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HomeMy WebLinkAboutC2008-343 - 9/30/2008 - ApprovedINTERLOCAL COOPERATION AGREEMENT 2008-2010 This Interlocal Cooperation Agreement ("Agreement") is made between the Corpus Christi Downtown Management District ("District"), created under Chapter 375 of the Texas Local Government Code, and the City of Corpus Christi, Texas ("City"), a municipal corporation. WHEREAS, the District and the City desire to enter into an Agreement under the Interlocal Cooperation Act to provide for Downtown Corpus Christi redevelopment ("Project"); Now, therefore, in consideration of the mutual covenants in this Agreement, the City and the District (each, "Party") authorized by appropriate actions of their governing bodies, agree as follows: I. SERVICES 1.1. The District shall provide the following services to provide for the redevelopment of Downtown Corpus Christi: a. Work in conjunction with the City to develop ways to encourage and promote commerce in Downtown Corpus Christi. b. Maintain, continue and enhance the current level of projects, which provide for a more pedestrian friendly environment and encourages commerce, retail, and residential activities in Downtown Corpus Christi, it is currently delivering: i. Sidewalk and curb sweeping. ii. Landscaping. iii. Event activities. iv. Marketing. v. Park enhancements. c. Assist the City in its downtown development and redevelopment activities, and coordinate its activities with the City. d. Continue its mission to act as a catalyst to strengthen downtown's economic base through a) ensuring programs to improve image of Downtown Corpus Christi, b) increase attractiveness through maintenance, and c) assure cleanliness and safety of Downtown Corpus Christi. e. Promote the development and expansion of residential housing projects within Downtown Corpus Christi. 2008-343 09/30/08 Page 1 of 8 Res. 027878 CC Downtown Mngmt Distr. f. Assist the City with code enforcement and rehabilitation projects within Corpus Christi, including ensuring the proper maintenance of vacant buildings. g. Conduct surveys of the owners of businesses and properties within Downtown Corpus Christi to determine their needs and priorities. h. Work toward the establishment of a downtown merchants association. i. Assist the City with the establishment of a tax increment reinvestment zone or public improvement district to support infrastructure improvements within Downtown Corpus Christi and adjacent areas. j. Establish a baseline for the performance measures in Article IV of this Agreement by November 1, 2008. 1.2. "Downtown Corpus Christi" means the areas within the legal boundaries of the District. 1.3. By May 1 of each year, the District shall prepare and deliver to Director of City Economic Development office, a preliminary plan to deliver services to Downtown Corpus Christi during next fiscal year. b. The preliminary plan must address City Council goals for Downtown Corpus Christi, including plan to increase commerce in Downtown Corpus Christi. 1.4. The District shall provide its final plan ("Plan"), which outlines the overall objectives of the District, to Director of City Economic Development office no later than August 1 of each year. a. The Plan must describe the plan of action for the upcoming year including a line item budget and significant initiatives. b. Opportunities to develop commerce in Downtown Corpus Christi must be specifically identified and included in the plan. c. Information necessary to describe the District's efforts to help promote and encourage commerce in Downtown Corpus Christi must be included. 1.5. The City agrees to appoint a representative from the City to serve in advisory capacity to the District's Board of Directors. 1.6. The City agrees to have the Mayor or the District's City Council Representative meet with the District's Board of Directors every calendar quarter at the regularly scheduled Board of Director's meetings. II. FINANCIAL REQUIREMENTS 2.1. In consideration for the District's performance under this Agreement, City agrees to pay the District a total of $145,000 for Fiscal year 2008-2009, in four equal quarterly Page 2 of 8 2008 DMD Contract ryr 09192008 payments, for work performed during Fiscal year 2008-2009. The City also agrees to match the District revenue from taxes at a minimum of $145,000 and up to a total of $160,000 for Fiscal year 2009-2010, in four equal quarterly payments, for work performed during Fiscal year 2009-2010. a. The quarterly payments will be made in the last month of each calendar quarter. b. The City's payments are contingent upon receipt of the District's Annual Report for each fiscal year, as required by Section 3.3 of this Agreement, by August 31, of that fiscal year. For example, the September 30, 2009, quarterly payment is contingent on receipt of the 2009 fiscal report by the City on or before August 31, 2009. 2.2. The parties agree and understand that funding under this Agreement is subject to annual appropriations by the City Council, and that each fiscal year's funding must be included in the City's budget for that year. Funding is not effective until the City's budget is approved by the City Council. 