("State") created the Idaho Rebounds--Municipal Small Business Grant ("MSBG") program to help local businesses and organizations affected by COVID-19 pandemic, enabling cities and counties to provide aid within their community, including by the provision of economic support to those suffering from employment or business interruptions due to COVID-I 9-related business closures or limitations; and WHEREAS,pursuant to the State's approval of Meridian's MSBG program on September 11, 2020, City seeks to disburse MSBG funds to Meridian small businesses for the reimbursement of expenses incurred due to the COVID-19 pandemic, as set forth in Title V, section 5001 of the CARES Act; Idaho Governor's Executive Order Nos. 2020-07, 2020-08, and 2020-08A; U.S. Treasury's Coronavirus Relief Fund Guidance for State, Territorial, Local, and Tribal Governments(Dated June 30, 2020); Idaho Rebounds—Municipal Small Business Grant Program Description and Guidance; and the City's MSBG program guidelines(collectively, "MSBG Rules"); and WHEREAS, Grantee submitted to City a complete application for MSBG funds, including all related materials; and City and Grantee wish to enter into a cooperative agreement for the investment of MSBG funds for the purposes described therein; and WHEREAS, it is acknowledged by the Parties that although the State has approved the Meridian MSBG program and has generally committed the funds as set forth in this Agreement for such purpose, availability of these funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City, and that City's obligation to provide funding to Grantee under this Agreement is provisional, pending the approval and release of such funds to City; NOW, THEREFORE, in consideration of the mutual covenants of the parties, the Parties agree as follows: I. STATEMENT OF WORK A. Activities. Grantee shall use City's MSBG funds in an amount not to exceed fifteen thousand dollars ($15,000), for the approved expenses, as set forth in Exhibit A. Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement, the MSBG Rules. B. Current eligibility. Grantee certifies that Grantee is eligible to receive MSBG funds, and that Grantee meets each of the following criteria: Z. Grantee has 500 or fewer employees. MSBG GRANTEE AGREEMENT PAGE I Page 258 Item#12. 2. Grantee is a business operating in the City of Meridian, .Idaho city limits. 3. Grantee has an official EIN. 4. Grantee is an Idaho-domiciled business. 5. Grantee incurred and paid the expenses for which the MSBG funds are awarded. d. Grantee has incurred expense caused by COVID-19 related incidents, decisions, or qualified business interruption(e.g., local closure orders, need for personal protective equipment, social distancing requirements, increased costs, disrupted supply network, etc.). 7. The expenses for which the MSBG funds are awarded were incurred between June 20, 2020 and December 30, 2020. 8. Grantee has not received funds for the expenses for which the MSBG funds are awarded from other COVID-19 grant programs. 9. Grantee does not exist for the purpose of advancing partisan political activities or the business does not directly lobby federal or state officials, defined as having had a registered lobbyist at any point during 2020. 10. Grantee is compliant in all respects with all COVID-19 related orders, laws, ordinances, and regulations. C. Ongoing eligibility; duplication of benefits. Grantee shall notify City immediately if, for any reason, Grantee no longer qualifies for MSBG funds due to a change in compliance with one or more of the enumerated eligibility criteria. If Grantee receives or applies for other funding sources for the expenses described in this Agreement, Grantee shall immediately notify the City's Economic Development Administrator. D. Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses, as set forth in Exhibit A,up to fifteen thousand dollars ($I5,000.00), within thirty(30) days of receipt of the specified funds by City. E. Disclosure and retention of records. Grantee acknowledges and understands that records submitted for the purposes of applying for MSBG funds; compliance with the terms of this Agreement or law; and/or audit by City, State, or federal agency shall be public records subject to disclosure by City and/or State pursuant to such agencies' respective obligations to comply with the Idaho Public Records Act C IPRA"), and may be posted online by the State of Idaho. Insofar as such records are exempt from disclosure under IPRA or other provision of law, City shall make reasonable efforts to avoid and/or prevent their disclosure. Grantee shall retain all records pertinent to the expenditures incurred under this Agreement for a period of five (5) years after completion of all activities funded under this Agreement. The name of the business and the amount of grant funds received will be identified on the transparent.idaho.gov website and on the City of Meridian's Economic Development webpage, and may be disclosed upon request in accordance with the Idaho Public Records Act. II. GENERAL CONDITIONS A. Contingent on funding. It is acknowledged by the Parties that although the State has approved the Meridian MSBG program and the State has generally committed the funds as set forth in this Agreement for such purpose, availability of MSBG funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City. Unless and until the State approves Grantee's application and releases the funds to City, City shall have no contractual, legal, or equitable obligation to Grantee, whether under this Agreement or by any other MSBG GRANTEE Ac REEAENT PAGE 2 Page 259 Item#12. legal or equitable claim. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City,this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. B. Notices. All notices required to be given by either of the parties hereto shall be in writing and be deemed communicated when personally served, or mailed in the United States mail, addressed as follows: If to City: If to Grantee: City of Meridian Big Al's III, Inc. Attn: Economic Development Administrator ATTN: Kelley Gaylor 33 E. Broadway Avenue 1900 N Eagle Rd Meridian, Idaho 83642 Meridian, ID 83646 Either party may change its authorized representative and/or address for the purpose of this paragraph by giving written notice of such change to the other party in the manner herein provided. C. Indemnity. Grantee, and each and all of its employees, agents, contractors, officials, officers, servants, guests, and/or invitees shall hold harmless, defend and indemnify City from and for all losses, claims, actions, liabilities, and/or judgments for: damages or injury to persons or property and/or losses and expenses caused or incurred by Grantee and/or its employees, agents, contractors, officials, officers, servants, guests, and/or invitees; and other costs,including litigation costs and attorneys' fees, arising out of, resulting from, or in connection with the performance of this Agreement and not caused by or arising out of the tortious conduct of City or any employee, contractor,or agent thereof. Grantee acknowledges that participation in this program carries risks, some of which may be unknown, and does agree to assume all such known or unknown risks. D. Uniform compliance requirements. Grantee shall comply with applicable uniform administrative requirements, cost principles, and audit requirements for federal awards, as described in 2 CFR §§ 200 et. seq_ E. Nondiscrimination. Grantee will not discriminate against any employee or applicant for employment or services because of race, color, creed,religion, ancestry, national origin, sex, disability or other handicap, age, marital status or status with regard to public assistance. F. Termination. Either Party may terminate this Agreement for cause by providing written notice to the other of the basis of termination. The defaulting Party shall have five (5) days to cure the deficiency or non-compliance. If the deficiency or non-compliance is not cured within this time period, the other Party shall terminate this Agreement for cause. In addition to termination of this Agreement and/or any other remedies as provided by law, City may declare Grantee ineligible for any further participation in City grant programming. I. Termination for convenience. City may terminate this Agreement by, at least thirty(30) days before the effective date of such termination, giving written notice to Grantee of such termination and specifying the effective date thereof. 2. Termination for cause. Termination of this Agreement, in whole or in part,may occur for cause, which shall include, but shall not be limited to, the following: a. Failure to comply with any provision of this Agreement, the MSBG Rules, or any rule, regulation, statute, executive order, or U.S. Treasury, State, or City guideline, policy or directive as may become applicable at any time; MSBG GRANTEE AGREEMENT PAGE 3 Page 260 Item#12. b- Failure to fulfill in a timely and proper manner its obligations under this Agreement; c. Improper use of funds provided under this Agreement; or d. Submission of receipts,reports, or documents that are incorrect or incomplete in any material respect. 3. Void if funds not available. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. G. Repayment. In the event of termination for cause attributable to Grantee's acts or omissions, Grantee shall, within fourteen(14) days of City's demand, reimburse City for all MSBG funds disbursed. H. Assignment. Grantee shall not assign or transfer any interest in this agreement without prior written consent of City. I. Non-waiver. Failure of either party to promptly enforce the strict performance of any term of this Agreement shall not constitute a waiver or relinquishment of any party's right to thereafter enforce such term, and any right or remedy hereunder may be asserted at any time, notwithstanding delay in enforcement. J. Compliance with law. Throughout the course of this Agreement, Grantee shall comply with any and all applicable federal, state, and local laws. K. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. L. Entire Agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral or written, whether previous to the execution hereof or contemporaneous herewith. The parties hereto may amend this Agreement at any time provided that such amendments are executed in writing, approved by City's governing body, and signed by a duly authorized representative of each party. IN WITNESS WHEREOF, the parties shall cause this Agreement to be executed by their duly authorized officers to be effective as of the day and year first above written. GRANTEE: Big Al's 11I,Inc. Kelley Gaylo CITY: City of Meridian Attest: By: Robert E. Simison, Mayor 1-26-2021 Chris Johnson, City Clerk 1-26-2021 MSBG GRANTEE AGREEMENT PACE 4 Page 261 Item#12. EXMBrr A: APPROVED EXPENSES Eligible Expense Amount Rent- November 76490.47 Total Eligible Expenses 76,490.47 Approved Amount 15,000.00 MSBG GxANTES AGREEMENT PAGE Page 262 Item#12. AGREEMENT BETWEEN CITY OF MERIDIAN AND BOISE BASIN LANDSCAPE & MAINTENANCE COMPANY, LLC FOR IDAHO REBOUNDS—MUNICIPAL SMALL BUSINESS GRANT FUNDS This Agreement is entered into this 11 day of January , 2021 by and between the City of Meridian, a municipal corporation organized under the laws of the state of Idaho ("City") and Boise Basin Landscape &Maintenance Company, LLC, a limited liability company organized under the laws of the state of Idaho ("Grantee"). WHEREAS, having received federal financial assistance, as such term is defined in 2 CFR § 200.40, from the Coronavirus Relief Fund, designated within Title V, section 5001 of the Coronavirus Aid, Relief, and Economic Security Act, P.L. 116-136, 42 U.S.C. § 601 et seq. (the "CARES Act"), the State of Idaho ("State") created the Idaho Rebounds—Municipal Small Business Grant ("MSBG") program to help local businesses and organizations affected by COVID-19 pandemic, enabling cities and counties to provide aid within their community, including by the provision of economic support to those suffering from employment or business interruptions due to COVID-19-related business closures or limitations; and WHEREAS,pursuant to the State's approval of Meridian's MSBG program on September 11, 2020, City seeks to disburse MSBG funds to Meridian small businesses for the reimbursement of expenses incurred due to the COVID-19 pandemic, as set forth in Title V, section 5001 of the CARES Act; Idaho Governor's Executive Order Nos. 2020-07, 2020-08, and 2020-08A; U.S. Treasury's Coronavirus Relief Fund Guidance for State, Territorial, Local, and Tribal Governments (Dated June 30, 2020); Idaho Rebounds—Municipal Small Business Grant Program Description and Guidance; and the City's MSBG program guidelines (collectively, "MSBG Rules"); and WHEREAS, Grantee submitted to City a complete application for MSBG funds, including all related materials; and City and Grantee wish to enter into a cooperative agreement for the investment of MSBG funds for the purposes described therein; and WHEREAS, it is acknowledged by the Parties that although the State has approved the Meridian MSBG program and has generally committed the funds as set forth in this Agreement for such purpose, availability of these funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City, and that City's obligation to provide funding to Grantee under this Agreement is provisional, pending the approval and release of such funds to City; NOW, THEREFORE, in consideration of the mutual covenants of the parties, the Parties agree as follows: I. STATEMENT OF WORK A. Activities. Grantee shall use City's MSBG funds in an amount not to exceed fifteen thousand dollars ($15,000), for the approved expenses, as set forth in Exhibit A. Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement, the MSBG Rules. B. Current eligibility. Grantee certifies that Grantee is eligible to receive MSBG funds, and that Grantee meets each of the following criteria: MSBG GRANTEE AGREEMENT PAGE 1 page 263 Item#12. 1. Grantee has 500 or fewer employees. 2. Grantee is a business operating in the City of Meridian, Idaho city limits. 3. Grantee has an official EIN. 4. Grantee is an Idaho-domiciled business. 5. Grantee incurred and paid the expenses for which the MSBG funds are awarded. 6. Grantee has incurred expense caused by COVID-19 related incidents, decisions, or qualified business interruption(e.g., local closure orders, need for personal protective equipment, social distancing requirements, increased costs, disrupted supply network, etc.). 7. The expenses for which the MSBG funds are awarded were incurred between June 20, 2020 and December 30, 2020. 8. Grantee has not received funds for the expenses for which the MSBG funds are awarded from other COVID-19 grant programs. 9. Grantee does not exist for the purpose of advancing partisan political activities or the business does not directly lobby federal or state officials, defined as having had a registered lobbyist at any point during 2020. 10. Grantee is compliant in all respects with all COVID-19 related orders, laws, ordinances, and regulations. C. Ongoing eligibility; duplication of benefits. Grantee shall notify City immediately if, for any reason, Grantee no longer qualifies for MSBG funds due to a change in compliance with one or more of the enumerated eligibility criteria. If Grantee receives or applies for other funding sources for the expenses described in this Agreement, Grantee shall immediately notify the City's Economic Development Administrator. D. Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses, as set forth in Exhibit A, up to fifteen thousand dollars ($15,000.00), within thirty(30) days of receipt of the specified funds by City. E. Disclosure and retention of records. Grantee acknowledges and understands that records submitted for the purposes of applying for MSBG funds; compliance with the terms of this Agreement or law; and/or audit by City, State, or federal agency shall be public records subject to disclosure by City and/or State pursuant to such agencies' respective obligations to comply with the Idaho Public Records Act ("IPRA"), and may be posted online by the State of Idaho. Insofar as such records are exempt from disclosure under IPRA or other provision of law, City shall make reasonable efforts to avoid and/or prevent their disclosure. Grantee shall retain all records pertinent to the expenditures incurred under this Agreement for a period of five (5) years after completion of all activities funded under this Agreement. The name of the business and the amount of grant funds received will be identified on the transparent.idaho.gov website and on the City of Meridian's Economic Development webpage, and may be disclosed upon request in accordance with the Idaho Public Records Act. II. GENERAL CONDITIONS A. Contingent on funding. It is acknowledged by the Parties that although the State has approved the Meridian MSBG program and the State has generally committed the funds as set forth in this Agreement for such purpose, availability of MSBG funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City. Unless and until the State approves Grantee's application and releases the funds to City, City shall have no MSBG GRANTEE AGREEMENT PAGE 2 page 264 Item#12. contractual, legal, or equitable obligation to Grantee, whether under this Agreement or by any other legal or equitable claim. