HomeMy WebLinkAbout029430 RES - 03/27/2012Page 1 of 3
RESOLUTION
Approving a Business Incentive Agreement for the creation and
retention of jobs between the Corpus Christi Business and Job
Development Corporation and Kanon Services, Inc. ("Kanon"), which
provides a grant of up to $120,000, for investing in new equipment
for its facilities within the City of Corpus Christi, in which Kanon will
invest at least $3,700,000 in furniture, fixtures, and equipment and
will retain at least 4 current full-time jobs with an average annual
salary of at least $50,000 over a five year period and the creation and
maintenance of 36 additional full-time jobs with an average annual
salary of at least $50,000 over a five year period, and authorizing the
City Manager, or designee, to execute a Business Incentive Project
Support Agreement with the Corpus Christi Business and Job
Development Corporation regarding implementation and
administration of the Kanon Business Incentive Agreement for the
Creation and Retention of Jobs
WHEREAS, the Corpus Christi Business and Job Development Corporation ("Type A
Corporation") has budgeted funds to assist businesses create or retain jobs in the City
of Corpus Christi, Texas ("City").
WHEREAS, the Type A Corporation has requested proposals from businesses that will
create or retain jobs within the City, and determined that the proposal from Kanon, for
equipping its facilities within the City, in which Kanon will invest at least $3,700,000 in
furniture, fixtures, and equipment and will retain at least 4 current full-time jobs with an
average annual salary of at least $50,000 over a five year period, and will create and
maintain 36 additional full-time jobs with an average annual salary of at least $50,000
over a five year period, will best satisfy this goal;
WHEREAS, City Council deems that it is the best interest of the City and citizens to
approve the business incentive agreement for the creation and retention of jobs
between the Type A Corporation and Kanon;
WHEREAS, there is a need for a business incentive project support agreement
between the City and the Type A Corporation for the implementation and administration
of the business incentive agreement for the creation and retention of jobs between the
Type A Corporation and Kanon.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
CORPUS CHRISTI, TEXAS:
SECTION 1. That the business incentive agreement for the creation and retention of
jobs between the Type A Corporation and Kanon that provides for equipping its facilities
within the City of Corpus Christi, which is attached to this resolution as Exhibit A, is
approved.
RESOLUTION Kanon Sevices Business Incentive Agreement 02152012
029430
INDEXED
Page 2 of 3
SECTION 2. That the City Manager, or designee, is authorized to execute a project
support agreement between the City and Type A Corporation for the implementation
and administration of the business incentive agreement with Kanon, which is attached
to this resolution as Exhibit B.
This resolution takes effect upon City Council approval on this the 1 day of
ca-, , 2012.
ATTEST: THE CITY OF CORPUS CHRISTI
/fav --112,0-r (,IM/
Joe Ad2(
Mayor
Armando Chapa
City Secretary
APPROVED: /5 --day of 5,hivc r `'� , 2012.
J
Chariot chem
Assista City Attorney
For City Attorney
RESOLUTION Kanon Sevices Business Incentive Agreement 02152012
Page 3 of 3
Corpus Christi, Texas
Th` of
Mall , 2012
The above resolution was passed by the following vote:
Joe Adame 0-1-y(
Chris N. Adler Ok-4-e/1^-t
Larry R. Elizondo, Sr.
Kelley Allen
Priscilla Leal
David Loeb
John E. Marez
Nelda Martinez
Mark Scott
a-ta
RESOLUTION Kanon Sevices Business Incentive Agreement 02152012
0.29430
BUSINESS INCENTIVE AGREEMENT BETWEEN
THE CORPUS CHRISTI BUSINESS AND JOB DEVELOPMENT CORPORATION AND
KANON SERVICES, LLC
FOR CAPITAL INVESTMENTS AND THE CREATION AND RETENTION OF JOBS
This Business Incentive Agreement for Capital Investments and the Creation and
Retention of Jobs ("Agreement") is entered into between the Corpus Christi Business
and Job Development Corporation ("Corporation") and Kanon Services, LLC ("Kanon"),
a Texas domestic for-profit limited liability company.
