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Settlement Agreement (PPP): United States, Ulma Forms Works, Inc. and Verity Investigations, LLC, Relator

Summary

Settlement Agreement among the United States (acting through the Department of Justice on behalf of the Small Business Administration), Ulma Forms Works, Inc. (Ulma) and Verity Investigations, LLC (Relator), concerning qui tam Civil Action No. 25-890 (JKS) (JRA) filed on or about January 30, 2025, in the District of New Jersey. The United States contends that Ulma certified in its January 26, 2021 Second Draw PPP application that it employed no more than 300 employees when, inclusive of its affiliates, it had more than 300. The loan was $2,000,000, and the SBA paid the lender a $60,000 processing fee. Ulma agrees to pay $2,902,795, of which $2,073,425 is restitution; the Relator's Share is $290,279, and Defendants pay Relator $9,288.

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“Settlement Agreement (PPP): United States, Ulma Forms Works, Inc. and Verity Investigations, LLC, Relator.” Archived at Pandemic Darlings, https://pandemicdarlings.com/source-documents/settlement-agreement-united-states-and-ulma-forms-works-inc-ppp-55eeb9c9c7/, SHA-256 a64ea176f18d738066f013ae7635ae6772b3a1976556ed1ac68f2fb6328d72f2.

Full text

                           SETTLEMENT AGREEMENT

      This Settlement Agreement ("Agreement") is entered into among the

United States of America, acting through the United States Department of

Justice and on behalf of the United States Small Business Administration

("SBA," and collectively the "United States"), Ulma Forms Works, Inc.

("Ulma"), and Verity Investigations, LLC ("Relator") (hereafter collectively

referred to as "the Parties"), through their authorized representatives.

                                     RECITALS

      A.         Ulma is a New Jersey corporation with a principal place of

business in Bergen County, New Jersey. Ulma is a manufacturer and

supplier of concrete form work, shoring and temporary scaffolding systems.

      B.         On or about January 30, 2025, Verity Investigations, LLC filed a

qui tam action in the United States District Court for the District of New

Jersey captioned United States ex rel. Verity Investigations, LLC v. Ulma

Form Worhs, Inc., Civil Action No. 25-890 (JKS) (JRA), pursuant to the qui

tam provisions of the False Claims Act, 31 U.S.C. § 3730(b) (the Civil Action).

      C.          The United States contends that it has certain civil claims

against Ulma arising from the following facts and conduct:

            1.      The Coronavirus Aid, Relief, and Economic Security

                    ("CARES") Act was a federal law enacted in or about March

                    2020 designed to provide emergency financial assistance to

                    millions of Americans suffering economic effects caused by
      the COVID-19 pandemic. One source of relief provided by the

      CARES Act was the authorization of forgivable loans to small

      businesses for job retention and certain other expenses,

      through a program referred to as the Paycheck Protection

      Program ("PPP"). PPP loans were guaranteed by the SBA

      and, if the loan proceeds were used for eligible expenses, the

      SBA would forgive the loan balance and accrued interest.

11.   To obtain a PPP loan, a qualifying business had to submit a

      PPP loan application to an authorized lender. The PPP loan

      application required the business, through its authorized

      representative, to acknowledge the PPP rules and make

      certain affirmative certifications that the applicant was

      eligible to obtain a PPP loan.

m.    On or about January 26, 2021, Ulma applied for a PPP loan

      ("Ulma's Second Draw PPP Loan"). At the time of its loan

      application, businesses with more than 300 employees were

      not eligible for PPP loans. Applicants were instructed that

      the 300-employee limit was inclusive of the applicant's

      affiliates. Under the rules in effect at the time of Ulma's

      application, applicants were required to include affiliates'

      employees based in the United States and abroad.




                             2
                1v.      In its loan application, Ulma certified that it was eligible for

                         the loan and that it employed no more than 300 employees.

