HomeMy WebLinkAboutC2025-016 - 2/11/2025 - Approved Docusign Envelope ID:AE26EE7C-D194-46F2-BC93-13B210E603EF
CHAPTER 380 ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
BETWEEN THE CITY OF CORPUS CHRISTI AND LIFTFUND INC. FOR A
JOB RETENTION GRANT PROGRAM FOR SMALL BUSINESSES
NEGATIVELY IMPACT BY STAGE 3 WATER RESTRICTIONS
This Chapter 380 Economic Development Incentive Agreement for a Job Retention
Grant Program for Small Businesses ("Agreement") is entered into between the City
of Corpus Christi ("City") and LiftFund Inc. ("LiftFund"), a Texas nonprofit corporation
(collectively, "the Parties").
WHEREAS, pursuant to Texas Local Government Code § 380.002, a home-rule
municipality with a population of more than 100,000 may create programs for the grant of
public money to any organization exempt from taxation under Section 501(a) of the Internal
Revenue Code of 1986 as an organization described in Section 501(c)(3) of that code for
the public purposes of development and diversification of the economy of the state,
elimination of unemployment or underemployment in the state, and development or
expansion of commerce in the state;
WHEREAS, LiftFund is a nonprofit 501(c)(3) organization whose principal mission is to
provide capital to small business owners lacking access to commercial credit;
WHEREAS, on December 16, 2024, the City Manager announced that Stage 3 water
restrictions are in effect;
WHEREAS, on January 22, 2025, the Governor of Texas renewed a disaster
proclamation for Nueces County based on the existence of serious drought conditions
that pose an imminent threat of widespread or severe damage, injury, or loss of life
or property, and pursuant to § 418.017 of the Texas Government Code, Governor
Abbott authorized the use of all available resources of state government and of
political subdivisions that are reasonably necessary to cope with this disaster;
WHEREAS, LiftFund anticipates administering grants on behalf of the City to aid small
business owners located within the city limits of Corpus Christi and affected by the
declared disaster, with the anticipation of generating or retaining jobs;
WHEREAS, the City has concluded and hereby finds that this Agreement promotes
economic development in the City of Corpus Christi and, as such, meets the requirements
under Chapter 380 and the City's established economic development program, and, further,
is in the best interests of the City;
WHEREAS, the City recognizes the positive economic impact that the Project will bring to
the City through the elimination of unemployment or underemployment in the state; and
WHEREAS, to ensure that the benefits the City provides under this Agreement are utilized
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in a manner consistent with Article III, Section 52-a of the Texas Constitution, Chapter
380 of the Texas Local Government Code and other law, the Nonprofit has agreed to
comply with specific conditions to the payment of those benefits;
In consideration of the covenants, promises, and conditions stated in this Agreement,
City and LiftFund agree as follows:
1. Effective Date. The effective date of this Agreement ("Effective Date") is the latest
date that either party executes this Agreement.
2. Term. The term of this Agreement is from February 11, 2025 through December
31, 2025, or until all funds have been deployed.
3. City is providing Contractor with funding in an amount not to exceed $2,340,000.00
("Program Funding") to undertake and complete the Program in accordance with the
terms and conditions of this Contract, of which $2,000,000.00 ("Grant Funds") shall
be used solely for the award of Program Grants, and an amount not to exceed
$340,000.00 ("Compensation") shall be allocated for compensation to Contractor.
Purpose Amount
Program Grant Funds $2,000,000.00
Compensation to Contractor $340,000.00
Total Funding $2,340,000.00
Payments to CONTRACTOR for administration of the Program will be made in one
installment of $340,000.00, via direct deposit or wire transfer on or before February 28,
2025.
Installment payments for distributing to qualifying businesses of the Program will be made
payable to CONTRACTOR in two installments of$1,000,000.00, via direct deposit or wire
transfer. The first installment will be made payable on or before February 28, 2025. The
second installment will be made payable to CONTRACTOR upon the disbursement by
CONTRACTOR of 50% of funds from the first installment to qualified businesses.