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. B. Notices. All notices required to be given by either of the parties hereto shall be in writing and be deemed communicated when personally served, or mailed in the United States mail, addressed as follows: If to City: If to Grantee: City of Meridian Boise Basin Landscape &Maintenance Attn: Economic Development Administrator Company, LLC 33 E. Broadway Avenue ATTN: Robert Lee Meridian, Idaho 83642 265 E. 5th Street Meridian, ID Either party may change its authorized representative and/or address for the purpose of this paragraph by giving written notice of such change to the other party in the manner herein provided. C. Indemnity. Grantee, and each and all of its employees, agents, contractors, officials, officers, servants, guests, and/or invitees shall hold harmless, defend and indemnify City from and for all losses, claims, actions, liabilities, and/or judgments for: damages or injury to persons or property and/or losses and expenses caused or incurred by Grantee and/or its employees, agents, contractors, officials, officers, servants, guests, and/or invitees; and other costs, including litigation costs and attorneys' fees, arising out of, resulting from, or in connection with the performance of this Agreement and not caused by or arising out of the tortious conduct of City or any employee, contractor, or agent thereof. Grantee acknowledges that participation in this program carries risks, some of which may be unknown, and does agree to assume all such known or unknown risks. D. Uniform compliance requirements. Grantee shall comply with applicable uniform administrative requirements, cost principles, and audit requirements for federal awards, as described in 2 CFR §§ 200 et. seq. E. Nondiscrimination. Grantee will not discriminate against any employee or applicant for employment or services because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital status or status with regard to public assistance. F. Termination. Either Party may terminate this Agreement for cause by providing written notice to the other of the basis of termination. The defaulting Party shall have five (5) days to cure the deficiency or non-compliance. If the deficiency or non-compliance is not cured within this time period, the other Party shall terminate this Agreement for cause. In addition to termination of this Agreement and/or any other remedies as provided by law, City may declare Grantee ineligible for any further participation in City grant programming. 1. Termination for convenience. City may terminate this Agreement by, at least thirty(30) days before the effective date of such termination, giving written notice to Grantee of such termination and specifying the effective date thereof. 2. Termination for cause. Termination of this Agreement, in whole or in part, may occur for cause, which shall include, but shall not be limited to, the following: a. Failure to comply with any provision of this Agreement, the MSBG Rules, or any rule, MSBG GRANTEE AGREEMENT PAGE 3 page 265 Item#12. regulation, statute, executive order, or U.S. Treasury, State, or City guideline, policy or directive as may become applicable at any time; b. Failure to fulfill in a timely and proper manner its obligations under this Agreement; c. Improper use of funds provided under this Agreement; or d. Submission of receipts, reports, or documents that are incorrect or incomplete in any material respect. 3. Void if funds not available. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. G. Repayment. In the event of termination for cause attributable to Grantee's acts or omissions, Grantee shall, within fourteen(14) days of City's demand, reimburse City for all MSBG funds disbursed. H. Assignment. Grantee shall not assign or transfer any interest in this agreement without prior written consent of City. L Non-waiver. Failure of either party to promptly enforce the strict performance of any term of this Agreement shall not constitute a waiver or relinquishment of any party's right to thereafter enforce such term, and any right or remedy hereunder may be asserted at any time, notwithstanding delay in enforcement. J. Compliance with law. Throughout the course of this Agreement, Grantee shall comply with any and all applicable federal, state, and local laws. K. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. L. Entire Agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral or written, whether previous to the execution hereof or contemporaneous herewith. The parties hereto may amend this Agreement at any time provided that such amendments are executed in writing, approved by City's governing body, and signed by a duly authorized representative of each party. IN WITNESS WHEREOF, the parties shall cause this Agreement to be executed by their duly authorized officers to be effective as of the day and year first above written. GRANTEE: Boise Basin Landscape &Maintenance Company, LLC Robert Lee Robert Lee CITY: City of Meridian Attest: By: Robert E. Simison, Mayor 1-26-2021 Chris Johnson, City Clerk 1-26-2021 MSBG GRANTEE AGREEMENT PAGE 4 page 266 Item#12. EXHIBIT A: APPROVED EXPENSES Eligible Expense Amount Rent-December 2500.00 Rent—November 2500.00 Rent—October 2500.00 Rent—September 2500.00 Rent—August 2500.00 Rent—July 2500.00 Total Eligible Expenses 15,000.00 Approved Amount 15,000.00 MSBG GRANTEE AGREEMENT PAGE 5 page 267 Item#12. AGREEMENT BETWEEN CITY OF MERIDIAN AND BRIGHT EYE COFFEE,LLC FOR IDAHO REBOUNDS—MUNICIPAL SMALL BUSINESS GRANT FUNDS This Agreement is entered into this day of,TAA,JA LtN , 2021 by and between the City of Meridian, a municipal corporation organized under the aws of the state of Idaho ("City") and Bright Eye Coffee, LLC, a limited liability company organized under the laws of the state of Idaho ("Grantee"). WHEREAS,having received federal financial assistance, as such term is defined in 2 CFR § 200.40, from the Coronavirus Relief Fund, designated within Title V, section 5001 of the Coronavirus Aid,Relief, and Economic Security Act,P.L. 116-136, 42 U.S.C. § 601 et seq. (the "CARES Act"),the State of Idaho ("State") created the Idaho Rebounds—Municipal Small Business Grant ("MSBG") program to help local businesses and organizations affected by COVID-19 pandemic, enabling cities and counties to provide aid within their community, including by the provision of economic support to those suffering from employment or business interruptions due to COVID-19-related business closures or limitations; and WHEREAS,pursuant to the State's approval of Meridian's MSBG program on September 11, 2020, City seeks to disburse MSBG funds to Meridian small businesses for the reimbursement of expenses incurred due to the COVID-19 pandemic, as set forth in Title V, section 5001 of the CARES Act; Idaho Governor's Executive Order Nos. 2020-07, 2020-08,and 2020-08A; U.S. Treasury's Coronavirus Relief Fund Guidance for State, Territorial, Local, and Tribal Governments (Dated June 30, 2020); Idaho Rebounds—Municipal Small Business Grant Program Description and Guidance; and the City's MSBG program guidelines (collectively, "MSBG Rules"); and WHEREAS,Grantee submitted to City a complete application for MSBG funds, including all related materials; and City and Grantee wish to enter into a cooperative agreement for the investment of MSBG funds for the purposes described therein; and WHEREAS, it is acknowledged by the Parties that although the State has approved the Meridian MSBG program and has generally committed the funds as set forth in this Agreement for such purpose, availability of these funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City, and that City's obligation to provide funding to Grantee under this Agreement is provisional, pending the approval and release of such funds to City; NOW, THEREFORE, in consideration of the mutual covenants of the parties, the Parties agree as follows: I. STATEMENT OF WORK A. Activities. Grantee shall use City's MSBG funds in an amount not to exceed fifteen thousand dollars ($15,000), for the approved expenses, as set forth in Exhibit A. Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement, the MSBG Rules. B. Current eligibility. Grantee certifies that Grantee is eligible to receive MSBG funds, and that Grantee meets each of the following criteria: MSBG GRANTEE AGRFFmENT PAGE 1 Page 268 Item#12. 1. Grantee has 500 or fewer employees. 2. Grantee is a business operating in the City of Meridian, Idaho city limits. 3. Grantee has an official EIN. 4. Grantee is an Idaho-domiciled business. S. Grantee incurred and paid the expenses for which the MSBG funds are awarded. 6. Grantee has incurred expense caused by COVID-19 related incidents, decisions, or qualified business interruption(e.g., local closure orders, need for personal protective equipment, social distancing requirements, increased costs, disrupted supply network, etc.). 7. The expenses for which the MSBG funds are awarded were incurred between June 20, 2020 and December 30, 2020. 8. Grantee has not received fiends for the expenses for which the MSBG funds are awarded from other COVID-19 grant programs. 9. Grantee does not exist for the purpose of advancing partisan political activities or the business does not directly lobby federal or state officials, defined as having had a registered lobbyist at any point during 2020. 10. Grantee is compliant in all respects with all COVID-19 related orders, laws, ordinances, and regulations. C. Ongoing eligibility; duplication of benefits. Grantee shall notify City immediately if, for any reason., Grantee no longer qualifies for MSBG fiends due to a change in compliance with one or more of the enumerated eligibility criteria. If Grantee receives or applies for other funding sources for the expenses described in this Agreement, Grantee shall immediately notify the City's Economic Development Administrator. D. Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses, as set forth in Exhibit A, up to fifteen thousand dollars (S15,000.00), within thirty(30) days of receipt of the specified funds by City. E. Disclosure and retention of records. Grantee acknowledges and understands that records submitted for the purposes of applying for MSBG funds; compliance with the terms of this Agreement or law; and/or audit by City, State, or federal agency shall be public records subject to disclosure by City and/or State pursuant to such agencies' respective obligations to comply with the Idaho Public Records Act ("IPRA"), and may be posted online by the State of Idaho. Insofar as such records are exempt from disclosure under IPRA or other provision of law, City shall make reasonable efforts to avoid and/or prevent their disclosure. Grantee shall retain all records pertinent to the expenditures incurred under this Agreement for a period of five (5) years after completion of all activities funded under this Agreement. The name of the business and the amount of grant funds received will be identified on the transparent,idaho.gov website and on the City of Meridian's Economic Development webpage, and may be disclosed upon request in accordance with the Idaho Public Records Act. H. GENERAL CONDITIONS A. Contingent on funding. It is acknowledged by the Parties that although the State has approved the Meridian MSBG program and the State has generally committed the fiends as set forth in this Agreement for such purpose, availability of MSBG funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City. Unless and until the State approves Grantee's application and releases the funds to City, City shall have no MSBG GRANTEE AGREEMENT PAGE 2 Page 269 Item#12. contractual, legal, or equitable obligation to Grantee,whether under this Agreement or by any other legal or equitable claim. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. B. Notices. All notices required to be given by either of the parties hereto shall be in writing and be deemed communicated when personally served, or mailed in the United States mail, addressed as follows: If to City: If to Grantee: City of Meridian Bright Eye Coffee, LLC Attn: Economic Development Administrator ATTN: Jessica Maschmann, Owner 33 E. Broadway Avenue 23188 Canyon Ln Meridian, Idaho 83642 Caldwell, ID 83607 Either party may change its authorized representative and/or address for the purpose of this paragraph by giving written notice of such change to the other party in the manner herein provided. C. Indemnity. Grantee, and each and all of its employees, agents, contractors, officials, officers, servants, guests, and/or invitees shall hold harmless, defend and indemnify City from and for all losses, claims, actions, liabilities, and/or judgments for: damages or injury to persons or property and/or losses and expenses caused or incurred by Grantee and/or its employees, agents, contractors, officials, officers, servants, guests, and/or invitees; and other costs, including litigation costs and attorneys' fees, arising out of, resulting from, or in connection with the performance of this Agreement and not caused by or arising out of the tortious conduct of City or any employee, contractor, or agent thereof. Grantee acknowledges that participation in this program carries risks, some of which may be unknown, and does agree to assume all such known or unknown risks. D. Uniform compliance requirements. Grantee shall comply with applicable uniform administrative requirements, cost principles, and audit requirements for federal awards, as described in 2 CFR §§ 200 et. seq. E. Nondiscrimination. Grantee will not discriminate against any employee or applicant for employment or services because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital status or status with regard to public assistance. F. Termination. Either Party may terminate this Agreement for cause by providing written notice to the other of the basis of termination. The defaulting Party shall have five (5) days to cure the deficiency or non-compliance. If the deficiency or non-compliance is not cured within this time period,the other Party shall terminate this Agreement for cause. In addition to termination of this Agreement and/or any other remedies as provided by law, City may declare Grantee ineligible for any further participation in City grant programming. 1. Termination for convenience. City may terminate this Agreement by, at least thirty(30) days before the effective date of such termination, giving written notice to Grantee of such termination and specifying the effective date thereof. 2. Termination for cause. Termination of this Agreement, in whole or in part,may occur for cause, which shall include,but shall not be limited to, the following: a. Failure to comply with any provision of this Agreement,the MSBG Rules, or any rule, regulation, statute, executive order, or U.S. Treasury, State, or City guideline, policy or MSBG GRANTEE.AGREF-mP-N r PAc 3 Page 270 Item#12. directive as may become applicable at any time; b. Failure to fulfill in a timely and proper manner its obligations under this Agreement; c. Improper use of funds provided under this Agreement; or d. Submission of receipts, reports, or documents that are incorrect or incomplete in any material respect. 3. Void if funds not available. In the event that MSBG fiends for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. G. Repayment. In the event of termination for cause attributable to Grantee's acts or omissions, Grantee shall, within fourteen(14) days of City's demand, reimburse City for all MSBG funds disbursed. H. Assignment. Grantee shall not assign or transfer any interest in this agreement without prior written consent of City. I. Non-waiver. Failure of either party to promptly enforce the strict performance of any term of this Agreement shall not constitute a waiver or relinquishment of any party's right to thereafter enforce such term, and any right or remedy hereunder may be asserted at any time, notwithstanding delay in enforcement. J. Compliance with law. Throughout the course of this Agreement, Grantee shall comply with any and all applicable federal, state, and local laws. K. