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Home > By-Laws > 3355-2018 AMO Main Street Revitalization Agreement

3355-2018 AMO Main Street Revitalization Agreement

3355-2018 AMO Main Street Revitalization Agreement

Agreement Contract

BEING A BY-LAW TO AUTHORIZE THE EXECUTION OF AN AGREEMENT WITH THE ASSOCIATION OF MUNICIPALITIES OF ONTARIO TO PARTICIPATE IN ONTARIO’S MAIN STREET REVITALIZATION INITIATIVE

Passed by Council June 26, 2018


THE CORPORATION OF THE TOWNSHIP OF AUGUSTA
BY-LAW NUMBER 3355-2018
BEING A BY-LAW TO AUTHORIZE THE EXECUTION OF AN AGREEMENT WITH
THE ASSOCIATION OF MUNICIPALITIES OF ONTARIO TO PARTICIPATE IN
ONTARIO’S MAIN STREET REVITALIZATION INITIATIVE

WHEREAS the Municipality of Augusta wishes to enter into an Agreement in order to
participate in Ontario’s Main Street Revitalization Initiative;

AND WHEREAS the Municipality acknowledges that Funds received through the
Agreement must be invested in an interest bearing reserve account until the earliest of
expenditure or March 31, 2020;

NOW THEREFORE THE COUNCIL OF THE TOWNSHIP OF AUGUSTA HEREBY
ENACTS AS FOLLOWS:

THAT the Mayor and the Clerk are hereby authorized to execute on behalf of the
TOWNSHIP OF AUGUSTA this Municipal Funding Agreement for the transfer of Ontario
Main Street Revitalization Initiatives funds between the Association of Municipalities of
Ontario and Augusta Township as in Schedule A attached hereto.

THAT Schedule A shall form part of this by-law.

Read a first, second, and third time and finally passed this 26 day of June, 2018

Signed by Mayor Doug Malanka and Clerk Annette Simonian

 

MUNICIPAL FUNDING AGREEMENT
ONTARIO’S MAIN STREET REVITALIZATION INITIATIVE

This Agreement made as of 1st day of April, 2018.

BETWEEN:

THE ASSOCIATION OF MUNICIPALITIES OF ONTARIO
(referred to herein as “AMO”)

AND:

THE TOWNSHIP OF AUGUSTA
(a municipal corporation pursuant to the Municipal Act, 2001, referred to herein as the
“Recipient”)

WHEREAS the Province of Ontario is making $26 million available for allocation for the
purposes of supporting municipal Main Street Revitalization Initiatives in Ontario;

WHEREAS the Province of Ontario, Ontario municipalities as represented by AMO are
signatories to Ontario’s Main Street Revitalization Initiative Transfer Payment Agreement on
March 12, 2018 (the “OMAFRA-AMO Agreement”), whereby AMO agreed to administer Main
Street Revitalization funds made available to all Ontario municipalities, excluding Toronto;

WHEREAS the OMAFRA-AMO Transfer Payment Agreement contains a framework for the
transfer of provincial funds to Ontario lower-tier and single-tier municipalities represented by
AMO;

WHEREAS the Recipient wishes to enter into this Agreement in order to participate in Ontario’s
Main Street Revitalization Initiative;

WHEREAS AMO is carrying out the fund administration in accordance with its obligations set
out in the OMAFRA-AMO Agreement and it will accordingly undertake certain activities and
require Recipients to undertake activities as set out in this Agreement.

THEREFORE the Parties agree as follows:

1. DEFINITIONS AND INTERPRETATION

1.1 Definitions. When used in this Agreement (including the cover and execution
pages and all of the schedules), the following terms shall have the meanings
ascribed to them below unless the subject matter or context is inconsistent
therewith:

Agreement” means this Agreement, including the cover and execution pages
and all of the schedules hereto, and all amendments made hereto in
accordance with the provisions hereof.

Annual Report” means the duly completed report to be prepared and
delivered to AMO as described in Section 7.2 and Section 2 of Schedule D.

Association of Municipalities of Ontario (AMO)” means a legally
incorporated entity under the Corporations Act, 1990 R.S.O. 1990, Chapter c.38.

