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HomeMy WebLinkAbout031263 RES - 10/10/2017 Page 1 of 2 RESOLUTION Approving a Small Business Incentives Agreement between the Corpus Christi Business and Job Development Corporation and Del Mar College (Del Mar) to provide grant up to $48,490 for their Procurement Technical Assistance Center (PTAC) to assist small businesses. 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 Del Mar for their Procurement Technical Assistance Center program within the City will best satisfy this goal; and WHEREAS, City Council deems that it is in the best interest of the City and citizens to approve the business incentives agreement for a PTAC program between the Type A Corporation and Del Mar. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the business incentives agreement for business development between the Type A Corporation and Del Mar for their Procurement Technical Assistance Center program within the City of Corpus Christi, which agreement is attached to this resolution, is approved. Thisje�splution to s effect upon City Council approval on this the JQ day of v , 2017. c9e53fd6-9c30-4b08-87e2-80d6b1758e34.docx " 3 1 2 6 3 INDEXED Page 2 of 2 ATTEST:� THE CITY OF CORPUS CHRISTI ±(4-1Z- ___ 1/14/(04•01,44.1* Re ecca Huerta Joe omb City Secretary Mayo Corpus Christi, Texas 1O f OQI , ,OI1 The above resolution was passed by the following vote: Joe McComb A A 1 Rudy Garza Paulette Guajardo Michael Hunter Debbie Lindsey-Opel Ben Molina Lucy Rubio Greg Smith 8 ' Carolyn Vaughn 0, c9e53fd6-9c30-4b08-87e2-80d6b1758e34.docx SMALL BUSINESS INCENTIVES AGREEMENT BETWEEN THE CORPUS CHRISTI BUSINESS AND JOB DEVELOPMENT CORPORATION AND DEL.MAR COLLEGE FOR DEL MAR COLLEGE'S PROCUREMENT TECHNICAL.ASSISTANCE CENTER This Small Business Incentives Agreement for("Agreement") is entered into between the Corpus Christi Business and Job Development Corporation ("Corporation") and Del Mar College, a Texas institution of higher learning ("Del Mar"). WHEREAS, the Texas Legislature in Section 4A of Article 5190.6, Vernon's Texas Revised Civil Statutes (Development Corporation Act of 1979), now Title 12, Subtitle C1 (Chapters 501 507), 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 1/8th 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 November 14, 2016, amended the Corporation's Guidelines and Criteria for Granting Business Incentives ("Type A Guidelines"), which the City Council approved on December 20, 2016; WHEREAS, Section.501.073 of the Act requires the City Council to approve all programs and expenditures of the Corporation; WHEREAS, the Board has determined that it is in the best interests of the citizens of Corpus Christi, Texas that small business development funds be provided to Del Mar, through this Agreement with Del Mar, to be used by Del Mar, which seeks to create at least one new job for every$50,000 in contracts awarded to businesses within the City who are awarded contracts with Federal, State, or local agencies through Del Mar College's Procurement Technical Assistance Center's activities; In consideration of the covenants, promises, and conditions stated in this Agreement, Corporation and Del Mar 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. Page 1 of 9 Agreement PTAC.docx a. The term of this Agreement is for one year from January 1, 2018, through December 31, 2018. b. 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. Performance Requirements and Grants. DEL MAR shall educate small businesses on the requirements of government procurement, help them get certified to qualify to bid on contracts, and give them access to a portal to find these contracts. The grant shall not to exceed $48,490. The Corporation will pay the grant to DEL MAR as invoices are received. DEL MAR will display signage that states that they are recipients of Type A funding. This signage will be provided to DEL MAR by the Board and will be displayed in a location that is visible to a visitor to their facility. 4. Utilization of Local Contractors and Suppliers. DEL MAR agrees to exercise reasonable efforts in utilizing local.contractors and suppliers in the construction of the Project, except where not reasonably possible to do so without added expense, substantial inconvenience, or sacrifice in operating efficiency in the normal course of business, with a goal of 50% of the total dollar amount of all construction contracts and supply agreements being paid to local contractors and suppliers. 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. DEL MAR agrees, during the construction of the Project and for four years after Completion, to maintain written records documenting the efforts of DEL MAR to comply with the Local Requirement, and to provide an annual report to the City Manager or designee, from which the City Manager or designee shall determine if DEL MAR is in compliance with this requirement. Failure to substantially comply with this requirement, in the sole determination of the City Manager or designee, shall be a default hereunder. 