HomeMy WebLinkAboutHooper Community Center ARPA Grant Agreement_Sep 2024This Agreement is between the City of Oshkosh, a Wisconsin municipal corporation
(hereinafter “CITY”), and Hooper Community Center, Inc., 33 Broad Street, LL Suite #30,
Oshkosh, Wisconsin 54901, a Wisconsin nonprofit corporation (hereinafter
“GRANTEE”).
WHEREAS, the CITY was allocated approximately $20.5 million in federal funds
under the American Rescue Plan Act (ARPA) for various eligible purposes, including,
among other things, support to entities negatively impacted by the COVID-19 pandemic;
and
WHEREAS, on September 28, 2021, the Oshkosh Common Council adopted
Resolution 21–498, creating parameters for usage of American Rescue Plan Act funds and
specifying that funds spent on non-CITY programming or direct assistance should
represent approximately 25% of all ARPA expenditures, providing approximately
$5,128,000 of the total ARPA allocation for this purpose.; and
WHEREAS, on July 9, 2024, the Oshkosh Common Council approved Resolution
24-405, awarding a grant to GRANTEE for its building and property improvements; and
WHEREAS, GRANTEE is a Wisconsin nonprofit agency that provides
administrative office and storage space to area nonprofits at a reduced cost so that they
can focus their efforts on providing services to Oshkosh residents; and
WHEREAS, the CITY wishes to award a grant to GRANTEE to support the
building and property improvements implemented by GRANTEE.
Now, therefore, the parties agree as follows:
Section 1. Status of GRANTEE. GRANTEE represents and warrants that it is a nonprofit
organization in good standing under the law, and shall remain as such for the term of
this Agreement. GRANTEE represents and warrants that its signatory is authorized to
bind GRANTEE and execute this Agreement on GRANTEE’s behalf.
Section 2. Payment of Grant Award. CITY hereby agrees to pay GRANTEE an amount
not to exceed $60,000.00 (hereinafter the “grant award”) according to the terms and
conditions set forth in Exhibit A of this Agreement.
Section 3. Expenditure of Grant Award. GRANTEE shall expend the grant award solely
on the programs and/or projects set forth in Exhibit A. The grant award must be
expended by December 31, 2026. Any expenditure that does not comply with this
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Agreement shall constitute a disallowed cost (“disallowed cost”) and be subject to
reimbursement as specified in Section 15 of this Agreement. Under no circumstances shall
GRANTEE extend any portion of the grant award for purposes not specified in this
Agreement, or for any other purpose prohibited under law.
Section 4. Acknowledgment of Funding Source. Unless otherwise agreed upon in
writing between the parties, the GRANTEE agrees that within any publications, studies,
or reports which are made possible by or derived, in whole, or in part, from the grant
award; and within any news, articles, brochures, seminars, or other promotional
materials, or media, or events, through which GRANTEE may publicize the programs or
projects, funded in whole or in part by CITY; GRANTEE will acknowledge the CITY
support in the following manner: “Funding for this project has been provided by the City
of Oshkosh.”
Section 5. The Parties’ Relationship. This Agreement shall not be construed as giving
rise to any agency, partnership, joint venture, or employment relationship between CITY
and GRANTEE. GRANTEE shall have no ability to bind the CITY, and will not hold itself
out, as having any such ability. Neither GRANTEE, nor any of GRANTEE’s officers,
employees, agents, or subcontractors, if any, is an employee of CITY by virtue of this
Agreement. GRANTEE’s employees and agents shall not be entitled to any salary or
benefit relating to CITY employment.
Section 6. No Assignment. GRANTEE shall not assign this Agreement without CITY’s
written authorization. Any unauthorized assignment shall be void and shall be
considered a material breach of this Agreement.
Section 7. Indemnification. GRANTEE shall indemnify, hold, harmless, and defend
CITY, its common council, officers, officials, directors, employees, agents, volunteers, and
affiliates, and each of them from any and all claims, demands, causes of action, damages,
costs, expenses, attorney’s fees, consultant’s fees, expert fees, losses or liability, in law, or
in equity, of every kind and nature whatsoever arising out of or in connection with this
Agreement, GRANTEE’s performance hereunder, GRANTEE’s or subcontractor’s
negligence, including active or passive, or strict liability, including but not limited to
personal injury, including, but not limited to, bodily injury, emotional injury, sickness or
disease, or death to persons and/or damage to property of anyone, including loss of use
thereof, caused or alleged to be caused by any act or omission of GRANTEE, or any
subcontractor, or anyone directly or indirectly employed by any of them, or anyone for
the full period of time allowed by law, regardless of any limitation of coverage by
insurance, with the exception of the sole negligence or willful misconduct of the CITY.