Communication Report” means the duly completed report to be prepared
and delivered to AMO as described in Section 7.1 and Section 1 of Schedule D.

Community Improvement Plan” has the meaning as defined under section
28(1) of the Planning Act, R.S.O. 1990, c. P.13.

Contract” means an agreement between the Recipient and a Third Party
whereby the latter agrees to supply a product or service to an Eligible Project in
return for financial consideration.

Effective Date” is April 1, 2018.

Eligible Costs” means those expenditures described as eligible in Schedule C.

Eligible Projects” means projects as described in Schedule B.

Eligible Recipient” means a

a. Municipality or its agent (including its wholly owned corporation); and
b. Non-municipal entity, including for profit, non-governmental and not-for
profit organizations, on the condition that the Municipality(ies) has
(have) indicated support for the Eligible Project through a formal grant
agreement between the Municipality and the non-municipal entity.

Event of Default” has the meaning given to it in Section 11.1 of this
Agreement.

Funds” mean the Funds made available to the Recipient through the Main
Street Revitalization Initiative, a program established by the Government of
Ontario. Funds are made available pursuant to this Agreement and includes any
interest earned on the said Funds. For greater certainty: (i) Funds transferred to
another Municipality in accordance with Section 6.2 of this Agreement, other
than as set out in Sections 7.1 (a), (c) and (f), are to be treated as Funds by the
Municipality to which the Funds are transferred and are not to be treated as
Funds by the Recipient; and (ii) any Funds transferred to a non-municipal entity
in accordance with Section 6.3 of this Agreement shall remain as Funds under
this Agreement for all purposes and the Recipient shall continue to be bound by
all provisions of this Agreement with respect to such transferred Funds.

Ineligible Costs” means those expenditures described as ineligible in
Schedule C.

Lower-tier Municipality” means a Municipality that forms part of an Upper-tier
Municipality for municipal purposes, as defined under the Municipal Act,
2001 s.o. 2001, c.25.

Municipal Fiscal Year” means the period beginning january 1st of a year and
ending December 31st of the same year.

Municipality” and “Municipalities” means every municipality as defined
under the Municipal Act, 2001 S.O. 2001 c.25.

Municipal Physical Infrastructure” means municipal or regional, publicly or
privately owned, tangible capital assets primarily for public use or benefit in
Ontario.

Ontario” means Her Majesty in Right of Ontario, as represented by the
Minister of Agriculture, Food and Rural Affairs.

Parties” means AMO and the Recipient.

Project Completion Date” means the Recipient must complete its Project
under this Agreement by March 31, 2020.

Recipient” has the meaning given to it on the first page of this Agreement.

Results Report” means the report prepared and delivered to AMO by the
Recipient by which reports on how Funds are supporting progress towards
achieving the program objective, more specifically described in Section 3 of
Schedule D.

Single-tier Municipality” means a municipality, other than an upper-tier
municipality, that does not form part of an upper-tier municipality for municipal
purposes as defined under the Municipal Act, 2001, S.O. 2001 c. 25.

Third Party” means any person or legal entity, other than the Parties to this
Agreement who participates in the implementation of an Eligible Project by
means of a Contract.

Transfer By-law” means a by-law passed by Council of the Recipient pursuant
to Section 6.2 and delivered to AMO in accordance with that section.

Unspent Funds” means the amount reported as unspent by the Recipient as
of December 31, as submitted in the Recipient’s Annual Report.

1.2 Interpretations:

Herein, etc. The words “herein”, “hereof’ and “hereunder” and other words of
similar import refer to this Agreement as a whole and not any particular
schedule, article, section, paragraph or other subdivision of this Agreement.

Currency. Any reference to currency is to Canadian currency and any amount
advanced, paid or calculated is to be advanced, paid or calculated in Canadian
currency.

Statutes. Any reference to a federal or provincial statute is to such statute and
to the regulations made pursuant to such statute as such statute and
regulations may at any time be amended or modified and in effect and to any
statute or regulations that may be passed that have the effect of supplementing
or superseding such statute or regulations.

Gender, singular, etc. Words importing the masculine gender include the
feminine or neuter gender and words in the singular include the plural, and vice
versa.

