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HomeMy WebLinkAbout028776 RES - 09/14/2010Page 1 'of 3 RESOLUTION APPROVING A SMALL BUSINESS INCENTIVES AGREEMENT BETWEEN THE CORPUS CHRISTI BUSINESS AND JOB DEVELOPMENT CORPORATION AND ACCION TEXAS, INC. , WHICH PROVIDES GRANTS OF UP TO FOUR HUNDRED THOUSAND DOLLARS ($400,000.00), FOR THE INTEREST BUY -DOWN AND GRANT PROGRAMS FOR SMALL BUSINESSES AND AUTHORIZING THE CITY MANAGER, OR DESIGNEE, TO EXECUTE A SMALL BUSINESS INCENTIVE PROJECT SUPPORT AGREEMENT WITH THE CORPUS CHRISTI BUSINESS AND JOB DEVELOPMENT CORPORATION REGARDING IMPLEMENTATION AND ADMINISTRATION OF THE ACCION TEXAS SMALL BUSINESS INCENTIVES AGREEMENT WHEREAS, the Corpus Christi Business and Job Development Corporation ("Type A Board") has budgeted funds to assist small business in Corpus Christi, Texas. WHEREAS, in 2007, the Type A Board requested proposals and determined that the proposal from ACCION Texas Inc. (ACCION Texas), best provided assistance for small business support; WHEREAS, ACCLON Texas Inc. (ACCION Texas), has requested continued funding from the Corporation for the successful interest buy -down program that,assists small businesses; WHEREAS, ACCION Texas Inc. (ACCION Texas), has funding from the Corporation's proposed grant program to assist small businesses; WHEREAS, there is a need for a small business incentives project support agreement between the City of Corpus Christi ("City") and the Type A Board for the implementation and administration of the business incentives agreement with ACCION Texas for the interest buy -down and grant programs to assist small businesses in Corpus Christi. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the small business incentives agreement for the interest buy -down and grant programs for small businesses between the Type A Board and ACCION Texas, which is attached to this resolution as Exhibit A, is approved. SECTION 2. That the City Manager, or designee, is authorized to execute a project support agreement between the City and Type A Board for the implementation and administration of the small business incentives agreement with ACCION Texas for the interest buy -down and grant programs to assist small businesses in Corpus Christi, which is attached to this resolution as Exhibit B. 028776 Res-AgmtSmalIBus-ACCTONapproval--08252010 INDEXED ATTEST: Armando Chapa City Secretary APPROVED: 2 day of September, 2010. R. J ining First A sistant C' y Attorney For City Attorney Res-AgmtSmal I B us -ACC I ONap proval--08252010 Page 2'of 3 THE CITY OF CORPUS CHRISTI Joe Adanne Mayor Corpus Christi, Texas J'fl of A - / , 2010 The above resolution was passed by the following vote: Joe Adame Chris N. Adler Brent Chesney Larry R. Elizondo, Sr. Ajd-e- Kevin Kieschnick boGa.t2 Priscilla Leal f '�— John E. Marez Nelda Martinez Mark Scott Ajf Res-AgmtSmallBus-ACC I ONapproval--D8252010 028776 Page 3' of 3 SMALL BUSINESS INCENTIVES AGREEMENT BETWEEN THE CORPUS CHRISTI BUSINESS AND JOB DEVELOPMENT CORPORATION AND ACCION TEXAS, INC. FOR AN INTEREST BUY -DOWN PROGRAM FOR SMALL BUSINESSES This Small Businesses Incentives Agreement for an Interest Buy -Down Program for Small Businesses ("Agreement") is entered into between the Corpus Christi Business and Job Development Corporation ("Corporation") and ACCION Texas, Inc., a Texas nonprofit corporation ("ACCION Texas"). WHEREAS, the Texas Legislature in Section 4A of Article 5190.6, Vernon's Texas Revised Civil Statutes (Development Corporation Act of 1979) empowered local communities with the ability to adopt an optional local sales and use tax as a means of improving the economic health and prosperity of their citizens; WHEREAS, on November 5, 2002, residents of the City of Corpus Christi ("City") passed Proposition 2, New and Expanded Business Enterprises, which authorized the adoption of a sales and use tax for the promotion and development of new and expanded business enterprises at the rate of one-eighth of one percent to be imposed for 15 years; WHEREAS, the 118th cent sales tax authorized by passage of Proposition 2 was subsequently enacted by the City Council and filed with the State Comptroller of Texas, effective April 1, 2003, to be administered by the Corpus Christi Business and Job Development Corporation Board; WHEREAS, the Corpus Christi Business and Job Development Corporation exists for the purposes of encouraging and assisting entities in the creation of jobs for the citizens of Corpus Christi, Texas; WHEREAS, the Board of Directors of the Corporation ("Board"), on September 10, 2007, amended the Corporation's Guidelines and Criteria for Granting Business Incentivess; WHEREAS, Section 21 of the Texas Development Corporation Act of 1979, Art. 5190.6, Vernon's Texas Revised Civil Statutes, requires the City Council to approve all programs and expenditures of the corporation; WHEREAS, the City Council approved the Corporation's amended Guidelines and Criteria