                         Ulma was not eligible for its loan because, inclusive of its

                         affiliates, Ulma had more than 300 employees.

                 v.      Based on Ulma's certifications, a lender approved Ulma's

                         Second Draw PPP Loan application and issued a loan in the

                         amount of $2,000,000. In addition, pursuant to the PPP, the

                         SBA paid the lender a $60,000 processing fee in connection

                         with the lender's issuance of Ulma's Second Draw PPP Loan.

                v1.      Ulma subsequently applied for and received forgiveness of its

                         Second Draw PPP Loan, thernby extinguishing Ulma's

                         liability for the $2,000,000 principal loan amount, as well as

                         $13,425 in accrued interest.

           D.         This Settlement Agreement is neither an admission of liability

     by Ulma nor a concession by the United States that its claims are not well

     founded.

           E.         Relator claims entitlement under 31 U.S.C. § 3730(d) to a share

     of the ·proceeds of this Settlement Agreement and to Relator's reasonable

     expenses, attorneys' fees and costs.

           To avoid the delay, uncertainty, inconvenience, and expense of

     protracted litigation of the above claims, and in consideration of the mutual




()                                              3
     promises and obligations of this Settlement Agreement, the Parties agree and

     covenant as follows:

                              TERMS AND CONDITIONS

           1.     Ulma shall pay to the United States two million, nine hundred

     and two thousand, seven hundred and ninety-five dollars ($2,902,795)

     (Settlement Amount), of which $2,073,425 is restitution, by electronic funds

     transfer pursuant to written instructions to be provide~l by the United States

     Attorney's Office for the District of New Jersey no later than 30 days after

     the Effective Date of this Agreement.

           2.     Conditioned upon the United States receiving the Settlement

     Amount and as soon as feasible after receipt, the United States shall pay two

     hundred ninety thousand, two hundred and seventy-nine dollars ($290,279)

     to Relator by electronic funds transfer (Relator's Share).

           3.     Within 30 days of the Effective Date of the Agreement,

     Defendants will pay to Relator nine thousand, two hundred and eighty eight

     dollars $9,288 for expenses, attorneys' fees, and costs pursuant to 31 U.S.C. §

     3730(d). Defendants and Relator agree that this amount represents

     reasonable expenses, attorney's fees, and costs for the Civil Action.

           4.     Subject to the exceptions in Paragraph 6 (concerning reserved

     claims) below, and upon the United States' receipt of the Settlement Amount,

     the United States releases Ulma from any civil or administrative monetary

     claim the United States has for the Covered Conduct under the False Claims


C)
\
                                             4
Act, 31 U.S.C. §§ 3729-3733; the Program Fraud Civil Remedies Act, 31

U.S.C. §§ 3801-3812; or the common law theories of breach of contract,

payment by mistake, unjust enrichment, and fraud.

      5.     Subject to the exceptions in Paragraph 6 below, and upon the

United States' receipt of the Settlement Amount, Relator, for himself/herself

and for his/her heirs, successors, attorneys, agents, and assigns, releases

Ulma from any civil monetary claim the Relator has on behalf of the United

States for the Covered Conduct under the False Claims Act, 31 U.S.C. §§

3729-3733.

      6.     Notwithstanding the releases given in Paragraph 4 of this

Agreement, or any other term of this Agreement, the following claims and

rights of the United States are specifically reserved and are not released:

             a.     Any liability arising under Title 26, U.S. Code (Internal

                    Revenue Code);

             b.     Any criminal liability;

             c.     Except as explicitly stated in the Agreement, any

                    administrative liability or enforcement right, or any

                    administrative remedy, including the suspension and

                    debarment rights of any federal agency;

             d.     Any liability to the United States (or its agencies) for any

                    conduct other than the Covered Conduct;




                                       5
             e.    Any liability based upon obligations created by this

                   Agreement; or

             f.    Any liability of individuals.