2. TERM OF AGREEMENT

2.1 Term. Subject to any extension or termination of this Agreement or the
survival of any of the provisions of this Agreement pursuant to the provisions
contained herein, this Agreement shall be in effect from the date set out on the
first page of this Agreement, up to and including March 31, 2020.

2.2 Amendment. This Agreement may be amended at any time in writing as agreed
to by AMO and the Recipient.

2.3 Notice. Any of the Parties may terminate this Agreement on written notice.

RECIPIENT REQUIREMENTS

3.1 Communications. The Recipient will comply with all requirements outlined,
including providing upfront project information on an annual basis, or until all
Funds are expended for communications purposes in the form described in
Section 7.1 and Section 1 of Schedule D.

a) Unless otherwise directed by Ontario, the Recipient will acknowledge the
support of Ontario for Eligible Projects in the following manner: “The
Project is funded [if it is partly funded the Recipient should use “in part’1 by
the Ontario Ministry of Agriculture, Food and Rural Affairs.”
b) The Recipient shall notify Ontario within five (5) business days of planned
media events or announcements related to the Project, organized by the
Recipient to facilitate the attendance of Ontario. Media events and
announcements include, but are not limited to, news conferences, public
announcements, official events or ceremonies, and news releases.

3.2 Contracts. The Recipient will award and manage all Contracts in accordance
with its relevant policies and procedures and, if applicable, in accordance with
the Canadian Free Trade Agreement and applicable international trade
agreements, and all other applicable laws.

a) The Recipient will ensure any of its Contracts for the supply of services or
materials to implement its responsibilities under this Agreement will be
awarded in a way that is transparent, competitive, consistent with value for
money principles and pursuant to its adopted procurement policy.

4. ELIGIBLE PROJECTS

4.1 Eligible Projects. Costs directly and reasonably incurred by the Recipient for
construction, renewal, renovation or redevelopment or material enhancement
activities funded under existing Community Improvement Plan financial
incentive programs or activities funded under the Municipal Physical
Infrastructure category, including projects in downtown or main street areas, as
defined through an existing Community Improvement Plan or other municipal
land use planning policy that will support the role of small businesses in main
street areas as more specifically described in Schedule B and Schedule C

4.2 Recipient Fully Responsible. The Recipient is fully responsible for the
completion of each Eligible Project in accordance with Schedule B and Schedule C.

5. ELIGIBLE COSTS

5.1 Eligible Costs. Schedule C sets out specific requirements for Eligible and
Ineligible Costs.

5.2 Discretion of Ontario. Subject to Section 5.1, the eligibility of any items not
listed in Schedule B and/or Schedule C to this Agreement is solely at the
discretion of Ontario.

5.3 Unspent Funds. Any Unspent Funds, and any interest earned thereon, will be
subject to the terms and conditions of this Agreement.

5.4 Reasonable Access. The Recipient shall allow AMO and Ontario reasonable and
timely access to all documentation, records and accounts and those of their
respective agents or Third Parties related to the receipt, deposit and use of
Funds and Unspent Funds, and any interest earned thereon, and all other
relevant information and documentation requested by AMO or Ontario or their
respective designated representatives for the purposes of audit, evaluation, and
ensuring compliance with this Agreement.

5.5 Retention of Receipts. The Recipient will keep proper and accurate accounts
and records of all Eligible Projects including invoices and receipts for Eligible
Expenditures in accordance with the Recipient’s municipal records retention bylaw
and, upon reasonable notice, make them available to AMO and Ontario.

6. FUNDS

6.1 Allocation of Funds. AMO will allocate and transfer Funds on the basis of the
formula determined by Ontario.

6.2 Transfer of Funds to a Municipality. Where a Recipient decides to allocate
and transfer Funds to another Municipality (the “Transferee Municipality’):

a) The allocation and transfer shall be authorized by by-law (a “Transfer Bylaw”).
The Transfer By-law shall be passed by the Recipient’s council and
submitted to AMO as soon thereafter as practicable. The Transfer By-law
shall identify the Transferee Municipality and the amount of Funds the
Transferee Municipality is to receive for the Municipal Fiscal Year specified
in the Transfer By-law.
b) The Recipient is still required to submit an Annual Report in accordance with
Sections 7.1 (a), (c) and (f) hereof with respect to the Funds transferred.
c) No transfer of Funds pursuant to this Section 6.2 shall be effected unless
and until the Transferee Municipality has either (i) entered into an
agreement with AMO on substantially the same terms as this Agreement, or
(ii) has executed and delivered to AMO a written undertaking to assume all
of the Recipient’s obligations under this Agreement with respect to the
Funds transferred; in a form satisfactory to AMO.