for Granting Business Incentivess on September 18, 2007; WHEREAS, ACCION Texas is a Texas nonprofit corporation whose principal mission is to provide loans to small business owners lacking access to commercial credit; WHEREAS, ACCION Texas anticipates, over the next twelve months, providing interest buy -down to 5.5% for approximately 60 loans with an average value of $25,000 to low and moderate income micro and small business owners in Corpus Christi to generate 20 new permanent full-time jobs; Page 1 of 14 ACCION%20Texas%20Agreement%2008092010%20cha nges[1 ] Exhibit A WHEREAS, the Board has determined that it is in the best interests of the citizens of Corpus Christi, Texas that business development funds be provided to ACCI6N Texas, through this contract with ACCI6N Texas, to be used by ACCION Texas to buy -down the interest on commercial loans to 5.5% interest for small businesses and establish a small business grant program, both of which will result in creation of new full-time permanent jobs in the city of Corpus Christi. In consideration of the covenants, promises, and conditions stated in this Agreement, Corporation and ACCION Texas 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 for one year from August 1, 2010, through July 31, 2011. This agreement may be extended at the option of the Corporation for up to two additional one year terms, contingent upon annual appropriation of funds and approval of the City Council. 3. Loan Loss Reserve Program. a. The Corporation has previously provided $75,000 for the Loan Loss Reserve Program. b. The Loan Loss Reserve Program funds will be used to allow ACCION Texas to leverage additional capital for small business loans. c. "Small business" is defined in the Corpus Christi Business & Job Development Corporation Guidelines & Criteria for Granting Business Incentivess ("Corporation Guidelines), adopted on May 5, 2003, and amended on July 24, 2004, April 25, 2006, and April 10, 2007. d. ACCION Texas anticipates that it will have one million dollars available on an annual basis to be lent to qualifying small businesses in Corpus Christi. e. For every $50,000 in loans that ACCION Texas provides to a small business in Corpus Christi, ACCION Texas shall ensure that the loan will result in the creation of one new full-time permanent job in the city of Corpus Christi. f. Businesses assisted must be located in or locating within the city limits of Corpus Christi, Texas. g. Businesses assisted must be unable to obtain a loan form traditional lending institutions. h. Loan amounts shall be within the range of $5,000 to $75,000. Page 2 of 14 ACCION%20Texas%20Ag reement%2008092010%20changes[1 ] 1. ACCI0N Texas shall provide the Corporation with quarterly reports to identify the loans made, name and address of business receiving loan, jobs created, and other reports as requested by the Corporation. j. ACCI6N Texas shall provide the corporation with quarterly reports of capital available for loans to qualified Corpus Christi small businesses or qualified small businesses locating to Corpus Christi. k. ACCI6N Texas will provide funds for operations and loan capital to implement and sustain the program. 4. Interest Buy Down Program. a. In consideration for creation and maintenance of new jobs as provided in this Agreement, the Corporation agrees to pay ACCI6N Texas up to $350,000 for the Interest Buy -Down Program as follows: i. ACCI6N Texas must first receive a request for a loan from a small business that has been in existence for not more than five (5) years located in Corpus Christi, or a business locating in Corpus Christi ("Business"). ii. ACCI6N Texas shall review the request for a loan from the Business. iii. Upon ACCION Texas approval of a loan, and prior to the closing of the loan, ACCI6N Texas shall submit Attachment "A" to the Corporation requesting funds to buy down the interest rate from the interest rate allowable per the underwriting criteria to 5.5%. The Corporation authorizes an interest buy -down up to 7% of the interest rate to finance the loan. Payment by Corporation shall not exceed $17,500 per loan and shall be calculated using the following formula: (Loan amount x interest rate to buy down to 5.5%) / 12 = N N x number of payments=interest buy down reimbursement to ACCI6N Texas for business loan. (The number of monthly payments shall not exceed sixty (60).) Example: ($10,000 x 7%)112 = 58.33 58.33 x 36 = $2,100 = amount to be reimbursed to ACCI6N Texas for business loan. iv. The Corporation shall provide a response to approve or deny the reimbursement for the Interest Buy Down Program funds to ACCI6N Texas within 2 business days of receipt of Attachment "A." The Corporation shall reimburse funds within 30 days after evidence of closing the loan is submitted. Page 3 of 14 ACCION%20Texas%20Agreement%2008092010%20changes[1 ] v. The total funds available on an annual basis under the Interest Buy - Down Program