      7.     Relator and its heirs, successors, attorneys, agents, and assigns

shall not object to this Agreement but agree and confirm that this Agreement

is fair, adequate, and reasonable under all the circumstances, pursuant to 31

U.S.C. § 3730(c)(2)(B). Conditioned upon Relator's rnceipt of the Relator's

Share, Relator and its heirs, successors, attorneys, agents, and assigns fully

and finally release, waive, and forever discharge the United States, its

agencies, officers, agents, employees, and servants, from any claims arising

from the filing of the Civil Action or under 31 U.S.C. § 3730, and from any

claims to a share of the proceeds of this Agreement and/or the Civil Action.

      8.     Relator fully and finally releases Ulma, its employees,

successors, assigns, agents, and representatives, from any claims (including

attorneys' fees, costs, and expenses of every kind and however denominated)

that Relator has asserted, could have asserted, or may assert in the future

against Ulma, its employees, successors, assigns, agents, and

representatives, related to the Covered Conduct, including but not limited to

claims asserted under the False Claims Act, 31 U.S.C; §§ 3729-3733; the

Program Fraud Civil Remedies Act, 31 U.S.C. §§ 3801-3812; or the common

law theories of breach of contract, payment by mistake, unjust enrichment,

and fraud.



                                       6
      9.     Ulma waives and shall not assert any defenses Ulma may have

to any criminal prosecution or administrative action relating to the Covered

Conduct that may be based in whole or in part on a contention that, under

the Double Jeopardy Clause in the Fifth Amendment of the Constitution, or

under the Excessive Fines Clause in the Eighth Amendment of the

Constitution, this Agreement bars a remedy sought in such criminal

prosecution or administrative action.

      10.    Ulma fully and finally releases the United States, its agencies,

officers, agents, employees, and servants, from any claims (including

attorneys' fees, costs, and expenses of every kind and however denominated)

that Ulma has asserted, could have asserted, or may assert in the future

against the United States, its agencies, officers, agents, employees, and

servants, related to the Covered Conduct or the United States' investigation

or prosecution thereof.

      11.    Ulma fully and finally releases Relator, and Relator's successors,

attorneys, agents, and assigns, from any claims (including attorneys' fees,

costs, and expenses of every kind and however denominated) that Ulma has

asserted, could have asserted, or may assert in the future against Relator,

and Relator's successors, attorneys, agents, and assigns, related to the

Covered Conduct or the United States' investigation or prosecution thereof.

      12.    a.     Unallowable Costs Defined: All costs (as defined in the

Federal Acquisition Regulation, 48 C.F.R. § 31.205-47) incurred by or on



                                        7
    behalf of Ulma, and its present or former officers, directors, employees,

    shareholders, and agents in connection with:

                        (1)   the matters covered by this Agreement;

                        (2)   the United States' audit(s) and civil investigation(s)

                              of the matters covered by this Agreement;

                        (3)   Ulma's investigation, defense, and corrective

                              actions undertaken in response to the United

                              States' audit(s) and civil investigation(s) in

                              connection with the matters covered by this

                              Agreement (including attorheys' fees);

                        (4)   the negotiation and performance of this Agreement;

                        (5)    the payment Ulma makes to the United States

                              pursuant to this Agreement and any payments that

                              Ulma may make to Relator, including costs and

                               attorneys fees,

    are unallowable costs for government contracting purposes (hereinafter

    referred to as Unallowable Costs).

                 b.     Future Treatment ofUnallowable Costs: Unallowable

    Costs will be separately determined and accounted for by Ulma, and Ulma

    shall not charge such Unallowable Costs directly or indirectly to any contract

    with the United States.