6.3 Transfer of Funds to a non-municipal entity. Where a Recipient decides to
support an Eligible Project undertaken by an Eligible Recipient that is not a
Municipality:

a) The provision of such support shall be authorized by a grant agreement
between the Municipality and the Eligible Recipient in support of a
Community Improvement Plan. The grant agreement shall identify the
Eligible Recipient, and the amount of Funds the Eligible Recipient is to
receive for that Eligible Project.
b) The Recipient shall continue to be bound by all of the provisions of this
Agreement notwithstanding any such transfer including the submission of
an Annual Report in accordance with Section 7.2.
c) No transfer of Funds pursuant to this Section 6.3 shall be effected unless
and until the non-municipal entity receiving the Funds has executed and
delivered to the Municipality the grant agreement.

6.4 Use of Funds. The Recipient acknowledges and agrees the Funds are intended
for and shall be used only for Eligible Expenditures in respect of Eligible
Projects.

6.5 Payout of Funds. The Recipient agrees that all Funds will be transferred by
AMO to the Recipient upon full execution of this Agreement.

6.6 Use of Funds. The Recipient will deposit the Funds in a dedicated reserve fund
or other separate distinct interest bearing account and shall retain the Funds in
such reserve fund, or account until the Funds are expended or transferred in
accordance with this Agreement. The Recipient shall ensure that:

a) any investment of unexpended Funds will be in accordance with Ontario law
and the Recipient’s investment policy; and,
b) any interest earned on Funds will only be applied to Eligible Costs for
Eligible Projects, more specifically on the basis set out in Schedule B and
Schedule C.

6.7 Funds advanced. Funds transferred by AMO to the Recipient shall be expended
by the Recipient in respect of Eligible Costs. AMO reserves the right to declare
that Unspent Funds after March 31, 2020 become a debt to Ontario which the
Recipient will reimburse forthwith on demand to AMO for transmission to
Ontario.

6.8 Expenditure of Funds. The Recipient shall expend all Funds by March 31, 2020.

6.9 GST & HST. The use of Funds is based on the net amount of goods and services
tax or harmonized sales tax to be paid by the Recipient net of any applicable tax
rebates.

6.10 Limit on Ontario’s Financial Commitments. The Recipient may use Funds to
pay up to one hundred percent {1 00%) of Eligible Expenditures of an Eligible
Project.

6.11 Stacking. If the Recipient is receiving funds under other programs in respect of
an Eligible Project to which the Recipient wishes to apply Funds, the maximum
contribution limitation set out in any other program agreement made in respect
of that Eligible Project shall continue to apply.

6.12 Insufficient funds provided by Ontario. If Ontario does not provide sufficient
funds to AMO for this Agreement, AMO may terminate this Agreement.

7. REPORTING REQUIREMENTS

7.1 Communication Report. Immediately upon execution of this Agreement the
Recipient shall report to AMO any Eligible Project being undertaken in the
current Municipal Fiscal Year in the form described in Schedule D.

7.2 Annual Report. The Recipient shall report in the form in Schedule D due by
May 15th following the Municipal Fiscal Year on:

a) the amounts received from AMO under this Agreement;
b) the amounts received from another Eligible Recipient;
c) the amounts transferred to another Eligible Recipient;
d) amounts paid by the Recipient in aggregate for Eligible Projects;
e) amounts held at year end by the Recipient in aggregate, including interest,
to pay for Eligible Projects;
f) indicate in a narrative the progress that the Recipient has made in meeting
its commitments and contributions; and,
g) a listing of all Eligible Projects that have been funded, indicating the Eligible
Project category, project description, amount of Funds, total project cost,
start date, end date and completion status.