2.3. The District shall maintain funds provided under this Agreement in a separate account established for that purpose, and may not commingle City funds with any other funds. a. The separate account is established and clearly identified as General Fund/City Fund. b. The funds provided for under this Agreement must be budgeted for administrative expenses. c. Monies from other District funds may be transferred to the "separate account" to supplement the administrative budget, as long as they are clearly identified and Board of Directors has approved the transfer. 2.4. Expenditures exceeding the total budgeted contract amount must be paid from clearly identified funds of the District. 2.5. Interest earned on funds contributed to the District by the City must be clearly identified, credited, and reflected on the books as resulting from the investment of the funds. The interest earned is available for the District's use. 2.6. The parties agree that receipt of these funds creates a fiduciary duty of the District. 2.7. The District shall provide an independent audit for expenditures of funds allocated under this agreement for each year based on a fiscal year ending July 31. The District shall provide a copy of the independent audit to the City Manager within one hundred twenty (120) days after the end of the District's fiscal year. Page 3 of 8 2008 DMD Contract rjr 09192008 2.8. The accounting records and independent audit must conform to the accounting standards as promulgated by the American Institute of Certified Public Accountants and to the requirements of applicable state law, so as to include a statement of support, revenues and expenses, and balance sheets for all funds. 2.9. Early reports of an independent audit of the District's expenditures and revenues during the previous fiscal year performed by a Certified Public Accountant under Generally Accepted Accounting Principals (GAAP) must be submitted to the City Manager within one hundred twenty (120) days after the end of each fiscal year that this Agreement is in effect. 2.10. Any funds provided by the City that are not expended during the District's fiscal year must be retumed to the City must be returned to the City with the copy of the District's independent audit. 2.11. The books of account of the funds held by the District must be maintained in a form approved by the City's Director of Finance, and must be available for inspection and copying by the Director, or the Director's authorized agents and representatives, during regular business hours of the District. Records must be maintained for at least 3 years after the expiration or termination of this agreement. 2.12. The District's fiscal year begins August 1 and ends July 31. 2.13. The term of this agreement shall be for two years, from August 1, 2008 through July 31, 2010. This agreement may be extended by mutual agreement under the same terms for two additional one year terms, contingent upon the City's annual appropriation of funds. 2.14. The District shall reimburse the City for any funds provided under this Agreement that are expended on anything that is not specifically authorized by this Agreement. 2.15. The continuation and renewal of this agreement is contingent upon the continued existence of the District. III. PERFORMANCE REPORTS. 3.1. Performance Reports: The District shall periodically report to the City Council on its activities and work accomplished. The District shall make any special presentations or prepare specific reports, if requested by the members of the City Council, within 30 days of a request. 3.2. Annual Performance Reports. The District shall provide the City Manager a written annual report on the outcomes of the performance measures presented in the plan for -the previous year. The Annual Performance Report is due within sixty (60) days after the end of each fiscal year that this Agreement is in effect. Page 4 of 8 2008 DMD Contract ryr 09192008 3.3. The District agrees to provide the City with an Annual Report for fiscal year annually by August 31St. a. The Annual Report must: a. Describe each project undertaken by the District in fiscal year. b. Provide project status. c. The amounts expended on each project. d. Document the success of the District in accomplishing its performance measures for the fiscal year, as specified in Article IV of this Agreement. IV. PERFORMANCE MEASURES. 4.1. The District shall be deemed to have met its performance requirements for the fiscal year upon accomplishment of the following: a. Formation and staffing of a residential development task force, to assist developers of property within the district. 1. Production and distribution of marketing materials on opportunities for residential investment. 2. Work cooperatively with the Economic Development Department to promote redevelopment of downtown. 3. Work as a liaison with developers regarding code enforcement issues and requirements, and provide contact information for various City services (i.e., Neighborhood Services, Development Services, Economic Development). 4. Support the City's efforts to educate downtown owners on local code enforcement requirements. 5. Identify downtown development needs and proactively work with the City's Economic Development Department in addressing those issues. b. Funding of a Downtown Merchant's Association Cooperative Marketing Program with no less than 4 members. 1. DMD will budget no less than five thousand dollars for joint advertising by Downtown merchants. 