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. L. Entire Agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral or written, whether previous to the execution hereof or contemporaneous herewith. The parties hereto may amend this Agreement at any time provided that such amendments are executed in writing, approved by City's governing body, and signed by a duly authorized representative of each party. IN WITNESS WHEREOF, the parties shall cause this Agreement lo be executed by their duly authorized officers to be effective as of the day and year first above written. GRANTEE: Bright Eye Coffee, LLC 4kcaA'aschmannn, Owner CITY: City of Meridian Attest: By: Robert E. Simison, Mayor 1-26-2021 Chris Johnson, City Clerk 1-26-2021 MSBG GRANTEE ArPRPMENT PAGE 4 Page 271 Item#12. EXHIBIT A: APPROVED EXPENSES Eligible Expense A15,000,00 Rent-Aug/Sept/Oct Total Eligible Expenses Approved Amount MSBG GRANTEE AGuEMENT PAGE S Page 272 Item#12. AGREEMENT BETWEEN CITY OF MERIDIAN AND C75 LLC FOR IDAHO REBOUNDS—MUNICIPAL SMALL BUSINESS GRANT FUNDS This Agreement is entered into this 26th day of January , 2021 by and between the City of Meridian, a municipal corporation organized under the laws of the state of Idaho ("City") and C75 LLC, a limited liability company organized under the laws of the state of Idaho ("Grantee"). WHEREAS, having received federal financial assistance, as such term is defined in 2 CFR § 200.40, from the Coronavirus Relief Fund, designated within Title V, section 5001 of the Coronavirus Aid, Relief, and Economic Security Act, P.L. 116-136, 42 U.S.C. § 601 et seq. (the "CARES Act"), the State of Idaho ("State") created the Idaho Rebounds—Municipal Small Business Grant ("MSBG") program to help local businesses and organizations affected by COVID-19 pandemic, enabling cities and counties to provide aid within their community, including by the provision of economic support to those suffering from employment or business interruptions due to COVID-19-related business closures or limitations; and WHEREAS, pursuant to the State's approval of Meridian's MSBG program on September 11, 2020, City seeks to disburse MSBG funds to Meridian small businesses for the reimbursement of expenses incurred due to the COVID-19 pandemic, as set forth in Title V, section 5001 of the CARES Act; Idaho Governor's Executive Order Nos. 2020-07, 2020-08, and 2020-08A; U.S. Treasury's Coronavirus Relief Fund Guidance for State, Territorial, Local, and Tribal Governments (Dated June 30, 2020); Idaho Rebounds—Municipal Small Business Grant Program Description and Guidance; and the City's MSBG program guidelines (collectively, "MSBG Rules"); and WHEREAS, Grantee submitted to City a complete application for MSBG funds, including all related materials; and City and Grantee wish to enter into a cooperative agreement for the investment of MSBG funds for the purposes described therein; and WHEREAS, it is acknowledged by the Parties that although the State has approved the Meridian MSBG program and has generally committed the funds as set forth in this Agreement for such purpose, availability of these funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City, and that City's obligation to provide funding to Grantee under this Agreement is provisional, pending the approval and release of such funds to City; NOW, THEREFORE, in consideration of the mutual covenants of the parties, the Parties agree as follows: I. STATEMENT OF WORK A. Activities. Grantee shall use City's MSBG funds in an amount not to exceed fifteen thousand dollars ($15,000), for the approved expenses, as set forth in Exhibit A. Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement, the MSBG Rules. B. Current eligibility. Grantee certifies that Grantee is eligible to receive MSBG funds, and that Grantee meets each of the following criteria: 1. Grantee has 500 or fewer employees. 2. Grantee is a business operating in the City of Meridian, Idaho city limits. MSBG GRANTEE AGREEMENT PAGE 1 page 273 Item#12. 3. Grantee has an official EIN. 4. Grantee is an Idaho-domiciled business. 5. Grantee incurred and paid the expenses for which the MSBG funds are awarded. 6. Grantee has incurred expense caused by COVID-19 related incidents, decisions, or qualified business interruption(e.g., local closure orders, need for personal protective equipment, social distancing requirements, increased costs, disrupted supply network, etc.). 7. The expenses for which the MSBG funds are awarded were incurred between June 20, 2020 and December 30, 2020. 8. Grantee has not received funds for the expenses for which the MSBG funds are awarded from other COVID-19 grant programs. 9. Grantee does not exist for the purpose of advancing partisan political activities or the business does not directly lobby federal or state officials, defined as having had a registered lobbyist at any point during 2020. 10. Grantee is compliant in all respects with all COVID-19 related orders, laws, ordinances, and regulations. C. Ongoing eligibility; duplication of benefits. Grantee shall notify City immediately if, for any reason, Grantee no longer qualifies for MSBG funds due to a change in compliance with one or more of the enumerated eligibility criteria. If Grantee receives or applies for other funding sources for the expenses described in this Agreement, Grantee shall immediately notify the City's Economic Development Administrator. D. Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses, as set forth in Exhibit A, up to fifteen thousand dollars ($15,000.00), within thirty(30) days of receipt of the specified funds by City. E. Disclosure and retention of records. Grantee acknowledges and understands that records submitted for the purposes of applying for MSBG funds; compliance with the terms of this Agreement or law; and/or audit by City, State, or federal agency shall be public records subject to disclosure by City and/or State pursuant to such agencies' respective obligations to comply with the Idaho Public Records Act ("IPRA"), and may be posted online by the State of Idaho. Insofar as such records are exempt from disclosure under IPRA or other provision of law, City shall make reasonable efforts to avoid and/or prevent their disclosure. Grantee shall retain all records pertinent to the expenditures incurred under this Agreement for a period of five (5) years after completion of all activities funded under this Agreement. The name of the business and the amount of grant funds received will be identified on the transparent.idaho.gov website and on the City of Meridian's Economic Development webpage, and may be disclosed upon request in accordance with the Idaho Public Records Act. II. GENERAL CONDITIONS A. Contingent on funding. It is acknowledged by the Parties that although the State has approved the Meridian MSBG program and the State has generally committed the funds as set forth in this Agreement for such purpose, availability of MSBG funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City. Unless and until the State approves Grantee's application and releases the funds to City, City shall have no contractual, legal, or equitable obligation to Grantee, whether under this Agreement or by any other legal or equitable claim. In the event that MSBG funds for the purposes set forth in this Agreement MSBG GRANTEE AGREEMENT PAGE 2 page 274 Item#12. are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. B. Notices. All notices required to be given by either of the parties hereto shall be in writing and be deemed communicated when personally served, or mailed in the United States mail, addressed as follows: If to City: If to Grantee: City of Meridian C75 LLC Attn: Economic Development Administrator ATTN: Michael Weems, Owner 33 E. Broadway Avenue 11413 W Fenchurch Ct. Meridian, Idaho 83642 Boise, ID 83709 Either party may change its authorized representative and/or address for the purpose of this paragraph by giving written notice of such change to the other party in the manner herein provided. C. Indemnity. Grantee, and each and all of its employees, agents, contractors, officials, officers, servants, guests, and/or invitees shall hold harmless, defend and indemnify City from and for all losses, claims, actions, liabilities, and/or judgments for: damages or injury to persons or property and/or losses and expenses caused or incurred by Grantee and/or its employees, agents, contractors, officials, officers, servants, guests, and/or invitees; and other costs, including litigation costs and attorneys' fees, arising out of, resulting from, or in connection with the performance of this Agreement and not caused by or arising out of the tortious conduct of City or any employee, contractor, or agent thereof. Grantee acknowledges that participation in this program carries risks, some of which may be unknown, and does agree to assume all such known or unknown risks. D. Uniform compliance requirements. Grantee shall comply with applicable uniform administrative requirements, cost principles, and audit requirements for federal awards, as described in 2 CFR §§ 200 et. seq. E. Nondiscrimination. Grantee will not discriminate against any employee or applicant for employment or services because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital status or status with regard to public assistance. F. Termination. Either Party may terminate this Agreement for cause by providing written notice to the other of the basis of termination. The defaulting Party shall have five (5) days to cure the deficiency or non-compliance. If the deficiency or non-compliance is not cured within this time period, the other Party shall terminate this Agreement for cause. In addition to termination of this Agreement and/or any other remedies as provided by law, City may declare Grantee ineligible for any further participation in City grant programming. 1. Termination for convenience. City may terminate this Agreement by, at least thirty(30) days before the effective date of such termination, giving written notice to Grantee of such termination and specifying the effective date thereof. 2. Termination for cause. Termination of this Agreement, in whole or in part, may occur for cause, which shall include, but shall not be limited to, the following: a. Failure to comply with any provision of this Agreement, the MSBG Rules, or any rule, regulation, statute, executive order, or U.S. Treasury, State, or City guideline, policy or directive as may become applicable at any time; b. Failure to fulfill in a timely and proper manner its obligations under this Agreement; MSBG GRANTEE AGREEMENT PAGE 3 page 275 Item#12. c. Improper use of funds provided under this Agreement; or d. Submission of receipts, reports, or documents that are incorrect or incomplete in any material respect. 3. Void if funds not available. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. G. Repayment. In the event of termination for cause attributable to Grantee's acts or omissions, Grantee shall, within fourteen(14) days of City's demand, reimburse City for all MSBG funds disbursed. H. Assignment. Grantee shall not assign or transfer any interest in this agreement without prior written consent of City. I. Non-waiver. Failure of either party to promptly enforce the strict performance of any term of this Agreement shall not constitute a waiver or relinquishment of any party's right to thereafter enforce such term, and any right or remedy hereunder may be asserted at any time, notwithstanding delay in enforcement. J. Compliance with law. Throughout the course of this Agreement, Grantee shall comply with any and all applicable federal, state, and local laws. K. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. L. Entire Agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral or written, whether previous to the execution hereof or contemporaneous herewith. The parties hereto may amend this Agreement at any time provided that such amendments are executed in writing, approved by City's governing body, and signed by a duly authorized representative of each party. IN WITNESS WHEREOF, the parties shall cause this Agreement to be executed by their duly authorized officers to be effective as of the day and year first above written. GRANTEE: C75 LLC Michael Weems, Owner CITY: City of Meridian Attest: By: Robert E. Simison, Mayor 1-26-2021 Chris Johnson, City Clerk 1-26-2021 MSBG GRANTEE AGREEMENT PAGE 4 page 276 Item#12. EXHIBIT A: APPROVED EXPENSES Eligible Expense Amount Rent-October 5354.13 Rent-November 5354.13 Rent-December 5354.13 Total Eligible Expenses 16,062.39 Approved Amount 15,000.00 MSBG GRANTEE AGREEMENT PAGE 5 page 277 Item#12. AGREEMENT BETWEEN CITY OF MERIDIAN AND FCO MERIDIAN LLC FOR IDAHO REBOUNDS—MUNICIPAL SMALL BUSINESS GRANT FUNDS This Agreement is entered into this 261h day of January 2021 by and between the City of Meridian, a municipal corporation organized under the laws of the state of Idaho ("City") and FCO MERIDIAN LLC, a limited liability company organized under the laws of the state of Idaho ("Grantee"). WHEREAS, having received federal financial assistance, as such term is defined in 2 CFR § 200.40,from the Coronavirus Relief Fund, designated within Title V, section 5001 of the Coronavirus Aid, Relief, and Economic Security Act, P.L. 116-136, 42 U.S.C. § 601 fit see. (the "CARES Act"), the State of Idaho ("State") created the Idaho Rebounds—Municipal Small Business Grant ("MSBG") program to help local businesses and organizations affected by COVID-19 pandemic, enabling cities and counties to provide aid within their community, including by the provision of economic support to those suffering from employment or business interruptions due to COVID-19-related business closures or limitations; and WHEREAS, pursuant to the State's approval of Meridian's MSBG program on September 11, 2020, City seeks to disburse MSBG funds to Meridian small businesses for the reimbursement of expenses incurred due to the COVID-19 pandemic, as set forth in Title V, section 500I of the CARES Act; Idaho Governor's Executive Order Nos. 2020-07, 2020-08, and 2020-08A; U.S. Treasury's Coronavirus Relief Fund Guidance for State, Tenfitorial, Local, and Tribal Governments (Dated June 30, 2020); Idaho Rebounds —Municipal Small Business Grant Program Description and Guidance; and the City's MSBG program guidelines (collectively, "MSBG Rules"); and WHEREAS, Grantee submitted to City a complete application for MSBG funds, including all related materials; and City and Grantee wish to enter into a cooperative agreement fbr the investment of MSBG firnds for the purposes described therein; and WHEREAS, it is acknowledged by the Parties that although the State has approved the Meridian MSBG program and has generally committed the funds as set forth in this Agreement for such purpose, availability of these funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City, and that City's obligation to provide funding to Grantee under this Agreement is provisional, pending the approval and release of such finds to City; NOW, THEREFORE, in consideration of the mutual covenants of the parties, the Parties agree as follows: I. STATEMENT OF WORK A. Activities. Grantee shall use City's MSBG firnds in an amount not to exceed fifteen thousand dollars ($15,000), for the approved expenses, as set forth in Exhibit A, Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement, the MSBG Rules. B. Current eligibility, Grantee certifies that Grantee is eligible to receive MSBG funds, and that Grantee meets each of the following criteria: MSBG GRANTEE AGREEMENT PAcr 1 Page 278 Item#12. L Grantee has 500 or fewer employees. 2. Grantee is a business operating in the City of Meridian, Idaho city limits. 3. Grantee has an official EIN. 4. Grantee is an Idaho-domiciled business. 5. Grantee incurred and paid the expenses for which the MSBG fiends are awarded. 6. Grantee has incurred expense caused by COVID-19 related incidents, decisions, or qualified business interruption (e.g., local closure orders, need for personal protective equipment, social distancing requirements, increased costs, disrupted supply network, etc.). 7. The expenses for which the MSBG funds are awarded were incurred between June 20, 2020 and December 30, 2020. S. Grantee has not received fiends for the expenses for which the MSBG funds are awarded from other COVID-19 grant programs. 9. Grantee does not exist for the purpose of advancing partisan political activities or the business does not directly lobby federal or state officials, defined as having had a registered lobbyist at any point during 2020. 10. Grantee is compliant in all respects with all COVID-19 related orders, laws, ordinances, and regulations. C. Ongoing eligibility; duplication of benefits. Grantee shall notify City immediately if, for any reason, Grantee no longer qualities for MSBG funds due to a change in compliance with one or more of the enumerated eligibility criteria. If Grantee receives or applies for other funding sources for the expenses described in this Agreement, Grantee shall immediately notify the City's Economic Development Administrator. D. Reimbursement Procedures. City shall provide to Grantee the MSBG finds awarded for the approved expenses, as set forth in Exhibit A, up to fifteen thousand dollars ($15,000.00), within thirty(30) days of receipt of the specified funds by City. C. Disclosure and retention of records. Grantee acknowledges and understands that records submitted for the purposes of applying for MSBG funds; compliance with the terms of this Agreement or law; and/or audit by City, State, or federal agency shall be public records subject to disclosure by City and/or State pursuant to such agencies' respective obligations to comply with the Idaho Public Records Act ("IPRA"), and may be posted online by the State of Idaho. Insofar as such records are exempt from disclosure under IPRA or other provision of law, City shall make reasonable efforts to avoid and/or prevent their disclosure. Grantee shall retain all records pertinent to the expenditures incurred under this Agreement for a period of five (5) years after completion of all activities funded under this Agreement. The name of the business and the amount of grant Einds received will be identified on the transparent,idaho.gov website and on the City of`Meridian's Economic Development webpage, and may be disclosed upon request in accordance with the Idaho Public Records Act, 11. GENERAL CONDITIONS A. Contingent on funding. It is acknowledged by the Parties that although the State has approved the Meridian MSBG program and the State has generally committed the funds as set forth in this Agreement for such purpose, availability of MSBG funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such finds to City. Unless and until the State approves Grantee's application and releases the funds to City, City shall have no MSBG GRANTEE AGREEMENT PAGE 2 Page 279 Item#12. contractual, legal, or equitable obligation to Grantee, whether under this Agreement or by any other Iegal or equitable claim. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. B. Notices. All notices required to be given by either of the parties hereto shall be in writing and be deemed communicated when personally served, or mailed in the United States mail, addressed as follows: If to City: if to Grantee: City of Meridian FCO MERIDIAN LLC Attn: Economic Development Administrator ATTN: LISA LUMSDEN, Owner 33 E. Broadway Avenue 3268 S Temperance Way Meridian, Idaho 83642 Boise, ID 83706 Either party may change its authorized representative and/or address for the purpose of this paragraph by giving written notice of such change to the other party in the manner herein provided. C. Indemnity. Grantee, and each and all of its employees, agents, contractors, officials, officers, servants, guests, and/or invitees shall hold harmless, defend and indemnify City from and for all losses, claims, actions, liabilities, and/or judgments for: damages or injury to persons or property and/or losses and expenses caused or incurred by Grantee and/or its employees, agents, contractors, officials, officers, servants, guests, and/or invitees; and other costs, including litigation costs and attorneys' fees, arising out of, resulting from, or in connection with the performance of this Agreement and not caused by or arising out of the tortious conduct of City or any employee, contractor, or agent thereof. Grantee acknowledges that participation in this program carries risks, some of which may be unknown, and does agree to assume all such known or unknown risks. D. Uniform compliance requirements. Grantee shall comply with applicable uniform administrative requirements, cost principles, and audit requirements for federal awards, as described in 2 CFR §§ 200 et. seq. E. Nondiscrimination. Grantee will not discriminate against any employee or applicant for employment or services because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital status or status with regard to public assistance. F. Termination. Either Party may terminate this Agreemcnt for cause by providing written notice to the other of the basis of termination. The defaulting Party shall have five (5) days to cure the deficiency or non-compliance. If the deficiency or non-compliance is not cured within this tune period,the other Party shall terminate this Agreement for cause. In addition to termination of this Agreement and/or any other remedies as provided by law, City may declare Grantee ineligible for any further participation in City grant programming. I. Termination for convenience. City may terminate this Agreement by, at least thirty (30) days before the effective date of such termination, giving written notice to Grantee of such termination and specifying the effective date thereof 2. Termination for cause. Termination of this Agreci-nent, in whole or in part, may occur for cause, which shall include, but shall not be limited to, the following: a. Failure to comply with any provision of this Agreement, the MSBG Rules, or any rule, regulation, statute, executive order, or U.S. Treasury, State, or City guideline, policy or MSBG GRANTEE AGREEMENT PAGE 3 Page 280 Item#12. directive as may become applicable at anytime; b. Failure to fulfill in a timely and proper manner its obligations under this Agreement; c. Improper use of funds provided under this Agreement; or d. Submission of receipts, reports, or documents that are incorrect or incomplete in any material respect. 3. Void if funds not available. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. G. Repayment. In the event of termination for cause attributable to Grantee's acts or omissions, Grantee shall, within fourteen(14) days of City's demand, reimburse City for all MSBG funds disbursed. H. Assignment. Grantee shall not assign or transfer any interest in this agreement without prior written consent of City. .I. Non-waiver. Failure of either party to promptly enforce the strict performance of any term of this Agreement shall not constitute a waiver or relinquishment of any party's right to thereafter enforce such term, and any right or remedy hereunder may be asserted at any time, notwithstanding delay in enforcement. J. Compliance with law. Throughout the course of this Agreement, Grantee shall comply with any and all applicable federal, state, and local laws. K. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. L. Entire Agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral or written, whether previous to the execution hereof or contemporaneous herewith. The parties hereto may amend this Agreement at any time provided that such amendments are executed in writing, approved by City's governing body, and signed by a duly authorized representative of each party. IN WITNESS WHEREOF, the parties shall cause this Agreement to be executed by their duly authorized officers to be effective as of the day and year first above written. GRANTEE: AEFCRIDIA LLC LISA LUMSDEN, Owner CITY: City of Meridian Attest: By: Robert E. Si.mison, Mayor 1-26-2021 Chris Johnson, City Clerk 1-26-2021 MSBG GRANTEE AGREEMENT Pa e 281 PAGE 4 9 Item#12. EXHIBIT A: APPROVED EXPENSES Eligible Expense ;Amount Rent-Sept/Oct/Nov/Dec 74,055.48 Totaf Eligible Expenses 24,055.4$ Approved Arnount 15,000.00 MSBG GRANTEE AGREEMENT Pa e 282 PAC,E 5 Item#12. FIRST AMENDMENT TO AGREEMENT BETWEEN CITY OF MERIDIAN AND HOMESTEAD BAR AND GRILL LLC FOR IDAHO REBOUNDS—MUNICIPAL SMALL BUSINESS GRANT FUNDS This First Amendment to Agreement Between City of Meridian and Homestead Bar and Grill LLC for Idaho Rebounds—Municipal Small Business Grant Funds("First Amendment') is entered into this 51'-day of_ 3g!2 . ,2021("Effective Date'),by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ( "City' and Homestead Bar and Grill LLC, a limited liability company organized under the laws of the state of Idaho ("Grantee"). WHEREAS,the Parties seek by this First Amendment to modify the Agreement Between City of Meridian and Grantee for Idaho Rebounds—Municipal Small Business Grant Funds("Agreement"); NOW,THEREFORE, in consideration of the mutual covenants of the parties, the Parties agree as follows: I. SEMON I.A.AMENDED. Section I.A of the Agreement shall be amended to read as follows: A. Activities. Grantee shall use City's MSBG funds in an amount not to exceed Five thousand dollars ($5,000), for the approved expenses, as set forth in Exhibit A. Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement, the MSBG Rules. II. SEMON I.D AMENDED. Section I.D of the Agreement shall be amended to read as follows: D.Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses, as set forth in Exhibit A, up to fifteen thousand dollars($15,000.00), within thirty (30)days of receipt of the specified funds by City. III.No ADDMONAL MODIMAT oNs. The Parties agree that except as expressly modified by this First Amendment, all provisions of the original Agreement, including recitals and exhibits thereto, shall remain in full force and effect. No other understanding,whether oral or written, whether made prior to or contemporaneously with this First Amendment shall be deemed to enlarge, limit or otherwise affect the operation of the Agreement or this amendment thereto. IN WITNESS WHEREOF, the parties shall cause this First Amendment to be executed by their duly authorized officers to be effective as of the Effective Date first above written. GRANTEE: Homestead Bar and Grill LLC Kiebel,Owner CITY OF MERIDIAN: BY: Attest: Robert E. Simison, Mayor 1-26-2021 Chris Johnson, City Clerk 1-26-2021 FIRST AMENDMENT To MSBG AGR EEMENT PAGE t Page 283 Item#12. EXHIBIT A: APPROVED EXPENSES Previously Requeged Eqmnm Eligible Ew mse Amount Rent-July 5971.00 Rent-August 5971,00 Total Eligible Expenses 11,942.40 Approved Amount 10,000.00 Current Request Eiigvble Expense Amount Rent-October 5971.00 Total Eligible Expenses 5,971.00 Approved Amount 5,000.00 FIRST AmENDMEM'TO MSBG AGREEMENT PAGE 2 Page 284 Item#12. AGREEMENT BETWEEN CITY OF MERIDIAN AND KEXC INC. DBA EXPRESS CAFE FOR IDAHO REBOUNDS—MUNICIPAL SMALL BUSINESS GRANT FUNDS This Agreement is entered into this day of , 2021 by and between the City of Meridian, a municipal corporation organized under the laws of the state of Idaho ("City") and Kexc Inc. Dba Express Cafe, a general business corporation organized under the laws of the state of Idaho ("Grantee"). WHEREAS, having received federal financial assistance, as such term is defined in 2 CFR § 200.40,from the Coronavirus Relief Fund, designated within Title V, section 5001 of the Coronavirus Aid, Relief, and Economic Security Act, P.L. 116-136, 42 U.S.C. § 601 et seq. (the "CARES Act"),the State of Idaho ("State") created the Idaho Rebounds—Municipal Small Business Grant ("MSBG") program to help local businesses and organizations affected by COVID-19 pandemic, enabling cities and counties to provide aid within their community, including by the provision of economic support to those suffering from employment or business interruptions due to COVID-19-related business closures or limitations;and WHEREAS,pursuant to the State's approval of Meridian's MSBG program on September 11, 2020, City seeks to disburse MSBG funds to Meridian small businesses for the reimbursement of expenses incurred due to the COVID-19 pandemic, as set forth in Title V, section 5001 of the CARES Act;Idaho Governor's Executive Order Nos. 2020-07, 2020-08, and 2020-08A; U.S. Treasury's Coronavirus Relief Fund Guidance for State, Territorial, Local, and Tribal Governments (Dated .Tune 30, 2020); Idaho Rebounds—Municipal Small Business Grant Program Description and Guidance; and the City's MSBG program guidelines (collectively, "MSBG Rules"); and WHEREAS, Grantee submitted to City a complete application for MSBG funds, including all related materials; and City and Grantee wish to enter into a cooperative agreement for the investment of MSBG funds for the purposes described therein; and WHEREAS, it is acknowledged by the Parties that although the State has approved the Meridian MSBG program and has generally committed the funds as set forth in this Agreement for such purpose, availability of these funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City, and that City's obligation to provide funding to Grantee under this Agreement is provisional, pending the approval and release of such funds to City; NOW, THEREFORE, in consideration of the mutual covenants of the parties, the Parties agree as follows: 1. STATEMENT OF WORK A. Activities. Grantee shall use City's MSBG funds in an amount not to exceed ten thousand eight hundred four dollars and six cents ($10,804.06), for the approved expenses, as set forth In Exhibit A. Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement,the MSBG Rules. B. Current eligibility. Grantee certifies that Grantee is eligible to receive MSBG funds, and that MSBG GRANTEE AGREEMENT PAGE 1 Page 285 Item#12. rantee meets each of the following criteria: 1. Grantee has 500 or fewer employees. 2. Grantee is a business operating in the City of Meridian, Idaho city limits. 3. Grantee has an official EIN. 4. Grantee is an Idaho-domiciled business. 5. Grantee incurred and paid the expenses for which the MSBG funds are awarded. G. Grantee has incurred expense caused by COVID-19 related incidents, decisions, or qualified business interruption(e.g., local closure orders, need for personal protective equipment, social distancing requirements, increased costs, disrupted supply network, etc.). 7. The expenses for which the MSBG funds are awarded were incurred between June 20, 2020 and December 30, 2020. 8. Grantee has not received funds for the expenses for which the MSBG funds are awarded from other COVID-19 grant programs. 9. Grantee does not exist for the purpose of advancing partisan political activities or the business does not directly lobby federal or state officials, defined as having had a registered lobbyist at any point during 2020. 10. Grantee is compliant in all respects with all CDVID-19 related orders, laws, ordinances, and regulations. C. Ongoing eligibility; duplication of benefits. Grantee shall notify City immediately if, for any reason, Grantee no longer qualifies for MSBG funds due to a change in compliance with one or more of the enumerated eligibility criteria. If Grantee receives or applies for other funding sources for the expenses described in this Agreement, Grantee shall immediately notify the City's Economic Development Administrator. D. Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses, as set forth in Exhibit A, up to fifteen thousand dollars ($15,000.,00), within thirty(30) days of receipt of the specified funds by City. E. Disclosure and retention of records. Grantee acknowledges and understands that records submitted for the purposes of applying for MSBG funds; compliance with the terms of this Agreement or law; and/or audit by City, State, or federal agency shall be public records subject to disclosure by City and/or State pursuant to such agencies' respective obligations to comply with the Idaho Public Records Act ("IPRA"), and may be posted online by the State of Idaho. Insofar as such records are exempt from disclosure under IPRA or other provision of law, City shall make reasonable efforts to avoid and/or prevent their disclosure. Grantee shall retain all records pertinent to the expenditures incurred under this Agreement for a period of five (5) years after completion of all activities funded under this Agreement. The name of the business and the amount of grant funds received will be identified on the transparent.idaho.gov website and on the City of Meridian's Economic Development webpage, and may be disclosed upon request in accordance with the Idaho Public Records Act. H. GENERAL CONDITIONS A. Contingent on funding. It is acknowledged by the Parties that although the State has approved the Meridian MSBG program and the State has generally committed the funds as set forth in this Agreement for such purpose, availability of MSBG funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City. Unless and until MSBG GRANTEE AGREEMENT Page 286 PAGE 2 Item#12. e State approves Grantee's application and releases the funds to City, City shall have no contractual, legal, or equitable obligation to Grantee, whether under this Agreement or by any other legal or equitable claim. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. B. Notices. All notices required to be given by either of the parties hereto shall be in writing and be deemed communicated when personally served, or mailed in the United States mail, addressed as follows: If to City: If to Grantee: City of Meridian Kexc Inc. Dba Express Cafe Attn: Economic Development Administrator ATTN: Kenneth Marler, Owner Operator 33 E. Broadway Avenue 400 E Fairview Ave Meridian, Idaho 83642 Meridian, ID 83642 Either party may change its authorized representative and/or address for the purpose of this paragraph by giving written notice of such change to the other party in the manner herein provided. C. Indemnity. Grantee, and each and all of its employees, agents, contractors,officials, officers, servants, guests, and/or invitees shall hold harmless, defend and indemnify City from and for all losses, claims, actions, liabilities, and/or judgments for: damages or injury to persons or property and/or losses and expenses caused or incurred by Grantee and/or its employees, agents, contractors, officials, officers, servants, guests, and/or invitees; and other costs, including litigation costs and attorneys' fees, arising out of, resulting from, or in connection with the performance of this Agreement and not caused by or arising out of the tortious conduct of City or any employee, contractor,or agent thereof. Grantee acknowledges that participation in this program carries risks, some of which may be unknown, and does agree to assume all such known or unknown risks. D. Uniform compliance requirements. Grantee shall comply with applicable uniform administrative requirements, cost principles, and audit requirements for federal awards, as described in 2 CFR §§ 200 et. seq. E. Nondiscrimination. Grantee will not discriminate against any employee or applicant for employment or services because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital status or status with regard to public assistance. F. Termination. Either Party may terminate this Agreement for cause by providing written notice to the other of the basis of termination. The defaulting Party shall have five(5) days to cure the deficiency or non-compliance. If the deficiency or non-compliance is not cured within this time period, the other Party shall terminate this Agreement for cause. In addition to termination of this Agreement and/or any other remedies as provided by law, City may declare Grantee ineligible for any further participation in City grant programming. 1. Termination for convenience. City may terminate this Agreement by, at least thirty(30) days before the effective date of such termination, giving written notice to Grantee of such termination and specifying the effective date thereof. 