7.3 Results Report. The Recipient shall account in writing for results achieved by
the Funds through a Results Report to be submitted to AMO. Specifically the
Results Report shall document performance measures achieved through the
investments in Eligible Projects in the form described in Section 3 of Schedule D.

8. RECORDS AND AUDIT

8.1 Accounting Principles. All accounting terms not otherwise defined herein have
the meanings assigned to them; all calculations will be made and all financial
data to be submitted will be prepared in accordance with generally accepted
accounting principles (GAAP) in effect in Ontario. GAAP will include, without
limitation, those principles approved or recommended for local governments
from time to time by the Public Sector Accounting Board or the Canadian
Institute of Chartered Accountants or any successor institute, applied on a
consistent basis.

8.2 Separate Records. The Recipient shall maintain separate records and
documentation for the Funds and keep all records including invoices,
statements, receipts and vouchers in respect of Funds expended on Eligible
Projects in accordance with the Recipient’s municipal records retention by-law.
Upon reasonable notice, the Recipient shall submit all records and
documentation relating to the Funds to AMO and Ontario for inspection or
audit.

8.3 External Auditor. AMO and/or Ontario may request, upon written notification,
an audit of Eligible Project or an Annual Report. AMO shall retain an external
auditor to carry out an audit of the material referred to in Sections 5.4 and 5.5
of this Agreement. AMO shall ensure that any auditor who conducts an audit
pursuant to this Section of this Agreement or otherwise, provides a copy of the
audit report to the Recipient and Ontario at the same time that the audit report
is given to AMO.

9. INSURANCE AND INDEMNITY

9.1 Insurance. The Recipient shall put in effect and maintain in full force and
effect or cause to be put into effect and maintained for the term of this
Agreement all the necessary insurance with respect to each Eligible Project,
including any Eligible Projects with respect to which the Recipient has
transferred Funds pursuant to Section 6 of this Agreement, that would be
considered appropriate for a prudent Municipality undertaking Eligible Projects,
including, where appropriate and without limitation, property, construction and
liability insurance, which insurance coverage shall identify Ontario and AMO as
additional insureds for the purposes of the Eligible Projects.

9.2 Certificates of Insurance. Throughout the term of this Agreement, the
Recipient shall provide AMO with a valid certificate of insurance that confirms
compliance with the requirements of Section 9.1. No Funds shall be expended
or transferred pursuant to this Agreement until such certificate has been
delivered to AMO.

9.3 AMO not liable. In no event shall Ontario or AMO be liable for:

(a) any bodily injury, death or property damages to the Recipient, its
employees, agents or consultants or for any claim, demand or action by
any Third Party against the Recipient, its employees, agents or
consultants, arising out of or in any way related to this Agreement; or
(b) any incidental, indirect, special or consequential damages, or any loss of
use, revenue or profit to the Recipient, its employees, agents or
consultants arising out of any or in any way related to this Agreement.

9.4 Recipient to Compensate Ontario. The Recipient will ensure that it will not, at
any time, hold Ontario, its officers, servants, employees or agents responsible
for any claims or losses of any kind that the Recipient, Third Parties or any other
person or entity may suffer in relation to any matter related to the Funds or an
Eligible Project and that the Recipient will, at all times, compensate Ontario, its
officers, servants, employees and agents for any claims or losses of any kind
that any of them may suffer in relation to any matter related to the Funds or an
Eligible Project. The Recipient’s obligation to compensate as set out in this
section does not apply to the extent to which such claims or losses relate to the
negligence of an officer, servant, employee, or agent of Ontario in the
performance of his or her duties.