under this agreement is $350,000. b. The loans assisted with the program must be within the range of $5,000 to $75,000. c. This program must result in the creation of one permanent full-time job per every loan of at least $50,000 assisted with the Interest Buy Down Program. ACCION Texas shall ensure that the loan will result in the creation of one new full-time permanent job in the city of Corpus Christi. d. Businesses assisted through this program must be: i. A start-up or existing small business that is unable to obtain a loan from a traditional financial institution or unable to qualify for the total needed for a business loan through a bank or credit union, in which case ACCIsN Texas can loan the remaining amount with the buy -down interest rate program in conjunction with the banklcredit union. ii. An existing small business that needs assistance to expand. iii. Any business assisted under the provisions of paragraphs i or ii of this subsection, must be: A. Located in or locating in Corpus Christi city limits. B. A business or home-based business in existence for not more than five (5) years located in the Corpus Christi city limits. C. Current on payment of all sales taxes. D. Current on payment of all ad valorem taxes in the City of Corpus Christi. e. The following projects are ineligible for this program: i. Refinancing of existing loans or debt ii. Businesses located outside the Corpus Christi city limits ili. Home-based businesses located outside the Corpus Christi city limits iv. Loans to existing businesses which are not planning on expanding v. Business retention. f. ACCIsN Texas may use up to $200,000 to assist start-up and existing small businesses that have little or no access to traditional credit, and up to $150,000 to existing small businesses that wish to expand. Page 4 of 14 ACCION%20Texas%20Ag reement°%2008092010%20changes[ 1 ] g. ACCION Texas shall provide the Corporation with quarterly reports as provided in Attachment "B" to identify the loans made, name and address of the business receiving the loan, jobs created under the Interest Buy -Down Program, and other reports as requested by the Corporation. h. ACCI6N Texas shall provide funds for operations and loan capital to implement and sustain the program. i. ACCION Texas shall develop loan underwriting criteria and payment terms and conditions for its loan program and provide to the Corporation. j. At the termination of this agreement and after repayment or other conclusion of all loans assisted by Interest Buy Down Program, ACCI6N Texas will return to the Corporation any unexpended funds remaining from the Loan Loss Reserve Program. 5. Small Business Grant Program. a. In consideration for creation and maintenance of new jobs as provided in this Agreement, the Corporation agrees to pay ACCION Texas up to $50,000 for the Small Business Grant Program as follows: i. Grants to loan applicants who do not meet standard underwriting criteria, either because of capacity, cash flow, or credit, who could benefit from a grant to boost their ability to become successful. The grant amount may not exceed $2,500 or 10% of the principal amount requested, whichever is less. ii. Grants to loan applicants who want to use part of loan proceeds to reduce energy consumption or transition into green retail products. The grant amount may not exceed $2,500 or 25% of the upgrades presented in the loan file. iii. Grants to loan applicants who provide services for working families (e.g. both children and adult day care centers) to improve their facilities to be compliant with state/federal standards. The grant amount may not exceed $2,500. iv. Grants to loan applicants that are veteran owned businesses. The grant amount may not exceed $500. v. Working capital grants to holders of existing loans with ACCI6N Texas. If the loans that have paid routinely on time for a period of 24 months, the maximum grant amount may not exceed $1000. If the loans have been paid routinely on time for a period of 12 months on time payments, the maximum grant amount may not exceed $500 grant. Page 5 of 14 ACCION%20Texas%20Agreement%2008092010%20changesf 1 ] b. The loans assisted with the program must be within the range of $500 to $25,000. c. This program must result in the creation of one permanent full-time job per every related loan of at least $50,000 assisted through the Interest Buy Down Program. ACCION Texas shall ensure that the loans will result in the creation of one new full-time permanent job in the city of Corpus Christi. d. Businesses assisted through this program must be: i. A start-up or existing small business that is unable to obtain a loan from a traditional financial institution or unable to qualify for the total needed for a business loan through a bank or credit union, in which case ACCION Texas can loan the remaining amount with the buy -down interest rate program in conjunction with the banklcredit union. iii. An existing