HomeMy WebLinkAboutBeyond Rooted 559 LLC- Grant Agreement - 04.27.23L/uuu JllJ.lI CIIVCIupu IL/. UMV IrruO-LCU/-4Zf1 L-HJUC-UGUJUUU VU IUU
GRANT AGREEMENT
THIS AGREEMENT (the Agreement) is made as of this 27t" day of April, 2023
(Effective Date), between Isaac Fonseca (the Grantee or Owner) of Beyond Rooted 559
LLC and the CITY OF FRESNO, a municipal corporation (the Grantor or City).
RECITALS
A. Pursuant to a Loan Agreement dated April 20th 2023 (Loan Agreement) the
City loaned the Owner the sum of S75,000 (Loan) for the purpose of start-up and
operation costs of a legally permitted commercial cannabis business or cannabis retail
business in the City of Fresno (the Project).
B. The City has additional funding available pursuant to grant funding provided
by the State under the California Cannabis Equity Act and wishes to grant, and Owner
wishes to accept the sum of $114,005.85 (the Funds) for the Project , upon the terms
and conditions contained herein.
NOW, THEREFORE, the City and Owner agree as follows:
1. GRANT. Grantor agrees to grant the Funds to Grantee , and Grantee
agrees to use the Funds subject to the following terms and conditions:
(a) Grantee shall not use the the Funds in a manner or for purposes
other than the acquisition and development of the Project.
(b) The parties hereto agree that Grantee's failure to be operational
within 18 months from the Effective Date, including but not limited to obtaining a
Commercial Cannabis Business Permit, will terminate this Agreement.
(c) In the event Grantee violates the provisions of this Agreement or the
sections of the Fresno Municipal Code governing commercial cannabis
businesses and cannabis retail businesses, Grantee shall repay the Funds to
Grantor with no interest.
2. DISBURSEMENTS. Grantor shall fully disburse the Funds to Grantee
within thirty days of the Effective Date. Grantee shall use such disbursed Funds only for
purposes in connection with the payment of certain legal assistance, regulatory
compliance, fixtures and equipment, and capital improvements relating to the operation
of a permitted commercial cannabis business.
3. INDEMNIFICATION. To the furthest extent allowed by law, Grantee shall
indemnify, hold harmless and defend City, GO -Biz and each of their officers, officials,
employees, agents and volunteers from any and all loss, liability, fines; penalties, forfeitures,
costs and damages (whether in contract, tort or strict liability, including but not limited to
personal injury, death at any time and property damage) incurred by City, GO -Biz, Grantee
or any other person, and from any and all claims, demands and actions in law or equity
(including reasonable attorney's fees, litigation expenses and cost to enforce this
agreement), arising or alleged to have arisen directly or indirectly out of the loan referenced
herein. Grantee's obligations under the preceding sentence shall apply regardless of
whether City, Go -Biz or any of their officers, officials, employees, agents or volunteers are
negligent, but shall not apply to any loss, liability, fines, penalties, forfeitures, costs or
Social Equity Cannabis Grant Agreement
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damages caused solely by the gross negligence, or caused by the willful misconduct, of
City, Go -Biz or any of their officers, officials, employees, agents or volunteers.
This section shall survive termination or expiration of this Agreement.
4. GRANTEE COOPERATION WITH THE GRANTOR. Grantee covenants to
cooperate with the Grantor and respond promptly to all requests by the Grantor necessary
to maintain the Grantor's compliance with the Agreement. Grantee intends to develop a
commercial cannabis business that is permitted in the City of Fresno and in compliance
with local and State law. Grantee understands and agrees that Grantee's business shall
comply with the Fresno Municipal code, including but not limited to all sections governing
commercial cannabis businesses and cannabis retail businesses.
5. GRANTEE'S DEFAULT AND RIGHT TO CURE. A default shall be defined
as a failure by Grantee to fulfill any obligation created under this Agreement or the terms
of Grantee's original application for grant funding attached hereto as Exhibit "A" and
incorporated herein by reference. Upon receipt of written notice from the Grantor of any
default hereunder, Grantee shall cure such default within 30 calendar days.