9.5 Recipient to Indemnify AMO. The Recipient hereby agrees to indemnify and
hold harmless AMO, its officers, servants, employees or agents (each of which is
called an ‘indemnitee”), from and against all claims, losses, damages, liabilities
and related expenses including the fees, charges and disbursements of any
counsel for any Indemnitee incurred by any Indemnitee or asserted against any
Indemnitee by whomsoever brought or prosecuted in any manner based upon,
or occasioned by, any injury to persons, damage to or loss or destruction of
property, economic loss or infringement of rights caused by or arising directly
or indirectly from:

(a) the Funds;
(b) the Recipient’s Eligible Projects, including the design, construction,
operation, maintenance and repair of any part or all of the Eligible Projects;
(c) the performance of this Agreement or the breach of any term or
condition of this Agreement by the Recipient, its officers, servants, employees
and agents, or by a Third Party, its officers, servants, employees, or agents; and
(d) any omission or other willful or negligent act of the Recipient or Third
Party and their respective officers, servants, employees or agents.

10. DISPOSAL

10.1 Disposal. The Recipient will not, without Ontario’s prior written consent, sell,
lease or otherwise dispose of any asset purchased or created with the Funds or
for which Funds were provided, the cost of which exceed $50,000 at the time of
sale, lease or disposal prior to March 31, 2021.

11. DEFAULT AND TERMINATION

11.1 Event of Default. AMO may declare in writing that an event of default has
occurred when the Recipient has not complied with any condition, undertaking
or term in this Agreement. AMO will not declare in writing that an event of
default has occurred unless it has first consulted with the Recipient. Each and
every one of the following events is an “Event of Default”:

(a) failure by the Recipient to deliver in a timely manner an Annual Report or
Results Report.
(b) delivery of an Annual Report that discloses non-compliance with any condition,
undertaking or material term in this Agreement.
(c) failure by the Recipient to co-operate in an external audit undertaken by AMO
or its agents.
(d) delivery of an external audit report that discloses non-compliance with any
condition, undertaking or term in this Agreement.
(e) failure by the Recipient to expend Funds in accordance with Sections 4.1 and
6.8.

11.2 Waiver. AMO may withdraw its notice of an Event of Default if the Recipient,
within thirty (30) calendar days of receipt of the notice, either corrects the
default or demonstrates, to the satisfaction of AMO in its sole discretion that it
has taken such steps as are necessary to correct the default.

11.3 Remedies on default. If AMO declares that an Event of Default has occurred
under Section 11.1, after thirty (30) calendar days from the Recipient’s receipt of
the notice of an Event of Default, it may immediately terminate this Agreement.

11.4 Repayment of Funds. If AMO declares that an Event of Default has not been
cured to its satisfaction, AMO reserves the right to declare that prior payments
of Funds become a debt to Ontario which the Recipient will reimburse forthwith
on demand to AMO for transmission to Ontario.

12. CONFLICT OF INTEREST

12.1 No conflict of interest. The Recipient will ensure that no current member of
the AMO Board of Directors and no current or former public servant or office
holder to whom any post-employment, ethics and conflict of interest legislation,
guidelines, codes or policies of Ontario applies will derive direct benefit from
the Funds, the Unspent Funds, and interest earned thereon, unless the
provision of receipt of such benefits is in compliance with such legislation,
guidelines, policies or codes.

13. NOTICE

13.1 Notice. Any notice, information or document provided for under this
Agreement will be effectively given if in writing and if delivered by hand, or
overnight courier, mailed, postage or other charges prepaid, or sent by
facsimile or email to the addresses, the facsimile numbers or email addresses
set out in Section 13.3. Any notice that is sent by hand or overnight courier
service shall be deemed to have been given when received; any notice mailed
shall be deemed to have been received on the eighth (8) calendar day following
the day on which it was mailed; any notice sent by facsimile shall be deemed to
have been given when sent; any notice sent by email shall be deemed to have
been received on the sender’s receipt of an acknowledgment from the intended
recipient (such as by the “return receipt requested” function, as available,
return email or other written acknowledgment), provided that in the case of a
notice sent by facsimile or email, if it is not given on a business day before 4:30
p.m. Eastern Standard Time, it shall be deemed to have been given at 8:30 a.m.
on the next business day for the recipient.

13.2 Representatives. The individuals identified in Section 13.3 of this Agreement,
in the first instance, act as AMO’s or the Recipients, as the case may be,
representative for the purpose of implementing this Agreement.

