HomeMy WebLinkAboutC2021-270 - 10/12/2021 - ApprovedDocuSign Envelope ID: C29178AF-CE9240AF-B289-2E5E4FEA3B9E
SMALL BUSINESS INCENTIVES AGREEMENT BETWEEN THE CORPUS
CHRISTI B CORPORATION AND SERVICE CORPS OF RETIRED
EXECUTIVES CHAPTER 221 FOR JOB TRAINING
This Small Businesses Incentives Agreement ("Agreement") is entered into between the Corpus
Christi B Corporation ("Corporation") and Service Corps of Retired Executives Chapter 221, a
Washington D.C. nonprofit corporation ("SCORE").
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 8, 2016, residents of the City of Corpus Christi, Texas ("City") passed
Proposition 1, Adopt Type B Sales Tax to Replace Expiring Portion of Type A Sales Tax, which
authorized the adoption of a sales and use tax to be administered by a Type B Corporation at the
rate of one -eighth of one percent to be imposed for 20 years with use of the proceeds for (1) 50%
to the promotion and development of new and expanded enterprises to the full extent allowed by
Texas law, (2) $500,000 annually for affordable housing, and (3) the balance of the proceeds for
the construction, maintenance and repair of arterial and collector streets and roads;
WHEREAS, the 1/8th cent sales tax authorized by passage of Proposition 1 was subsequently
enacted by the City Council and filed with the State Comptroller of Texas, effective April 1, 2018,
to be administered by the Corpus Christi B Corporation Board;
WHEREAS, the Corpus Christi B 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 August 16, 2021, amended
the Corporation's Guidelines and Criteria for Granting Business Incentives ("Type A Guidelines"),
which the City Council approved on August 31, 2021;
WHEREAS, Section 501.073 of The Act requires the City Council to approve all programs and
expenditures of the Corporation;
WHEREAS, SCORE will provide assistance to small businesses, persons, and entities desiring
to begin and operate a small business in Corpus Christi by mentoring clients; conducting
workshops; and advising clients as to business plans, pro forma statements, forms of business
entity, financial implications of business decisions, and all other aspects of small business
operations;
WHEREAS, SCORE proposes to retain an executive assistant/coordinator to assist SCORE
volunteers in administrating the assistance program; and
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 SCORE, through this Agreement
with SCORE, to be used by SCORE to provide assistance to small businesses.
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In consideration of the covenants, promises, and conditions stated in this Agreement, Corporation
and SCORE 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 October 1, 2021, through September
30, 2022. Per the guidelines, SCORE must reapply every year for the grant.
3. Performance Requirements and Grants. The Performance Requirements and Grants are
listed below:
• Corporation will reimburse SCORE by grant for all direct expenses related to the project.
The total reimbursements may not exceed $70,000. No payments will be made before
October 31, 2021.
• SCORE will provide 1,620 hours of general and technical services to small businesses
through volunteer counselors.
• SCORE agrees to the following reporting and monitoring provisions, and failure to fully
and timely comply with any one requirement is an act of default.
• SCORE shall provide quarterly reports on its performance requirements. The reports must
document:
o Number of face to face consultations between SCORE volunteers and small business
owners or prospective owners.
o Number 'of workshops with description of workshop and number of attendees.
o Number of small business owners or prospective owners who were provided
counseling by email or on-line services.
SCORE, during normal working hours, at its Corpus Christi, Texas, facility, shall allow
Corporation and its designee, the Corpus Christi Regional Economic Development
Corporation ("CCREDC"), reasonable access to SCORE's employment records and
books, to verify employment and all other relevant records related to each of the other
economic development considerations and incentives, as stated in this agreement, but
the confidentiality of records and information shall be maintained by Corporation and
CCREDC, unless the records and information shall be required by a court order, a lawfully
issued subpoena, or at the direction of the Office of the Texas Attorney General.
this Agreement.
4. Utilization of Local Contractors and Suppliers. SCORE 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. SCORE agrees, during the construction of the Project
and for four years after Completion, to maintain written records documenting the efforts of SCORE
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 SCORE 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.