6. GRANTOR'S REMEDIES. Should Grantee fail to cure a default under this
Agreement pursuant to Section 5 above, in addition to other rights and remedies
permitted by the Agreement or applicable law, Grantor, in its sole discretion, may proceed
with any or all of the following remedies in any order or combination:
(a) Bring an action in equitable relief seeking specific performance by
Grantee of the terms and conditions of this Agreement;
(b) Enjoin, abate, or prevent any violation of said terms and conditions
of the Agreement;
(c) Seek declaratory relief;
(d) Bring an action for return of any funds disbursed to Grantee that
Grantee has not used pursuant to the terms of this Agreement;
(e) Terminate this Agreement and cease to disburse funds;
(f) Revoke Grantee's Commercial Cannabis Business Permit pursuant
to FMC Section 9-3321;
(g) Pursue any other remedy allowed at law or in equity.
7. GOVERNING LAW AND VENUE. This Agreement shall be interpreted
under and governed by the laws of the State of California. A party must bring any legal
action in the Superior Court of Fresno, in an appropriate municipal court in Fresno County,
or in the United States District Court serving Fresno County.
8. NO WAIVER. Any waiver by either the Grantor or Grantee of any obligation
in this Agreement must be in writing. No waiver shall be implied from any delay or failure of
the Grantor or Grantee to take action on any default by the other party or to pursue any
remedy allowed under this Agreement or applicable law. Any extension of time granted to
Grantee to perform any obligation under this Agreement shall not operate as a waiver or
release from any of its obligations under this Agreement. Consent by the Grantor or Grantee
to any act or omission by the other party shall not be construed to be consent to any other
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act or omission or to waive the requirement for the Grantor or Grantee's written consent to
future waivers.
9. NOTICES. All notices, requests and demands given to or made upon the
respective parties shall be deemed to have been given or made when upon deposit with
any overnight delivery service, or three days after deposit with certified mail, return receipt
requested, and addressed as follows:
Grantee: Nathan Perez; and
Isaac Fonseca
Beyond Rooted 559 LLC
4535 E Belmont Avenue
Fresno, CA 93702
fonsecaisaac@yahoo.com
Grantor: City of Fresno
Fresno City Hall
2600 Fresno Street, Room 2084
Fresno, California 93721
Attention: City Manager
10. BINDING UPON SUCCESSORS. All provisions of this Agreement shall be
binding upon and inure to the benefit of the heirs, administrators, executors, successors -
in -interest, transferees, and assigns of each of the parties; provided, however, that this
section does not waive the prohibition on assignment of this Agreement by Grantee
without the Grantor's consent. The term "Grantee" as used in this Agreement shall include
all assigns, successors -in -interest, and transferees of Grantee.
11. RELATIONSHIP OF PARTIES. The relationship of the Grantor and
Grantee under this Agreement is and shall remain solely that of a grantor and grantee
under a grant agreement and shall not be construed as a joint venture, equity venture,
partnership, or any other relationship. The Grantor neither undertakes nor assumes any
responsibility or duty to Grantee (except as provided herein) or to any third party with
respect to the matters described herein. Grantee shall have no authority to act as an
agent of the Grantor or to bind the Grantor to any obligation.
12. AMENDMENTS AND MODIFICATIONS. Any amendments or modifications
to this Agreement must be in writing, and shall be effective only if executed by both the
Grantor and Grantee.
13. TIME. Time is of the essence in this Agreement.
14. INTEGRATION. This Agreement contains the entire agreement of the parties
and supersedes any and all prior negotiations.
15. SEVERABILITY. If any provision of this Agreement shall be held invalid,
illegal or unenforceable by a court of competent jurisdiction, the validity, legality and
enforceability of the remaining provisions shall not in any way be affected or impaired by
such holding.
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16. EXECUTION OF COUNTERPARTS. This Agreement may be simultaneously
executed in counterparts, each of which shall bean original and all of which shall constitute
but one and the same instrument; provided, however, that only the counterpart delivered to
the Grantor shall be deemed the original.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed on the day and year first hereinabove written.
GRANTEE:
CITY OF FRESNO,
a Calif , ;�}��i�pipal corporation
By: 4/27/2023
Georg eanne ite
City Manager
APPROVED AS TO FORM:
ANDREW JANZ
City Attorney
By: - - --
Heather Thomas
Deputy City Attorney II
ATTEST:
TODD STERMER, CMC
City Clerk
Date
D=uSigned by:
By:
'� 1l 6W 4/27/2023
eputy
Exhibit A — Grantee's Application
GRANTEE:
By: 1—c�a (Aor 21. 2023 18:28 PDT i
Name: Issac Fonseca
Title: Managing Member
Address:
Beyond Rooted 559 LLC
4535 E Belmont Avenue
Fresno, CA 93702