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The provisions of this section shall survive the expiration or termination of this
Agreement.
Section 8. Insurance Requirements. GRANTEE agrees to comply with all of the
insurance requirements set forth in Exhibit C, entitled “Insurance Requirements.” Failure
to maintain required insurance at all times shall constitute a default and material breach.
Section 9. Non-Discrimination. In performing this Agreement, GRANTEE shall ensure
that any and all contractors are subcontractors, employees, agents, volunteers, officers,
officials, directors, volunteers, and affiliates also shall not, discriminate, harass, or allow
harassment against any person on the basis of sex, race, color, ancestry, religion, creed,
national origin, physical disability, mental disability, mental condition, age, marital
status, sexual orientation, or any other basis prohibited under law.
Section 10. Compliance with All Applicable Laws. In performing this Agreement
GRANTEE warrants that it shall comply with all applicable state, federal, and CITY laws,
rules, and regulations whether now in force or hereinafter enacted.
Section 11. Accounting. For purposes of performance under this Agreement, and receipt
and expenditure of grant award, GRANTEE shall at all times, maintain an accounting
system that comports with generally accepted accounting principles.
Section 12. Financial Records and Financial Report. GRANTEE shall maintain
satisfactory financial accounts, books, records, documents, and other evidence, sufficient
to properly reflect the amount, receipt, and expenditure of Grant award.
GRANTEE shall submit to CITY a final report in the form identified in Exhibit B. The
CITY reserves the right to request quarterly reports relating to the expenditure of the
grant award or additional information as needed, also in in the form identified in Exhibit
B. Said final report shall be submitted to CITY within thirty (30) calendar days following
the full expenditure of the grant award, or within ninety (90) calendar days following
receipt of the funds, whichever is later.
All financial records and financial reports shall be prepared in accordance with generally
accepted accounting principles. The annual and quarterly reports shall be public records
and may be posted on the CITY’s website. Failure to maintain proper financial records
and submittal of timely financial reports shall be cause for termination as outlined in this
Agreement (see Section 17).
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Section 13. Audit and Examination. Consultant shall fully and completely cooperate
with the CITY, the CITY’s insurer, the CITY’s attorneys, the CITY’s Auditors or other
representative of the CITY (collectively, the “CITY” for purposes of this Article).
a. Cooperation is expected in connection with any internal or governmental
investigation or administrative, regulatory, arbitral or judicial proceeding
(collectively “Litigation”) or internal or governmental Audit, with respect
to matters relating to this Agreement.
b. Examples of expected cooperation may include, but shall not be limited to,
responding to requests for documents and/or other records, and making
Consultant’s employees available to the CITY (or their respective insurers,
attorneys or auditors) upon reasonable notice for: (i) interviews, factual
investigations, and providing declarations or affidavits that provide
truthful information in connection with any Litigation or Audit; (ii)
appearing at the request of the CITY to give testimony without requiring
service of a subpoena or other legal process; (iii) volunteering to the CITY
all pertinent information related to any Litigation or Audit; and (iv)
providing information and legal representations to auditors in a form and
within a timeframe requested.
c. GRANTEE shall not be entitled to additional compensation for employee
services, time or materials necessary for the provision of records under this
Section.
d. Failure to comply with the request for audit, or a lack of documentation in
records may cause termination of this Agreement (see Section 17).
Termination of this Agreement for failure to comply may result in all
funding becoming disallowed under the terms of this Agreement. Upon
termination for failure to comply with this paragraph GRANTEE will
promptly repay to CITY on CITY’s demand all unused or disallowed funds.