J                                           8
              c.    Treatment of Unallowable Costs Previously Submitted for

Payment: Within 90 days of the Effective Date of this Agreement, Ulma shall

identify and repay by adjustment to future claims for payment or otherwise

any Unallowable Costs included in payments previously sought by Ulma or

any of its subsidiaries or affiliates from the United States. Ulma agrees that

the United States, at a minimum, shall be entitled to recoup from Ulma any

overpayment plus applicable interest and penalties as a result of the

inclusion of such Unallowable Costs on previously-submitted requests for

payment. The United States, including the Department of Justice and/or the

affected agencies, reserves its rights to audit, examine, or re-examine Ulma's

books and records and to disagree with any calculations submitted by Ulma

or any of its subsidiaries or affiliates regarding any Unallowable Costs

included in payments previously sought by Ulma, or the effect of any such

Unallowable Costs on the amount of such payments.

        14.   This Agreement is intended to be for the benefit of the Parties

only.

        15.   Upon receipt of the payment described in Paragraph 1, above,

the United States and Relator shall promptly sign and file in the Civil Action

a Joint Stipulation of Dismissal of the Civil Action pursuant to Rule 41(a)(l).

        16.   Except as set forth in Paragraph 3, above, each Party shall bear

its own legal and other costs incurred in connection with this matter,

including the preparation and performance of this Agreement.



                                       9
       17.   Each Party and signatory to this Agreement represents that it

freely and voluntarily enters into this Agreement without any degree of

duress or compulsion.

       18.   This Agreement is governed by the laws of the United States.

The exclusive jurisdiction and venue for any dispute relating to this

Agreement is the United States District Court for the District of New Jersey.

For purposes of construing this Agreement, this Agreement shall be deemed

to have been drafted by all Parties to this Agreement and shall not, therefore,

be construed against any Party for that reason in any subsequent dispute.

       19.    This Agreement constitutes the complete agreement between

the Parties. This Agreement may not be amended except by written consent

of the Parties.

       20.    The undersigned counsel represent and wanant that they are

fully authorized to execute this Agreement on behalf of the persons and

entities indicated below.

       21.    This Agreement may be executed in counterparts, each of which

constitutes an original and all of which constitute one and the same

Agreement.

       22.    This Agreement is binding on Ulma's successors, transferees,

heirs, and assigns.

       23.    This Agreement is binding on Relator's successors, transferees,

heirs, and assigns.



                                       10
      24.    All parties consent to the United States' disclosure of this

Agreement, and information about this Agreement, to the public.

      25.    This Agreement is effective on the date of signature of the last

signatory to the Agreement (Effective Date of this Agreement). Facsimiles of

signatures shall constitute acceptable, binding signatures for purposes of this

Agreement.




                                       11
           THE UNITED STATES OF AMERICA


DATED:Cff/2-<   ;;;d}>z:::::
                David V. Simunovich
                                           0
                Assistant United States Attorney
                Health Care Fraud Unit
                U.S. Attorney's Office - District of New Jersey
                United States Department of Justice
                970 Broad Street, Suite 700
                Newark, New Jersey 07102
                (973) 645-2700




                            12
                      ULMAFORM                            INC. - DE ENDANT


DATED: _ _ _ _ _ _BY: - - 1 - - - - - - - - \ - ' r , ; ; ; : , - - = . - < - - - - - -
                  Martin lejan ~Landreau
                  Chief Fi ancial fficer
                  Ulma Form Wor s, Inc.
                  16-00 Route 208, uite LL4
                  Fair Lawn, New Jersey 08110


DATED: _ _ _ _ _                    ~~~kl        R~Q
                                    K&L Gates LLP
                                    210 Sixth Avenue
                                    Pittsburg, PA 15222-2613
                                    Counsel for Ulma Fann Worhs, Inc.




                                                     13
             VERITY INVESTIGATIONS, LLC - RELATOR


DATED:   8/18/2025
                     Gregory Lynam
                     Member
                     Verity Investigations, LLC



DATED: 8/19/2025     BY:_Q_t«¼        __
                     Steven M. Shepard, Esq.
                     Susman Godfrey, LLP
                     One Manhattan West, 50th Floor
                     New York, New York 10001
                     Counsel for Relator Verity Investigations, LLC




                                14


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