CONTRACTOR will provide an invoice with a list of all approved grant applicants and
recipients. The CITY will provide the second installment within 5 working days of the
receipt by CITY of the list of approved grant applicants and recipients.
4. Program Description. Details of this program are described below and in the
attached Exhibit A.
a. LiftFund shall provide the City with weekly reports, to identify the number of
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grants made, industries of recipients, distribution of grants by zip code, and jobs
retained or created under this grant program. A full list of recipients, including
business/organization name and business address, will be provided once 50% of
funds are disbursed and again once all funds have been disbursed, and upon
request by the City.
5. Job Qualification.
a. LiftFund agrees to provide City with a sworn certificate by an authorized
representative of each small business assisted under this Agreement certifying
the number of full-time (or full time equivalent) regular employees, contractors,
consultants, or leased employees employed by the small business.
6. Warranties. LiftFund warrants and represents to City the following:
a. LiftFund is a corporation duly organized, validly existing, and in good
standing under the laws of the State of Texas and further has all corporate
power and authority to carry on its business as presently conducted in Corpus
Christi,Texas.
b. LiftFund has the authority to enter into and perform, and will perform, the
terms of this Agreement.
c. LiftFund has timely filed and will timely file all local, State, and Federal tax
reports and returns required by laws to be filed and all Texas, assessments,
fees, and other governmental charges, including applicable ad valorem taxes,
have been timely paid, and will be timely paid, during the term of this
Agreement.
d. LiftFund acknowledges that the funds granted in this Agreement must be
utilized solely for purposes authorized under State law to serve a public
purpose and by the terms of this Agreement. LiftFund acknowledges that these
funds are being utilized pursuant to Texas Local Government Code § 380.002,
and in the event of default, force majeure, or any event that terminates or stops
this program, LiftFund shall return any and all unused grant monies to City within
fourteen (14) business days. LiftFund further acknowledges that any grant monies
not used by the end of the term of this agreement shall be returned to City within
fourteen (14) business days.
e. If an audit determines that the funds were not used for authorized purposes,
LiftFund agrees to reimburse City for the sums of money spent for purposes not
authorized by law within 30 days written notice requesting reimbursement.
f. The parties executing this Agreement on behalf of LiftFund are duly
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authorized to execute this Agreement on behalf of LiftFund.
g. LiftFund does not and agrees that it will not knowingly employ an
undocumented worker. If, after receiving payments under this Agreement,
LiftFund is convicted of a violation under 8 U.S.C. Section 1324a(e), LiftFund
shall repay the payments at the rate and according to the terms as specified
by City Ordinance, as amended, not later than the 120th day after the date
LiftFund has been notified of the violation This repayment obligation applies
only to funds designated for LiftFund's retention and does not extend to funds
intended for distribution as grants to small businesses.
7. Compliance with Laws. LiftFund shall observe and obey all applicable laws,
ordinances, regulations, and rules of the Federal, State, county, and city
governments.
8. Non-Discrimination. LiftFund covenants and agrees that LiftFund will not unlawfully
discriminate nor permit unlawful discrimination against any person or group of
persons, with regard to employment and the provision of services at, on, or in the its
facilities, on the grounds of race, religion, national origin, marital status, sex, age,
disability, or in any manner prohibited by the laws of the United States or the State of
Texas.
9. Force Majeure. If the City or LiftFund is prevented, wholly or in part, from fulfilling
its obligations under this Agreement by reason of any act of God, unavoidable
accident, acts of enemies, fires, floods, governmental restraint or regulation, other
causes of force majeure, or by reason of circumstances beyond its control, then the
obligations of the City or LiftFund shall be temporarily suspended during continuation
of the force majeure. If either party's obligation is affected by any of the causes of
force majeure, the party affected shall promptly notify the other party in writing, giving
full particulars of the force majeure as soon as possible after the occurrence of the
cause or causes relied upon.
10. Assignment. LiftFund may not assign all or any part of its rights, privileges, or
duties under this Agreement without the prior written approval of the City. Any
attempted assignment without approval is void and constitutes a breach of this
Agreement.