2. Termination for cause. Termination of this Agreement, in whole or in part, may occur for cause, which shall include, but shall not be limited to, the following: a. Failure to comply with any provision of this Agreement, the MSBG Rules, or any rule, MSBG GRANTEE AGREEMENT PAGE 3 Page 287 Item#12. regulation, statute, executive order, or U.S. Treasury, State, or City guideline, policy or directive as may become applicable at any time; b. Failure to fulfill in a timely and proper manner its obligations under this Agreement; c. Improper use of funds provided under this Agreement; or d. Submission of receipts, reports,or documents that are incorrect or incomplete in any material respect. 3. Void if funds not available. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any Iegal or equitable claim. G. Repayment. In the event of termination for cause attributable to Grantee's acts or omissions, Grantee shall, within fourteen(14) days of City's demand, reimburse City for all MSBG funds disbursed. H. Assignment. Grantee shall not assign or transfer any interest in this agreement without prior written consent of City. I. Non-waiver. Failure of either party to promptly enforce the strict performance of any term of this Agreement shall not constitute a waiver or relinquishment of any party's right to thereafter enforce such term, and any right or remedy hereunder may be asserted at any time, notwithstanding delay in enforcement. J. Compliance with law. Throughout the course of this Agreement, Grantee shall comply with any and all applicable federal, state, and local laws. K. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. L. Entire Agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral or written, whether previous to the execution hereof or contemporaneous herewith. The parties hereto may amend this Agreement at any time provided that such amendments are executed in writing, approved by City's governing body, and signed by a duly authorized representative of each party. IN WITNESS WHEREOF, the parties shall cause this Agreement to be executed by their duly authorized officers to be effective as of the day and year first above written. GRANTEE: Kexc Inc2a x ess afe Ke eth Marler, Owner Operator CITY: City of Meridian Attest; By: Robert E. Sinuson, Mayor 1-26-2021 Chris Johnson, City Clerk 1-26-2021 MSBG GRANTEE AGR13EMENT Page 288 PAGE 4 Item#12. EXHIBIT A: APPROVED EXPENSES Eligible Expense Amount A€€stream/Integra-June 69.26 Allstream/Integra-July 162.18 Allstream/Integra-August 139.54 Allstream/Integra-September 139.54 Allstream/Integra-October 139.54 Allstream/Integra-November 139.67 Allstream/Integra-December 139.67 Amazon PPE-6/30/2020 15.89 Amazon PPE-11/17/2020 104.10 5ysco 2580.61 Shamrock 2994.57 US Foods 2977.78 Fikes-PPE-9/11/2020 46.00 Fikes-PPE-10/9/2020 46.00 Fikes-PPE-12/2/2020 46.00 Intermountain Gas-July 63.86 Intermountain Gas-August 141.31 Intermountain Gas-September 132.73 Intermountain Gas-October 17108 Intermountain Gas-November 211.42 Intermountain Gas-December 343.32 Total Eligible Expenses 10,804.D6 MSBG GRANTEE AGREEMENT PAGE 5 Page 289 Item#12. AGREEMENT BETWEEN CITY OF MERIDIAN AND MERIDIAN CHAMBER OF COMMERCE FOR IDAHO REBOUNDS—MUNICIPAL SMALL BUSINESS GRANT FUNDS This Agreement is entered into this & day of , 2021 by and between the City of Meridian, a municipal corporation organized under the laws of the state of Idaho ("City") and Meridian Chamber of Commerce, a nonprofit organization organized under the laws of the state of Idaho ("Grantee"). WHEREAS, having received federal financial assistance, as such term is defined in 2 CFR § 200.40, from the Coronavirus Relief Fund, designated within Title V, section 5001 of the Coronavirus Aid, Relief, and Economic Security Act, P.L. 116-136, 42 U.S.C. § 601 et seq. (the "CARES Act"), the State of Idaho ("State") created the Idaho Rebounds—Municipal Small Business Grant("MSBG") program to help local businesses and organizations affected by COVID-19 pandemic, enabling cities and counties to provide aid within their community, including by the provision of economic support to those suffering from employment or business interruptions due to COVID-19-related business closures or limitations; and WHEREAS, pursuant to the State's approval of Meridian's MSBG program on September 11, 2020, City seeks to disburse MSBG funds to Meridian small businesses for the reimbursement of expenses incurred due to the COVID-19 pandemic, as set forth in Title V, section 5001 of the CARES Act; Idaho Governor's Executive Order Nos. 2020-07, 2020-08, and 2020-08A; U.S. Treasury's Coronavirus Relief Fund Guidance for State, Territorial, Local, and Tribal Governments (Dated June 30, 2020); Idaho Rebounds—Municipal Small Business Grant Program Description and Guidance; and the City's MSBG program guidelines (collectively, "MSBG Rules"); and WHEREAS, Grantee submitted to City a complete application for MSBG funds, including all related materials; and City and Grantee wish to enter into a cooperative agreement for the investment of MSBG funds for the purposes described therein; and WHEREAS, it is acknowledged by the Parties that although the State has approved the Meridian MSBG program and has generally committed the funds as set forth in this Agreement for such purpose, availability of these funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City, and that City's obligation to provide funding to Grantee under this Agreement is provisional, pending the approval and release of such funds to City; NOW, THEREFORE, in consideration of the mutual covenants of the parties, the Parties agree as follows: I. STATEMENT OF WORK A. Activities. Grantee shall use City's MSBG funds in an amount not to exceed four thousand five hundred forty four dollars and four cents ($4,544.04), for the approved expenses, as set forth in Exhibit A. Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement, the MSBG Rules. B. Current eligibility. Grantee certifies that Grantee is eligible to receive MSBG funds, and that MSBG GRANTEE AGREEMENT PAGE 1 Page 290 f Item#12. Grantee meets each of the following criteria: 1. Grantee has 500 or fewer employees. 2. Grantee is a business operating in the City of Meridian, Idaho city limits. 3. Grantee has an official EIN. 4. Grantee is an Idaho-domiciled business. 5. Grantee incurred and paid the expenses for which the MSBG funds are awarded. 6. Grantee has incurred expense caused by COVID-19 related incidents, decisions, or qualified business interruption(e.g., local closure orders, need for personal protective equipment, social distancing requirements, increased costs, disrupted supply network, etc.). 7. The expenses for which the MSBG funds are awarded were incurred between June 20, 2020 and December 30, 2020. 8. Grantee has not received funds for the expenses for which the MSBG funds are awarded from other COVID-19 grant programs. 9. Grantee does not exist for the purpose of advancing partisan political activities or the business does not directly lobby federal or state officials, defined as having had a registered lobbyist at any point during 2020. 10. Grantee is compliant in all respects with all COVID-19 related orders, laws, ordinances, and regulations. C. Ongoing eligibility; duplication of benefits. Grantee shall notify City immediately if, for any reason, Grantee no longer qualifies for MSBG funds due to a change in compliance with one or more of the enumerated eligibility criteria. If Grantee receives or applies for other funding sources for the expenses described in this Agreement, Grantee shall immediately notify the City's Economic Development Administrator. D. Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses, as set forth in Exhibit A, up to fifteen thousand dollars ($15,000.00), within thirty(30) days of receipt of the specified funds by City. E. Disclosure and retention of records. Grantee acknowledges and understands that records submitted for the purposes of applying for MSBG funds; compliance with the terms of this Agreement or law; and/or audit by City, State, or federal agency shall be public records subject to disclosure by City and/or State pursuant to such agencies' respective obligations to comply with the Idaho Public Records Act ("IPRA"), and may be posted online by the State of Idaho. Insofar as such records are exempt from disclosure under IPRA or other provision of law, City shall make reasonable efforts to avoid and/or prevent their disclosure. Grantee shall retain all records pertinent to the expenditures incurred under this Agreement for a period of five (5) years after completion of all activities funded under this Agreement. The name of the business and the amount of grant funds received will be identified on the transparent.idaho.gov website and on the City of Meridian's Economic Development webpage, and may be disclosed upon request in accordance with the Idaho Public Records Act. II. GENERAL CONDITIONS A. Contingent on funding. It is acknowledged by the Parties that although the State has approved the Meridian MSBG program and the State has generally committed the fiends as set forth in this Agreement for such purpose, availability of MSBG fiinds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City. Unless and until MSBG GRANTEE AGREEMENT PAGE 2 Page 291 i Item#12. the State approves Grantee's application and releases the funds to City, City shall have no contractual, legal, or equitable obligation to Grantee, whether under this Agreement or by any other legal or equitable claim. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. B. Notices. All notices required to be given by either of the parties hereto shall be in writing and be deemed communicated when personally served, or mailed in the United States mail, addressed as follows: If to City: If to Grantee: City of Meridian Meridian Chamber of Commerce Attn: Economic Development Administrator ATTN: Sean Evans, CEO 33 E. Broadway Avenue PO Box 7 Meridian, Idaho 83642 Meridian, ID 83680 Either party may change its authorized representative and/or address for the purpose of this paragraph by giving written notice of such change to the other party in the manner herein provided. C. Indemnity. Grantee, and each and all of its employees, agents, contractors, officials, officers, servants, guests, and/or invitees shall hold harmless, defend and indemnify City from and for all losses, claims, actions, liabilities, and/or judgments for: damages or injury to persons or property and/or losses and expenses caused or incurred by Grantee and/or its employees, agents, contractors, officials, officers, servants, guests, and/or invitees; and other costs, including litigation costs and attorneys' fees, arising out of, resulting from, or in connection with the performance of this Agreement and not caused by or arising out of the tortious conduct of City or any employee, contractor, or agent thereof. Grantee acknowledges that participation in this program carries risks, some of which may be unknown, and does agree to assume all such known or unknown risks. D. Uniform compliance requirements. Grantee shall comply with applicable uniform administrative requirements, cost principles, and audit requirements for federal awards, as described in 2 CFR §§ 200 et. seq. E. Nondiscrimination. Grantee will not discriminate against any employee or applicant for employment or services because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital status or status with regard to public assistance. F. Termination. Either Party may terminate this Agreement for cause by providing written notice to the other of the basis of termination. The defaulting Party shall have five (5) days to cure the deficiency or non-compliance. If the deficiency or non-compliance is not cured within this time period, the other Party shall terminate this Agreement for cause. In addition to termination of this Agreement and/or any other remedies as provided by law, City may declare Grantee ineligible for any further participation in City grant programming. 1. Termination for convenience. City may terminate this Agreement by, at least thirty(30) days before the effective date of such termination, giving written notice to Grantee of such termination and specifying the effective date thereof. 2. Termination for cause. Termination of this Agreement, in whole or in part, may occur for cause, which shall include, but shall not be limited to, the following: a. Failure to comply with any provision of this Agreement, the MSBG Rules, or any rule, MSBG GRANTEE AGREEMENT PAGE 3 Page 292 t I Item#12. regulation, statute, executive order, or U.S. Treasury, State, or City guideline, policy or directive as may become applicable at any time; b. Failure to fulfill in a timely and proper manner its obligations under this Agreement; c. Improper use of funds provided under this Agreement; or d. Submission of receipts, reports, or documents that are incorrect or incomplete in any material respect. 3. Void if funds not available. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. G. Repayment. In the event of termination for cause attributable to Grantee's acts or omissions, Grantee shall, within fourteen(14) days of City's demand, reimburse City for all MSBG funds disbursed. H. Assignment. Grantee shall not assign or transfer any interest in this agreement without prior written consent of City. I. Non-waiver. Failure of either party to promptly enforce the strict performance of any term of this Agreement shall not constitute a waiver or relinquishment of any party's right to thereafter enforce such term, and any right or remedy hereunder may be asserted at any time, notwithstanding delay in enforcement. J. Compliance with law. Throughout the course of this Agreement, Grantee shall comply with any and all applicable federal, state, and local laws. K. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. L. Entire Agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral or written, whether previous to the execution hereof or contemporaneous herewith. The parties hereto may amend this Agreement at any time provided that such amendments are executed in writing, approved by City's governing body, and signed by a duly authorized representative of each party. IN WITNESS WHEREOF, the parties shall cause this Agreement to be executed by their duly authorized officers to be effective as of the day and year first above written. GRAN E: Meridi ber of Commerce Sean Evans, CEO CITY: City of Meridian Attest: By: Robert E. Simison, Mayor 1-26-2021 Chris Johnson, City Clerk 1-26-2021 MSBG GRANTEE AGREEMENT PAGE 4 Page 293 Item#12. EXHIBIT A: APPROVED EXPENSES Eligible Expense Amount Video Camera and microphone/Amazon 370.86 Teleprompter/Amazon 92.81 LogMe I n 63.00 Camera Tripod/Amazon 44.51 Lighting Kit/Amazon 148.39 Speakers/Amazon 74.19 HDMI Splitter and Hub/Amazon 23.18 Microphones/Amazon 184.32 Uberconference/10/13/2020 40.00 Uberconference/11/13/2020 40.00 USB connection/Home Depot 85.83 Microphone Adapter and Tripod/Amazon 56.12 Streamyard/11/16/2020 49.00 Adapters/Amazon 24.28 Undeliverable Adapters/Amazon -13.77 Log Me I n/9/26/2020 63.00 St rea mya rd/10/20/2020 49.00 LogMe I n/08/26/2020 63.00 Speakers/Fred Meyer 74.18 Uberconference/09/13/2020 40.00 Strea mya rd/09/16/2020 49.00 LogM e I n/07/26/2020 63.00 USB C Hub and microphone/Amazon 129.30 8" Ring Light/Amazon 39.21 Uberconference/08/13/2020 40.00 St rea mya rd/08/16/2020 49.00 LogM e I n/6/266/2020 63.00 Uberconference/07/13/2020 40.00 Streamyard/07/16/2020 49.00 Intermountain Gas/06/30/2020 3.69 Intermountain Gas/07/30/2020 11.37 Intermountain Gas/08/28/2020 11.91 Intermountain Gas/09/30/2020 11.91 Intermountain Gas/10/28/2020 18.59 Sparklight/July 2020 167.45 Sparklight/August 2020 167.45 Sparklight/September 2020 167.45 Sparklight/October 2020 167.45 Sparklight/November 2020 167.45 Sparklight/December 2020 167.45 Enhanced Telecommunications/July 2020 151.25 Enhanced Telecommunications/Aug.2020 151.25 Enhanced Telecommunications/Sept.2020 151.25 Enhanced Telecommunications/Oct. 2020 151.25 Enhanced Telecommunications/Nov.2020 151.25 Idaho Power/July 2020 65.56 Idaho Power/August 2020 186.68 MSBG GRANTEE AGREEMENT PAGE 5 Page 294 I Item#12. Idaho Power/September 2020 169.46 Idaho Power/October.2020 98.16 Idaho Power/November 2020 112.35 Total Eligible Expenses 4,544.04 MSBG GRANTEE AGREEMENT PAGE 6 Page 295 Item#12. AGREEMENT BETWEEN CITY OF MERIDIAN AND MUSCLE FOODS LLC FOR IDAHO REBOUNDS—MUNICIPAL SMALL BUSINESS GRANT FUNDS This Agreement is entered into this 26th day of January 2021 by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City") and Muscle Foods LLC, a limited liability company organized under the laws of the State of Idaho ("Grantee"). WHEREAS,having received federal financial assistance, as such term is defined in 2 CFR § 200.40, from the Coronavirus Relief Fund, designated within Title V, section 5001 of the Coronavirus Aid, Relief, and Economic Security Act, P.L. 116-136, 42 U.S.C. § 601 et seq. (the "CARES Act"), the State of Idaho ("State") created the Idaho Rebounds—Municipal Small Business Grant("MSBG") program to help local businesses and organizations affected by COVID-19 pandemic, enabling cities and counties to provide aid within their community, including by the provision of economic support to those suffering from employment or business interruptions due to COVID-19-related business closures or limitations; and WHEREAS,pursuant to the State's approval of Meridian's MSBG program on September 11, 2020, City seeks to disburse MSBG funds to Meridian small businesses for the reimbursement of expenses incurred due to the COVID-19 pandemic, as set forth in Title V, section 5001 of the CARES Act; Idaho Governor's Executive Order Nos. 2020-07, 2020-08, and 2020-08A; U.S. Treasury's Coronavirus Relief Fund Guidance for State, Territorial, Local, and Tribal Governments (Dated June 30, 2020); Idaho Rebounds—Municipal Small Business Grant Program Description and Guidance; and the City's MSBG program guidelines (collectively, "MSBG Rules"); and WHEREAS, Grantee submitted to City a complete application for MSBG funds, including all related materials; and City and Grantee wish to enter into a cooperative agreement for the investment of MSBG funds for the purposes described therein; and WHEREAS, it is acknowledged by the Parties that although the State has approved the Meridian MSBG program and has generally committed the funds as set forth in this Agreement for such purpose, availability of these funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City, and that City's obligation to provide funding to Grantee under this Agreement is provisional, pending the approval and release of such funds to City; NOW, THEREFORE, in consideration of the mutual covenants of the parties, the Parties agree as follows: I. STATEMENT OF WORK A. Activities. Grantee shall use City's MSBG funds in an amount not to exceed One Thousand, Four Hundred, Fifty Dollars ($1,450.00), for the approved expenses, as set forth in Exhibit A. Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement, the MSBG Rules. B. Current eligibility. Grantee certifies that Grantee is eligible to receive MSBG funds, and that Grantee meets each of the following criteria: MSBG GRANTEE AGREEMENT PAGE 1 page 296 Item#12. 1. Grantee has 500 or fewer employees. 2. Grantee is a business operating in the City of Meridian, Idaho city limits. 3. Grantee has an official EIN. 4. Grantee is an Idaho-domiciled business. 5. Grantee incurred and paid the expenses for which the MSBG funds are awarded. 6. Grantee has incurred expense caused by COVID-19 related incidents, decisions, or qualified business interruption(e.g., local closure orders, need for personal protective equipment, social distancing requirements, increased costs, disrupted supply network, etc.). 7. The expenses for which the MSBG funds are awarded were incurred between June 20, 2020 and December 30, 2020. 8. Grantee has not received funds for the expenses for which the MSBG funds are awarded from other COVID-19 grant programs. 9. Grantee does not exist for the purpose of advancing partisan political activities or the business does not directly lobby federal or state officials, defined as having had a registered lobbyist at any point during 2020. 10. Grantee is compliant in all respects with all COVID-19 related orders, laws, ordinances, and regulations. C. Ongoing eligibility; duplication of benefits. Grantee shall notify City immediately if, for any reason, Grantee no longer qualifies for MSBG funds due to a change in compliance with one or more of the enumerated eligibility criteria. If Grantee receives or applies for other funding sources for the expenses described in this Agreement, Grantee shall immediately notify the City's Economic Development Administrator. D. Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses, as set forth in Exhibit A,up to fifteen thousand dollars ($15,000.00), within thirty(30) days of receipt of the specified funds by City. E. Disclosure and retention of records. Grantee acknowledges and understands that records submitted for the purposes of applying for MSBG funds; compliance with the terms of this Agreement or law; and/or audit by City, State, or federal agency shall be public records subject to disclosure by City and/or State pursuant to such agencies' respective obligations to comply with the Idaho Public Records Act("IPRA"), and may be posted online by the State of Idaho. Insofar as such records are exempt from disclosure under IPRA or other provision of law, City shall make reasonable efforts to avoid and/or prevent their disclosure. Grantee shall retain all records pertinent to the expenditures incurred under this Agreement for a period of five (5) years after completion of all activities funded under this Agreement. The name of the business and the amount of grant funds received will be identified on the transparent.idaho.gov website and on the City of Meridian's Economic Development webpage, and may be disclosed upon request in accordance with the Idaho Public Records Act. II. GENERAL CONDITIONS A. Contingent on funding. It is acknowledged by the Parties that although the State has approved the Meridian MSBG program and the State has generally committed the funds as set forth in this Agreement for such purpose, availability of MSBG funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City. Unless and until the State approves Grantee's application and releases the funds to City, City shall have no contractual, legal, or equitable obligation to Grantee, whether under this Agreement or by any other MSBG GRANTEE AGREEMENT PAGE 2 page 297 Item#12. legal or equitable claim. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. B. Notices. All notices required to be given by either of the parties hereto shall be in writing and be deemed communicated when personally served, or mailed in the United States mail, addressed as follows: If to City: If to Grantee: City of Meridian Muscle Foods LLC Attn: Economic Development Administrator Attn: Jackline Melesio, Owner/Manager 33 E. Broadway Avenue 1785 E. Cave Falls Street Meridian, Idaho 83642 Kuna, ID 83634 Either party may change its authorized representative and/or address for the purpose of this paragraph by giving written notice of such change to the other party in the manner herein provided. C. Indemnity. Grantee, and each and all of its employees, agents, contractors, officials, officers, servants, guests, and/or invitees shall hold harmless, defend and indemnify City from and for all losses, claims, actions, liabilities, and/or judgments for: damages or injury to persons or property and/or losses and expenses caused or incurred by Grantee and/or its employees, agents, contractors, officials, officers, servants, guests, and/or invitees; and other costs, including litigation costs and attorneys' fees, arising out of, resulting from, or in connection with the performance of this Agreement and not caused by or arising out of the tortious conduct of City or any employee, contractor, or agent thereof. Grantee acknowledges that participation in this program carries risks, some of which may be unknown, and does agree to assume all such known or unknown risks. D. Uniform compliance requirements. Grantee shall comply with applicable uniform administrative requirements, cost principles, and audit requirements for federal awards, as described in 2 CFR §§ 200 et. seq. E. Nondiscrimination. Grantee will not discriminate against any employee or applicant for employment or services because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital status or status with regard to public assistance. F. Termination. Either Party may terminate this Agreement for cause by providing written notice to the other of the basis of termination. The defaulting Party shall have five (5) days to cure the deficiency or non-compliance. If the deficiency or non-compliance is not cured within this time period, the other Party shall terminate this Agreement for cause. In addition to termination of this Agreement and/or any other remedies as provided by law, City may declare Grantee ineligible for any further participation in City grant programming. 1. Termination for convenience. City may terminate this Agreement by, at least thirty(30) days before the effective date of such termination, giving written notice to Grantee of such termination and specifying the effective date thereof. 2. Termination for cause. Termination of this Agreement, in whole or in part, may occur for cause, which shall include, but shall not be limited to, the following: a. Failure to comply with any provision of this Agreement, the MSBG Rules, or any rule, regulation, statute, executive order, or U.S. Treasury, State, or City guideline,policy or MSBG GRANTEE AGREEMENT PAGE 3 page 298 directive as may become applicable at any time; ttem#12. b. Failure to fulfill in a timely and proper manner its obligations under this Agreement; c. Improper use of funds provided under this Agreement;or d. Submission of receipts, reports, or documents that are incorrect or incomplete in any material respect. 3. Void if funds not available. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City,this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. G. Repayment. In the event of termination for cause attributable to Grantee's acts or omissions, Grantee shall, within fourteen(14)days of City's demand,reimburse City for all MSBG funds disbursed. H. Assignment. Grantee shall not assign or transfer any interest in this agreement without prior written consent of City_ I. Non-waiver. Failure of either party to promptly enforce the strict performance of any term of this Agreement shall not constitute a waiver or relinquishment of any party's right to thereafter enforce such term, and any right or remedy hereunder may be asserted at any time, notwithstanding delay in enforcement. J. Compliance with law. Throughout the course of this Agreement, Grantee shall comply with any and all applicable federal., state, and local laws. K. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. L. Entire Agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral or written,whether previous to the execution hereof or contemporaneous herewith. The parties hereto may amend this Agreement at any time provided that such amendments are executed in writing, approved by City's governing body, and signed by a duly authorized representative of each party. IN WITNESS WHEREOF,the panties shall cause this Agreement to be executed by their duly authorized officers to be effective as of the day and year first above written. GRANTEE: Muscle Foods LL Jac el4o, er/Manager CITY: City of Meridian Attest: By: Robert E. Simison, Mayor 1-26-2021 Chris Johnson, City Clerk 1-26-2021 MSBG GRaNnE AGREEMENT PAG Page 299 Item#12. EXHIBIT A: APPROVED EXPENSES Eligible Expense Amaunt Eligible June Use Rent 88.00 July Advance Rent 135.00 July Use Rent 60.00 Aug u st Adva n ce Rent 135.00 August Use Rent 197.00 September Advance Rent 135.00 September Use Rent 98.00 October Advance Rent 135.00 October Use Rent 49_00 NovemberAdvance Rent 135.00 November Use Rent 148.00 December Advance Rent 135.00 Total Eligible Expenses 1,450.00 GRANT AWARD $1,450.00 MSBG GRANTEE AGREEMENT PAGE 5 page 300 Item#12. AGREEMENT BETWEEN CITY OF MERIDIAN AND PACTT INC. FOR IDAHO REBOUNDS —MUNICIPAL SMALL BUSINESS GRANT FUNDS This Agreement is entered into this 3T day of Q, 2021 by and between the City of Meridian, a municipal corporation organized under the laws of the state of Idaho ("City") and PACTT Inc., a general business company organized under the laws of the state of Idaho ("Grantee"). WHEREAS, having received federal financial assistance, as such term is defined in 2 CFR § 200.40, from the Coronavirus Relief Fund, designated within Title V, section 5001 of the Coronavirus Aid,Relief, and Economic Security Act, P.L. 116-136,42 U.S.C. § 601 et seq. (the "CARES Act"),the State of Idaho ("State") created the Idaho Rebounds—Municipal Small Business Grant ("MSBG") program to help local businesses and organizations affected by COVID-19 pandemic, enabling cities and counties to provide aid within their community, including by the provision of economic support to those suffering from employment or business interruptions due to COVID-19-related business closures or limitations; and WHEREAS, pursuant to the State's approval of Meridian's MSBG program on September 11, 2020, City seeks to disburse MSBG funds to Meridian small businesses for the reimbursement of expenses incurred due to the COVID-19 pandemic,as set forth in Title V, section 5001 of the CARES Act; Idaho Governor's Executive Order Nos. 2020-07, 2020-08, and 2020-08A; U.S. Treasury's Coronavirus Relief Fund Guidance for State, Territorial, Local, and Tribal Governments(Dated June 30, 2020); Idaho Rebounds—Municipal Small Business Grant Program Description and Guidance; and the City's MSBG program guidelines(collectively, "MSBG Rules"); and WHEREAS, Grantee submitted to City a complete application for MSBG funds, including all related materials; and City and Grantee wish to enter into a cooperative agreement for the investment of MSBG funds for the purposes described therein; and WHEREAS, it is acknowledged by the Parties that although the State has approved the Meridian MSBG program and has generally committed the funds as set forth in this Agreement for such purpose,availability of these funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City, and that City's obligation to provide funding to Grantee under this Agreement is provisional, pending the approval and release of such funds to City; NOW,THEREFORE, in consideration of the mutual covenants of the parties, the Parties agree as follows: 1. STATEMENT OF WORK A. Activities. Grantee shall use City's MSBG funds in an amount not to exceed fifteen thousand dollars ($15,000), for the approved expenses, as set forth in Exhibit A. Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement, the MSBG Rules. B. Current eligibility. Grantee certifies that Grantee is eligible to receive MSBG funds, and that Grantee meets each of the following criteria: 1. Grantee has 500 or fewer employees. 2. Grantee is a business operating in the City of Meridian, Idaho city limits. MSBG GRANTEE AGREEMENT PAGE 1 Page 301 Item#12. 3. Grantee has an official EIN. 4. Grantee is an Idaho-domiciled business. S. Grantee incurred and paid the expenses for which the MSBG funds are awarded. 6. Grantee has incurred expense caused by COVID-19 related incidents, decisions, or qualified business interruption(e.g.,local closure orders, need for personal protective equipment, social distancing requirements, increased costs, disrupted supply network, etc.). 7. The expenses for which the MSBG funds are awarded were incurred between June 20, 2020 and December 30, 2020. 8. Grantee has not received funds for the expenses for which the MSBG funds are awarded frown other COVID-19 grant programs. 9. Grantee does not exist for the purpose of advancing partisan political activities or the business does not directly lobby federal or state officials, defined as having had a registered lobbyist at any point during 2020. 10.Grantee is compliant in all respects with all COVID-19 related orders, laws, ordinances, and regulations. C. Ongoing eligibility; duplication of benefits. Grantee shall notify City immediately if, for any reason, Grantee no longer qualifies for MSBG funds due to a change in compliance with one or more of the enumerated eligibility criteria. If Grantee receives or applies for other funding sources for the expenses described in this Agreement, Grantee shall immediately notify the City's Economic Development Administrator. D. Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses, as set forth in Exhibit A, up to fifteen thousand dollars ($15,000.00), within thirty(30) days of receipt of the specified funds by City. E. Disclosure and retention of records. Grantee acknowledges and understands that records submitted for the purposes of applying for MSBG funds;compliance with the terms of this Agreement or law; and/or audit by City, State, or federal agency shall be public records subject to disclosure by City and/or State pursuant to such agencies' respective obligations to comply with the Idaho Public Records Act("IPRA"), and may be posted online by the State of Idaho. Insofar as such records are exempt from disclosure under IPRA or other provision of law, City shall make reasonable efforts to avoid and/or prevent their disclosure. Grantee shall retain all records pertinent to the expenditures incurred under this Agreement for a period of five(5)years after completion of all activities funded under this Agreement. The name of the business and the amount of grant funds received will be identified on the transparent.idaho.gov website and on the City of Meridian's Economic Development webpage, and may be disclosed upon request in accordance with the Idaho Public Records Act. It. GENERAL CONDITIONS A. Contingent on funding. It is acknowledged by the Parties that although the State has approved the Meridian MSBG program and the State has generally committed the funds as set forth in this Agreement for such purpose, availability of MSBG funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City. Unless and until the State approves Grantee's application and releases the funds to City, City shall have no contractual, legal, or equitable obligation to Grantee, whether under this Agreement or by any other legal or equitable claim. In the event that MSBG funds for the purposes set forth in this Agreement MSBG GRANTEE AGREEMENT PAGE 2 Page 302 Item#12. are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee,whether under this Agreement or under any legal or equitable claim. B. Notices. All notices required to be given by either of the parties hereto shall be in writing and be deemed communicated when personally served, or mailed in the United States mail, addressed as follows: If to City: If to Grantee: City of Meridian PACTT Inc. Attn: Economic Development Administrator ATTN: Clint Welch 33 E. Broadway Avenue 11320 W.Water Birch St. Meridian, Idaho 83642 Star, ID 83669 Either party may change its authorized representative and/or address for the purpose of this paragraph by giving written notice of such change to the other party in the manner herein provided. C. Indemnity. Grantee, and each and all of its employees, agents, contractors,officials, officers, servants, guests, and/or invitees shall hold harmless, defend and indemnify City from and for all losses, claims, actions, liabilities, and/or judgments for: damages or injury to persons or property and/or losses and expenses caused or incurred by Grantee and/or its employees, agents, contractors, officials, officers, servants, guests, and/or invitees; and other costs, including litigation costs and attorneys' fees, arising out of, resulting from, or in connection with the performance of this Agreement and not caused by or arising out of the tortious conduct of City or any employee, contractor,or agent thereof. Grantee acknowledges that participation in this program carries risks, some of which may be unknown, and does agree to assume all such known or unknown risks. D. Uniform compliance requirements. Grantee shall comply with applicable uniform administrative requirements, cost principles, and audit requirements for federal awards, as described in 2 CFR §§ 200 et. seq. E. Nondiscrimination. Grantee will not discriminate against any employee or applicant for employment or services because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital status or status with regard to public assistance. F. Termination. Either Party may terminate this Agreement for cause by providing written notice to the other of the basis of termination. The defaulting Party shall have five(5) days to cure the deficiency or non-compliance. If the deficiency or non-compliance is not cured within this time period,the other Party shall terminate this Agreement for cause. In addition,to termination of this Agreement and/or any other remedies as provided by law, City may declare Grantee ineligible for any further participation in City grant programming. 