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 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
Incentives, which the City Council incorporated into the City of Corpus Christi Economic
Development Incentive Policies 2009-2011 on November 17, 2009;
WHEREAS, Section 501.073, Texas Local Government Code, formerly Section 21 of
the Texas Development Corporation Act of 1979, Art. 519U.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 Incentives on November 9, 2010;
WHEREAS, Kanon is an industrial service company that will provide oilfield and refinery
support services throughout the Coastal Bend region;
Page 1 of 9
KANON-1
{t (
WHEREAS, Kanon proposes to invest approximately $3.7 million over a 5 year period;
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 Kanon, through
this Agreement with Kanon, to be used by Kanon to add equipment and personnel and
will result in creation of up to 36 new full-time permanent jobs in the City of Corpus
Christi and the retention of 4 existing full-time jobs, with an estimated annual average
salary of $2,000,000.
In consideration of the covenants, promises, and conditions stated in this Agreement,
Corporation and Kanon 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 5 years beginning on the effective date.
3. Performance Requirements and Grants. The Performance Requirements and
Grants are listed in Exhibit A, which is attached to and incorporated into this Agreement.
4. Job Creation Qualification.
a. In order to count as a created job under this Agreement, the job must pay
wages at least as high as the wages required by Section 501.162, Texas Local
Government Code, formerly 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. Kanon agrees to confirm and document to the Corporation that the minimum
number of jobs created as a result of funding provided by this Agreement is
maintained throughout the term by the Business.
d. Kanon agrees to provide Corporation with a sworn certificate by authorized
representative of each business assisted under this Agreement certifying the
number of full-time permanent employees employed by the business.
e. Kanon shall ensure that the Corporation is allowed reasonable access to
personnel records of the businesses assisted under this Agreement.
5. Buy Local Provision.
a. Kanon agrees to use its best efforts to give preference and priority to local
manufacturers, suppliers, contractors, and labor, except where not reasonably
Page 2 of 9
KANON-1
possible to do so without added expense, substantial inconvenience, or sacrifice
in operating efficiency in the normal course of business.
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.
6. Warranties. Kanon warrants and represents to Corporation the following:
a. Kanon 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. Kanon has the authority to enter into and perform, and will perform, the terms
of this Agreement to the best of its ability.
c. Kanon 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. Kanon has received a copy of the Texas Development Corporation Act,
Subtitle C1, Title 12, Texas Local Government Code, 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. The parties executing this Agreement on behalf of Kanon are duly authorized
to execute this Agreement on behalf of Kanon.
7. Compliance with Laws. Kanon shall observe and obey all applicable laws,
ordinances, regulations, and rules of the Federal, State, county, and city governments.
8. Non -Discrimination. Kanon covenants and agrees that Kanon 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.
9. Force Majeure. If the Corporation or Kanon 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 Kanon 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
Page 3of9
KANON-1
particulars of the force majeure as soon as possible after the occurrence of the cause or
causes relied upon.
10. Assignment. Kanon 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 City.
Any attempted assignment without approval is void, and constitutes a breach of this
Agreement.
11. Indemnity. Kanon 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 Kanon
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. Kanon 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.
12. Events of Default by Kanon. The following events constitute a default of this
Agreement by Kanon:
a. The Corporation or City determines that any representation or warranty on
behalf of Kanon 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;
b. Any judgment is assessed against Kanon or any attachment or other levy
against the property of Kanon with respect to a claim remains unpaid,
undischarged, or not dismissed for a period of 120 days.
c. Kanon makes an assignment for the benefit of creditors.
d. Kanon files a petition in bankruptcy, or is adjudicated insolvent or bankrupt.
Page 4 of 9
KANON-1
e. If taxes owed by Kanon become delinquent, and Kanon fails to timely and
properly follow the legal procedures for protest or contest.
f. Kanon changes the general character of business as conducted as of the date
this Agreement is approved by the Corporation.
13. Notice of Default. Should the Corporation or City determine that Kanon is in default
according to the terms of this Agreement, the Corporation or City shall notify Kanon in
writing of the event of default and provide 60 days from the date of the notice ("Cure
Period") for Kanon to cure the event of default.
14. Results of Uncured Default by Kanon. 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 Kanon, 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. Kanon shall immediately repay all funds paid by Corporation to them under
this Agreement.
b. Kanon shall pay Corporation reasonable attorney fees and costs of court to
collect amounts due to Corporation if not immediately repaid upon demand from
the Corporation.
c. Upon payment by Kanon of all sums due, the Corporation and Kanon shall
have no further obligations to one another under this Agreement.
d. Neither the City, the Corporation, nor Kanon may be held liable for any
consequential damages.