Section 14. Preservation of Records. CITY is a governmental entity that is required to
comply with Wisconsin Public Records Law. GRANTEE shall preserve and make
available all records related to the performance of this Agreement and related to the
receipt and expenditure of the grant award until the expiration of seven (7) years from
the date of final payment to GRANTEE, or as required by applicable law, whichever is
longer. Notwithstanding the above, if there is litigation, claims, audits, negotiations or
other actions that involve any of the records cited and that have started before the end of
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the agreement, then such records must be retained until completion of the actions and
resolution of all issues.
Section 15. Reimbursement of Disallowed Costs. Within ten (10) business days of the
date of CITY’s written notice to GRANTEE, GRANTEE agrees to reimburse to CITY any
portion of the grant award paid by the CITY, which CITY has, in its sole discretion,
determined constitutes a disallowed cost.
Section 16. Term. This Agreement shall be for a term commencing on August 1, 2024,
and expiring on December 31, 2026 or upon acceptance by the CITY of the Final Financial
Report whichever is later; unless terminated sooner per this Agreement. Provisions
pertaining to liability, preservation of records, and cooperation in audits shall survive
termination.
Section 17. Termination. The CITY may terminate this Agreement at any time, whenever
it is determined that the GRANTEE has failed to comply with the conditions of this
Agreement. In the event there is cause to believe the GRANTEE is in noncompliance with
this Agreement or any applicable rules or regulations, the CITY shall promptly notify the
GRANTEE in writing of the determination of non-compliance, together with the effective
date of termination, which shall not be less than thirty (30) days from the date of the
notice. If the GRANTEE does not correct the noted deficiencies during the correction
period above, this Agreement shall terminate. Provisions pertaining to liability,
preservation of records, and cooperation in audits shall survive termination.
Section 18. Notice. All notices or instruments required to be given or delivered by law or
this Agreement shall be in writing, and shall be effective and any applicable time period
shall begin the fifth (5th) calendar day from the date of mailing, or if personally delivered,
from the date of personal delivery. If notice is given by mail, it shall be delivered by
depositing the same in any United States post office, registered or certified mail, postage,
prepaid, addressed to:
CITY: Mark Rohloff, City Manager
City of Oshkosh
215 Church – PO Box 1130
Oshkosh WI 54903
(920) 236-5002
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GRANTEE: Hooper Community Center, Inc.
36 Broad St., LL Suite #30
Oshkosh, WI 54901
(920) 379-0154
Section 19. Severability. If any term, covenant, condition or provision of this agreement
shall be invalid or unenforceable, the remainder of this agreement shall not be affected
thereby the remainder of the agreement shall be valid and enforceable to the fullest extent
permitted by law.
Section 20. Waiver. The election to enforce or not enforce, as well as the timing of
enforcement, shall be at each party’s sole discretion and shall not act as a waiver of any
rights to exercise any right relating to this agreement in the future.
Section 21. Amendment. This Agreement may be amended at any time only by a written
modification mutually agreeable to both parties hereto. Any request by the GRANTEE
for amendments must be in writing, stating the amendment request and reason for the
request. The GRANTEE shall make request in a timely manner, and in no event, less than
thirty (30) calendar days before the effective date of the proposed amendment.
Section 22. No Third-Party Beneficiaries. Notwithstanding any provisions pertaining
to third parties contained within this agreement, none of the obligations contained in this
agreement shall run to or be enforceable by any party who is not a party to this
agreement.
Section 23. Choice of Law. The laws of the State of Wisconsin shall govern the
interpretation and construction of this Agreement. Winnebago County shall be the venue
for all disputes arising under this Agreement.
Section 24. Agreement not to be Construed against Either Party. This Agreement is the
product of negotiation between the parties hereto and no term, covenant or provision
herein or the failure to include a term, covenant or provision shall be construed against
any party hereto solely on the basis that one party or the other drafted this Agreement or
any term, covenant or condition contained herein
Section 25. List of Exhibits:
Exhibit A – Scope of Work
Exhibit B – Grant Agreement Report
Exhibit C – Insurance Requirements
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Section 26. Entire Agreement. This Agreement, and any attached Exhibits shall
constitute the entire Agreement between the parties here to relating to the Grant Award,
and may not be modified except by an instrument in writing, signed by the parties hereto.
Section 27. Signatures. By placing their signatures below, each individual affirms that
the entity they represent is authorized to enter into this Agreement, and further affirm
that they are authorized by the entity they are representing to bind their respective parties
to the terms and conditions of this Agreement.