11. Indemnity. LiftFund covenants to fully indemnify, save, and hold harmless
the City, their respective officers, employees, and agents ("indemnitees")
against all liability, damage, loss, claims demands, and actions of any kind on
account of personal injuries (including, without limiting the foregoing, workers'
compensation and death claims), or property loss or damage of any kind,
which arise out of solely and exclusively from LiftFund's activities conducted
under this Agreement. With respect to the claims and other matters described
in the foregoing sentence, LiftFund must, at its own expense, investigate all of
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the foregoing claims and demands, attend to their settlement or other
disposition, defend all actions based on those claims and demands with
counsel satisfactory to indemnitees, and pay all charges of attorneys and all
other cost and expenses of any kind arising from the liability, damage, loss,
claims, demands, or actions described in the foregoing. The foregoing
indemnification shall not apply and shall be void as to any settlement, final
judgment or award rendered in connection with a claim, demand, loss, request
for relief, damages, suit, action, or proceeding in which the final judgment or
award, or for purposes of settlement the available evidence established by the
preponderance of the evidence, that any indemnitee is liable in whole or in part
for the claims, liabilities, demands, claims for relief, losses, damages, actions,
or causes of action asserted by a third party. Additionally, the foregoing
indemnification shall not apply and shall be void as to any allegations, demand,
proceeding, lawsuit, or cause of action that alleges or otherwise asserts that
any indemnitee is liable in whole or in part for the claims, liabilities, demands,
losses, damages, or other relief.
12. Events of Default. The following events constitute a default of this Agreement
a. Failure of LiftFund to timely, fully, and completely comply with any one or
more of the material requirements, obligations, duties, terms, conditions, or
warranties of this Agreement.
b. The City determines that any representation or warranty on behalf of
LiftFund contained in this Agreement or in any financial statement, certificate,
report, or opinion submitted to the City in connection with this Agreement was
intentionally incorrect or intentionally misleading in any material respect when
made.
c. Any final judgment is assessed against LiftFund or any attachment or other
levy against the property of LiftFund with respect to a claim remains unpaid,
undischarged, or not dismissed for a period of 30 days unless LiftFund is taking
legal action or an appeal to seek relief from said judgment, attachment, or levy.
d. LiftFund makes an assignment for the benefit of creditors.
e. LiftFund files a petition in bankruptcy or is adjudicated insolvent or bankrupt.
f. If taxes owed by LiftFund become delinquent, LiftFund fails to timely and
properly follow the legal procedures for protest or contest.
g. LiftFund changes the general character of business as conducted on the
date this Agreement is approved by the City.
13. Notice of Default. Should the City determine that LiftFund is in default according
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to the terms of this Agreement, the City shall notify LiftFund in writing of the event of
default and provide 60 days from the date of the notice ("Cure Period") for LiftFund
to cure the event of default or initiate substantial action to cure the default. The
undertaking of such substantial action by LiftFund shall operate as an extension of
the 60 day Cure Period until such time as it is reasonably determined that cure is not
possible.
14. Results of Uncured Default. After exhausting good faith attempts to address any
default during the cure Period and taking into account any extenuating circumstances
that might have occurred through no fault of LiftFund, as determined by the City, the
following actions must be taken for any default that remains uncured after the Cure
Period.
a. LiftFund shall immediately repay all funds paid by City under this Agreement
that have not been expended, allocated, or committed in connection with the
Program.
b. LiftFund shall pay City reasonable attorney fees and costs of court to collect
amounts due to City, if any.
c. The City shall have no further obligations to LiftFund under this Agreement.
d. Neither the City may be held liable for any consequential damages.
e. The City may pursue all remedies available under law.