5. Utilization of Disadvantaged Business Enterprises ("DBE'). DEL MAR agrees to exercise reasonable efforts in utilizing contractors and suppliers that are determined to be disadvantaged business enterprises, including minority business enterprises women-owned business enterprises and historically-underutilized business enterprises. In order to qualify as a business enterprise under this provision, the firm must be certified by the City, the Regional Transportation Authority or another governmental entity in the jurisdiction of the home office of the business as complying with state or federal standards for qualification as such an enterprise. DEL MAR agrees to a goal of 30% of the total dollar amount of all construction contracts and supply agreements being paid to disadvantaged business enterprises, with a prioritymade for disadvantaged business enterprises which are local. DEL MAR agrees, during the construction of the Project and for four years after Completion, to maintain written records documenting the efforts of DEL MAR to comply with the DBE Requirement, and to provide an annual report to the City Manager or designee, from which the City Manager or designee shall determine if DEL MAR is in compliance with this requirement. Failure to substantially comply with this requirement, in the sole determination of the City Manager or designee, shall be a default Page 2 of 9 Agreement PTAC.docx hereunder: For the purposes of this section, the term "local" as used to:describe contractors and suppliers that are determined to be disadvantaged business enterprises, including minority business enterprises;women-owned business enterprises and historically-underutilized business enterprises includes firms, businesses, and persons who reside in or maintain an office within a 50 mile radius of Nueces County. 6. Living Wage= Requirement. In order to count as a permanent full-time job under this agreement, the job should provide a "living:wage" for the employee. The target living wage under this agreement is that annual amount equal or greater than poverty level for a family of three, established by the U.S. Department of Health and Human Services Poverty Guidelines, divided by 2,080 hours per year for that year. 7. Health Insurance. To qualify for this incentive, an employer shall certify that it has offered a health insurance program for its employees during the term of the Agreement. 8. Warranties. DEL MAR warrants and.represents to Corporation-the following: a. 'Del Mar is a Texas institute of higher learning 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. DEL MAR has the authority to enter into and perform, and will perform, the terms of this Agreement to the best of its ability. c. DEL MAR.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. DEL MAR, has access to the Texas Development Corporation Act, Title 12, Subtitle Cl (Chapters 501 — 507), Texas Local Government Code, on the State's website, 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 person executing this Agreement on behalf of DEL MAR is duly authorized to execute this Agreement on behalf of DEL MAR. f. DEL MAR does not and agrees that it will not knowingly employ an undocumented worker. If, after receiving payments under this Agreement, DEL MAR is convicted of a violation under §U.S.C. Section 1324a(f), DEL MAR shall repay the payments received under this Agreement to the City, with interest at the Wall Street Journal Prime Rate, not later than the 120th day after the date DEL MAR has been notified of the violation: Page 3 of 9 Agreement PTAC.docx 9. Compliance with Laws. During the Term of this Agreement, DEL MAR shall observe and Obey. all applicable laws, ordinances, regulations, and rules of the Federal, State, county, and. city governments. 10: Non-Discrimination. DEL MAR covenants and agrees that DEL MAR 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. 11. Force Majeure. If the Corporation or DEL MAR is 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 DEL MAR are temporarily suspended during continuation of the force rnajeure. If either party's obligation is affected by anyof 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. 12. Assignment. DEL MAR 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. 13. Indemnity. DEL MAR 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 DEL MAR 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. DEL MAR 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. 14. Events of Default by DEL MAR. The following events constitute a default of this Agreement by DEL MAR: a. The Corporation or City determines that any representation or warranty on behalf of DEL MAR contained in this Agreement or in any financial statement, certificate, report, Page 4 of 9 Agreement PTAC.dccx or opinion submitted tothe Corporation in connection with this Agreement was incorrect or misleading in any material respect when made; b. Any judgment is assessed against DEL MAR or any attachment or other levy against the property of DEL MAR with respect to a claim remains unpaid, undischarged, or not dismissed for a period of 120 days. c. DEL MAR makes an assignment for the benefit of creditors.. d. DEL MAR files a petition in bankruptcy, or is adjudicated insolvent or bankrupt. e. If taxes owed by DEL MAR become delinquent, and DEL =MAR fails to timely and properly follow the legal procedures for protest or contest. f. DEL MAR changes the general character of business as conducted as of the date this Agreement is approved by the Corporation. g. DEL MAR fails to comply with one or more terms of this Agreement. 