small business that needs assistance to expand. iii. Any business assisted under the provisions of paragraphs i or ii of this subsection, must be: A. Located in or locating in Corpus Christi city limits. B. A business or home-based business in existence for not more than five (5) years located in the Corpus Christi city limits. C. Current on payment of all sales taxes. D. Current on payment of all ad valorem taxes in the City of Corpus Christi. e. The following projects are ineligible for this program: i. Businesses located outside the Corpus Christi city limits ii. Home-based businesses located outside the Corpus Christi city limits iii. Grants to existing businesses which are not planning on expanding f. ACCION Texas shall provide the Corporation with quarterly reports as provided in Attachment "B" to identify the grants made, name and address of the business receiving the grant, jobs created under the related Interest Buy -Down Program, and other reports as requested by the Corporation. g. ACCION Texas shall provide funds to implement and sustain the program. h. ACCION Texas shall develop grant award criteria and payment terms and conditions for the grant loan program, and must provide copies of the criteria, terms, and conditions to the Corporation. Page 6of14 ACCION%20Texas%20Agreement%2008092010%20changes[1 ] i. At the termination of this agreement or other conclusion of the Small Business Grant Program, ACCION Texas shall return to the Corporation any unexpended funds remaining from the Small Business Grant Program. 6. Job Creation Qualification. a. In order to count as a created job under this Agreement, the job must pay wages as required by Section 38(b) of the Development Corporation Act of 1979, as amended, which is the median wage of the occupation in the Corpus Christi MSA as determined by Texas Workforce Commission's Texas Industry Profiles report. b. A full-time permanent job is one that provides at least 2,080 hours annually. c. ACCION Texas agrees to confirm and document to the Corporation that each job created as a result of funding provided by this Agreement is maintained throughout the term of the loan to the Business. d. ACCION Texas agrees to provide Corporation with a sworn certificate by authorized representative of each shall business assisted under this Agreement certifying the number of full-time permanent employees employed by the small business. e. ACCION Texas shall ensure that the Corporation is allowed reasonable access to personnel records of the small businesses assisted under this Agreement. 6. Buy Local Provision. a. ACCION Texas agrees to use its best efforts to give preference and priority to local manufacturers, suppliers, contractors, and labor, except where not reasonably possible to do so without added expense, substantial inconvenience, or sacrifice in operating efficiency. b. For the purposes of this section, the term "local" as used to describe manufacturers, suppliers, contractors, and labor includes firms, businesses, and persons who reside in or maintain an office within a 50- mile radius of Nueces County. 7. Local Offices. Two staff persons of ACCION Texas offices shall be located in Corporation designated offices or a mutually agreeable location. 8. Representation on ACCION Texas governing board. ACCION Texas agrees to appoint a person designated by the Corporation as a member of ACCION Texas governing board. 9. Warranties. ACCION Texas warrants and represents to Corporation the following: Page 7of14 ACCION%20Texas%20Agreement%2008092010%20changegl a. ACCION Texas is a corporation duly organized, validly existing, and in good standing under the laws of the State of Texas, has all corporate power and authority to carry on its business as presently conducted in Corpus Christi, Texas. b. ACCI6N Texas has the authority to enter into and perform, and will perform, the terms of this Agreement. c. ACCION Texas 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. ACCI6N Texas has received a copy of the Texas Development Corporation Act of 1979, Art. 5190.6, Vernon's Texas Revised Civil Statutes, and acknowledges that the funds granted in this Agreement must be utilized solely for purposes authorized under State law and by the terms of this Agreement. e. If an audit determines that the funds were not used for authorized purposes, ACCI6N Texas agrees to reimburse Corporation 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 ACCION Texas are duly authorized to execute this Agreement on behalf of ACCI6N Texas. 10. Compliance with Laws. ACCION Texas shall observe and obey all applicable laws, ordinances, regulations, and rules of the Federal, State, county, and city governments. 11. Non -Discrimination. ACCI6N Texas covenants and agrees that ACCI6N Texas will not discriminate nor permit discrimination against any person or group of persons, with regard to employment and the provision of services at, on, or in the Facility, 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. 