1. Termination for convenience. City may terminate this Agreement by, at least thirty(30) days before the effective date of such termination, giving written notice to Grantee of such termination and specifying the effective date thereof. 2. Termination for cause. Termination of this Agreement, in whole or in part,may occur for cause, which shall include, but shall not be limited to, the following: a. Failure to comply with any provision of this Agreement,the MSBG Rules, or any rule, regulation, statute, executive order,or U.S. Treasury, State,or City guideline,policy or directive as may become applicable at any time; b. Failure to fulfill in a timely and proper manner its obligations under this Agreement; MSBG GRANTEE AGREEMENT PAGE 3 Page 303 Item#12. c. Improper use of funds provided under this Agreement;or d. Submission of receipts, reports,or documents that are incorrect or incomplete in any material respect. 3. Void if funds not available. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. G. Repayment. In the event of termination for cause attributable to Grantee's acts or omissions, Grantee shall, within fourteen(14) days of City's demand, reimburse City for all MSBG funds disbursed. H. Assignment. Grantee shall not assign or transfer any interest in this agreement without prior written consent of City. I. Nan-waiver. Failure of either party to promptly enforce the strict performance of any term of this Agreement shall not constitute a waiver or relinquishment of any party's right to thereafter enforce such term, and any right or remedy hereunder may be asserted at any time, notwithstanding delay in enforcement. J. Compliance with law. Throughout the course of this Agreement, Grantee shall comply with any and all applicable federal, state, and local laws. K. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. L. Entire Agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral or written,whether previous to the execution hereof or contemporaneous herewith. The parties hereto may amend this Agreement at any time provided that such amendments are executed in writing, approved by City's governing body, and signed by a duly authorized representative of each party. IN WITNESS WHEREOF,the parties shall cause this Agreement to be executed by their duly authorized officers to be effective as of the day and year first above written. GRANTEE: PACTT Inc. 2jzt�rj-j� &_�, Cmt ech CITY: City of Meridian Attest: By: Robert E. Simison, Mayor 1-26-2021 Chris Johnson, City Clerk 1-26-2021 MSBG GRANTEE AGREEMENT PA(iE 4 Page 304 Item#12. EXHIBIT A: APPROVED EXPENSES Eligible Expense Amount Rent-August 3704.00 Rent-September 3704.00 Rent ❑ctober 4275.00 Rent-November 4275.60 Rent-December 3704.00 Total Eligible Expenses 19,662.60 Approved Amount 15,000.00 MSBG GRANTEE AGREEMENT PAGE 5 Page 305 Item#12. AGREEMENT BETWEEN CITY OF MERIDIAN AND PIVOT OPERATIONS, LLC FOR IDAHO REBOUNDS—MUNICIPAL SMALL BUSINESS GRANT FUNDS This Agreement is entered into this 26th day of January 2021 by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ("City") and Pivot Operations, LLC, a limited liability company, organized under the laws of the State of Idaho ("Grantee"). WHEREAS,having received federal financial assistance, as such term is defined in 2 CFR § 200.40, from the Coronavirus Relief Fund, designated within Title V, section 5001 of the Coronavirus Aid, Relief, and Economic Security Act, P.L. 116-136, 42 U.S.C. § 601 et seq. (the "CARES Act"), the State of Idaho ("State") created the Idaho Rebounds—Municipal Small Business Grant("MSBG") program to help local businesses and organizations affected by COVID-19 pandemic, enabling cities and counties to provide aid within their community, including by the provision of economic support to those suffering from employment or business interruptions due to COVID-19-related business closures or limitations; and WHEREAS,pursuant to the State's approval of Meridian's MSBG program on September 11, 2020, City seeks to disburse MSBG funds to Meridian small businesses for the reimbursement of expenses incurred due to the COVID-19 pandemic, as set forth in Title V, section 5001 of the CARES Act; Idaho Governor's Executive Order Nos. 2020-07, 2020-08, and 2020-08A; U.S. Treasury's Coronavirus Relief Fund Guidance for State, Territorial, Local, and Tribal Governments (Dated June 30, 2020); Idaho Rebounds—Municipal Small Business Grant Program Description and Guidance; and the City's MSBG program guidelines (collectively, "MSBG Rules"); and WHEREAS, Grantee submitted to City a complete application for MSBG funds, including all related materials; and City and Grantee wish to enter into a cooperative agreement for the investment of MSBG funds for the purposes described therein; and WHEREAS, it is acknowledged by the Parties that although the State has approved the Meridian MSBG program and has generally committed the funds as set forth in this Agreement for such purpose, availability of these funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City, and that City's obligation to provide funding to Grantee under this Agreement is provisional, pending the approval and release of such funds to City; NOW, THEREFORE, in consideration of the mutual covenants of the parties, the Parties agree as follows: I. STATEMENT OF WORK A. Activities. Grantee shall use City's MSBG funds in an amount not to exceed Fifteen Thousand Dollars ($15,000.00), for the approved expenses, as set forth in Exhibit A. Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement, the MSBG Rules. B. Current eligibility. Grantee certifies that Grantee is eligible to receive MSBG funds, and that Grantee meets each of the following criteria: 1. Grantee has 500 or fewer employees. MSBG GRANTEE AGREEMENT PAGE 1 page 306 Item#12. 2. Grantee is a business operating in the City of Meridian, Idaho city limits. 3. Grantee has an official EIN. 4. Grantee is an Idaho-domiciled business. 5. Grantee incurred and paid the expenses for which the MSBG funds are awarded. 6. Grantee has incurred expense caused by COVID-19 related incidents, decisions, or qualified business interruption(e.g., local closure orders, need for personal protective equipment, social distancing requirements, increased costs, disrupted supply network, etc.). 7. The expenses for which the MSBG funds are awarded were incurred between June 20, 2020 and December 30, 2020. 8. Grantee has not received funds for the expenses for which the MSBG funds are awarded from other COVID-19 grant programs. 9. Grantee does not exist for the purpose of advancing partisan political activities or the business does not directly lobby federal or state officials, defined as having had a registered lobbyist at any point during 2020. 10. Grantee is compliant in all respects with all COVID-19 related orders, laws, ordinances, and regulations. C. Ongoing eligibility; duplication of benefits. Grantee shall notify City immediately if, for any reason, Grantee no longer qualifies for MSBG funds due to a change in compliance with one or more of the enumerated eligibility criteria. If Grantee receives or applies for other funding sources for the expenses described in this Agreement, Grantee shall immediately notify the City's Economic Development Administrator. D. Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses, as set forth in Exhibit A,up to fifteen thousand dollars ($15,000.00), within thirty(30) days of receipt of the specified funds by City. E. Disclosure and retention of records. Grantee acknowledges and understands that records submitted for the purposes of applying for MSBG funds; compliance with the terms of this Agreement or law; and/or audit by City, State, or federal agency shall be public records subject to disclosure by City and/or State pursuant to such agencies' respective obligations to comply with the Idaho Public Records Act("IPRA"), and may be posted online by the State of Idaho. Insofar as such records are exempt from disclosure under IPRA or other provision of law, City shall make reasonable efforts to avoid and/or prevent their disclosure. Grantee shall retain all records pertinent to the expenditures incurred under this Agreement for a period of five (5) years after completion of all activities funded under this Agreement. The name of the business and the amount of grant funds received will be identified on the transparent.idaho.gov website and on the City of Meridian's Economic Development webpage, and may be disclosed upon request in accordance with the Idaho Public Records Act. II. GENERAL CONDITIONS A. Contingent on funding. It is acknowledged by the Parties that although the State has approved the Meridian MSBG program and the State has generally committed the funds as set forth in this Agreement for such purpose, availability of MSBG funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City. Unless and until the State approves Grantee's application and releases the funds to City, City shall have no contractual, legal, or equitable obligation to Grantee, whether under this Agreement or by any other legal or equitable claim. In the event that MSBG funds for the purposes set forth in this Agreement MSBG GRANTEE AGREEMENT PAGE 2 page 307 Item#12. are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. B. Notices. All notices required to be given by either of the parties hereto shall be in writing and be deemed communicated when personally served, or mailed in the United States mail, addressed as follows: If to City: If to Grantee: City of Meridian Pivot Operations, LLC Attn: Economic Development Administrator Attn: Kristin Savola, Owner 33 E. Broadway Avenue 455 E. Cave Court Meridian, Idaho 83642 Boise, ID 83702 Either party may change its authorized representative and/or address for the purpose of this paragraph by giving written notice of such change to the other party in the manner herein provided. C. Indemnity. Grantee, and each and all of its employees, agents, contractors, officials, officers, servants, guests, and/or invitees shall hold harmless, defend and indemnify City from and for all losses, claims, actions, liabilities, and/or judgments for: damages or injury to persons or property and/or losses and expenses caused or incurred by Grantee and/or its employees, agents, contractors, officials, officers, servants, guests, and/or invitees; and other costs, including litigation costs and attorneys' fees, arising out of, resulting from, or in connection with the performance of this Agreement and not caused by or arising out of the tortious conduct of City or any employee, contractor, or agent thereof. Grantee acknowledges that participation in this program carries risks, some of which may be unknown, and does agree to assume all such known or unknown risks. D. Uniform compliance requirements. Grantee shall comply with applicable uniform administrative requirements, cost principles, and audit requirements for federal awards, as described in 2 CFR §§ 200 et. seq. E. Nondiscrimination. Grantee will not discriminate against any employee or applicant for employment or services because of race, color, creed, religion, ancestry, national origin, sex, disability or other handicap, age, marital status or status with regard to public assistance. F. Termination. Either Party may terminate this Agreement for cause by providing written notice to the other of the basis of termination. The defaulting Party shall have five (5) days to cure the deficiency or non-compliance. If the deficiency or non-compliance is not cured within this time period, the other Party shall terminate this Agreement for cause. In addition to termination of this Agreement and/or any other remedies as provided by law, City may declare Grantee ineligible for any further participation in City grant programming. 1. Termination for convenience. City may terminate this Agreement by, at least thirty(30) days before the effective date of such termination, giving written notice to Grantee of such termination and specifying the effective date thereof. 2. Termination for cause. Termination of this Agreement, in whole or in part, may occur for cause, which shall include, but shall not be limited to, the following: a. Failure to comply with any provision of this Agreement, the MSBG Rules, or any rule, regulation, statute, executive order, or U.S. Treasury, State, or City guideline,policy or directive as may become applicable at any time; MSBG GRANTEE AGREEMENT PAGE 3 page 308 Item#12. b. Failure to fulfill in a timely and proper manner its obligations under this Agreement; c. Improper use of funds provided under this Agreement; or d. Submission of receipts, reports, or documents that are incorrect or incomplete in any material respect. 3. Void if funds not available. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. G. Repayment. In the event of termination for cause attributable to Grantee's acts or omissions, Grantee shall, within fourteen(14) days of City's demand, reimburse City for all MSBG funds disbursed. H. Assignment. Grantee shall not assign or transfer any interest in this agreement without prior written consent of City. I. Non-waiver. Failure of either party to promptly enforce the strict performance of any term of this Agreement shall not constitute a waiver or relinquishment of any party's right to thereafter enforce such term, and any right or remedy hereunder may be asserted at any time, notwithstanding delay in enforcement. J. Compliance with law. Throughout the course of this Agreement, Grantee shall comply with any and all applicable federal, state, and local laws. K. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. L. Entire Agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral or written, whether previous to the execution hereof or contemporaneous herewith. The parties hereto may amend this Agreement at any time provided that such amendments are executed in writing, approved by City's governing body, and signed by a duly authorized representative of each party. IN WITNESS WHEREOF,the parties shall cause this Agreement to be executed by their duly authorized officers to be effective as of the day and year first above written. GRANTEE: Pivot Operations, LLC Ryan Cleverley, Governor/Manager CITY: City of Meridian Attest: By: Robert E. Simison, Mayor 1-26-2021 Chris Johnson, City Clerk 1-26-2021 MSBG GRANTEE AGREEMENT PAGE 4 page 309 Item#12. EXHIBIT A: APPROVED EXPENSES Eligible Expense Amount Rent- September 29,906.63 TcFtal Eligible Expenses 29,906.63 GRANT AWARD 5IL5,000.00 MSBG GRANTEE AGREEMENT PAGE 5 page 310 Item#12. AGREEMENT BETWEEN CITY OF MERIDIAN AND RITCHIE AGENCY LLC FOR IDAHO REBOUNDS —MUNICIPAL SMALL BUSINESS GRANT FUNDS This Agreement is a tered into this day of , 2021 by and between the City of Meridian, a municipal corporation organized under the laws oft the state of Idaho ("City") and Ritchie Agency LLC, a lime ed liability company organized under the laws of the state of Idaho ("Grantee"). WHEREAS, havin received federal financial assistance, as such term is defined in 2 CFR § 200.40, from the Coronavi s Relief Fund, designated within Title V, section 500I of the Coronavirus Aid, Relief, and Economic Security Act, P.L. 116-136, 42 U.S.C. § 601 et seq. (the "CARES Act"), the State of Idaho ("State") creted the Idaho Rebounds —Municipal Small Business Grant ("MSBG") program to help local busin sses and organizations affected by COVID-19 pandemic, enabling cities and counties to provide aid within their community, including by the provision of economic support to those suffering from emplo ent or business interruptions due to COVID-19-related business closures or limitations; and 7 WHEREAS, pursuant to the State's approval of Meridian's MSBG program on September 11, 2020, City seeks to disburs MSBG funds to Meridian small businesses for the reimbursement of expenses incurred due to th COVID-19 pandemic, as set forth in Title V, section 5001 of the CARES Act; Idaho Governor's Exe utive Order Nos. 2020-07, 2020-08, and 2020-08A; U.S. Treasury's Coronavirus Relief Fund Guidance for State, Territorial, Local, and Tribal Governments(Dated June 30, 2020); Idaho Rebounds—Municipal Small Business Grant Program Description and Guidance; and the City's MSBG program uidelines (collectively, "MSBG Rules"); and WHEREAS, Grange submitted to City a complete application for MSBG funds, including all related materials; and City I nd Grantee wish to enter into a cooperative agreement for the investment of MSBG funds for the pu oses described therein; and WHEREAS, it is a knowledged by the Parties that although the State has approved the Meridian MSBG program,nd has generally committed the funds as set forth in this Agreement for such purpose, availability�f these funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City, and that City's obligation to provide funding to Grantee under this Agreement is provisional, pending the approval and release of such funds to City; NOW, THEREF RE, in consideration of the mutual covenants of the parties, the Parties agree as follows: I. STATEMENT OF W RK A. Activities. Grantee sh it use City's MSBG funds in an amount not to exceed twelve thousand three hundred thirteen ollars and ninety eight cents ($12,313.98), for the approved expenses, as set forth in Exhibit A. Gr ntee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement, t e MSBG Rules. B. Current eligibility. Gantee certifies that Grantee is eligible to receive MSBG funds, and that MSBG GRANTEE AGREEMENT PAGI'. 1 Page 311 Item#12. Grantee meets each of the following criteria: 1. Grantee has 500 or fewer employees. 2. Grantee is a business operating in the City of Meridian, Idaho city limits. 3. Grantee has an official E1N. 4. Grantee is an Idaho-domiciled business. 5. Grantee incurred and paid the expenses for which the MSBG funds are awarded. 6. Grantee has incurred expense caused by COVID-19 related incidents, decisions, or qualified business interruption (e.g., local closure orders, need for personal protective equipment, social distancing requirements, increased costs, disrupted supply network, etc.). 7. The expenses for which the MSBG funds are awarded were incurred between June 20, 2020 and December 30, 2020. 8. Grantee has not received funds for the expenses for which the MSBG funds are awarded from other COVID-19 grant programs. 9. Grantee does not exist for the purpose of advancing partisan political activities or the business does not directly lobby federal or state officials, defined as having had a registered lobbyist at any point during 2020. 10. Grantee is compliant in all respects with all COVID-19 related orders, laws, ordinances, and regulations. C. Ongoing eligibility; duplication of benefits. Grantee shall notify City immediately if, for any reason, Grantee no longer qualifies for MSBG funds due to a change in compliance with one or more of the enumerated eligibility criteria. If Grantee receives or applies for other funding sources for the expenses described in this Agreement, Grantee shall immediately notify the City's Economic Development Administrator. D. Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses, as set forth in Exhibit A, up to fifteen thousand dollars ($15,000.00), within thirty(30) days of receipt of the specified funds by City. E. Disclosure and retention of records. Grantee acknowledges and understands that records submitted for the purposes of applying for MSBG funds; compliance with the terms of this Agreement or law; and/or audit by City, State, or federal agency shall be public records subject to disclosure by City and/or State pursuant to such agencies' respective obligations to comply with the Idaho Public Records Act ("IPRA"), and may be posted online by the State of Idaho. Insofar as such records are exempt from disclosure under IPRA or other provision of law, City shall make reasonable efforts to avoid and/or prevent their disclosure. Grantee shall retain all records pertinent to the expenditures incurred under this Agreement for a period of five (5) years after completion of all activities funded under this Agreement. The name of the business and the amount of grant funds received will be identified on the transparent.idaho.gov website and on the City of Meridian's Economic Development webpage, and may be disclosed upon request in accordance with the Idaho Public Records Act. H. GENERAL CONDITIONS A. Contingent on funding. It is acknowledged by the Parties that although the State has approved the Meridian MSBG program and the State has generally committed the funds as set forth in this Agreement for such purpose, availability of MSBG funds to City, and thus to Grantee, is subject to the State's approval of Grantee's application and release of such funds to City. Unless and until MSBG GRANTEE AGREEMENT PAGE 2 Page 312 Item#12. the State approves Grantee's application and releases the funds to City, City shall have no contractual, legal, or equt ble obligation to Grantee, whether under this Agreement or by any other legal or equitable claim. the event that MSBG funds for the purposes set forth in this Agreement are not made available t 1 City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under is Agreement or under any legal or equitable claim. B. Notices. All notices regfiired to be given by either of the parties hereto shall be in writing and be deemed communicated when personally served, or mailed in the United States mail, addressed as follows: If to City: If to Grantee: City of Meridian Ritchie Agency LLC Attn: Economic Devel pment Administrator ATTN: Bruce Ritchie 33 E. Broadway Aven a 3120 W Belltower Dr. Ste. 175 Meridian, Idaho 83642 a Meridian, ID 83646 Either party may chang its authorized representative and/or address for the purpose of this paragraph by giving wri ten notice of such change to the other party in the manner herein provided. C. Indemnity. Grantee, d each and all of its employees, agents, contractors, officials, officers, servants, guests, and/or nvitees shall hold harmless, defend and indemnify City from and for all losses, claims, actions, 1 abilities, and/or judgments for: damages or injury to persons or property and/or losses and expen es caused or incurred by Grantee and/or its employees, agents, contractors, officials, officers, serva ts, guests, and/or invitees; and other costs, including litigation costs and attorneys' fees, arising ut of, resulting from, or in connection with the performance of this Agreement and not cau ed by or arising out of the tortious conduct of City or any employee, contractor, or agent the eof. Grantee acknowledges that participation in this program carries risks, some of which may be nknown, and does agree to assume all such known or unknown risks. D. Uniform compliance r quirements. Grantee shall comply with applicable uniform administrative requirements, cost prin iples, and audit requirements for federal awards, as described in 2 CFR §§ 200 et. seq. E. Nondiscrimination. Grantee will not discriminate against any employee or applicant for employment or service because of race, color, creed, religion, ancestry, national origin, sex, disability or other hand cap, age, marital status or status with regard to public assistance. F. Termination. Either arty may terminate this Agreement for cause by providing written notice to the other of the basis o termination. The defaulting Party shall have five(5) days to cure the deficiency or non-com Hance. If the deficiency or non-compliance is not cured within this time period, the other Party hall terminate this Agreement for cause. In addition to termination of this Agreement and/or any ther remedies as provided by law, City may declare Grantee ineligible for any further participatio in City grant programming. 1. Termination for c nvenience. City may terminate this Agreement by, at least thirty(30) days before the effectiv date of such termination, giving written notice to Grantee of such termination and sp cifying the effective date thereof. 2. Termination for use. Termination of this Agreement, in whole or in part, may occur for cause, which shall include, but shall not be limited to, the following: a. Failure to com, ly with any provision of this Agreement, the MSBG Rules, or any rule, MSBG GRANTEE AGREEMENT PAGE 3 Page 313 Item#12. regulation, statute, executive order, or U.S. Treasury, State, or City guideline, policy or directive as may become applicable at any time; b. Failure to fulfill in a timely and proper manner its obligations under this Agreement; c. Improper use of funds provided under this Agreement; or d. Submission of receipts, reports, or documents that are incorrect or incomplete in any material respect. 3. Void if funds not available. In the event that MSBG funds for the purposes set forth in this Agreement are not made available to City, this Agreement shall be void, and City shall have no obligation to Grantee, whether under this Agreement or under any legal or equitable claim. G. Repayment. In the event of termination for cause attributable to Grantee's acts or omissions, Grantee shall, within fourteen(14) days ofCity's demand, reimburse City for all MSBG funds disbursed. H. Assignment. Grantee shall not assign or transfer any interest in this agreement without prior written consent of City. I. Non-waiver. Failure of either party to promptly enforce the strict performance of any term of this Agreement shall not constitute a waiver or relinquishment of any party's right to thereafter enforce such term, and any right or remedy hereunder may be asserted at any time, notwithstanding delay in enforcement. J. Compliance with law. Throughout the course of this Agreement, Grantee shall comply with any and all applicable federal, state, and local laws. K. Exhibits. All exhibits to this Agreement are incorporated by reference and made a part of hereof as if the exhibits were set forth in their entirety herein. L. Entire Agreement. This Agreement contains the entire agreement of the parties and supersedes any and all other agreements or understandings, oral or written, whether previous to the execution hereof or contemporaneous herewith. The parties hereto may amend this Agreement at any time provided that such amendments are executed in writing, approved by City's governing body, and signed by a duly authorized representative of each party. IN WITNESS WHEREOF, the parties shall cause this Agreement to be executed by their duly authorized officers to be effective as of the day and year first above written. GRANTEE: Ritchie Agency LLC Bruce Ritchie CITY: City of Meridian Attest: By: Robert E. Simison, Mayor 1-26-2021 Chris Johnson, City Clerk 1-26-2021 MSBG GRANTEE AGREEMENT PAGE 4 page 314 Item#12. EXHIBIT A: APPROVED EXPENSES Eligible Expense Amount Rent-JuWAug/Sept/Oct/Nov/Dec 11,777.10 utility-Sparklight 536.88 Total Eligible Expenses 12,313.98 Approved Amount 12,313.98 MSBG GRANTEE AGREEMENT PAGE 5 Page 315 Item#12. FIRST AMENDMENT TO AGREEMENT BETWEEN CITY OF MERIDIAN AND TREASURE VALLEY FOOT AND ANKLE, PLLC FOR IDAHO REBOUNDS--MUNICIPAL SMALL BUSINESS GRANT FUNDS This First Amendment to Agreement Between City of Meridian and Treasure Valley Foot and Ankle, PLLC for Idaho Rebounds--Municipal Small Business Grant Funds("First Amendment") is entered into this 26th day of January ,2020("Effective Date"), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho("City")and Treasure Valley Foot and Ankle,PLLC,a professional limited liability company organized under the laws of the State of Idaho("Grantee"). WHEREAS,the Parties seek by this First Amendment to modify the Agreement Between City of Meridian and Grantee for Idaho Rebounds---Municipal Small Business Grant Funds ("Agreement"); NOW,THEREFORE,in consideration of the mutual covenants of the parties, the Parties agree as follows: I. SECTION I.A.AMENDED. Section I.A of the Agreement shall be amended to read as follows: A.Activities. Grantee shall use City's MSBG funds in an amount not to exceed Five Thousand Dollars($5,000.00), for the approved expenses, as set forth in Exhibit A. Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement,the MSBG Rules. II. SECTION I.D AMENDED. Section I.D of the Agreement shall be amended to read as follows: D. Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses,as set forth in Exhibit A,up to fifteen thousand dollars ($15,000.00),within thirty (30)days of receipt of the specified funds by City. III.No ADDITIONAL.MODIFICATIONS. The Parties agree that except as expressly modified by this First Amendment,all provisions of the original Agreement, including recitals and exhibits thereto,shall remain in full force and effect. No other understanding, whether oral or written,whether made prior to or contemporaneously with this First Amendment shall be deemed to enlarge, limit or otherwise affect the operation of the Agreement or this amendment thereto. IN WITNESS WHEREOF,the parties shall cause this First Amendment to be executed by their duly authorized officers to be effective as of the Effective Date first above written. GRANTEE: Treasure le F re,PLLC Clark Johnson, ner/Member CITY OF ME IAN: BY. Attest: Robert E. Simison, Mayor 1-26-2021 Chris Johnson,City Clerk 1-26-2021 FIRST AMENDMENT TO MSBG AGREEMENT PAGE l I Page 316 Item#12. EXHIBIT A: APPROVED EXPENSES Previously Approved Expenses Eligible Expense Amount July Rent 2000.00 August Rent 3178.91 September Rent 3178.91 October Rent 3178.91 Total Eligible Expenses 11,636.73 G RANT AWARD $10,000.00 Current Request Eligible Expense Amount November Rent 3178.91 December Rent 3271.22 Total Eligible Expenses 6,450.13 GRANT AWARD#2 $5,000.00 Page 317 FIRST AMENDMENT TO MSBG AGREEMENT PAGE 2 Item#12. FIRST AMENDMENT TO AGREEMENT BETWEEN CITY OF MERIDIAN AND VERTICAL VIEW LLC FOR IDAHO REBOUNDS--MUNICIPAL SMALL BUSINESS GRANT FUNDS This First Amendment to Agreement Between City of Meridian and Vertical View LLC for Idaho Rebounds--Municipal Small Business Grant Funds("First Amendment")is entered into this 26th day of January ,2021 ("Effective Date),by and between the City of Meridian,a municipal corporation organized under the laws of the State of Idaho("City)and Vertical View LLC,a limited liability company organized under the laws of the state of Idaho ("Grantee"). WHEREAS,the Parties seek by this First Amendment to modify the Agreement Between City of Meridian and Grantee for Idaho Rebounds—Municipal Small Business Grant Funds("Agreement"); NOW,THEREFORE,in consideration of the mutual covenants of the parties,the Parties agree as follows: I. SECTION I.A.AMENDED. Section I.A of the Agreement shall be amended to read as follows: A.Activities. Grantee shall use City's MSBG funds in an amount not to exceed hour Thousand,Four Hundred,Ninety-seven Dollars and Eight Cents ($4,497.08),the approved expenses,as set forth in Exhibit A. Grantee shall utilize MSBG funds granted hereunder in a manner consistent with this Agreement,the MSBG Rules. II. SECTION I.D AmENDED. Section I.D of the Agreement shall be amended to read as follows: D.Reimbursement Procedures. City shall provide to Grantee the MSBG funds awarded for the approved expenses,as set forth in Exhibit A,up to fifteen thousand dollars($15,000.00),within thirty (30)days of receipt of the specified funds by City. III.No ADDITIONAL MODIFICATioNs. The Parties agree that except as expressly modified by this First Amendment,all provisions of the original Agreement,including recitals and exhibits thereto, shall remain in full force and effect. No other understanding,whether oral or written,whether made prior to or contemporaneously with this First Amendment shall be deemed to enlarge,limit or otherwise affect the operation of the Agreement or this amendment thereto. IN WITNESS WHEREOF,the parties shall cause this First Amendment to be executed by their duly authorized officers to be effective as of the Effective Date first above written. GRANTEE: Vertic xew LLC Tyson G y, Owner/Manajer CITY OF MERIDIAN: BY: Attest: Robert E. Simison,Mayor 1-26-2021 Chris Johnson,City Clerk 1-26-2021 FIRST AMENDMENT TO MSBG AGREEMENT PAGE 1 Page 318 Item#12. EXHIBIT A: APPROVED EXPENSES Previously Approved Eligible Expense Amount Hand Sanitizer-Amazon 111.24 Masks-Costco 60.84 Masks-Amazon 189.00 Intermountain Gas-Jul 47.34 25.06 Intermountain Gas- A"gust 28.29 Intermountain Gas- September 28.29 C entu ryL ink-July 22 3.71 CeuturyLink-August 220.90 CenturyLink-September 221.61 Idaho Power-July 1702-61 Idaho Power-August 1984.06 Idaho Power-September 1572.97 Total FJi ible Expenses 6.358.38 G RANT AWARD $6,35 8.38 Current Request Eligible Expense Amount Masks.Cleaning Supplies -Costco 225.71 Intermountain Gas- October 159.71 Intermountain Gas- November 271.80 CenttlryL-ink-October 226.4E CenturyLink-November 224.51 Idaho Power-October 1085.87 Idaho Power-November 1006,41 Idaho Power-December 1296.61 Total ©igible Expenses 4.497.08 GRANT AWARD#2 $4,497.08 FIRST AMENDMENT TO MSBG AGREEMENT PAGE 2 Page 319