15. No Waiver.
a. No waiver of any covenant or condition, or the breach of any covenant or
condition of this Agreement, constitutes a waiver of any subsequent breach of
the covenant or condition of the Agreement.
b. No waiver of any covenant or condition, or the breach of any covenant or
condition of this Agreement, justifies or authorizes the nonobservance on any
other occasion of the covenant or condition or any other covenant or condition of
this Agreement.
c. Any waiver or indulgence of Kanon's default may not be considered an
estoppel against the Corporation.
d_ It is expressly understood that if at any time Kanon 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
Page 5 of 9
KANON-1
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.
16. Kanon specifically agrees that Corporation shall only be liable to Kanon for the
actual amount of the money grants to be conveyed to Kanon, and shall not be liable to
Kanon 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. 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 Tess 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 Kanon to be accompanied by all necessary supporting
documentation.
17. Notices.
a. Any required written notices shall be sent mailed, certified mail, postage
prepaid, addressed as follows:
Kanon:
Kanon Services, LLC
Attn:
711 N. Carancahua Street
Suite 1130
Corpus Christi, TX 78401
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:
Page 6 of 9
KANON-1
City of Corpus Christi
Attn.: City Manager
P.O. Box 9277
Corpus Christi, Texas 78469-9277
c. Notice is effective upon deposit in the United States mail in the manner
provided above.
18. Incorporation of other documents. The Corpus Christi Business and Job
Development Corporation Guidelines and Criteria for Granting Business Incentives
("Corporation Guidelines"), as amended, are incorporated into this Agreement.
19. 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.
20. Relationship of Parties. In performing this Agreement, both the Corporation and
Kanon 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.
21. 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.
22. 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.
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KANON-1
23. Venue. Venue for any legal action related to this Agreement is in Nueces County,
Texas.
24. Sole Agreement. This Agreement constitutes the sole Agreement between
Corporation and Kanon. Any prior Agreements, promises, negotiations, or
representations, verbal or otherwise, not expressly stated in this Agreement, are of no
force and effect.
25. Survival of terms of Agreement and obligations of parties. The terms of this
Agreement and the obligation of the parties relating to Section 14.a and b shall survive
the termination of this Agreement.
Corpus Christi Business & Job Development Corporation
By:
Date:
Attest:
By:
Eloy Salazar
President
Armando Chapa
Assistant Secretary
Approved se to torrn�
By
Char otte Yoc
Assistant J'"orney
For City A . ney
Page 8 of 9
KANON-1
Kanon Services, LLC
By:
Date:
[Na 14) jet 1 AU
[Office] 6e"'+.„
113°712 ----
THE
%
THE STATE OF TEXAS
COUNTY OF NLICCC i 5 P6147";`)6
This instrument was acknowledged before me on
[Name], [Office], for Kanon Services, LLC, a Texa jlimited iia: ility company, on behalf
of the company.
30 ,2012, by
Public
to of Texas
Page 9 of 9
KANON-1
"�tAY p�r��+
oog�.. �tL JORDANA L. ADAMS
Notary Public, State of Texas
4 My Commission Expires
++,+,,,,10 April 17, 2012
EXHIBIT A
PERFORMANCE MEASURES AND CORPORATION GRANTS
1. Kanon shall invest at least $3,700,000 to purchase new equipment, over a 5 year
period. Kanon shall further, over the term of this Agreement, retain 4 full-time jobs and
create up to 36 new full-time jobs, with an average annual salary of $50,000 per year as
described in the schedule below.
Year
Number of
New Jobs
Number of
Retained Jobs
Annual
Payroll
Capital
Investment
1
3
4
275,000
470,000
2
9
7
800,000
500,000
3
8
15
1,200,000
750,000
4
8
24
1,600,000
1,000,000
5
8
32
2,000,000
1,000,000
a. Grants, not to exceed $24,000 per year and a cumulative total of $120,000
over 5 years, are available on a per job created basis.
b. Should the Company fall below the Performance Standards in anyone year, the
Company shall receive a reduced percentage of the Cash Incentive in effect that year.