15. No Waiver.
a. No waiver of any covenant or condition, or the breach of any covenant or
condition of this Agreement, constitutes a waiver of any subsequent breach of
the covenant or condition of the Agreement.
b. No waiver of any covenant or condition, or the breach of any covenant or
condition of this Agreement,justifies or authorizes the nonobservance on any other
occasion of the covenant or condition or any other covenant or condition of this
Agreement.
c. Any waiver or indulgence of LiftFund's default may not be considered an
estoppel against the City.
d. It is expressly understood that if at any time LiftFund is in default in any of its
conditions or covenants of this Agreement, the failure on the part of the City to
promptly avail itself of the rights and remedies that the City may have, will not
be considered a waiver on the part of the City, but City may at any time avail
itself of the rights or remedies or elect to terminate this Agreement on account
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of the default.
16. LiftFund specifically agrees that City shall only be liable to LiftFund for the actual
amount of the funds to be conveyed to LiftFund, and City shall not be liable to LiftFund
for any actual or consequential damages, direct or indirect, interest, attorney fees, or
cost of court for any act of default by City under the terms of this agreement. Payment
by City is strictly limited to those funds so allocated, budgeted, and collected solely
during the grant term of this agreement, March 1 , 2025, through December 31, 2025.
City shall use its best efforts to anticipate economic conditions and to budget
accordingly. City shall provide LiftFund with timely advance notice of any anticipated
shortage of funds to be distributed to LiftFund. However, it is further understood and
agreed that, should the actual total sales tax revenue collected for any one year be
less than the total amount of grants to be paid to all contracting parties with City for
that year, then in that event, all contracting parties shall receive only their pro rata
share of the available sales tax revenue for that year, less City's customary and usual
costs and expenses, as compared to each contracting parties' grant amount for that
year, and City shall not be liable for any deficiency at that time or at any time in the
future. In this event, City will provide all supporting documentation, as requested.
Payments to be made shall also require a written request from LiftFund to be
accompanied by all necessary supporting documentation. THIS SECTION DOES NOT
APPLY WHERE LOSSES RESULT FROM BREACH OF CONFIDENTIALITY, REFUSAL
TO PERFORM, DEATH, BODILY INJURY, DAMAGE TO PERSONAL PROPERTY,
VIOLATION OF APPLICABLE LAW, GROSS NEGLIGENCE OR WILLFUL
MISCONDUCT.
17. Notices.
a. Any required written notices shall be sent mailed, certified mail, postage
prepaid, addressed as follows:
LiftFund:
LiftFund Inc.
Attn.: Amy Hereford, President & CEO
2014 S. Hackberry St.
San Antonio, Texas
78210
City:
City of Corpus Christi
Attn.: Director of Economic Development
1201 Leopard Street
Corpus Christi, Texas 78401
b. A copy of all notices and correspondence must be sent the City at the
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following address:
City of Corpus Christi
Attn.: City Manager
P.O. Box 9277
Corpus Christi, Texas 78469-9277
c. Notice is effective upon deposit in the United States mail in the manner
provided above.
18. Amendments or Modifications. No amendments or modifications to this
Agreement may be made, nor any provision waived, unless in writing signed by a
person duly authorized to sign agreements on behalf of each party.
19. Relationship of Parties. In performing this Agreement, both the City and LiftFund
will act in an individual capacity, and not as agents, representatives, employees,
employers, partners, joint-ventures, or associates of one another. The employees or
agents of either party may not be, nor be construed to be, the employees or agents
of the other party for any purpose.
20. Captions. The captions in this Agreement are for convenience only and are not a
part of this Agreement. The captions do not in any way limit or amplify the terms and
provisions of this Agreement.
21. Severability.
a. If for any reason, any section, paragraph, subdivision, clause, provision,
phrase or word of this Agreement or the application of this Agreement to any
person or circumstance is, to any extent, held by a court of competent
jurisdiction to be illegal, invalid, or unenforceable under present or future law
or by a final judgment of a court of competent jurisdiction, then the remainder
of this Agreement, or the application of the term or provision to persons or
circumstances other than those as to which it is held illegal, invalid, or
unenforceable, will not be affected by the law or judgment, for it is the definite
intent of the parties to this Agreement that every section, paragraph,
subdivision, clause, provision, phrase, or word of this Agreement be given full
force and effect for its purpose.
b. To the extent that any clause or provision is held by a court of competent
jurisdiction to be illegal, invalid, or unenforceable under present or future law
effective during the term of this Agreement, then the remainder of this
Agreement is not affected by the law, and in lieu of any illegal, invalid, or
unenforceable clause or provision, a clause or provision, as similar in terms to
the illegal, invalid, or unenforceable clause or provision as may be possible
and be legal, valid, and enforceable, will be added to this Agreement
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automatically.