15. Notice of Default. Should the Corporation or City determine that DEL MAR is in default according to the terms of this Agreement, the Corporation or City shall notify DEL MAR in writing of the event of default and provide 60 days from the date of the notice ("Cure Period") for DEL MAR to cure the event of default. 16. Results of Uncured Default by DEL MAR. After exhausting good faith attempts to address anydefault during the Cure Period, and taking into account any extenuating circumstances that might have occurred through no fault of DEL MAR, 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. DEL MAR shall immediately repay all'funds paid by Corporation to them under this Agreement. • b. DEL MAR 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 DEL MAR of all sums due, the Corporation and DEL MAR shall have no further obligations to one another under this Agreement. 17. No Waiver. Page 5 of 9 Agreement PTAC.docx 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 DEL MAR'S default may not be considered an estoppel against the Corporation. d; It is expressly understood that if at any time DEL MAR 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. 18. DEL MAR specifically agrees that Corporation shall only be liable to_DEL MAR for the actual amount of the money grants tobe conveyed to DEL MAR, and shall not be liable to DEL MAR for any actual or consequential damages, direct or indirect, interest, attorney fee's, 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 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 DEL MAR to be accompanied by all necessary supporting documentation. 19. The parties mutually agree_and understand:that funding under this Agreement is subject to annual appropriations by the City Council; that each fiscal year's funding must be included in the budget for that year; and the funding is not effective until approved by the City Council. • 20. Notices. a. Any required written notices shall be sent mailed, certified mail, postage prepaid, addressed as follows: Page 6 of 9 Agreement PTAC.docx Del Mar College: Del Mar College Procurement Manager 101 Baldwin Blvd Corpus.Christi, Texas 78404-3897 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 c. Notice is effective upon deposit in the United Statesmail in the manner provided above. 21. Incorporation of other documents. The Type A 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 DEL MAR 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 Page 7 of 9 Agreement PTAC.docx 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 DEL MAR. Any prior Agreements, promises, negotiations, or 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 partiesrelating to Section 14.a and b shall survive the termination of this Agreement. (Remainder of this page intentionally left blank) Page 8 of 9 Agreement PTAC.docx APPROVED AS TO FORM: day of , 2017. Assistant City Attorney For City Attorney Corpus Christi Business & Job Development Corporation By: Bart Braselton President Date: Attest: By: Rebecca Huerta Assistant Secretary Del Mar College— orpus Christi By: L. Dr ark Escamilla, Ph.D. esident Date: THE STATE OF TEXAS § COUNTY OF NUECES § r This instrument was acknowledged before me on JeplIB. 12_ , 2017, by Dr. Mark Escamilla, Ph.D., President, Del Mar College, a political subdivision of the State of Texas, on behalf of the college district. ?o'>"ar:' ANGELA M. BROOKS Notary Public,State of Texas My Commission Expires Notary Pu.li `*'°""�` 01/13/2018 State of Texas Page 9 of 9 Agreement PTAC CITY OF CORPUS CHRISTI CERTIFICATION OF FUNDS (City Charter Article IV, Sections 7 & 8) I, the Director of Financial Services of the City of Corpus Christi, Texas (or his/her duly authorized representative), hereby certify to the City Council and other appropriate officers that the money required for the current fiscal year's portion of 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. Future payments are subject to annual appropriation by the City Council. City Council Action Date: October 10, 2017 Legistar#: 17-1145 Agenda Item: Resolution to approve the Small Business Incentives Agreement between the Corpus Christi Business and Job Development Corporation and Del Mar College (Del Mar) to provide a grant up to $48,490 for their Procurement Technical Assistance Center (PTAC) to assist small business. Amount Required: $ 48,490 ** Pending approval of the FY2018 Operating Budget ** Fund Name Accounting Unit Account Activity No. Amount No. • Economic Dev Fund 1140-15020-777 530000 $48,490 • Total Certification Not Required Director of Financial Services Date: OCT 0 9 2017