Such reduction will be in that percentage equal to the percentage the Company's
performance falls below the Performance Standards. However if the Company falls
below 70% then there is no payment for that year.
By way of example only: assume a partial Cash Incentive payment is required in the fifth
year of this Agreement and the Performance Standards have not been reached. For the
purposes of calculating this reduced Cash Incentive, it is agreed that $48,000 or 40% of
the Cash Incentive is being given premised on the payroll requirements of this
Agreement and $72,000 or 60% is attributable to the capital investment requirements.
The reduced Cash Incentive shall be calculated as follows:
Annual payroll commitment:
5th year: $2,000,000
5th year actual: $1,500,000
Percent of Total: 75%
5th year incentive calculation:
Reduced Cash Incentive calculation:
40% x 75% x $24,000 = $7,200
A-1
Canon Services Business Incentive Agreement 122011
Annual Investment commitment:
5th year: $1,000,000
5th year actual: $1,000,000
Percent of Total: 100%
Economic Incentive Calculation:
60% x 100% x $24,000 = $14,400
Total Cash Incentive $7,200 + $14,400 = $21,600
In the 5th year, the Company would receive a reduced Cash Incentive of $21,600 from
the Corporation for not meeting the performance goals for annual payroll requirements.
2. The Corporation will award a grant to Kanon based on the formula above, payable.
not later than June 15 of each year if Kanon makes the required capital investment in
buildings, furniture, fixtures and equipment, retains the minimum number of in the
preceding year described in paragraph 1 above (collectively, the "annual performance
benchmarks").
A-2
Kanon-1
BUSINESS INCENTIVE PROJECT SERVICE AGREEMENT
This Business Incentives Project Service Agreement ("Project Service Agreement") is
entered into between the Corpus Christi Business and Job Development Corporation
("Type A 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 Type A Corporation's Board of
Directors ("Board");
WHEREAS, the Type A 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
Incentives;
WHEREAS, the City Council approved the Corporation's amended Guidelines and
Criteria for Granting Business Incentives on September 18, 2007, which the City
Council incorporated into the City of Corpus Christi Economic Development Incentive
Policies 2009-2011 on November 17, 2009;
WHEREAS, the Board, on October 18, 2010, again amended the Corporation's
Guidelines and Criteria for Granting Business Incentives;
WHEREAS, Section 501.073, Texas Local Government Code (formerly 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 Type A Corporation;
WHEREAS, Kanon Services, Inc. ("Kanon") has submitted a proposal to the Type A
Corporation for a $120,000 grant for equipping of their existing facility;
WHEREAS, the Board has determined that it is in the best interests of the citizens of
Corpus Christi, Texas, to fund Kanon's equipping of their existing facility; and
Kanon Support Agreement Type A City 02082412
Page 1 of 3
E# g ii
WHEREAS, the Type A Corporation, Kanon has executed a business incentive project
agreement for the creation and retention of jobs related to Kanon's equipping of their
existing facility.
In consideration of the covenants, promises, and conditions stated in this Project
Service Agreement, the Type A Corporation and the City agree as follows:
1. Project Service Agreement to Implement Business Incentives Agreement. This
Project Service Agreement between the City and the Type A Corporation is executed to
implement the Business Incentive Agreement for the Creation and Retention of Jobs
between the Type A Corporation and Kanon related to Kanon's equipping of their
existing facility ("Business Incentive Agreement").
2. Term. The term of this Project Service Agreement runs concurrently with the term of
the Business Incentive Agreement.
3. Services to be Provided by City.
a. The City Manager, or the City Manager's designee, shah administer funding
on behalf of the Type A Corporation.
b. The City Manager, or the City Manager's designee, shall perform contract
administration responsibilities outlined in the Business Incentive Agreement for
the Type A Corporation.
4. Appropriation of Funds. Any future payments by the City aresubject to
appropriation of funds by City's Council.
5. Effective Date. The effective date of this Project Service Agreement is March 1,
2012.
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.
Page 2 of 3
Kanon Support Agreement Type A City 02082012
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
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
Ronald L. Olson Eloy Salazar
City Manager President
Date: Date:
Attest
Armando Chapa
City Secretary
Approved as to Legal Form. , 2012.
Charlotte
Assista
for City
m
y Attorney
ttorney
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Kanon Support Agreement Type A City 02082012