12. Force Majeure. If the Corporation or ACCION Texas are 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 Corporation or ACCION Texas are 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. 13. Assignment. ACCION Texas may not assign all or any part of its rights, privileges, or duties under this Agreement without the prior written approval of the Corporation and Page 8of14 ACCI ON %20Texas%20Agreement%2008092010%20changesil City. Any attempted assignment without approval is void, and constitutes a breach of this Agreement. 14. Indemnity. ACCiON Texas covenants to fully indemnify, save, and hold harmless the Corporation, 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 or are in any manner connected with, or are claimed to arise out of or be in any manner connected with ACCION Texas activities conducted under or incidental to this Agreement, including any injury, loss or damage caused by the sole or contributory negligence of any or all of the Indemnitees. ACCION Texas must, at its own expense, investigate all those 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. 15. Events of Default. The following events constitute a default of this Agreement: a. Failure of ACCION Texas to timely, fully, and completely comply with any one or more of the requirements, obligations, duties, terms, conditions, or warranties of this Agreement. b. The Corporation or City determines that any representation or warranty on behalf of ACCI6N Texas contained in this Agreement or in any financial statement, certificate, report, or opinion submitted to the Corporation in connection with this Agreement was incorrect or misleading in any material respect when made; c. Any judgment is assessed against ACCION Texas or any attachment or other levy against the property of ACCION Texas with respect to a claim remains unpaid, undischarged, or not dismissed for a period of 30 days. d. ACCI6N Texas makes an assignment for the benefit of creditors. e. ACCI6N Texas files a petition in bankruptcy, or is adjudicated insolvent or bankrupt. f. If taxes owed by ACCION Texas become delinquent, and ACCI6N Texas fails to timely and properly follow the legal procedures for protest or contest. Page 9 of 14 ACCION%20Texas%20Agreement%2008092010%20changes[1 ] g. ACCION Texas changes the general character of business as conducted of the date this Agreement is approved by the Corporation. 16. Notice of Default. Should the Corporation or City determine that ACCION Texas is in default according to the terms of this Agreement, the Corporation or City shall notify ACCI6N Texas in writing of the event of default and provide 60 days from the date of the notice ("Cure Period") for ACCION Texas to cure the event of default. 17. 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 ACCI6N Texas, as determined by the Board of Directors of the Corporation, the following actions must be taken for any default that remains uncured after the Cure Period. a. ACCI6N Texas shall immediately repay all funds paid by Corporation under this Agreement. b. ACCION Texas shall pay Corporation reasonable attorney fees and costs of court to collect amounts due to Corporation. c. The Corporation shall have no further obligations to ACCRA Texas under this Agreement. d. Neither the City nor the Corporation may be held liable for any consequential damages. e. The Corporation may pursue all remedies available under law. 18. 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 ACCION Texas' default may not be considered an estoppel against the Corporation. d. It is expressly understood that if at any time ACCION Texas is in default in any of its conditions or covenants of this Agreement, the failure on the part of the Corporation to promptly avail itself of the rights and remedies that the Corporation may have, will not be considered a waiver on the part of the Corporation, but Corporation may at any time avail itself of the rights or remedies or elect to terminate this Agreement on account of the default. Page 10 of 14 ACC ION%20Texas%20Agreement%2008092010%20changes[1 ] 19. ACCION Texas specifically agrees that Corporation shall only be liable to ACCION Texas for the actual amount of the money grants to be conveyed to ACCION Texas , and shall not be liable to ACCION Texas for any actual or consequential damages, direct or indirect, interest, attorney fees, or cost of court for any act of default by Corporation under the terms of this agreement. Payment by Corporation is strictly limited to those funds so allocated, budgeted, and collected solely during the grant term of this agreement, being August 1, 2010, through July 31, 2011. Corporation shall use its best efforts to anticipate economic conditions and to budget accordingly. 