22. Venue. Venue for any legal action related to this Agreement is in Nueces County,
Texas.
23. Sole Agreement. This Agreement constitutes the sole agreement between City
and LiftFund. Any prior agreements, promises, negotiations, or representations,
verbal or otherwise, not expressly stated in this Agreement, are of no force and effect.
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LiftFund Inc.
By:l
I/ I-
seei000Dr,o410
Adam Henson
Chief Operating Officer
2/20/2025 I 11:10:54 AM CST
Date:
City of Corpus Christi
By ATTEST:
P er anoni REB CCA HUERTA
City Manager CITY SECRETARY y'"'�
Date: F bleu.scry 2 0, .2 025
03355I AUTHORIZED
BY COUNCIL 2.-1,`' r�
APPROVED AS TO LEGAL FORM:
_g_itzck
2•-21-z5 SED ETAHY
Assistant City Attorney (Date)
For City Attorney
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GRANT PROGRAM
EXHIBIT "A"
Purpose:
The goal of the job retention grant program is to alleviate payroll expenses for local
businesses and nonprofits within the City of Corpus Christi negatively impacted by Stage 3
Water Restrictions.
The program has dedicated $2,000,000 to it. Up to $50,000 in grants will be awarded to
eligible small businesses.
The City is solely responsible for determining eligibility criteria, required documents from
Beneficiaries, and use of funds awarded by this Agreement.
Business Qualifications:
All applications will be reviewed based on stated and verified business information and
business operations. Eligible businesses must:
• Be located within the City of Corpus Christi. Addresses may be verified using this
map.
• Have been in operation for at least one year as of the date the application is
submitted.
• Be currently operational and able to demonstrate business activity through generated
sales deposits on the most recent bank statement.
• Demonstrate a minimum of a 20% loss year over year in submitted bank statements
• Employ at least one full-time employee (owner included).
• Demonstrate revenue losses due to Stage 3 Water Restrictions.
• Be in good standing with the Texas Comptroller's office, if applicable.
• No delinquent property taxes. LiftFund will provide City with a list of potential
awardees for City to validate property tax status prior to LiftFund making the award.
• Gambling businesses, speculative real estate investors, government entities and
sexually oriented businesses are not eligible. Below is a list of prohibited NAICS
codes however non exhaustive :
NAICS
code Industry
522292 Real Estate Credit
522294 Secondary Market Financing
525920 Trusts, Estates, and Agency Accounts
525990 Other Financial Vehicles
551112 Offices of Other Holding Companies
551114 Corporate, Subsidiary, and Regional Managing Offices
713210 Casinos (except Casino Hotels)
713290 Other Gambling Industries
721120 Casino Hotels
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921130 Public Finance Activities
Scoring Methodology
The program will be first come, first served, based on application submission time.
Grant Awards & Limitations
Grants will be for revenue loss from Stage 3 water restrictions, up to $50,000 to eligible
micro and small businesses.
• Funds must be used to cover payroll expenses, lost revenue and expenses related
to diversification of business activities that make the enterprise more immune to and
resilient from drought.
• Applicants are only eligible to receive one grant per business at each physical
address through this program.
• Applicants with multiple businesses may submit a separate application for each
business location.
• Limited to one grant per physical address within the City of Corpus Christi
• Grant recipient must retain the same number of full-time regular employees for 6
months from the time of receipt of grant funds as the small business employed on
December 31, 2024.