13.3 Addresses for Notice. Further to Section 13.1 of this Agreement, notice can be
given at the following addresses:

a) If to AMO:
Executive Director
Main Streets Agreement
Association of Municipalities of Ontario 200 University Avenue, Suite 801
Toronto, ON M5H 3C6
Telephone: 416-971-9856
Email: mainstreets@amo.on.ca
b) If to the Recipient:
CAO/Treasurer
Ray Morrison
TOWNSHIP OF AUGUSTA
3560 County Rd. 26, R.R. 2
Prescott, ON KOE 1TO
(613) 925-4231 x102
rmorrison@augusta.ca

14. MISCELLANEOUS

14.1 Counterpart Signature. This Agreement may be signed in counterpart, and the
signed copies will, when attached, constitute an original Agreement.

14.2 Severability. If for any reason a provision of this Agreement that is not a
fundamental term is found to be or becomes invalid or unenforceable, in whole
or in part, it will be deemed to be severable and will be deleted from this
Agreement, but all the other terms and conditions of this Agreement will
continue to be valid and enforceable.

14.3 Waiver. AMO may waive any right in this Agreement only in writing, and any
tolerance or indulgence demonstrated by AMO will not constitute waiver of
rights in this Agreement. Unless a waiver is executed in writing, AMO will be
entitled to seek any remedy that it may have under this Agreement or under the
law.

14.4 Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the Province of Ontario.

14.5 Survival. The Recipient agrees that the following sections and provisions of this
Agreement shall extend for seven (7} years beyond the expiration or
termination ofthis Agreement: Sections 5, 6.7, 6.8, 7, 9.4, 9.5, 11.4 and 14.8.

14.6 AMO, Ontario and Recipient independent. The Recipient will ensure its
actions do not establish or will not be deemed to establish a partnership, joint
venture, principal-agent relationship or employer-employee relationship in any
way or for any purpose whatsoever between Ontario and the Recipient,
between AMO and the Recipient, between Ontario and a Third Party or between
AMO and a Third Party.

14.7 No Authority to Represent. The Recipient will ensure that it does not
represent itself, including in any agreement with a Third Party, as a partner,
employee or agent of Ontario or AMO.

14.8 Debts Due to AMO. Any amount owed under this Agreement will constitute a
debt due to AMO, which the Recipient will reimburse forthwith, on demand, to
AMO.

14.9 Priority. In the event of a conflict, the part of this Agreement that precedes the
signature of the Parties will take precedence over the Schedules.

15. SCHEDULES

15.1 This Agreement, including:

Schedule A Municipal Allocation
Schedule B Eligible Projects
Schedule C Eligible and Ineligible Costs
Schedule D Reporting

constitute the entire agreement between the Parties with respect to the subject
matter contained in this Agreement and supersedes all prior oral or written
representations and agreements.

16. SIGNATURES

IN WITNESS WHEREOF, AMO and the Recipient have respectively executed, sealed and
delivered this Agreement on the date set out on the front page.

Signed by Mayor Doug Malanka and Clerk Annette Simonian for the Township of Augusta

Signed by Executive Director Pat Vanini and Director of Finance & Operations Afshin Majidi for the Association of Municipalities of Ontario

 

SCHEDULE A
MUNICPAL ALLOCATION

RECIPIENT’S NAME: TOWNSHIP OF AUGUSTA

ALLOCATION: $44150.3797

The Recipient acknowledges this is a one time payment for Eligible Projects with Eligible Costs.

SCHEDULE B
ELIGIBLE PROJECTS

Funding is to be directed to Eligible Projects to support revitalization activities within main
street areas, as defined through an existing Community Improvement Plan or any other
municipal land use planning policy. Funding can be used in one or both of the following
categories:

1. Community Improvement Plan– construction, renewal, renovation or redevelopment
or material enhancement activities that implement priority financial incentives in existing
Community Improvement Plans such as:

a. Commercial building facade improvements
b. Preservation and adaptive reuse of heritage and industrial buildings
c. Provision of affordable housing
d. Space conversion for residential and commercial uses
e. Structural improvements to buildings (e.g. Building Code upgrades)
f. Improvement of community energy efficiency
g. Accessibility enhancements

2. Other Municipal Land Use Planning Policy – construction, renewal or material
enhancement activities to fund strategic Municipal Physical Infrastructure and
promotional projects such as:

a. Signage – wayfinding/directional, and gateway.
b. Streetscaping and landscape improvements- lighting, banners, murals, street
furniture, interpretive elements, public art, urban forestation, accessibility,
telecommunications/broadband equipment, parking, active transportation
infrastructure (e.g. bike racks/storage, cycling lanes and paths) and pedestrian
walkways/trails.
c. Marketing plan implementation- business attraction and promotion activities, special
events.