2. The group will have the task of devising and producing cooperative marketing for Downtown retailers. 3. Report to the Downtown Management District on issues and concerns expressed by the Downtown Merchants Association. Page 5 of 8 2008 DMD Contract rjr 09192008 c. The value of property within the District increases from the previous fiscal year due to new construction, improvements, or rehabilitation of property within the District. d.. The District supports the City's Economic Development Department to implement approved Council actions related to downtown improvements, including supporting the City's efforts with the annual Adopt Downtown project. e. The District provides quarterly reports concerning economic, commercial, and demographic data within the District. f. The District continues to improve the cleanliness, landscaping, event activities, marketing, and park enhancement projects currently underway. g. Increase taxable retail sales within the district. The District must obtain the required sales tax reports from the State Comptroller's Office. V. MISCELLANEOUS 5.1. Implementation. The City Manager, or designee, and Executive Director for the District are authorized and directed to take all steps necessary or convenient to implement this Agreement. 5.2. Warranty. This Agreement has been officially authorized by the governing body of the City and the District, and each signatory to this Agreement guarantees and warrants that the signatory has full authority to execute this Agreement and to legally bind their respective party to this Agreement. 5.3. Administrative Services. The City and the District agree to provide administrative services necessary to coordinate this Agreement, including providing the other party with a current list of contact information for each party. 5.4. Expending Funds. Any payment made by the District or the City for any of the costs or expenses that either incurs under this Agreement must be made out of current revenues available to the paying party as required by the Interlocal Cooperation Act. 5.5. Term. Once approved by all Parties, the term of this Agreement is August 1, 2008 through July 31, 2010. 5.6. Severability. If any portion of this Agreement, or its application to any person or circumstance, is ever be held to be invalid or unconstitutional by any court of competent jurisdiction, the remainder of this Agreement is not affected and continues to be enforceable under its terms. 5.7. Oral and Written Agreements. All oral or written Agreements between the Parties relating to the subject matter of this Agreement, which were developed prior to the execution of this Agreement, have tieen reduced to writing and are contained in this Agreement. Page 6 of 8 2008 DMD Contract ryr 09192008 5.8. Not for Benefit of Third Parties. This Agreement and all activities under this Agreement are solely for the benefit of the Parties and not the benefit of any third party. 5.9. Immunity Not Waived. Nothing in this Agreement is intended, nor may it be deemed, to waive any governmental, official, or other immunity or defense of any of the Parties or their officers, employees, representatives, and agents as a result of the execution of this Agreement and the performance of the covenants contained in this Agreement. 5.10. Breach. Any breach of this Agreement now or through the term shall render the Agreement null and void. 5.11. Notices. Any notice, correspondence or payment made pursuant to this Agreement must be made by (a) depositing the same in the United States mail, postage prepaid, addressed as follows, or (b) delivering the same to the other Party. Any notice given in accordance with (a) shall be effective upon deposit in the United States mail, and the addresses of the Parties shall, until changed by written notice, be as follows: To the City: City of Corpus Christi City Manager P. O. Box 9277 Corpus Christi, Texas 78469-9277 To the District: Corpus Christi Downtown Management District Attn: President 223 N. Chaparral, Suite A Corpus Christi, Texas 78401 5.12. Amendments or Counterparts. This Agreement may not be amended except by written Agreement approved by the governing bodies of the Parties. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original all of which shall constitute but one and the same instrument. 5.13. Modifications. No officer or employee of any of the Parties may waive or otherwise modify the terms in this Agreement, without the express action of the governing body of the Party. 5.14. Captions. Captions to provisions of this Agreement are for convenience and shall not be considered in the interpretation of the provisions. 5.15. Governing Law and Venue. This Agreement is be governed by the laws of the State of Texas. Venue for an action arising under this Agreement is in Nueces County, Texas. Page 7 of 8 2008 DMD Contract rjr 09192008 5.16. Approval. All Parties identified below agree to the provisions and terms of this Agreement. CORPUS C R~STI D TOWN MPNAGEMENT DISTRICT By: ~- C ~14 2 rt14~/ EI Sala Chairman Date: ATTEST Armando Chapa City Secretary Date: q-~-0-ag Approved as to legal form: Seri ~-9 CITY OF CORPUS CHRISTI By: ~~ n el Escobar Interim City Manager 2008 By: R. Jay Rein' g First Assistant City Attorney for City Attorney Page 8 of 8 ~, ~• ~27~~~ppg AUTHORIZt~ :e SECRETARY ~• 2008 DMD Contract rjr 09192008