Grant amount will up to a maximum of$50,000 and be calculated based on 3 categories, in
the following order of precedence
1) 3 months' payroll expenses (Q4 2024), pro-rated based on the number of employees to
be retained
2) revenue loss from Stage 3 water restrictions, based on revenue demonstrated in year
over year bank statements
3) 50% of the cost of equipment to be purchased to aid in the diversification of business
activities.
LiftFund will not collect receipts or documentation from recipients demonstrating use of
funds post-award.
Required documents
• Current Driver's license or government-issued photo ID
• Q4 2024 payroll report, listing employee/contractor name(s), wages paid and period
covered.
• Most recent month's payroll report, listing employee/contractor name(s), wages paid
and period covered.
• Proof of business registration with Nueces County or Texas Secretary of State
• Most recent business utility bill (gas, electricity or water). Home based businesses
may submit a home bill.
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• December 2023, January 2024, February 2024, December 2024, January 2025 and
February 2025 business bank statements. (Personal bank statements will be
accepted if business activity is clearly identifiable.)
• Grant resolution (LLCs, corporations, partnerships only). Templates will be provided
in the application
• 2 quotes for equipment to be purchased, if applicant intends to diversify business
activities.
Eligibility criteria and required document list may be amended by mutual consent in writing
by City and Contractor.
Marketing and Outreach.
a. Create a free, publicly accessible webpage for the Program, including
program eligibility criteria, timeline and link to application.
b. Send eblast to Corpus Christi small businesses within LiftFund's network
announcing the program.
c. Organize two (2) informational sessions with live translation in Spanish, one
(1) prior to application period and one (1) during application period.
d.Press release prior to application period at the option of the City.
e. Social media promotion on Contractor networks prior to and during
application period.
f. Provide application assistance, available in English and Spanish, from the
application opening date through the duration of the program by phone and email.
Application Process:
Application:
• Applicants will apply online through LiftFund's landing page dedicated to the City's
approved program.
• Applicants may receive assistance submitting the application online via phone or
email, or in person during two designated application days. A PDF copy of the
application will be available on the website for applicants to preview before filling out
online.
• Applicants will have the ability to log in and out of their application during the
application period. Application portal will be closed to applicants once application
period has ended.
• Applicants will receive submission confirmation by email when they submit; and
• Applications must be completed with all verification documents uploaded.
Application Assessment:
Applications will be reviewed on a first-come, first served basis. LiftFund will review
application information and automatically remove applications that do not meet the City's
program requirements, duplicate applications, and applications from businesses that are
not located within the Corpus Christi city limits.
Awards:
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Selected recipients will be notified of approval via a Docusign email with the amount of the
grant. The grant agreements will be signed electronically through DocuSign.
Reporting:
LiftFund will provide weekly updates on Fridays while the program is active.
LiftFund will collect Q4 2025 Form 941s or payroll documentation in Q1 2026 from grant
recipients to demonstrate employee retention. LiftFund will not be responsible for recovering
funds from recipients who fail to meet this criteria.
Funding:
Funding of approved applicants occurs within 10 business days after recipient does all of
the following: signs the Docusign award agreement, completes a virtual or in-person identity
verification, and submits a voided check.
Program Timeline:
February 14, 2025 Eligibility criteria finalized and contract signed
February 20,2025 Interest form published to LiftFund website
February 19, 2025 Press release drafted
February 17- March 15, 2025 Build online application and website.
March 1- application close Program promotion: public virtual info session, social
media, eblasts, press release
March 14, 2025* Application Opens
February 28, 2025 Administrative fee + first '/z program funds released from
City to LiftFund
March 24, 2025 First applicant Analysis Report submitted to City. Weekly
pipeline reports are submitted until program concludes.
March 21 - June 16, 2025 Application Review, doc collection
March 28 - June 23, 2025 Award notification via Docusign
April 4, 2025- June 30, 2025 Funding disbursement to awardees
July 31, 2025 Final Grants Award Analysis Report due to funder
*Application portal will remain open until funds are exhausted. Deadlines for application review, award
notification and funding may be adjusted accordingly.
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