Agreed to this 9th day of September, 2024
Hooper Community Center, Inc.
36 Broad St., LL Suite #30
Oshkosh, WI 54901
By:
Name:________________________
City of Oshkosh
215 Church – PO Box 1130
Oshkosh WI 54903
By:
Mark Rohloff, City Manager
By:___________________________
Lynn Lorenson, City Attorney
By:___________________________
Diane Bartlett, City Clerk
By:___________________________
Julie Calmes, Finance Director
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Sean Fitzgerald
EXHIBIT A
SCOPE OF WORK
Project Description:
Hooper Community Center (Hooper) will use the requested funds to fund
improvements for their property located at 36 Broad Street, where they provide
administrative offices for Oshkosh nonprofits at reduced rates so that those
organizations can focus more funds on delivering services to Oshkosh residents.
Improvements include painting, electric and lighting upgrades, replacing flooring, and
improvements to the parking lot and outdoor security. Hooper represents in its
application that the project is estimated to cost $240,000, and that they have $120,000
available for the project. They are requesting $60,000 in grant funding from the City,
with another $60,000 to be raised elsewhere.
Deliverables & Performance Measures:
# of non-profit tenants benefitting
Payment Schedule & Eligible Expenditures:
In accordance with guidance from the United States Department of the Treasury with
respect to Coronavirus State and Local Fiscal Recovery Funds, recipients are subject to
laws and regulations applicable to Federal financial assistance programs
(https://home.treasury.gov/system/files/136/SLFRF-Final-Rule-FAQ.pdf).
Funding used for ineligible expenditures will require repayment to the City of Oshkosh
(“City”). Eligible expenditures are defined in the table below.
Hooper must provide a complete IRS Form W-9 (Request for Taxpayer Identification
Number and Certification) to the City.
The City will provide total grant award of up to $60,000.00 to Hooper as follows:
Work on the project must begin by November 1, 2024.
Hooper may request disbursement of funds, up to the total grant award, by
completing the form shown in Exhibit B, or a format substantially similar to
Exhibit B.
o Within ninety (90) days of the start of improvements, or within thirty (30)
days of execution of this agreement, whichever is later, the City shall
provide its grant award upon Hooper’s provision of documentation that
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at least $60,000 of the estimated $240,000 in improvement costs have been
expended.
o For each disbursement request, receipts, invoices, or other documentation
acceptable to the City must be provided to demonstrate that expenditures
were for eligible expenses (as defined in the table below).
o This documentation must accompany the disbursement request in order
to be considered for disbursement. If Hooper is unable to produce such
documentation, the disbursement may be denied, at the City’s sole
discretion.
Eligible Expenses: Allowable Amount:
Paint, Flooring, Electric/Lighting (interior and
exterior), Window Treatments, Parking Lot
Resurfacing, Fencing, Security Cameras, Roof
and HVAC Repairs
$60,000.00
Total of Eligible Expenses: $60,000.00
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Exhibit B
Grant Agreement Report
Grantee Information
Organization: __________________________________
Contact Person: ____________________________________
Phone Number and Email: ____________________________________
Reporting Period: _________________________________________________
Grant Amount: ____________________________
Funding expended during the reporting period: _____________________________
Funding expended to date: _______________________
Remaining award amount: _______________________
Award Details
Receipts and thorough documentation of grant fund expenditures have been included with this
report: ☐ yes ☐ no
Grantee Representative Signature
I hereby declare that the goods or materials covered by this report are complete and accurate, and are
eligible under the agreement.
Printed Name: _______________________________
Title: _______________________________
Signature: _______________________________
Date: _______________________________
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EXHIBIT C
INSURANCE REQUIREMENTS
Grantee shall procure and maintain for the duration of this Agreement, including any
extensions thereto, insurance against claims for injuries to persons or damages to property
which may arise from or in connection with the performance of services hereunder by the
Grantee, their agents, representatives, or employees or subcontractors. It shall be a requirement
under this Agreement that any available insurance proceeds broader than or in excess of the
specified minimum Insurance coverage requirements and/or limits shall be available to the
Additional Insured. Furthermore, the requirements for coverage and limits shall be (1) the
minimum coverage and limits specified in this Agreement; or (2) the broader coverage and
maximum limits of coverage of any Insurance policy or proceeds available to the named
Insured; whichever is greater. No representation is made that the minimum Insurance
requirements of this agreement are sufficient to cover the obligations of the Grantee under this
agreement.
MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering
CGL on an “occurrence” basis, including products and completed operations, property
damage, bodily injury and personal & advertising injury with limits no less than
$1,000,000 per occurrence. If a general aggregate limit applies, either the general
aggregate limit shall apply separately to this project/location or the general aggregate
limit shall be twice the required occurrence limit (i.e., $2,000,000).
2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering Code
1 (any auto), or if Grantee has no owned autos, Code 8 (hired) and 9 (nonowned), with
limits no less than $1,000,000 per accident for bodily injury and property damage.
3. Workers’ Compensation insurance as required by the State of Wisconsin, with Statutory
Limits, and Employers’ Liability insurance with a limit of no less than $1,000,000 per
accident for bodily injury or disease. (WC insurance is not required if the grantee
provides written verification it has no employees).
4. Professional Liability (Errors and Omissions) Insurance appropriates to the Grantee’s
profession, with limits no less than $1,000,000 per occurrence or claim, $2,000,000 policy
aggregate.
Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:
1. The City, its officers, officials, employees, and volunteers are to be covered as
additional insureds on the CGL policy with respect to liability arising out of work or
operations performed by or on behalf of the Grantee including materials, parts, or
equipment furnished in connection with such work or operations. General liability
coverage can be provided in the form of an endorsement to the Grantee’s insurance (at
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least as broad as ISO Form CG 20 10 11 85 or both CG 20 10 10 01 and CG 20 37 10 01
forms if later revisions used).
2. For any claims related to this contract, the Grantee’s insurance coverage shall be
primary insurance as respects the City, its officers, officials, employees, and volunteers.
Any insurance or self-insurance maintained by the City, its officers, officials, employees,
or volunteers shall be in excess of the Grantee’s insurance and shall not contribute with
it.
3. Each insurance policy required by this clause shall provide that coverage shall not be
canceled, except with thirty (30) days prior written notice to the City.
Waiver of Subrogation
Grantee hereby grants to City a waiver of any right to subrogation which any insurer of said
Grantee may acquire against the City by virtue of the payment of any loss under such
insurance. Grantee agrees to obtain any endorsement that may be necessary to affect this waiver
of subrogation, but this provision applies regardless of whether or not the City has received a
waiver of subrogation endorsement from the insurer.
Deductibles and Self-Insured Retentions
Any deductibles or self-insured retentions must be declared to and approved by the City. The
City may require the Grantee to provide proof of ability to pay losses and related investigations,
claim administration and defense expenses within the retention.
Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best rating of no less than A:VII,
unless otherwise acceptable to the City.
Claims Made Policies
If any coverage required is written on a claims-made basis:
1. The retroactive date must be shown, and this date must be before the execution date of
the contract or the beginning of contract work.
2. Insurance must be maintained and evidence of insurance must be provided for at least
five (5) years after completion of contract work.
3. If coverage is canceled or non-renewed, and not replaced with another claims made
policy form with a retroactive date prior to the contract effective date, the Grantee must
purchase extended reporting period coverage for a minimum of five (5) years after
completion of contract work.
Verification of Coverage
Grantee shall furnish the City with original certificates and amendatory endorsements or copies
of the applicable insurance language, effecting coverage required by this contract. All
certificates and endorsements are to be received and approved by the City before work
commences. However, failure to obtain the required documents prior to the work beginning
shall not waive the Grantee’s obligation to provide them. The City reserves the right to require
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complete, certified copies of all required insurance policies, including endorsements, required
by these specifications, at any time.
Subcontractors
Grantee shall require and verify that all subcontractors maintain insurance meeting all the
requirements stated herein, and Grantee shall ensure that City is an additional insured on
insurance required from subcontractors. For CGL coverage subcontractors shall provide
coverage with a format least as broad as CG 20 10 10 01 and CG 20 37 10 01.
Special Risks or Circumstances
City reserves right to modify these requirements, including limits, based on the nature of the
risk, prior experience, insurer, coverage, or other special circumstances.
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