SCHEDULE C
EUGIBLE AND INEUGIBLE COSTS

1. Eligible Costs include:

a. Costs directly and reasonably incurred on or after April 1, 2018 up to and including the
Project Completion Date by the Recipient for construction, renewal, renovation or
redevelopment or material enhancement activities funded under existing Community
Improvement Plan financial incentive programs.
b. Costs directly and reasonably incurred on or after April 1, 2018 up to and including the
Project Completion Date by the Recipient for construction, renewal or material
enhancement activities funded under the Municipal Physical Infrastructure category
including projects in downtown or main street areas, as defined through an existing
Community Improvement Plan or other municipal land use planning policy that will
support the success of small businesses in main street areas.

2. Ineligible Costs include:

a. Costs incurred prior to Effective Date or after the Project Completion Date;
b. Any costs associated with providing the Annual and Results Reports to AMO;
c. Any costs associated with lobbying Ontario, including other Ministries, agencies and
organizations of the Government of Ontario;
d. Costs associated with construction, renewal, renovation or redevelopment or material
enhancement of all things in the following categories: highways, short-sea shipping,
short-line rail, regional or local airports, and brownfield redevelopment;
e. Costs of infrastructure construction, renewal, renovation or redevelopment or material
enhancement that do not improve energy efficiency, accessibility, aesthetics of
marketability of small businesses within an Recipient’s main street areas; or that do not
encourage strategic public investments in municipal and other public infrastructure
within main street areas that will benefit small businesses; or that otherwise will likely
fail to contribute to the success of main street businesses;
f. Costs of infrastructure construction, renewal, renovation or redevelopment or material
enhancement outside of the Recipient’s main street areas, as defined through an
existing Community Improvement Plan or other municipal land use planning policy;
g. The cost of leasing of equipment by the Recipient, any overhead costs, including
salaries and other employment benefits of any employees of the Recipient, its direct or
indirect operating or administrative costs of Recipients, and more specifically its costs
related to planning, engineering, architecture, supervision, management and other
activities normally carried out by its staff, except in accordance with Eligible Costs
above;
h. Taxes, to which the Recipient is eligible for a tax rebate;
i. Purchase of land or any interest therein, and related costs; and,
j. Routine repair and maintenance Municipal Physical Infrastructure.

SCHEDULED
REPORTING

1. Communication Report

Immediately following the Municipality executing this Agreement the Recipient will provide
AMO a Communication Report in an electronic format deemed acceptable to AMO, consisting
of the following:

Project Title
Project Description
Eligible Project Category (CIP/Municipal Physical Infrastructure)
Total Project Cost
Estimate of Funds (Main Street Spent)

2. Annual Report

The Recipient will provide to AMO an Annual Report in an electronic format deemed
acceptable to AMO, consisting of the following:

a. Financial Reporting Table: The financial report table will be submitted in accordance with
the following template:

table showing the financial reporting expectations

b. Project List: The Recipient will provide to AMO a project list submitted in accordance with
the following template:

Recipient
Project Title
Project Description
Eligible Project Category
Total Project Cost
Main Street Funds Used
Start & End Date
Completed?

3. Project Results.

The Results Report shall outline, in a manner to be provided by AMO, the degree to which
investments in each project are supporting progress towards achieving revitalization within
main street areas:

a. Community Improvement Plan Eligible Projects
• Number of small businesses supported;
• Total value of physical improvements;
• Total Main Street Funds provided;
• Total Municipal investment; and,
• Total private investment.

b. Municipal Physical Infrastructure Eligible Projects
• Total value of physical improvements;
• Total Main Street Funds provided; and
• Total municipal investment.