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 Corporation 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 Corporation's customary and usual costs and expenses, as compared to each contracting parties' grant amount for that year, and Corporation shall not be liable to for any deficiency at that time or at any time in the future. in this event, Corporation will provide all supporting documentation, as requested. Payments to be made shall also require a written request from ACCION Texas to be accompanied by all necessary supporting documentation. 20. Notices. a. Any required written notices shall be sent mailed, certified mail, postage prepaid, addressed as follows: ACCION Texas: ACCION Texas Attn.: Janie Barrera 2014 Hackberry San Antonio, Texas 78210 Corporation: City of Corpus Christi Business and Job Development Corporation Attn.: Executive Director 1201 Leopard Street Corpus Christi, Texas 78401 b. A copy of all notices and correspondence must be sent the City at the following address: City of Corpus Christi Attn.: City Manager P.O. Box 9277 Corpus Christi, Texas 78469-9277 Page 11 of 14 ACCION%20Texas%20Agreement%2008092010%20changes[1 ] c. Notice is effective upon deposit in the United States mail in the manner provided above. 21. Incorporation of other documents. The Corpus Christi Business and Job Development Corporation Guidelines and Criteria for Granting Business Incentivess ("Corporation Guidelines"), as amended, are incorporated into this Agreement. 22. 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. 23. Relationship of Parties. In performing this Agreement, both the Corporation and ACCI6N Texas will act in an individual capacity, and not as agents, representatives, employees, employers, partners, joint -venturers, 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. 24. 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. 25. 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 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 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 automatically. 26. Venue. Venue for any legal action related to this Agreement is in Nueces County, Texas. 27. Sole Agreement. This Agreement constitutes the sole agreement between Corporation and ACCIoN Texas. Any prior agreements, promises, negotiations, or Page 12 of 14 ACCION%20Texas%20Agreement%2008092010%20changes11 j representations, verbal or otherwise, not expressly stated in this Agreement, are of no force and effect. 28. Survival of terms of agreement and obligations of parties. The terms of this agreement and the obligation of the parties relating to the Loan Loss Reserve Program and the Interest Buy Down Program shall survive the termination of this agreement. Corpus Christi Business & Job Development Corporation By: Date: Eloy Salazar Chairperson Attest: By: Armando Chapa Assistant Secretary Page 13 of 14 ACCION%20Texas%20Ag reement%2008092010%20changesjl ] ACCION Texas, Inc. By: Janie Barrera President and Chief Executive Officer Date: THE STATE OF TEXAS § § COUNTY OF NUECES § This instrument was acknowledged before me on , 2010, by Janie Barrera, President and Chief Executive Officer for ACCION Texas, Inc., a Texas non-profit corporation, on behalf of the corporation. Notary Public State of Texas Page 14 of 14 ACCION%20Texas%20Agreement%2008092010%2ochanges[1 ] SMALL BUSINESS INCENTIVES PROJECT SERVICE AGREEMENT ACCIoN TEXAS INTEREST BUY -DOWN AND GRANT PROGRAMS FOR SMALL BUSINESSES This Small Business Incentivess Project Service Agreement ("Project Service Agreement") is entered into between the Corpus Christi Business and Job Development Corporation ("Corporation") and the City of Corpus Christi, Texas ("City"). WHEREAS, the Texas Legislature in Section 4A of Article 5190.6, Vernon's Texas Revised Civil Statutes (Development Corporation Act of 1979), now codified as Subtitle C1, Title 12, Texas Local Government Code, empowered local communities with the ability to adopt an optional local sales and use tax as a means of improving the economic health and prosperity of their citizens; WHEREAS, on November 5, 2002, residents of the City passed Proposition 2, New and Expanded Business Enterprises, which authorized the adoption of a sales and use tax for the promotion and development of new and expanded business enterprises at the rate of one-eighth of one percent to be imposed for 15 years; WHEREAS, the 1/8 cent sales tax authorized by passage of Proposition 2 was subsequently enacted by the City Council and filed with the State Comptroller of Texas, effective April 1, 2003, to be administered by the Corporation's Board of Directors; WHEREAS, the Corporation exists for the purposes of encouraging and assisting entities in the creation of jobs for the citizens of Corpus Christi, Texas; WHEREAS, the Board of Directors of the Corporation ("Board"), on September 10, 2007, amended the Corporation's Guidelines and Criteria for Granting Business Incentivess; WHEREAS, Section 501.073, Texas Local Government Code, requires the City Council to approve all programs and expenditures of the corporation; WHEREAS, the