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5. Utilization of Disadvantaged Business Enterprises ("DBE'). SCORE 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. SCORE 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 priority made for disadvantaged
business enterprises which are local. SCORE agrees, during the construction of the Project and
for four years after Completion, to maintain written records documenting the efforts of SCORE 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 SCORE 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. 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 tocount 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. SCORE warrants and represents to Corporation the following:
a. SCORE 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. SCORE has the authority to enter into and perform, and will perform, the terms of this
Agreement to the best of its ability.
c. SCORE 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. SCORE has received a copy of the Act, 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 SCORE is duly authorized to execute
this Agreement on behalf of SCORE.
f. SCORE does not and agrees that it will not knowingly employ an undocumented worker.
If, after receiving payments under this Agreement, SCORE is convicted of a violation
under 8 U.S.C. Section 1324a(f), SCORE 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 SCORE has been notified of the violation.
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9. Compliance with Laws., --During the Term of this Agreement, SCORE shall observe and obey all
applicable laws, ordinances, regulations, and rules of the Federal, State, county, and city
governments.
10. Non -Discrimination. SCORE covenants and agrees that SCORE 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 SCORE 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 SCORE
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.
12. Assignment. SCORE 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. SCORE 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 SCORE
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. SCORE 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 SCORE. The following events constitute a default of this Agreement by
SCORE:
a. The Corporation or City determines that any representation or warranty on behalf of SCORE
contained in this Agreement or in any financial statement, certificate, report, or opinion
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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 SCORE or any attachment or other levy against the
property of SCORE with respect to a claim remains unpaid, undischarged, or not
dismissed for a period of 120 days.
c. SCORE makes an assignment for the benefit of creditors.
d. SCORE files a petition in bankruptcy, or is adjudicated insolvent or bankrupt.
e. If taxes owed by SCORE become delinquent, and SCORE fails to timely and properly
follow the legal procedures for protest or contest.
f. SCORE changes the general character of business as conducted as of the date this
Agreement is approved by the Corporation.
g. SCORE fails to comply with one or more terms of this Agreement.
15. Notice of Default. Should the Corporation or City determine that SCORE is in default according
to the terms of this Agreement, the Corporation or City shall notify SCORE in writing of the event
of default and provide 60 days from the date of the notice {"Cure Period))) for SCORE to cure the
event of default.
16. Results of Uncured Default by SCORE. 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 SCORE, 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. SCORE shall immediately repay all funds paid by Corporation to them under this
Agreement.
b. SCORE 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 SCORE of all sums due, the Corporation and SCORE shall have no
further obligations to one another under this Agreement.
17. 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 SCORE's default may not be considered an estoppel against
the Corporation.
d. It is expressly understood that if at any time SCORE 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. SCORE specifically agrees that Corporation shall only be liable to SCORE for the actual
amount of the money grants to be conveyed to SCORE, and shall not be liable to SCORE for any
actual or consequential damages, direct or indirect, interest, attorney fees, or cost of court
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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 SCORE 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:
SCORE Chapter 221:
SCORE 221 Chapter Chair
2820 South Padre Island Drive
Suite 108
Corpus Christi, Texas 78408
Corporation:
Corpus Christi B 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 States mail 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.
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23. Relationship of Parties. In performing this Agreement, both the Corporation and SCORE 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. Se verability.
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
SCORE. 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 parties relating to Section 14.a and b shall survive the termination of this
Agreement.
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PROVED A TO FORM: 1 2 day of C2�1--e— , 2021.
Aimee Alcorn -Reed
Assistant City Attorney
For City Attorney
Corpus Christi B Corporation
By:
Scott Har is
President
Date: p /0
Attest:
By: R_Ix4eo� a
Rebecca Huerta
Assistant Secretary
Servic�eorpseppf Retired Executives Chapter 221
By: K& Pf. usb
_MWPfflfl961
nn
SCORE VP Scoxe-
Date: i 9�2 cGSA/2
9/13/2021
THE STATE OF TEXAS §
COUNTY OF NUECES §
1_ AU I nun,...
SFf,RFTAvv
This instrument was acknowledged before me on R Z ) , 2021, by Debbie
Fernandez, as Chair of Service Corps of Retired Executive Chapter 221, a Washington D.C. non-
profit corporation, on behalf of the corporation.
Notary Public
- I"
State of Texas #:i ; MANUELGARCIAORTEGA
w}: My Notary IID # 6949252
Expires July 15, 2025
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