City Council approved the Corporation's amended Guidelines and Criteria for Granting Business Incentivess on September 18, 2007; WHEREAS, ACCI6N Texas has submitted a proposal to the Corporation for $350,000 for the interest buy -down and grant programs for small businesses in Corpus Christi; WHEREAS, the Board has determined that it is in the best interests of the citizens of Corpus Christi, Texas, to fund the ACCI6N Texas interest buy -down and grant programs; and WHEREAS, the Corporation and ACCIsN Texas have executed a small business incentives project agreement for an interest buy -down and grant programs for small businesses. ACCION Project support Agreement 4A -City 08092010 Page 1 of 3 Exhibit B In consideration of the covenants, promises, and conditions stated in this Project Service Agreement, the Corporation and the City agree as follows: 1. Project Service Agreement to Implement Business Incentivess Agreement. This Project Service Agreement between the City and the Corporation is executed to implement the Small Business Incentives Agreement for an Interest Buy -Down and Grant Programs for Small Businesses between the Corporation and ACCION Texas ("Small Business Incentives Agreement"). 2. Term. The term of this Project Service Agreement runs concurrently with the term of the Small Business Incentives Agreement. 3. Services to be Provided by City. a. The City Manager, or the City Manager's designee, shall administer funding on behalf of the Corporation. b. The City Manager, or the City Manager's designee, shall perform contract administration responsibilities outlined in the Small Business Incentives Agreement for the Corporation. 4. Appropriation of Funds. Any future payments by the City are subject to appropriation of funds by City's Council. 5. Effective Date. The effective date of this Project Service Agreement is the latest date that either party executes this Agreement. 6. Amendments or Modifications. No amendments or modifications to this Project Service 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. 7. Severability. a. If for any reason, any section, paragraph, subdivision, clause, provision, phrase or word of this Project Service Agreement or the application of this Project Service Agreement to any person or circumstance is, to any extent, held 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 Project Service 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 Project Service Agreement that every section, paragraph, subdivision, clause, provision, phrase, or word of this Project Service Agreement be given full force and effect for its purpose. b. To the extent that any clause or provision is held illegal, invalid, or unenforceable under present or future law effective during the term of this Project Service Agreement, then the remainder of this Project Service Agreement is not Page 2 of 3 ACCION Project Support Agreement 4A -City 08092010 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 Project Service Agreement automatically. 8. Captions. The captions in this Project Service Agreement are for convenience only and are not a part of this Project Service Agreement. The captions do not in any way limit or amplify the terms and provisions of this Project Service Agreement. The City of Corpus Christi Corpus Christi Business & Job Development Corporation 'Angel R. Escobar Eloy Salazar City Manager Chairperson Date: Date: Attest: Armando Chapa City Secretary Approved as to Legal Form: August , 2010. R. Jay Reining First Assistant City Attorney for City Attorney ACCION Project Support Agreement 4A -City 08092010 Page 3 of 3 CITY OF CORPUS CHRISTI CERTIFICATION OF FUNDS (City Charter Article IV, Sections 7 & 8) I, the Director of Finance of the City of Corpus Christi, Texas (or his/her duly authorized representative), hereby certify to the City Council and other appropriate officer that the money required for the contract, agreement, obligation or expenditure described below is in the Treasury to the credit of the Fund specified below, from which it is to be drawn, and has not been appropriated for any other purpose. City Council Action Date: August 31, 2010 Agenda Item: RESOLUTION APPROVING A SMALL BUSINESS INCENTIVES AGREEMENT BETWEEN THE CORPUS CHRISTI BUSINESS AND JOB DEVELOPMENT CORPORATION AND ACCION TEXAS, INC. , WHICH PROVIDES GRANTS OF UP TO FOUR HUNDRED THOUSAND DOLLARS ($400,000.00), FOR THE INTEREST BUY - DOWN AND GRANT PROGRAMS FOR SMALL BUSINESSES AND AUTHORIZING THE CITY MANAGER, OR DESIGNEE, TO EXECUTE A SMALL BUSINESS INCENTIVE PROJECT SUPPORT AGREEMENT WITH THE CORPUS CHRISTI BUSINESS AND JOB DEVELOPMENT CORPORATION REGARDING IMPLEMENTATION AND ADMINISTRATION OF THE ACCION TEXAS SMALL BUSINESS INCENTIVES AGREEMENT Amount Required: $400,000 Fund Name Fund No. Org. No. Account No. Project No. Amount oliar. .4.5r 1iLL0 150.9-0 5"3d MO t06tty Total Certification Not Required (11 Director of Financial Services Date: ?- 2 5